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EX-99.3 - EX-99.3 - SOUTH STATE Corpa18-5289_1ex99d3.htm
EX-99.1 - EX-99.1 - SOUTH STATE Corpa18-5289_1ex99d1.htm
EX-23.1 - EX-23.1 - SOUTH STATE Corpa18-5289_1ex23d1.htm
8-K/A - 8-K/A - SOUTH STATE Corpa18-5289_18ka.htm

Exhibit 99.2

 

PARK STERLING CORPORATION

 

Part I. FINANCIAL INFORMATION

Item 1. Financial Statements

 

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)

(Dollars in thousands)

 

 

 

September 30,

 

December 31,

 

 

 

2017

 

2016 *

 

 

 

 

 

 

 

ASSETS

 

 

 

 

 

 

 

 

 

 

 

Cash and due from banks

 

$

44,874

 

$

34,162

 

Interest-earning balances at banks

 

53,102

 

48,882

 

Federal funds sold

 

240

 

570

 

Investment securities available-for-sale, at fair value

 

384,275

 

402,501

 

Investment securities held-to-maturity (fair value of $87,402 and $92,828 at September 30, 2017 and December 31, 2016, respectively)

 

85,704

 

91,752

 

Nonmarketable equity securities

 

18,692

 

17,501

 

Loans held for sale

 

1,814

 

7,996

 

Loans

 

2,429,585

 

2,412,186

 

Less allowance for loan losses

 

(12,423

)

(12,125

)

Net loans

 

2,417,162

 

2,400,061

 

 

 

 

 

 

 

Premises and equipment, net

 

61,823

 

63,080

 

Bank-owned life insurance

 

72,354

 

70,785

 

Deferred tax asset

 

18,729

 

25,721

 

Other real estate owned

 

2,603

 

2,438

 

Goodwill

 

63,317

 

63,317

 

Core deposit intangible

 

10,075

 

11,438

 

Accrued interest receivable

 

6,424

 

6,799

 

Other assets

 

6,065

 

8,392

 

 

 

 

 

 

 

Total assets

 

$

3,247,253

 

$

3,255,395

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

Deposits:

 

 

 

 

 

Noninterest-bearing

 

$

550,196

 

$

521,295

 

Interest-bearing

 

1,918,727

 

1,992,457

 

Total deposits

 

2,468,923

 

2,513,752

 

 

 

 

 

 

 

Short-term borrowings

 

310,000

 

285,000

 

Long-term borrowings

 

29,769

 

29,736

 

Subordinated debt

 

33,996

 

33,501

 

Accrued interest payable

 

942

 

541

 

Accrued expenses and other liabilities

 

26,934

 

37,021

 

Total liabilities

 

2,870,564

 

2,899,551

 

 

 

 

 

 

 

Shareholders’ equity:

 

 

 

 

 

Common stock, $1.00 par value 200,000,000 shares authorized; 53,364,798 and 53,116,519 shares issued and outstanding at September 30, 2017 and December 31, 2016, respectively

 

53,365

 

53,117

 

Additional paid-in capital

 

273,893

 

273,400

 

Retained earnings

 

50,937

 

32,609

 

Accumulated other comprehensive loss

 

(1,506

)

(3,282

)

Total shareholders’ equity

 

376,689

 

355,844

 

 

 

 

 

 

 

Total liabilities and shareholders’ equity

 

$

3,247,253

 

$

3,255,395

 

 


* Derived from audited financial statements.

 

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

 

1



 

PARK STERLING CORPORATION

 

CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited)

(Dollars in thousands, except per share data)

 

 

 

Three Months Ended

 

Nine Months Ended

 

 

 

September 30,

 

September 30,

 

 

 

2017

 

2016

 

2017

 

2016

 

Interest income

 

 

 

 

 

 

 

 

 

Loans, including fees

 

$

28,924

 

$

26,521

 

$

85,904

 

$

80,374

 

Federal funds sold

 

2

 

1

 

6

 

14

 

Taxable investment securities

 

2,809

 

2,583

 

8,729

 

7,910

 

Tax-exempt investment securities

 

133

 

137

 

403

 

421

 

Nonmarketable equity securities

 

223

 

151

 

640

 

458

 

Interest on deposits at banks

 

200

 

51

 

398

 

127

 

Total interest income

 

32,291

 

29,444

 

96,080

 

89,304

 

 

 

 

 

 

 

 

 

 

 

Interest expense

 

 

 

 

 

 

 

 

 

Money market, NOW and savings deposits

 

1,076

 

953

 

3,074

 

2,984

 

Time deposits

 

1,469

 

1,447

 

4,376

 

4,294

 

Short-term borrowings

 

986

 

345

 

2,409

 

890

 

Long-term borrowings

 

371

 

379

 

1,113

 

1,229

 

Subordinated debt

 

555

 

497

 

1,606

 

1,437

 

Total interest expense

 

4,457

 

3,621

 

12,578

 

10,834

 

Net interest income

 

27,834

 

25,823

 

83,502

 

78,470

 

 

 

 

 

 

 

 

 

 

 

Provision for (recovery of) loan losses

 

(353

)

642

 

325

 

2,080

 

Net interest income after provision for (recovery of) loan losses

 

28,187

 

25,181

 

83,177

 

76,390

 

 

 

 

 

 

 

 

 

 

 

Noninterest income

 

 

 

 

 

 

 

 

 

Service charges on deposit accounts

 

1,737

 

1,671

 

5,144

 

4,688

 

Income from fiduciary activities

 

476

 

582

 

1,526

 

1,961

 

Commissions and fees from investment brokerage

 

147

 

157

 

430

 

444

 

Income from capital markets

 

927

 

680

 

2,181

 

1,515

 

Gain (loss) on sale of securities available for sale

 

 

 

58

 

(93

)

ATM and card income

 

741

 

730

 

2,206

 

2,079

 

Mortgage banking income

 

471

 

1,015

 

2,207

 

2,663

 

Income from bank-owned life insurance

 

578

 

532

 

1,732

 

2,046

 

Amortization of indemnification asset and true-up liability expense

 

 

(139

)

 

(311

)

Other noninterest income

 

303

 

219

 

782

 

557

 

Total noninterest income

 

5,380

 

5,447

 

16,266

 

15,549

 

 

 

 

 

 

 

 

 

 

 

Noninterest expense

 

 

 

 

 

 

 

 

 

Salaries and employee benefits

 

11,058

 

11,755

 

33,929

 

36,547

 

Occupancy and equipment

 

3,007

 

3,111

 

8,838

 

9,277

 

Advertising and promotion

 

179

 

44

 

465

 

832

 

Legal and professional fees

 

954

 

978

 

3,387

 

2,653

 

Deposit charges and FDIC insurance

 

378

 

405

 

1,305

 

1,315

 

Data processing and outside service fees

 

2,049

 

2,331

 

5,881

 

10,078

 

Communication fees

 

345

 

532

 

1,268

 

1,520

 

Core deposit intangible amortization

 

454

 

458

 

1,362

 

1,374

 

Net cost of operation of other real estate owned

 

20

 

(92

)

435

 

244

 

Loan and collection expense

 

175

 

425

 

502

 

735

 

Postage and supplies

 

106

 

115

 

355

 

479

 

Other noninterest expense

 

1,417

 

1,050

 

4,506

 

4,157

 

Total noninterest expense

 

20,142

 

21,112

 

62,233

 

69,211

 

 

 

 

 

 

 

 

 

 

 

Income before income taxes

 

13,425

 

9,516

 

37,210

 

22,728

 

 

 

 

 

 

 

 

 

 

 

Income tax expense

 

4,731

 

3,192

 

12,500

 

8,111

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

8,694

 

$

6,324

 

$

24,710

 

$

14,617

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted earnings per common share

 

$

0.16

 

$

0.12

 

$

0.47

 

$

0.28

 

 

 

 

 

 

 

 

 

 

 

Dividends per common share

 

$

0.04

 

$

0.04

 

$

0.12

 

$

0.10

 

 

 

 

 

 

 

 

 

 

 

Weighted-average common shares outstanding

 

 

 

 

 

 

 

 

 

Basic

 

52,943,273

 

52,361,305

 

52,823,594

 

52,333,157

 

Diluted

 

53,527,283

 

52,743,928

 

53,481,351

 

52,674,315

 

 

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

 

2



 

PARK STERLING CORPORATION

 

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited)

(Dollars in thousands)

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

 

 

2017

 

2016

 

2017

 

2016

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

8,694

 

$

6,324

 

$

24,710

 

$

14,617

 

 

 

 

 

 

 

 

 

 

 

Securities available for sale and transferred securities:

 

 

 

 

 

 

 

 

 

Change in net unrealized gains (losses) during the period

 

251

 

(553

)

2,189

 

6,256

 

Change in net unrealized gain on securities transferred to held-to-maturity

 

65

 

26

 

191

 

78

 

Reclassification adjustment for net (gains) losses recognized in net income

 

 

 

(58

)

93

 

Total securities available for sale and transferred securities

 

316

 

(527

)

2,322

 

6,427

 

 

 

 

 

 

 

 

 

 

 

Derivatives:

 

 

 

 

 

 

 

 

 

Change in the accumulated gain (loss) on effective cash flow hedge derivatives

 

54

 

355

 

204

 

(1,344

)

Change in the accumulated gain (loss) on terminated cash flow hedge derivatives

 

(52

)

93

 

(180

)

278

 

Reclassification adjustment for interest payments

 

146

 

86

 

459

 

263

 

Total derivatives

 

148

 

534

 

483

 

(803

)

 

 

 

 

 

 

 

 

 

 

Other comprehensive income, before tax

 

464

 

7

 

2,805

 

5,624

 

 

 

 

 

 

 

 

 

 

 

Deferred tax expense related to other comprehensive income

 

168

 

2

 

1,029

 

2,103

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income, net of tax

 

296

 

5

 

1,776

 

3,521

 

 

 

 

 

 

 

 

 

 

 

Total comprehensive income

 

$

8,990

 

$

6,329

 

$

26,486

 

$

18,138

 

 

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

 

3



 

PARK STERLING CORPORATION

 

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY (Unaudited)

(Dollars in thousands)

Nine Months Ended September 30, 2017 and 2016

 

 

 

 

 

 

 

 

 

 

 

Accumulated

 

 

 

 

 

 

 

 

 

Additional

 

 

 

Other

 

Total

 

 

 

Common Stock

 

Paid-In

 

Accumulated

 

Comprehensive

 

Shareholders’

 

 

 

Shares

 

Amount

 

Capital

 

Earnings

 

Income (Loss)

 

Equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at December 31, 2015

 

44,854,509

 

$

44,854

 

$

222,596

 

$

20,117

 

$

(2,863

)

$

284,704

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Shares issued for First Capital merger

 

8,376,094

 

8,376

 

52,937

 

 

 

61,313

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Issuance of restricted stock grants

 

265,284

 

265

 

(265

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Forfeitures of restricted stock grants

 

(54,433

)

(54

)

54

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Exercise of stock options

 

285,721

 

285

 

1,559

 

 

 

1,844

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Share-based compensation expense

 

1,300

 

2

 

911

 

 

 

913

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common stock repurchased or reacquired

 

(422,641

)

(422

)

(2,469

)

 

 

(2,891

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Dividends on common stock

 

 

 

 

(5,325

)

 

(5,325

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

 

 

 

14,617

 

 

14,617

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income

 

 

 

 

 

3,521

 

3,521

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at September 30, 2016

 

53,305,834

 

$

53,306

 

$

275,323

 

$

29,409

 

$

658

 

$

358,696

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at December 31, 2016

 

53,116,519

 

$

53,117

 

$

273,400

 

$

32,609

 

$

(3,282

)

$

355,844

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Issuance of restricted stock grants

 

164,994

 

165

 

(165

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Forfeitures of restricted stock grants

 

(12,067

)

(12

)

12

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Exercise of stock options

 

306,394

 

225

 

660

 

 

 

885

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Share-based compensation expense

 

1,400

 

1

 

1,302

 

 

 

1,303

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common stock repurchased or reacquired

 

(212,442

)

(131

)

(1,316

)

 

 

(1,447

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Dividends on common stock

 

 

 

 

(6,382

)

 

(6,382

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

 

 

 

24,710

 

 

24,710

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income

 

 

 

 

 

1,776

 

1,776

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at September 30, 2017

 

53,364,798

 

$

53,365

 

$

273,893

 

$

50,937

 

$

(1,506

)

$

376,689

 

 

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

 

4



 

PARK STERLING CORPORATION

 

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

(Dollars in thousands)

 

 

 

Nine Months Ended

 

 

 

September 30,

 

 

 

2017

 

2016

 

Cash flows from operating activities

 

 

 

 

 

Net income

 

$

24,710

 

$

14,617

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

Accretion on acquired loans

 

(10,295

)

(8,572

)

Net amortization on investments

 

1,892

 

2,022

 

Other depreciation and amortization

 

10,549

 

7,812

 

Provision for loan losses

 

325

 

2,080

 

Share-based compensation expense

 

1,303

 

913

 

Deferred income taxes

 

6,893

 

(171

)

Amortization of FDIC indemnification asset

 

 

142

 

Gains (losses) on sales of investment securities available-for-sale

 

(58

)

93

 

Net gains on sales of loans held for sale

 

(915

)

(1,251

)

Net losses (gains) on sales of fixed assets

 

(43

)

418

 

Net gains on sales of other real estate owned

 

(95

)

(411

)

Writedowns on other real estate owned

 

339

 

294

 

Income from bank-owned life insurance

 

(1,732

)

(2,046

)

Proceeds from loans held for sale

 

68,081

 

75,304

 

Disbursements for loans held for sale

 

(61,531

)

(85,307

)

Change in assets and liabilities:

 

 

 

 

 

Decrease in FDIC indemnification asset

 

 

(3,843

)

Decrease in accrued interest receivable

 

375

 

893

 

Increase in other assets

 

(2,328

)

(4,449

)

Increase in accrued interest payable

 

401

 

345

 

Increase (decreases) in accrued expenses and other liabilities

 

(9,774

)

6,210

 

Net cash provided by operating activities

 

28,097

 

5,093

 

 

 

 

 

 

 

Cash flows from investing activities

 

 

 

 

 

Net increase in loans

 

(9,935

)

(123,112

)

Purchases of premises and equipment

 

(4,723

)

(3,038

)

Proceeds from sales of premises and equipment

 

1,939

 

 

Purchases of investment securities available-for-sale

 

(89,527

)

(106,636

)

Proceeds from sales of investment securities available-for-sale

 

51,629

 

124,381

 

Proceeds from maturities, calls and paydowns of investment securities available-for-sale

 

56,611

 

44,237

 

Proceeds from maturities, calls and paydowns of investment securities held-to-maturity

 

6,014

 

6,970

 

Proceeds from life insurance death benefit

 

 

534

 

FDIC reimbursement of recoverable covered asset losses

 

 

4,644

 

Proceeds from sale of other real estate owned

 

547

 

4,681

 

Net (purchases) redemptions of nonmarketable equity securities

 

(191

)

(623

)

Termination of cash flow hedge

 

 

(1,855

)

Acquisitions, net of cash acquired

 

 

(12,067

)

Net cash provided by (used in) investing activities

 

12,364

 

(61,884

)

 

 

 

 

 

 

Cash flows from financing activities

 

 

 

 

 

Net increase (decrease) in deposits

 

(44,474

)

24,712

 

Repayments of long-term borrowings

 

 

(45,503

)

Net advances in short-term borrowings

 

25,000

 

87,379

 

Repayments of junior subordinated debt

 

559

 

 

Exercise of stock options

 

885

 

1,844

 

Repurchase of common stock

 

(1,447

)

(2,891

)

Dividends on common stock

 

(6,382

)

(5,325

)

Net cash provided by (used in) financing activities

 

(25,859

)

60,216

 

 

 

 

 

 

 

Net increase in cash and cash equivalents

 

14,602

 

3,425

 

 

 

 

 

 

 

Cash and cash equivalents, beginning

 

83,614

 

70,526

 

Cash and cash equivalents, ending

 

$

98,216

 

$

73,951

 

 

 

 

 

 

 

Supplemental disclosures of cash flow information:

 

 

 

 

 

Cash paid for interest

 

$

12,177

 

$

10,448

 

Cash paid for income taxes

 

12,501

 

760

 

 

 

 

 

 

 

Supplemental disclosure of noncash investing and financing activities:

 

 

 

 

 

Change in unrealized gain on available-for-sale securities, net of tax

 

$

2,031

 

$

6,408

 

Change in unrealized gain (loss) on cash flow hedge, net of tax

 

(255

)

105

 

Loans transferred to other real estate owned

 

1,548

 

449

 

 

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

 

5



 

PARK STERLING CORPORATION

 

Notes to Condensed Consolidated Financial Statements (Unaudited)

(table amounts in thousands, except share data and per share amounts)

 

Note 1 — Basis of Presentation

 

Park Sterling Corporation (the “Company”) was formed on October 6, 2010 to serve as the holding company for Park Sterling Bank (the “Bank”) and is a bank holding company registered with the Board of Governors of the Federal Reserve System (the “Federal Reserve Board”). At September 30, 2017 and December 31, 2016, the Company’s primary operations and business were that of owning the Bank.

 

The accompanying unaudited condensed consolidated financial statements and notes have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information or footnotes necessary for a complete presentation of financial position, results of operations and cash flows in conformity with GAAP. Because the accompanying unaudited condensed consolidated financial statements do not include all of the information and footnotes required by GAAP, they should be read in conjunction with the Company’s audited consolidated financial statements and accompanying footnotes (the “2016 Audited Financial Statements”) included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2016 filed with the Securities and Exchange Commission (“SEC”) on March 10, 2017 (the “2016 Form 10-K”).

 

In management’s opinion, the accompanying unaudited condensed consolidated financial statements reflect all adjustments, which consist of normal, recurring adjustments, necessary to present fairly the financial position of the Company as of September 30, 2017 and December 31, 2016, the results of its operations for the three and nine months ended September 30, 2017 and 2016, and cash flows for the nine months ended September 30, 2017 and 2016. Operating results for the nine-month period ended September 30, 2017 are not necessarily indicative of the results that may be expected for the year or for other interim periods.

 

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the unaudited condensed consolidated financial statements and accompanying notes. Actual results could differ from those estimates. Material estimates that are susceptible to significant change in the near term are the valuation of purchased credit-impaired (“PCI”) loans, the valuation of the allowance for loan losses and the fair value of financial instruments and other accounts.

 

Tabular information, other than share and per share data, is presented in thousands of dollars. Certain amounts reported in prior periods have been reclassified to conform to the current period presentation.

 

Merger with South State Corporation

 

On April 26, 2017, the Company and South State Corporation (“South State”) entered into an Agreement and Plan of Merger (the “Merger Agreement”), pursuant to which the Company will merge with and into South State (the “Merger”), with South State continuing as the surviving entity in the Merger. Immediately following the Merger, the Bank will merge with and into South State’s wholly owned bank subsidiary, South State Bank (the “Bank Merger”), with South State Bank as the surviving entity in the Bank Merger.

 

Subject to the terms and conditions of the Merger Agreement, at the effective time of the Merger (the “Effective Time”), the Company’s shareholders will have the right to receive 0.14 shares (the “Exchange Ratio”) of common stock, par value $2.50 per share, of South State for each share of common stock, par value $1.00 per share, of the Company.

 

In addition, each stock option granted by the Company, whether vested or unvested, will be cancelled and converted into the right to receive a cash amount equal to the product of (a) the number of shares of the Company’s Common Stock subject to such stock option immediately prior to the Effective Time and (b) the excess, if any, of (i) the product of (A) the average closing price per share for South State Common Stock for the ten full trading days ending on the day immediately preceding the closing date and (B) the Exchange Ratio (the “Cash Consideration Value”), over (ii) the exercise price of such option. Any stock options granted by the Company with an exercise price equal to or greater than the Cash Consideration Value will be cancelled for no consideration. Additionally, at the Effective Time, each award of restricted shares of the Company’s Common Stock will vest in full, the restrictions thereon will lapse and each such award will be converted into the right to receive the Merger Consideration in respect of each share of the Company’s Common Stock underlying such award.

 

6



 

PARK STERLING CORPORATION

 

Notes to Condensed Consolidated Financial Statements (Unaudited)

(table amounts in thousands, except share data and per share amounts)

 

The shareholders of each of the Company and South State approved the Merger in their respective special meetings held on October 25, 2017. Closing of the Merger, however, remains subject to regulatory approvals, and other customary closing conditions and is currently expected to close in the fourth quarter of 2017. For more information about the proposed Merger and the Merger Agreement, see the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission (the “SEC”) on May 1, 2017 and the Company’s Definitive Proxy Statement filed with the SEC on September 12, 2017.

 

Note 2 - Recent Accounting Pronouncements

 

During the fourth quarter of 2016, the Company early adopted, with an effective date of January 1, 2016, Accounting Standards Update (“ASU”) 2016-09, “Compensation- Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting” (“ASU 2016-09”), which is intended to improve accounting for share-based payment award transactions. ASU 2016-09 simplifies share-based transactions including the income tax consequences, classification of awards as either equity or liabilities and classification on the statement of cash flows. During the fourth quarter, the Company recognized an income tax benefit of $798 thousand, representing excess tax benefits that previously would have been recognized, under the former standard, in additional paid in capital.

 

In May 2014, the Financial Accounting Standards Board (“FASB”) issued ASU 2014-09, Revenue from Contracts with Customers, Topic 606 (“ASU 2014-09”). The new standard’s core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. In doing so, companies will need to use more judgment and make more estimates than under existing guidance. These may include identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation. In August of 2015, the FASB issued ASU 2015-14, Revenue from Contracts with Customers, Topic 606: Deferral of the Effective Date, deferring the effective date of ASU 2014-09 until annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. The standard can be applied retrospectively to each prior reporting period or retrospectively with the cumulative effect of initially applying this new guidance recognized at the date of initial application. The Company’s revenue primarily is comprised of net interest income on financial assets and financial liabilities, which is explicitly excluded from the scope of ASU 2014-09. The Company is currently analyzing its noninterest income to determine the impact of this new standard, but does not expect that the adoption of the standard will have a significant impact on its financial statements.

 

On January 5, 2016, the FASB issued ASU 2016-01, “Financial Instruments—Overall: Recognition and Measurement of Financial Assets and Financial Liabilities” (“ASU 2016-01”). Changes to the current GAAP model primarily affects the accounting for equity investments, financial liabilities under the fair value option, and the presentation and disclosure requirements for financial instruments. In addition, the FASB clarified guidance related to the valuation allowance assessment when recognizing deferred tax assets resulting from unrealized losses on available-for-sale debt securities. The guidance will be effective in fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. The Company is evaluating the impact of this update on its financial statements.

 

In February 2016, the FASB issued ASU 2016-02, “Leases” (“ASU 2016-02”), which is intended to improve financial reporting about leasing transactions. ASU 2016-02 will require organizations (“lessees”) that lease assets with lease terms of more than twelve months to recognize on the balance sheet the assets and liabilities for the rights and obligations created by those leases. Financial reporting for organizations that own the assets leased by lessees (“lessors”) will remain largely unchanged from current GAAP. In addition, the ASU will require disclosures to help investors and other financial statement users better understand the amount, timing and uncertainty of cash flows arising from leases. The effective date of this ASU is for fiscal years beginning after December 31, 2018 and interim periods within that year. The Company has reviewed its outstanding lease agreements and has centrally documented the terms of its leases. The Company is currently evaluating the provisions of ASU 2016-02 in relation to its outstanding leases to determine the potential impact on its financial statements.

 

In June 2016, the FASB issued ASU 2016-13 “Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”) as part of its project on financial instruments. ASU 2016-13 introduces an approach based on expected losses to estimate credit losses on certain types of financial instruments. It also modifies the impairment model for available-for-sale (AFS) debt securities and provides for a simplified accounting model for purchased financial assets with credit deterioration since their origination. The effective date of this ASU is for reporting periods beginning after December 15, 2019. The implementation of ASU 2016-13 will have a significant impact on both the method of estimating credit losses as well as the amount of credit losses reflected in the Company’s financial statements. The Company is currently in a planning phase for implementation of the new standard and is evaluating the expected impact on its financial statements.

 

7



 

PARK STERLING CORPORATION

 

Notes to Condensed Consolidated Financial Statements (Unaudited)

(table amounts in thousands, except share data and per share amounts)

 

In August 2016, the FASB issued ASU 2016-15, “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments” (“ASU 2016-15”). ASU 2016-15 addresses eight classification issues related to the statement of cash flows. The updated guidance is effective for interim and annual reporting periods beginning after December 15, 2017, including interim periods within those fiscal years. Early adoption is permitted. Entities will apply the standard’s provisions using a retrospective transition method to each period presented. The Company does not believe this guidance will have a material impact on the Company’s consolidated financial statements.

 

In January 2017, the FASB issued ASU 2017-03, “Accounting Changes and Error Corrections (Topic 250) and Investments-Equity Method and Joint Ventures (Topic 323)”. ASU 2017-03 amends the Accounting Standards Codification (“ASC”) for SEC staff announcements made at two Emerging Issues Task Force (“EITF”) meetings. At the September 2016 meeting, the SEC staff expressed its expectations about the extent of disclosures registrants should make about the effects of the new FASB guidance (including any amendments issued prior to adoption) on revenue (ASU 2014-09), leases (ASU 2016-02) and credit losses on financial instruments (ASU 2016-13) in accordance with Staff Accounting Bulletin Topic 11.M. That Topic requires registrants to disclose the effect that recently issued accounting standards will have on their financial statements when adopted in a future period. ASU 2017-03 incorporates these SEC staff views into ASC 250 and adds references to that guidance in the transition paragraphs of each of the three new standards. The Company has adopted this new standard and it did not have a material impact on the Company’s consolidated financial statements.

 

In January 2017, the FASB issued ASU 2017-04, “Intangibles - Goodwill and Other (Topic 350) - Simplifying the Test for Goodwill Impairment” (“ASU 2017-04”). ASU 2017-04 eliminates Step 2 from the goodwill impairment test which required entities to compute the implied fair value of goodwill. Under the new standard, an entity should perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An entity should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. ASU 2017-04 is effective for any interim or annual period beginning after December 15, 2019, with early adoption permitted. The new standard is not expected to have a significant impact on the Company’s financial statements.

 

In March 2017, the FASB issued ASU 2017-08 “Receivables - Nonrefundable Fees and Other Costs (Subtopic 310-20) - Premium Amortization on Purchased Callable Debt Securities” (“ASU 2017-08”). ASU 2017-08 shortens the amortization period for certain callable debt securities held at a premium to require such premiums to be amortized to the earliest call date unless applicable guidance related to certain pools of securities is applied to consider estimated prepayments. Under prior guidance, entities were generally required to amortize premiums on individual, non-pooled callable debt securities as a yield adjustment over the contractual life of the security. ASU 2017-08 does not change the accounting for callable debt securities held at a discount. ASU 2017-08 is effective for annual periods beginning after December 15, 2018, including interim periods within those annual periods. The Company is currently evaluating the potential impact of ASU 2017-08 on its financial statements.

 

In May 2017, the FASB issued ASU 2017-09 “Compensation-Stock Compensation (Topic 718): Scope of Modification Accounting” (“ASU 2017-09”). ASU 2017-09 provides guidance on the scope of modification of share-based payment awards and direction on which changes in terms or conditions of share-based payment awards require an entity to apply modification accounting. Under the new guidance, modification accounting is required only if the fair value, the vesting conditions, or the classification of the award (as equity or liability) changes as a result of the change in terms or conditions. The guidance is effective prospectively for annual periods beginning on or after December 15, 2017, with early adoption permitted. The Company has determined the guidance will not have a material impact on the Company’s consolidated financial statements.

 

In August 2017, the FASB issued ASU 2017-12 “Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities” (“ASU 2017-12”). ASU 2017-12 amends ASC 815 to better align an entity’s risk management activities and financial reporting for hedging relationships through changes to both the designation and measurement guidance for qualifying hedging relationships and the presentation of hedge results. This ASU is intended to improve the transparency of information about an entity’s risk management activities and simplify the application of hedge accounting. The guidance is effective for annual periods beginning on or after December 15, 2018 and interim periods within those fiscal years, with early adoption permitted. All transition requirements and elections should be applied to hedging relationships existing on the date of adoption. The Company is assessing the impact of the new guidance, but currently does not believe it will have a material impact on the Company’s consolidated financial statements.

 

8



 

PARK STERLING CORPORATION

 

Notes to Condensed Consolidated Financial Statements (Unaudited)

(table amounts in thousands, except share data and per share amounts)

 

Note 3— Business Combinations and Goodwill

 

Generally, acquisitions are accounted for under the acquisition method of accounting in accordance with ASC 805, Business Combinations. Both the purchased assets and liabilities assumed are recorded at their respective acquisition date fair values. Determining the fair value of assets and liabilities, especially the loan portfolio, is a complicated process involving significant judgment regarding methods and assumptions used to calculate estimated fair values. Fair values are preliminary and subject to refinement for up to one year after the closing date of the acquisition as additional information regarding the closing date fair values becomes available. There were no acquisitions or mergers conducted during the first nine months of 2017.

 

On January 1, 2016, the Company acquired First Capital Bancorp, Inc. (“First Capital”), based in Glen Allen, Virginia and the parent company of First Capital Bank. As a result of the merger of First Capital into the Company, First Capital Bank, which operated eight branches in the Richmond, Virginia area, became a wholly-owned subsidiary of the Company and thereafter was merged into the Bank. The aggregate merger consideration consisted of approximately 8.4 million shares of Common Stock and approximately $25.7 million in cash. Based on the $7.32 per share closing price of the Company’s common stock on December 31, 2015, the transaction value was approximately $87.1 million. The assets acquired and liabilities assumed from First Capital were recorded at their fair value as of the closing date of the merger. Goodwill of $34.1 million resulted from the First Capital transaction.

 

9



 

PARK STERLING CORPORATION

 

Notes to Condensed Consolidated Financial Statements (Unaudited)

(table amounts in thousands, except share data and per share amounts)

 

Note 4 — Investment Securities

 

The amortized cost, unrealized gains and losses, and estimated fair value of securities available-for-sale and held-to-maturity at September 30, 2017 and December 31, 2016 are as follows:

 

 

 

 

 

Gross

 

Gross

 

 

 

 

 

Amortized

 

Unrealized

 

Unrealized

 

Fair

 

 

 

Cost

 

Gains

 

Losses

 

Value

 

September 30, 2017

 

 

 

 

 

 

 

 

 

Securities available-for-sale:

 

 

 

 

 

 

 

 

 

Municipal securities

 

$

12,463

 

$

423

 

 

$

12,888

 

Residential agency pass-through securities

 

137,190

 

1,011

 

(971

)

137,230

 

Residential collateralized mortgage obligations

 

154,168

 

839

 

(103

)

154,903

 

Commercial mortgage-backed securities

 

15,697

 

 

(204

)

15,493

 

Asset-backed securities

 

61,866

 

375

 

(718

)

61,523

 

Corporate and other securities

 

1,491

 

 

(166

)

1,325

 

Equity securities

 

1,250

 

 

(336

)

913

 

Total securities available-for-sale

 

$

384,125

 

$

2,648

 

$

(2,498

)

$

384,275

 

 

 

 

 

 

 

 

 

 

 

Securities held-to-maturity:

 

 

 

 

 

 

 

 

 

Residential agency pass-through securities

 

$

30,184

 

$

691

 

$

(11

)

$

30,864

 

Residential collateralized mortgage obligations

 

6,133

 

101

 

 

6,234

 

Commercial mortgage-backed obligations

 

46,189

 

879

 

 

47,068

 

Asset-backed securities

 

3,198

 

38

 

 

3,236

 

Total securities held-to-maturity

 

$

85,704

 

$

1,709

 

$

(11

)

$

87,402

 

 

 

 

 

 

 

 

 

 

 

December 31, 2016

 

 

 

 

 

 

 

 

 

Securities available-for-sale:

 

 

 

 

 

 

 

 

 

Municipal securities

 

$

12,731

 

$

588

 

$

 

$

13,319

 

Residential agency pass-through securities

 

194,175

 

945

 

(2,355

)

192,765

 

Residential collateralized mortgage obligations

 

93,980

 

615

 

(185

)

94,410

 

Commercial mortgage-backed securities

 

15,912

 

 

(415

)

15,497

 

Asset-backed securities

 

84,955

 

211

 

(1,215

)

83,951

 

Corporate and other securities

 

1,479

 

 

(159

)

1,320

 

Equity securities

 

1,250

 

 

(11

)

1,239

 

Total securities available-for-sale

 

$

404,482

 

$

2,359

 

$

(4,340

)

$

402,501

 

 

 

 

 

 

 

 

 

 

 

Securities held-to-maturity:

 

 

 

 

 

 

 

 

 

Residential agency pass-through securities

 

$

34,063

 

$

537

 

$

(47

)

$

34,553

 

Residential collateralized mortgage obligations

 

6,730

 

87

 

 

6,817

 

Commercial mortgage-backed obligations

 

46,851

 

526

 

 

47,377

 

Asset-backed securities

 

4,108

 

 

(27

)

4,081

 

Total securities held-to-maturity

 

$

91,752

 

$

1,150

 

$

(74

)

$

92,828

 

 

In 2014, commercial mortgage-backed securities (“MBS”) with a fair market value of $58.5 million were transferred from available-for-sale to held-to-maturity. These securities had an aggregate unrealized loss of $2.2 million ($1.5 million, net of tax) on the date of transfer. The net unamortized, unrealized loss on the transferred securities included in accumulated other comprehensive pre-tax income in the accompanying balance sheet at December 31, 2016 and September 30, 2017 totaled $1.3 and $1.1 million respectively. This amount is amortized out of accumulated other comprehensive income over the remaining life of the underlying securities as an adjustment of the yield on those securities. As a result, the amortized cost of these investments of $54.0 million is higher than the $46.2 million carrying value of the securities as of September 30, 2017. There were no transfers of securities from available-for-sale to held-to-maturity during the quarter ended September 30, 2017.

 

At September 30, 2017 and December 31, 2016, investment securities with a fair market value of $137.4 million and $152.2 million, respectively, were pledged to secure public and trust deposits, to secure interest rate swaps, and for other purposes as required and permitted by law.

 

10



 

PARK STERLING CORPORATION

 

Notes to Condensed Consolidated Financial Statements (Unaudited)

(table amounts in thousands, except share data and per share amounts)

 

At September 30, 2017 and December 31, 2016, available-for-sale and held-to-maturity commercial MBS include $55.9 million and $56.7 million, respectively, of delegated underwriting and servicing (“DUS”) bonds collateralized by multi-family properties and backed by an agency of the U.S. government, and $6.0 million of private-label securities collateralized by commercial properties.

 

Included within the asset-backed securities balance are collateralized loan obligations totaling $13.8 million at September 30, 2017 and $33.9 million at December 31, 2016. Included in these amounts are $3.2 million and $4.1 million of a security equally collateralized by the Federal Family Education Loan Program and Private Student Loan Program as of September 30, 2017 and December 31, 2016, respectively.

 

The amortized cost and fair value of investment securities available-for-sale and held-to-maturity at September 30, 2017 by contractual maturity are shown below. Expected maturities will differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties. All of the Company’s residential agency pass-through securities and residential collateralized mortgage obligations are backed by an agency of the United States government. None of our residential agency pass-through securities or residential collateralized mortgage obligations are private-label securities.

 

11



 

PARK STERLING CORPORATION

 

Notes to Condensed Consolidated Financial Statements (Unaudited)

(table amounts in thousands, except share data and per share amounts)

 

Maturities of Investment Portfolio

 

 

 

September 30, 2017

 

 

 

Amortized

 

Fair

 

 

 

Cost

 

Value

 

 

 

 

 

 

 

Securities available-for-sale:

 

 

 

 

 

Municipal securities

 

 

 

 

 

Due after one year through five years

 

3,312

 

3,367

 

Due after five years through ten years

 

3,459

 

3,636

 

Due after ten years

 

5,692

 

5,885

 

Residential agency pass-through securities

 

 

 

 

 

Due after five years through ten years

 

5,263

 

5,487

 

Due after ten years

 

131,927

 

131,743

 

Residential collateralized mortgage obligations

 

 

 

 

 

Due after five years through ten years

 

16,149

 

16,219

 

Due after ten years

 

138,019

 

138,684

 

Commercial mortgage-backed obligations

 

 

 

 

 

Due after one year through five years

 

15,697

 

15,493

 

Asset-backed securities

 

 

 

 

 

Due after five years through ten years

 

45,629

 

45,580

 

Due after ten years

 

16,237

 

15,943

 

Corporate and other securities

 

 

 

 

 

Due after ten years

 

1,491

 

1,325

 

Equity securities

 

 

 

 

 

No maturity

 

1,250

 

913

 

Total securities available-for-sale

 

$

384,125

 

$

384,275

 

 

 

 

 

 

 

Securities held-to-maturity:

 

 

 

 

 

Residential agency pass-through securities

 

 

 

 

 

Due after ten years

 

$

30,184

 

$

30,864

 

Residential collateralized mortgage obligations

 

 

 

 

 

Due after ten years

 

6,133

 

6,234

 

Commercial mortgage-backed obligations

 

 

 

 

 

Due after one year through five years

 

21,199

 

21,557

 

Due after five years through ten years

 

24,990

 

25,511

 

Asset-backed securities

 

 

 

 

 

Due after ten years

 

3,198

 

3,236

 

Total securities held-to-maturity

 

$

85,704

 

$

87,402

 

 

There were no sales of securities available-for-sale during the three months ended September 30, 2017 and September 30, 2016. Securities available-for-sale of $51.6 million were sold in the nine months ended September 30, 2017. Gross realized gains on the sale of securities for the nine months ended September 30, 2017 were $58 thousand. Securities available-for-sale of $124.4 million were sold in the nine months ended September 30, 2016. Gross realized losses on the sale of securities for the nine months ended September 30, 2016 were $187 thousand.

 

Management evaluates its investments quarterly for other than temporary impairment, relying primarily on industry analyst reports, observation of market conditions and interest rate fluctuations. The following table shows gross unrealized losses and fair value, aggregated by investment category and length of time that the individual securities have been in a continuous unrealized loss position for securities with unrealized losses at September 30, 2017 and December 31, 2016. None of the securities are deemed to be other than temporarily impaired since none of the unrealized losses relate to the marketability of the securities or the issuer’s ability to honor redemption obligations, as all but one of the bonds are issued by United States government agencies with the remaining bond being partially guaranteed by a government agency, and it is more likely than not that the Company will not have to sell the investments before recovery of their amortized cost basis. At September 30, 2017 there were three securities that have been in a loss position for twelve months or more compared to six at December 31, 2016.

 

12



 

PARK STERLING CORPORATION

 

Notes to Condensed Consolidated Financial Statements (Unaudited)

(table amounts in thousands, except share data and per share amounts)

 

Investment Portfolio Gross Unrealized Losses and Fair Value

 

 

 

Less Than 12 Months

 

12 Months or More

 

Total

 

 

 

Fair

 

Unrealized

 

Fair

 

Unrealized

 

Fair

 

Unrealized

 

 

 

Value

 

Losses

 

Value

 

Losses

 

Value

 

Losses

 

September 30, 2017

 

 

 

 

 

 

 

 

 

 

 

 

 

Securities available-for-sale:

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential agency pass-through securities

 

$

 

$

 

$

12,888

 

$

(971

)

$

12,888

 

$

(971

)

Residential collateralized mortgage obligations

 

 

 

23,786

 

(103

)

23,786

 

(103

)

Commercial mortgage-backed securities

 

 

 

79,059

 

(204

)

79,059

 

(204

)

Asset-backed securities

 

25,768

 

(718

)

 

 

25,768

 

(718

)

Corporate and other securities

 

 

 

1,325

 

(166

)

 

(166

)

Equity securities

 

 

 

913

 

(336

)

913

 

(336

)

Total temporarily impaired available-for-sale securities

 

$

25,768

 

$

(718

)

$

117,971

 

$

(1,780

)

$

142,414

 

$

(2,498

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Securities held-to-maturity:

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial mortgage-backed securities

 

$

3,639

 

$

(11

)

$

 

$

 

$

3,639

 

$

(11

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total temporarily impaired held-to-maturity securities

 

$

3,639

 

$

(11

)

$

 

$

 

$

3,639

 

$

(11

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2016

 

 

 

 

 

 

 

 

 

 

 

 

 

Securities available-for-sale:

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential agency pass-through securities

 

$

 

$

 

$

138,759

 

$

(2,355

)

$

138,759

 

$

(2,355

)

Residential collateralized mortgage obligations

 

 

 

30,650

 

(185

)

30,650

 

(185

)

Commercial mortgage-backed securities

 

 

 

15,497

 

(415

)

15,497

 

(415

)

Asset-backed securities

 

23,539

 

(385

)

37,580

 

(830

)

61,119

 

(1,215

)

Equity and Corporate Securities

 

 

 

1,320

 

(170

)

1,320

 

(170

)

Total temporarily impaired available-for-sale securities

 

$

23,539

 

$

(385

)

$

223,806

 

$

(3,955

)

$

247,345

 

$

(4,340

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Securities held-to-maturity:

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential collateralized mortgage obligations

 

$

 

$

 

$

3,830

 

$

(47

)

$

3,830

 

$

(47

)

Commercial mortgage-backed securities

 

 

 

 

 

 

 

Asset-backed securities

 

4,081

 

(27

)

 

 

4,081

 

(27

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total temporarily impaired held-to-maturity securities

 

$

4,081

 

$

(27

)

$

3,830

 

$

(47

)

$

7,911

 

$

(74

)

 

The Company has nonmarketable equity securities consisting of investments in several unaffiliated financial institutions, as well as investments in five statutory trusts related to trust preferred securities issued by predecessor companies. These investments totaled $18.6 million at September 30, 2017 and $17.5 million at December 31, 2016. Included in these amounts at September 30, 2017 and December 31, 2016 was $16.1 million and $14.9 million, respectively, of Federal Home Loan Bank (“FHLB”) stock. All nonmarketable equity securities were evaluated for impairment as of September 30, 2017 and December 31, 2016. At September 30, 2017 and December 31, 2016, the Company estimated that the fair values of nonmarketable equity securities equaled or exceeded the cost of each of these investments, and, therefore, the investments were not impaired.

 

13



 

PARK STERLING CORPORATION

 

Notes to Condensed Consolidated Financial Statements (Unaudited)

(table amounts in thousands, except share data and per share amounts)

 

Note 5 — Loans and Allowance for Loan Losses

 

The Company’s loan portfolio was comprised of the following at:

 

 

 

September 30, 2017

 

December 31, 2016

 

 

 

PCI
loans

 

All other
loans

 

Total

 

PCI
loans

 

All other
loans

 

Total

 

Commercial:

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial and industrial

 

$

3,060

 

$

408,173

 

$

411,233

 

$

3,920

 

$

383,481

 

$

387,401

 

Commercial real estate (CRE) - owner-occupied

 

10,205

 

354,140

 

364,345

 

15,401

 

352,152

 

367,553

 

CRE - investor income producing

 

24,361

 

745,044

 

769,405

 

30,700

 

712,407

 

743,107

 

AC&D - 1-4 family construction

 

 

84,971

 

84,971

 

 

82,707

 

82,707

 

AC&D - lots, land & development

 

7,164

 

84,512

 

91,676

 

8,074

 

97,288

 

105,362

 

AC&D - CRE

 

 

161,810

 

161,810

 

 

194,732

 

194,732

 

Other commercial

 

1,871

 

13,395

 

15,266

 

1,962

 

10,938

 

12,900

 

Total commercial loans

 

46,661

 

1,852,045

 

1,898,706

 

60,057

 

1,833,705

 

1,893,762

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Consumer:

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential mortgage

 

17,287

 

270,309

 

287,596

 

21,472

 

239,049

 

260,521

 

Home equity lines of credit (HELOC)

 

1,005

 

171,235

 

172,240

 

1,088

 

175,711

 

176,799

 

Residential construction

 

1,522

 

48,962

 

50,484

 

2,470

 

56,590

 

59,060

 

Other loans to individuals

 

346

 

16,715

 

17,061

 

368

 

18,537

 

18,905

 

Total consumer loans

 

20,160

 

507,221

 

527,381

 

25,398

 

489,887

 

515,285

 

Total loans

 

66,821

 

2,359,266

 

2,426,087

 

85,455

 

2,323,592

 

2,409,047

 

Deferred costs

 

 

3,498

 

3,498

 

 

3,139

 

3,139

 

Total loans, net of deferred costs

 

$

66,821

 

$

2,362,764

 

$

2,429,585

 

$

85,455

 

$

2,326,731

 

$

2,412,186

 

 

At September 30, 2017 and December 31, 2016, the Company had sold participations in loans aggregating $20.6 million and $20.2 million, respectively, to other financial institutions on a nonrecourse basis. Collections on loan participations and remittances to participating institutions conform to customary banking practices.

 

The Bank accepts residential mortgage loan applications and funds loans of qualified borrowers. Funded loans are sold with limited recourse to investors under the terms of pre-existing commitments. The Bank executes all of its loan sales agreements under best efforts contracts with investors. From time to time, the Company may choose to hold certain mortgage loans on balance sheet. The Company serviced residential mortgage loans for the benefit of others totaling $2.1 million and $2.3 million as of September 30, 2017 and December 31, 2016, respectively.

 

Loans sold are 1-4 family residential mortgages originated by the Company and sold to various other financial institutions. The Company’s exposure to credit loss in the event of nonperformance by the other party to the loan is represented by the contractual notional amount of the loan. Since only a few of the loans have ever been returned to the Company, the amount of total loans sold does not necessarily represent future cash requirements. No loans were sold in the three months ended September 30, 2017. Total loans sold in the nine months ended September 30, 2017 were $68.1 million. Total loans sold in the three and nine months ended September 30, 2016 were $26.0 million and $75.3 million, respectively.

 

At September 30, 2017 the carrying value of loans pledged as collateral to the FHLB on borrowings and to the Federal Reserve totaled $962.7 million compared to $1.0 billion at December 31, 2016.

 

Concentrations of Credit - Loans are primarily made within the Company’s operating footprint of North Carolina, South Carolina, Virginia and Georgia. Real estate loans can be affected by the condition of the local real estate market. Commercial and industrial loans can be affected by the local economic conditions. The commercial loan portfolio has concentrations in business loans secured by real estate and real estate development loans. Primary concentrations in the consumer loan portfolio include home equity lines of credit and residential mortgages. At September 30, 2017 and December 31, 2016, the Company had no loans outstanding with foreign entities.

 

14



 

PARK STERLING CORPORATION

 

Notes to Condensed Consolidated Financial Statements (Unaudited)

(table amounts in thousands, except share data and per share amounts)

 

Allowance for Loan Losses - The following table presents, by portfolio segment, the activity in the allowance for loan losses for the three and nine months ended September 30, 2017 and 2016.

 

 

 

Commercial
and
industrial

 

Shared
National
Credits

 

CRE -
owner-
occupied

 

CRE -
investor
income
producing

 

AC&D -
1-4
family
construction

 

AC&D -
lots,
land &
development

 

AC&D -
CRE

 

Other
commercial

 

Residential
mortgage

 

HELOC
Jr.
Lien*

 

HELOC
Sr.
Lien

 

Residential
construction

 

Other
loans to
individuals

 

Total

 

For the three months ended Sept 30, 2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Allowance for Loan Losses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, beginning of period

 

$

2,574

 

$

556

 

$

1,352

 

$

2,948

 

$

679

 

$

480

 

$

1,167

 

$

92

 

$

1,011

 

$

767

 

$

578

 

$

346

 

$

152

 

$

12,702

 

Provision for (recovery of) loan losses

 

(253

)

(79

)

(7

)

(60

)

(66

)

6

 

84

 

(3

)

(116

)

(28

)

25

 

94

 

50

 

(353

)

Charge-offs

 

 

 

 

 

 

 

 

 

44

 

(56

)

 

(162

)

(63

)

(237

)

Recoveries

 

43

 

 

45

 

 

 

24

 

 

 

100

 

49

 

 

37

 

13

 

311

 

Net (charge-offs) recoveries

 

43

 

 

45

 

 

 

24

 

 

 

144

 

(7

)

 

(125

)

(50

)

74

 

Total Allowance for Loan Losses

 

$

2,364

 

$

477

 

$

1,390

 

$

2,888

 

$

613

 

$

510

 

$

1,251

 

$

89

 

$

1,039

 

$

732

 

$

603

 

$

315

 

$

152

 

$

12,423

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the nine months ended Sept 30, 2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Allowance for Loan Losses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, beginning of period

 

$

2,720

 

$

 

$

1,286

 

$

2,583

 

$

567

 

$

526

 

$

1,484

 

$

126

 

$

841

 

$

 

$

1,391

 

$

435

 

$

166

 

$

12,125

 

Provision for loan losses

 

(256

)

477

 

(34

)

240

 

19

 

(102

)

(233

)

(39

)

142

 

836

 

(788

)

22

 

41

 

325

 

Charge-offs

 

(158

)

 

39

 

(36

)

 

 

 

 

(86

)

(188

)

 

(182

)

(101

)

(712

)

Recoveries

 

58

 

 

99

 

101

 

27

 

86

 

 

2

 

142

 

84

 

 

40

 

46

 

685

 

Net (charge-offs) recoveries

 

(100

)

 

138

 

65

 

27

 

86

 

 

2

 

56

 

(104

)

 

(142

)

(55

)

(27

)

Total Allowance for Loan Losses

 

$

2,364

 

$

477

 

$

1,390

 

$

2,888

 

$

613

 

$

510

 

$

1,251

 

$

89

 

$

1,039

 

$

732

 

$

603

 

$

315

 

$

152

 

$

12,423

 

 


*Prior to Q2 2017, HELOCs were evalauted collectively for purposes of the allowance for loan and lease losses. Beginning in Q2 2017, HELOCs were evaluated for purposes of the allowance calculation based on the sequence of lien associated with the underlying collateral of the loan.

 

15



 

PARK STERLING CORPORATION

 

Notes to Condensed Consolidated Financial Statements (Unaudited)

(table amounts in thousands, except share data and per share amounts)

 

 

 

Commercial
and
industrial

 

Shared
National
Credits

 

CRE -
owner-
occupied

 

CRE -
investor
income
producing

 

AC&D -
1-4
family
construction

 

AC&D -
lots,
land &
development

 

AC&D -
CRE

 

Other
commercial

 

Residential
mortgage

 

HELOC
Jr.
Lien*

 

HELOC
Sr.
Lien

 

Residential
construction

 

Other
loans to
individuals

 

Total

 

For the three months ended September 30, 2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Allowance for Loan Losses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, beginning of period

 

$

2,128

 

$

 

$

1,231

 

$

2,572

 

$

485

 

$

449

 

$

836

 

$

70

 

$

821

 

$

 

$

1,533

 

$

439

 

$

309

 

$

10,873

 

Provision for (recovery of) loan losses

 

68

 

 

69

 

102

 

102

 

(29

)

337

 

129

 

24

 

 

(35

)

103

 

(270

)

600

 

Charge-offs

 

 

 

 

(15

)

 

 

 

 

(43

)

 

(67

)

(106

)

(10

)

(241

)

Recoveries

 

8

 

 

1

 

 

1

 

133

 

 

 

 

 

3

 

12

 

180

 

338

 

Net (charge-offs) recoveries

 

8

 

 

1

 

(15

)

1

 

133

 

 

 

(43

)

 

(64

)

(94

)

170

 

97

 

Balance, end of period

 

$

2,204

 

$

 

$

1,301

 

$

2,659

 

$

588

 

$

553

 

$

1,173

 

$

199

 

$

802

 

$

 

$

1,434

 

$

448

 

$

209

 

$

11,570

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

PCI Impairment Allowance for Loan Losses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, beginning of period

 

$

 

$

 

$

 

$

 

$

 

$

 

$

 

$

 

$

 

$

 

$

 

$

 

$

 

$

 

PCI Impairment charge-offs

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

PCI impairment recoveries

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net PCI impairment charge-offs

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

PCI provision for loan losses

 

3

 

 

 

15

 

 

 

 

 

14

 

 

10

 

 

 

42

 

Benefit attributable to FDIC loss share agreements

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total provision for loan losses charged to operations

 

3

 

 

 

15

 

 

 

 

 

14

 

 

10

 

 

 

42

 

Provision for loan losses recorded through FDIC loss share receivable

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, end of period

 

$

3

 

$

 

$

 

$

15

 

$

 

$

 

$

 

$

 

$

14

 

$

 

$

10

 

$

 

$

 

$

42

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Allowance for Loan Losses

 

$

2,207

 

$

 

$

1,301

 

$

2,674

 

$

588

 

$

553

 

$

1,173

 

$

199

 

$

816

 

$

 

$

1,444

 

$

448

 

$

209

 

$

11,612

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the nine months ended September 30, 2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Allowance for Loan Losses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, beginning of period

 

$

1,821

 

$

 

$

1,135

 

$

2,099

 

$

247

 

$

278

 

$

679

 

$

69

 

$

672

 

$

 

$

1,337

 

$

461

 

$

266

 

$

9,064

 

Provision for loan losses

 

351

 

 

164

 

553

 

323

 

(13

)

494

 

91

 

152

 

 

61

 

65

 

(202

)

2,039

 

Charge-offs

 

(15

)

 

 

(15

)

 

 

 

 

 

(65

)

 

(123

)

(117

)

(72

)

(407

)

Recoveries

 

47

 

 

2

 

22

 

18

 

288

 

 

39

 

43

 

 

159

 

39

 

217

 

874

 

Net (charge-offs) recoveries

 

32

 

 

2

 

7

 

18

 

288

 

 

39

 

(22

)

 

36

 

(78

)

145

 

467

 

Balance, end of period

 

$

2,204

 

$

 

$

1,301

 

$

2,659

 

$

588

 

$

553

 

$

1,173

 

$

199

 

$

802

 

$

 

$

1,434

 

$

448

 

$

209

 

$

11,570

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

PCI Impairment Allowance for Loan Losses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, beginning of period

 

$

 

$

 

$

 

$

 

$

 

$

 

$

 

$

 

$

 

$

 

$

 

$

 

$

 

$

 

PCI Impairment charge-offs

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

PCI impairment recoveries

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net PCI impairment charge-offs

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

PCI provision for loan losses

 

3

 

 

 

15

 

 

 

 

 

14

 

 

10

 

 

 

42

 

Benefit attributable to FDIC loss share agreements

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total provision for loan losses charged to operations

 

3

 

 

 

15

 

 

 

 

 

14

 

 

10

 

 

 

42

 

Provision for loan losses recorded through FDIC loss share receivable

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, end of period

 

$

3

 

$

 

$

 

$

15

 

$

 

$

 

$

 

$

 

$

14

 

$

 

$

10

 

$

 

$

 

$

42

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Allowance for Loan Losses

 

$

2,207

 

$

 

$

1,301

 

$

2,674

 

$

588

 

$

553

 

$

1,173

 

$

199

 

$

816

 

$

 

$

1,444

 

$

448

 

$

209

 

$

11,612

 

 


*Prior to Q2 2017, HELOCs were evalauted collectively for purposes of the allowance for loan and lease losses. Beginning in Q2 2017, HELOCs were evaluated for purposes of the allowance calculation based on the sequence of lien associated with the underlying collateral of the loan.

 

16



 

PARK STERLING CORPORATION

 

Notes to Condensed Consolidated Financial Statements (Unaudited)

(table amounts in thousands, except share data and per share amounts)

 

The following table presents, by portfolio segment, the balance in the allowance for loan losses disaggregated on the basis of the Company’s impairment measurement method and the related recorded investment in loans at September 30, 2017 and December 31, 2016.

 

 

 

Commercial
and
industrial

 

Shared
National
Credits

 

CRE -
owner-
occupied

 

CRE -
investor
income
producing

 

AC&D -
1-4
family
construction

 

AC&D -
lots,
land &
development

 

AC&D -
CRE

 

Other
commercial

 

Residential
mortgage

 

HELOC
Jr.
Lien*

 

HELOC
Sr.
Lien

 

Residential
construction

 

Other
loans to
individuals

 

Total

 

At September 30, 2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Allowance for Loan Losses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Individually evaluated for impairment

 

$

 

$

 

$

 

$

 

$

 

$

 

$

 

$

 

$

 

$

169

 

$

 

$

 

$

 

$

169

 

Collectively evaluated for impairment

 

2,364

 

477

 

1,390

 

2,888

 

613

 

510

 

1,251

 

89

 

1,039

 

563

 

603

 

315

 

152

 

12,254

 

 

 

2,364

 

477

 

1,390

 

2,888

 

613

 

510

 

1,251

 

89

 

1,039

 

732

 

603

 

315

 

152

 

12,423

 

Purchased credit-impaired

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

2,364

 

$

477

 

$

1,390

 

$

2,888

 

$

613

 

$

510

 

$

1,251

 

$

89

 

$

1,039

 

$

732

 

$

603

 

$

315

 

$

152

 

$

12,423

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Recorded Investment in Loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Individually evaluated for impairment

 

$

463

 

$

 

$

468

 

$

434

 

$

 

$

538

 

$

 

$

211

 

$

1,170

 

$

2,338

 

$

 

$

222

 

$

 

$

5,845

 

Collectively evaluated for impairment

 

407,627

 

83

 

353,672

 

744,610

 

84,971

 

83,974

 

161,810

 

13,184

 

269,139

 

114,135

 

54,762

 

48,740

 

16,715

 

2,353,421

 

 

 

408,090

 

83

 

354,140

 

745,044

 

84,971

 

84,512

 

161,810

 

13,395

 

270,309

 

116,473

 

54,762

 

48,962

 

16,715

 

2,359,266

 

Purchased credit-impaired

 

3,060

 

 

10,205

 

24,361

 

 

7,164

 

 

1,871

 

17,287

 

1,005

 

 

1,522

 

346

 

66,821

 

Total

 

$

411,150

 

$

83

 

$

364,345

 

$

769,405

 

$

84,971

 

$

91,676

 

$

161,810

 

$

15,266

 

$

287,596

 

$

117,478

 

$

54,762

 

$

50,484

 

$

17,061

 

$

2,426,087

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At December 31, 2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Allowance for Loan Losses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Individually evaluated for impairment

 

$

 

$

 

$

 

$

 

$

 

$

 

$

 

$

 

$

 

$

 

$

178

 

$

20

 

$

 

$

198

 

Collectively evaluated for impairment

 

2,720

 

 

1,286

 

2,583

 

567

 

526

 

1,484

 

126

 

841

 

 

1,213

 

415

 

166

 

11,927

 

 

 

2,720

 

 

1,286

 

2,583

 

567

 

526

 

1,484

 

126

 

841

 

 

1,391

 

435

 

166

 

12,125

 

Purchased credit-impaired

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

2,720

 

$

 

$

1,286

 

$

2,583

 

$

567

 

$

526

 

$

1,484

 

$

126

 

$

841

 

$

 

$

1,391

 

$

435

 

$

166

 

$

12,125

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Recorded Investment in Loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Individually evaluated for impairment

 

$

 

$

 

$

1,006

 

$

1,951

 

$

 

$

622

 

$

 

$

211

 

$

2,014

 

$

 

$

2,392

 

$

243

 

$

 

$

8,439

 

Collectively evaluated for impairment

 

383,481

 

 

351,146

 

710,456

 

82,707

 

96,666

 

194,732

 

10,727

 

237,035

 

 

173,319

 

56,347

 

18,537

 

2,315,153

 

 

 

383,481

 

 

352,152

 

712,407

 

82,707

 

97,288

 

194,732

 

10,938

 

239,049

 

 

175,711

 

56,590

 

18,537

 

2,323,592

 

Purchased credit-impaired

 

3,920

 

 

15,401

 

30,700

 

 

8,074

 

 

1,962

 

21,472

 

 

1,088

 

2,470

 

368

 

85,455

 

Total

 

$

387,401

 

$

 

$

367,553

 

$

743,107

 

$

82,707

 

$

105,362

 

$

194,732

 

$

12,900

 

$

260,521

 

$

 

$

176,799

 

$

59,060

 

$

18,905

 

$

2,409,047

 

 


*Prior to Q2 2017, HELOCs were evalauted collectively for purposes of the allowance for loan and lease losses. Beginning in Q2 2017, HELOCs were evaluated for purposes of the allowance calculation based on the sequence of lien associated with the underlying collateral of the loan.

 

17



 

PARK STERLING CORPORATION

 

Notes to Condensed Consolidated Financial Statements (Unaudited)

(table amounts in thousands, except share data and per share amounts)

 

The Company’s loan loss allowance methodology includes four components, as described below:

 

1)       Specific Reserve Component. Specific reserves represent the current impairment estimate on specific loans, for which it is probable that the Company will be unable to collect all amounts due according to contractual terms based on current information and events. Impairment measurement reflects only a deterioration of credit quality and not changes in market rates that may cause a change in the fair value of the impaired loan. The amount of impairment may be measured in one of three ways, including (i) calculating the present value of expected future cash flows, discounted at the loan’s interest rate implicit in the original document and deducting estimated selling costs, if any; (ii) observing quoted market prices for identical or similar instruments traded in active markets, or employing model-based valuation techniques for which all significant assumptions are observable in the market; and (iii) determining the fair value of collateral, which is utilized for both collateral-dependent loans and for loans when foreclosure is probable.

 

2)       Quantitative Reserve Component. Quantitative reserves represent the current loss contingency estimate on pools of loans, which is an estimate of the amount for which it is probable that the Company will be unable to collect all amounts due on homogeneous groups of loans according to contractual terms should one or more events occur, excluding those loans specifically identified above.

 

The historical loss experience of the Company is collected quarterly by evaluating internal loss data. The estimated historical loss rates are grouped by loan product type. The Company utilizes average historical losses to represent management’s estimate of losses inherent in a particular portfolio. The historical look back period is estimated by loan type, and the Company applies the appropriate historical loss period which best reflects the inherent loss in the applicable portfolio considering prevailing market conditions. The historic look back periods utilized by management for all loan types was 15 quarters at both September 30, 2017 and December 31, 2016.

 

The Company also performs a quantitative calculation on the acquired purchased performing loan portfolio. There is no allowance for loan losses established at the acquisition date for purchased performing loans. The historical loss experience discussed above is applied to the purchased performing loan portfolio and the result is compared to the remaining fair value mark on this portfolio. A provision for loan losses is recorded for any further deterioration in these loans subsequent to the acquisition. This analysis indicated the need for an allowance for loan losses of $197 thousand and $257 thousand for the purchased performing portfolio at September 30, 2017 and December 31, 2016, respectively. The remaining mark on the purchased performing loan portfolio was $2.5 million and $3.4 million at September 30, 2017 and December 31, 2016, respectively.

 

3)       Qualitative Reserve Component. Qualitative reserves represent an estimate of the amount for which it is probable that environmental or other relevant factors will cause the aforementioned loss contingency estimate to differ from the Company’s historical loss experience or other assumptions. These factors include portfolio trends, portfolio concentrations, economic and market conditions, changes in lending practices, changes in loan review systems, geographical considerations, minimum loss factor and other factors. Each of the factors, except other factors, can range from 0.00% (not applicable) to 0.15% (very high). Other factors are reviewed on a situational basis and are adjusted in 5 basis point increments, up or down, with a maximum positive factor of 1.00% and a negative factor of 1.00%. Details of the eight environmental factors for inclusion in the allowance methodology are as follows:

 

i.                  Portfolio trends, which may relate to such factors as type or level of loan origination activity, changes in asset quality (i.e., past due, special mention, non-performing) and/or changes in collateral values;

 

ii.               Portfolio concentrations, which may relate to individual borrowers and/or guarantors, geographic regions, industry sectors, loan types and/or other factors;

 

iii.            Economic and market trends, which may relate to trends and/or levels of gross domestic production, unemployment, bankruptcies, foreclosures, housing starts, housing prices, equity prices, competitor activities and/or other factors;

 

18



 

PARK STERLING CORPORATION

 

Notes to Condensed Consolidated Financial Statements (Unaudited)

(table amounts in thousands, except share data and per share amounts)

 

iv.           Changes in lending practices, which may relate to changes in credit policies, procedures, systems or staff;

 

v.              Changes in loan review system, which may introduce variation in loan grading, collateral adequacy and valuation and impairment classification;

 

vi.           Geographical considerations, which may relate to economic and/or environmental issues unique to a geographical area including but not limited to elimination of a major employer, natural disaster, or long-term states of emergency;

 

vii.        Minimum loss factor, pursuant to which, based on the review of historic loss rates as reported by the Federal Reserve (the “Net Charge-Off Rates on Loans and Leases for Banks Not Among Top 100 in Size-Not Seasonally Adjusted), a minimum loss rate is established and reviewed semi-annually for each loan type and an incremental factor, as calculated by taking the difference of the established minimum loss and the calculated historical loss for the trailing 15 quarters, is applied; and

 

viii.     Other factors, which is intended to capture uncertainty into portfolio loss estimates, including situations of a rapidly improving or declining economic environment, significant recovery or loss periods, as well as environmental factors not specifically identified above.

 

In addition, qualitative reserves on purchased performing loans are based on the Company’s judgment around the timing difference expected to occur between accretion of the fair market value credit adjustment and realization of actual loan losses.

 

4)       Reserve on PCI loans. In determining the acquisition date fair value of PCI loans, and in subsequent accounting, the Company generally aggregates PCI loans into pools of loans with common risk characteristics. Expected cash flows at the acquisition date in excess of the fair value of loans are recorded as interest income over the life of the loans using a level yield method if the timing and amount of the future cash flows of the pool is reasonably estimable. Subsequent to the acquisition date, significant increases in cash flows over those expected at the acquisition date are recognized as interest income prospectively. Decreases in expected cash flows after the acquisition date are recognized by recording a provision (an allowance for loan losses). In pools where impairment has already been recognized, an increase in cash flows will result in a reversal of prior impairment. Management analyzes these acquired loan pools using various assessments of risk to determine and calculate an expected loss. Trends are reviewed in terms of traditional credit metrics such as accrual status, past due status, and weighted-average risk grade of the loans within each of the accounting pools. In addition, the relationship between the change in the unpaid principal balance and change in the fair value mark is assessed to correlate the directional consistency of the expected loss for each pool.

 

There were no outstanding reserves on PCI loans as of September 30, 2017 or December 31, 2016.

 

The Company evaluates and estimates off-balance sheet credit exposure at the same time it estimates credit losses for loans by a similar process. These estimated credit losses are not recorded as part of the allowance for loan losses, but are recorded to a separate liability account by a charge to income, if material. Loan commitments, unused lines of credit and standby letters of credit make up the off-balance sheet items reviewed for potential credit losses. At both September 30, 2017 and December 31, 2016, $125 thousand was recorded as an other liability for off-balance sheet credit exposure.

 

19



 

PARK STERLING CORPORATION

 

Notes to Condensed Consolidated Financial Statements (Unaudited)

(table amounts in thousands, except share data and per share amounts)

 

Credit Quality Indicators - The Company uses several credit quality indicators to manage credit risk in an ongoing manner. The Company’s primary credit quality indicator is an internal credit risk rating system that categorizes loans into pass, special mention, or classified categories. Credit risk ratings are applied individually to loans that have significant or unique credit characteristics that benefit from a case-by-case evaluation. These are typically loans to businesses or individuals in the classes that comprise the commercial portfolio segment. Groups of loans that are underwritten and structured using standardized criteria and characteristics, such as statistical models (e.g., credit scoring or payment performance), are typically risk rated and monitored collectively. These are typically loans to individuals in the classes that comprise the consumer portfolio segment.

 

The following are the definitions of the Company’s credit quality indicators:

 

Pass:

Loans in classes that comprise the commercial and consumer portfolio segments that are not adversely rated, are contractually current as to principal and interest, and are otherwise in compliance with the contractual terms of the loan agreement. PCI loans that were recorded at estimated fair value on the acquisition date are generally assigned a “pass” loan grade because their net financial statement value is based on the present value of expected cash flows. Management believes there is a low likelihood of loss related to those loans that are considered pass.

 

 

Special Mention:

Loans in classes that comprise the commercial and consumer portfolio segments that have potential weaknesses that deserve management’s close attention. If not addressed, these potential weaknesses may result in deterioration of the repayment prospects for the loan. Management believes there is a moderate likelihood of some loss related to those loans that are considered special mention.

 

 

Classified:

Loans in classes that comprise the commercial and consumer portfolio segments that are inadequately protected by the sound worth and paying capacity of the borrower or of the collateral pledged, if any. Management believes that there is a distinct possibility that the Company will sustain some loss if the deficiencies related to classified loans are not corrected in a timely manner.

 

The Company’s credit quality indicators are periodically updated on a case-by-case basis. The following tables present the recorded investment in the Company’s loans as of September 30, 2017 and December 31, 2016, by loan class and by credit quality indicator.

 

20



 

PARK STERLING CORPORATION

 

Notes to Condensed Consolidated Financial Statements (Unaudited)

(table amounts in thousands, except share data and per share amounts)

 

 

 

As of September 30, 2017

 

 

 

Commercial
and
industrial

 

CRE -
owner-
occupied

 

CRE -
investor
income
producing

 

AC&D - 1-4
family
construction

 

AC&D -
lots, land &
development

 

AC&D -
CRE

 

Other
commercial

 

Total
Commercial

 

Pass

 

$

402,913

 

$

352,896

 

$

763,916

 

$

84,971

 

$

88,620

 

$

161,810

 

$

13,227

 

$

1,868,353

 

Special mention

 

7,479

 

7,760

 

3,405

 

 

3,054

 

 

1,716

 

23,414

 

Classified

 

841

 

3,689

 

2,084

 

 

2

 

 

323

 

6,939

 

Total

 

$

411,233

 

$

364,345

 

$

769,405

 

$

84,971

 

$

91,676

 

$

161,810

 

$

15,266

 

$

1,898,706

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential
mortgage

 

HELOC

 

Residential
construction

 

Other loans
to
individuals

 

 

 

 

 

 

 

Total
Consumer

 

Pass

 

$

280,400

 

$

163,853

 

$

50,330

 

$

16,851

 

 

 

 

 

 

 

$

511,434

 

Special mention

 

5,163

 

5,949

 

30

 

19

 

 

 

 

 

 

 

11,161

 

Classified

 

2,033

 

2,438

 

124

 

191

 

 

 

 

 

 

 

4,786

 

Total

 

$

287,596

 

$

172,240

 

$

50,484

 

$

17,061

 

 

 

 

 

 

 

$

527,381

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Loans

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

2,426,087

 

 

 

 

As of December 31, 2016

 

 

 

Commercial
and
industrial

 

CRE -
owner-
occupied

 

CRE -
investor
income
producing

 

AC&D - 1-4
family
construction

 

AC&D -
lots, land &
development

 

AC&D -
CRE

 

Other
commercial

 

Total
Commercial

 

Pass

 

$

378,592

 

$

356,214

 

$

735,698

 

$

82,707

 

$

102,146

 

$

194,732

 

$

12,569

 

$

1,862,658

 

Special mention

 

7,229

 

7,779

 

3,276

 

 

2,727

 

 

 

21,011

 

Classified

 

1,580

 

3,560

 

4,133

 

 

489

 

 

331

 

10,093

 

Total

 

$

387,401

 

$

367,553

 

$

743,107

 

$

82,707

 

$

105,362

 

$

194,732

 

$

12,900

 

$

1,893,762

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential
mortgage

 

HELOC

 

Residential
construction

 

Other loans
to
individuals

 

 

 

 

 

 

 

Total
Consumer

 

Pass

 

$

252,934

 

$

168,460

 

$

58,486

 

$

18,711

 

 

 

 

 

 

 

$

498,591

 

Special mention

 

4,707

 

5,732

 

312

 

14

 

 

 

 

 

 

 

10,765

 

Classified

 

2,880

 

2,607

 

262

 

180

 

 

 

 

 

 

 

5,929

 

Total

 

$

260,521

 

$

176,799

 

$

59,060

 

$

18,905

 

 

 

 

 

 

 

$

515,285

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Loans

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

2,409,047

 

 

Aging Analysis of Accruing and Non-Accruing LoansThe Company considers a loan to be past due or delinquent when the terms of the contractual obligation are not met by the borrower. PCI loans are included as a single category in the table below as management believes, regardless of their age, there is a lower likelihood of aggregate loss related to these loan pools. Additionally, PCI loans are discounted to allow for the accretion of income on a level yield basis over the life of the loan based on expected cash flows. Regardless of payment status, the associated discount on these loan pools results in income recognition. The following presents, by class, an aging analysis of the Company’s accruing and non-accruing loans as of September 30, 2017 and December 31, 2016.

 

21



 

PARK STERLING CORPORATION

 

Notes to Condensed Consolidated Financial Statements (Unaudited)

(table amounts in thousands, except share data and per share amounts)

 

 

 

30-59

 

60-89

 

Past Due

 

 

 

 

 

 

 

 

 

Days

 

Days

 

90 Days

 

PCI

 

 

 

 

 

 

 

Past Due

 

Past Due

 

or More

 

Loans

 

Current

 

Total Loans

 

As of September 30, 2017

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial:

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial and industrial

 

$

28

 

$

17

 

$

478

 

$

3,060

 

$

407,650

 

$

411,233

 

CRE - owner-occupied

 

760

 

206

 

463

 

10,205

 

352,711

 

364,345

 

CRE - investor income producing

 

208

 

280

 

470

 

24,361

 

744,086

 

769,405

 

AC&D - 1-4 family construction

 

 

 

 

 

84,971

 

84,971

 

AC&D - lots, land & development

 

 

 

 

7,164

 

84,512

 

91,676

 

AC&D - CRE

 

 

 

 

 

161,810

 

161,810

 

Other commercial

 

 

 

211

 

1,871

 

13,184

 

15,266

 

Total commercial loans

 

996

 

503

 

1,622

 

46,661

 

1,848,924

 

1,898,706

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Consumer:

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential mortgage

 

1,054

 

40

 

1,204

 

17,287

 

268,011

 

287,596

 

HELOC

 

12

 

375

 

301

 

1,005

 

170,547

 

172,240

 

Residential construction

 

 

 

60

 

1,522

 

48,902

 

50,484

 

Other loans to individuals

 

63

 

59

 

76

 

346

 

16,517

 

17,061

 

Total consumer loans

 

1,129

 

474

 

1,641

 

20,160

 

503,977

 

527,381

 

Total loans

 

$

2,125

 

$

977

 

$

3,263

 

$

66,821

 

$

2,352,901

 

$

2,426,087

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of December 31, 2016

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial:

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial and industrial

 

$

587

 

$

7

 

$

167

 

$

3,920

 

$

382,720

 

$

387,401

 

CRE - owner-occupied

 

 

 

385

 

15,401

 

351,767

 

367,553

 

CRE - investor income producing

 

169

 

1,391

 

1,826

 

30,700

 

709,021

 

743,107

 

AC&D - 1-4 family construction

 

 

 

 

 

82,707

 

82,707

 

AC&D - lots, land & development

 

 

 

 

8,074

 

97,288

 

105,362

 

AC&D - CRE

 

 

 

 

 

194,732

 

194,732

 

Other commercial

 

 

 

211

 

1,962

 

10,727

 

12,900

 

Total commercial loans

 

756

 

1,398

 

2,589

 

60,057

 

1,828,962

 

1,893,762

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Consumer:

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential mortgage

 

328

 

69

 

2,940

 

21,472

 

235,712

 

260,521

 

HELOC

 

80

 

1,176

 

886

 

1,088

 

173,569

 

176,799

 

Residential construction

 

8

 

335

 

509

 

2,470

 

55,738

 

59,060

 

Other loans to individuals

 

46

 

3

 

24

 

368

 

18,464

 

18,905

 

Total consumer loans

 

462

 

1,583

 

4,359

 

25,398

 

483,483

 

515,285

 

Total loans

 

$

1,218

 

$

2,981

 

$

6,948

 

$

85,455

 

$

2,312,445

 

$

2,409,047

 

 

Impaired Loans - For all classes of loans, except PCI loans, loans are considered impaired when, based on current information and events, it is probable the Company will be unable to collect all amounts due in accordance with the original contractual terms of the loan agreement, including scheduled principal and interest payments. Impaired loans may include all classes of nonaccrual loans and loans modified in a troubled debt restructuring (“TDR”). If a loan is impaired, a specific valuation allowance is allocated, if necessary, so that the loan is reported net, at the present value of estimated future cash flows using the rate implicit in the original loan agreement or at the fair value of collateral if repayment is expected solely from the collateral. Interest payments on impaired loans are typically applied to principal unless collectability of the principal amount is assured, in which case interest is recognized on a cash basis. Impaired loans, or portions thereof, are charged off when deemed uncollectible.

 

22



 

PARK STERLING CORPORATION

 

Notes to Condensed Consolidated Financial Statements (Unaudited)

(table amounts in thousands, except share data and per share amounts)

 

The table below presents impaired loans, by class, and the corresponding allowance for loan losses at September 30, 2017 and December 31, 2016:

 

 

 

September 30, 2017

 

December 31, 2016

 

 

 

 

 

 

 

Related

 

 

 

 

 

Related

 

 

 

 

 

 

 

Allowance

 

 

 

 

 

Allowance

 

 

 

 

 

Unpaid

 

For

 

 

 

Unpaid

 

For

 

 

 

Recorded

 

Principal

 

Loan

 

Recorded

 

Principal

 

Loan

 

 

 

Investment

 

Balance

 

Losses

 

Investment

 

Balance

 

Losses

 

Impaired Loans with No Related Allowance Recorded:

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial:

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial and industrial

 

$

463

 

$

465

 

$

 

$

 

$

 

$

 

CRE - owner-occupied

 

463

 

468

 

 

995

 

1,078

 

 

CRE - investor income producing

 

435

 

436

 

 

1,481

 

1,489

 

 

AC&D - 1-4 family construction

 

 

 

 

 

 

 

AC&D - lots, land & development

 

538

 

668

 

 

622

 

748

 

 

AC&D - CRE

 

 

 

 

 

 

 

Other commercial

 

211

 

211

 

 

211

 

211

 

 

Total commercial loans

 

2,110

 

2,248

 

 

3,309

 

3,526

 

 

Consumer:

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential mortgage

 

1,161

 

1,218

 

 

2,052

 

2,077

 

 

HELOC

 

1,122

 

1,189

 

 

1,183

 

1,190

 

 

Residential construction

 

221

 

242

 

 

 

 

 

Other loans to individuals

 

 

 

 

 

 

 

Total consumer loans

 

2,504

 

2,649

 

 

3,235

 

3,267

 

 

Total impaired loans with no related allowance recorded

 

$

4,614

 

$

4,897

 

$

 

$

6,544

 

$

6,793

 

$

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Impaired Loans with an Allowance Recorded:

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial:

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial and industrial

 

$

 

$

 

$

 

$

 

$

 

$

 

CRE - owner-occupied

 

 

 

 

 

 

 

CRE - investor income producing

 

 

 

 

463

 

463

 

2

 

AC&D - 1-4 family construction

 

 

 

 

 

 

 

AC&D - lots, land & development

 

 

 

 

 

 

 

AC&D - CRE

 

 

 

 

 

 

 

Other commercial

 

 

 

 

 

 

 

Total commercial loans

 

 

 

 

463

 

463

 

2

 

Consumer:

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential mortgage

 

 

 

 

 

 

 

HELOC

 

1,231

 

1,254

 

169

 

1,224

 

1,248

 

176

 

Residential construction

 

 

 

 

243

 

243

 

20

 

Other loans to individuals

 

 

 

 

 

 

 

Total consumer loans

 

1,231

 

1,254

 

169

 

1,467

 

1,491

 

196

 

Total impaired loans with an allowance recorded

 

$

1,231

 

$

1,254

 

$

169

 

$

1,930

 

$

1,954

 

$

198

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Impaired Loans Individually Reviewed for Impairment

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial:

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial and industrial

 

$

463

 

$

465

 

$

 

$

 

$

 

$

 

CRE - owner-occupied

 

463

 

468

 

 

995

 

1,078

 

 

CRE - investor income producing

 

435

 

436

 

 

1,944

 

1,952

 

2

 

AC&D - 1-4 family construction

 

 

 

 

 

 

 

AC&D - lots, land & development

 

538

 

668

 

 

622

 

748

 

 

AC&D - CRE

 

 

 

 

 

 

 

Other commercial

 

211

 

211

 

 

211

 

211

 

 

Total commercial loans

 

2,110

 

2,248

 

 

3,772

 

3,989

 

2

 

Consumer:

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential mortgage

 

1,161

 

1,218

 

 

2,052

 

2,077

 

 

HELOC

 

2,353

 

2,443

 

169

 

2,407

 

2,438

 

176

 

Residential construction

 

221

 

242

 

 

243

 

243

 

20

 

Other loans to individuals

 

 

 

 

 

 

 

Total consumer loans

 

3,735

 

3,903

 

169

 

4,702

 

4,758

 

196

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Impaired Loans Individually Reviewed for Impairment

 

$

5,845

 

$

6,151

 

$

169

 

$

8,474

 

$

8,747

 

$

198

 

 

23



 

PARK STERLING CORPORATION

 

Notes to Condensed Consolidated Financial Statements (Unaudited)

(table amounts in thousands, except share data and per share amounts)

 

During the three and nine months ended September 30, 2017, the Company recognized $26 thousand and $78 thousand, respectively, of interest income with respect to impaired loans, specifically accruing TDRs, within the period the loans were impaired. During the three and nine months ended September 30, 2016, the Company recognized $51 thousand and $121 thousand, respectively, of interest income with respect to impaired loans, specifically accruing TDRs. The average recorded investment and interest income recognized on impaired loans, by class, for the three and nine months ended September 30, 2017 and 2016 are shown in the table below.

 

 

 

Three Months Ended September 30,

 

Nine Months Ended September 30,

 

 

 

2017

 

2016

 

2017

 

2016

 

 

 

Average

 

Interest

 

Average

 

Interest

 

Average

 

Interest

 

Average

 

Interest

 

 

 

Recorded

 

Income

 

Recorded

 

Income

 

Recorded

 

Income

 

Recorded

 

Income

 

 

 

Investment

 

Recognized

 

Investment

 

Recognized

 

Investment

 

Recognized

 

Investment

 

Recognized

 

Impaired Loans with No Related Allowance Recorded:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial and industrial

 

$

463

 

$

22

 

$

 

$

 

$

231

 

$

64

 

$

180

 

$

 

CRE - owner-occupied

 

449

 

2

 

860

 

 

722

 

6

 

1,339

 

 

CRE - investor income producing

 

1,154

 

3

 

1,406

 

 

1,251

 

3

 

918

 

13

 

AC&D - 1-4 family construction

 

 

 

 

 

 

 

 

 

AC&D - lots, land & development

 

551

 

20

 

664

 

9

 

587

 

62

 

750

 

29

 

AC&D - CRE

 

 

 

 

 

 

 

 

 

Other commercial

 

211

 

 

211

 

 

211

 

 

127

 

 

Total commercial loans

 

2,828

 

47

 

3,141

 

9

 

3,002

 

135

 

3,313

 

42

 

Consumer:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential mortgage

 

1,661

 

6

 

2,065

 

4

 

1,862

 

19

 

1,571

 

14

 

Home equity lines of credit

 

1,097

 

1

 

558

 

 

1,140

 

2

 

354

 

 

Residential construction

 

111

 

 

24

 

 

 

 

155

 

4

 

Other loans to individuals

 

 

 

 

 

 

 

 

 

Total consumer loans

 

2,869

 

7

 

2,647

 

4

 

3,002

 

21

 

2,079

 

18

 

Total impaired loans with no related allowance recorded

 

$

5,697

 

$

54

 

$

5,787

 

$

13

 

$

6,004

 

$

156

 

$

5,393

 

$

60

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Impaired Loans with an Allowance Recorded:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial and industrial

 

$

 

$

 

$

 

$

 

$

 

$

 

$

 

$

 

CRE - owner-occupied

 

 

 

 

 

 

 

 

 

CRE - investor income producing

 

 

 

237

 

18

 

298

 

6

 

95

 

18

 

AC&D - 1-4 family construction

 

 

 

 

 

 

 

 

 

AC&D - lots, land & development

 

 

 

 

 

 

1

 

 

 

AC&D - CRE

 

 

 

 

 

 

 

 

 

Other commercial

 

 

 

 

 

 

 

 

 

Total commercial loans

 

 

 

237

 

18

 

298

 

7

 

95

 

18

 

Consumer:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential mortgage

 

 

 

 

 

 

 

183

 

 

Home equity lines of credit

 

1,317

 

12

 

1,224

 

9

 

1,270

 

37

 

1,224

 

28

 

Residential construction

 

111

 

 

242

 

 

177

 

7

 

97

 

 

Other loans to individuals

 

 

 

 

 

 

 

 

 

Total consumer loans

 

1,428

 

12

 

1,466

 

9

 

1,447

 

44

 

1,504

 

28

 

Total impaired loans with an allowance recorded

 

$

1,428

 

$

12

 

$

1,703

 

$

27

 

$

1,745

 

$

51

 

$

1,598

 

$

46

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Impaired Loans Individually Reviewed for Impairment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial and industrial

 

$

463

 

$

22

 

$

 

$

 

$

231

 

$

64

 

$

180

 

$

 

CRE - owner-occupied

 

449

 

2

 

860

 

 

722

 

6

 

1,339

 

 

CRE - investor income producing

 

1,155

 

3

 

1,642

 

18

 

1,549

 

9

 

1,012

 

31

 

AC&D - 1-4 family construction

 

 

 

 

 

 

 

 

 

AC&D - lots, land & development

 

551

 

20

 

664

 

9

 

587

 

63

 

750

 

29

 

AC&D - CRE

 

 

 

 

 

 

 

 

 

Other commercial

 

211

 

 

211

 

 

211

 

 

127

 

 

Total commercial loans

 

2,829

 

47

 

3,377

 

27

 

3,300

 

142

 

3,408

 

60

 

Consumer:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential mortgage

 

1,661

 

6

 

2,065

 

4

 

1,862

 

19

 

1,754

 

14

 

Home equity lines of credit

 

2,413

 

13

 

1,782

 

9

 

2,410

 

39

 

1,578

 

28

 

Residential construction

 

221

 

 

266

 

 

177

 

7

 

252

 

4

 

Other loans to individuals

 

 

 

 

 

 

 

 

 

Total consumer loans

 

4,295

 

19

 

4,113

 

13

 

4,449

 

65

 

3,583

 

46

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Impaired Loans Individually Reviewed for Impairment

 

$

7,125

 

$

66

 

$

7,490

 

$

40

 

$

7,749

 

$

207

 

$

6,991

 

$

106

 

Total Impaired Loans Collectively Reviewed for Impairment

 

$

 

$

 

$

2,651

 

$

11

 

$

 

$

 

$

2,478

 

$

14

 

 

24



 

PARK STERLING CORPORATION

 

Notes to Condensed Consolidated Financial Statements (Unaudited)

(table amounts in thousands, except share data and per share amounts)

 

Nonaccrual and Past Due Loans - It is the general policy of the Company to place a loan on nonaccrual status when there is a probable loss or when there is reasonable doubt that all principal and interest will be collected, or when it is over 90 days past due. At September 30, 2017, there was $206 thousand in loans past due 90 days or more and accruing interest. At December 31, 2016, there was $1.2 million in loans past due 90 days or more and accruing interest. These loans were considered fully collectible at September 30, 2017 and December 31, 2016, respectively. The recorded investment in nonaccrual loans at September 30, 2017 and December 31, 2016 was as follows:

 

 

 

September 30,

 

December 31,

 

 

 

2017

 

2016

 

Commercial:

 

 

 

 

 

Commercial and industrial

 

$

616

 

$

167

 

CRE - owner-occupied

 

1,155

 

1,085

 

CRE - investor income producing

 

1,141

 

2,193

 

AC&D - lots, land & development

 

2

 

33

 

Other commercial

 

211

 

210

 

Total commercial loans

 

3,125

 

3,688

 

Consumer:

 

 

 

 

 

Residential mortgage

 

1,751

 

2,458

 

HELOC

 

2,034

 

2,312

 

Residential construction

 

60

 

242

 

Other loans to individuals

 

102

 

119

 

Total consumer loans

 

3,947

 

5,131

 

Total nonaccrual loans

 

$

7,072

 

$

8,819

 

 

Purchased Credit-Impaired Loans PCI loans had an unpaid principal balance of $86.8 million and $109.8 million and a carrying value of $66.8 million and $85.5 million at September 30, 2017 and December 31, 2016, respectively. PCI loans represented 2.1% and 2.6% of total assets at September 30, 2017 and December 31, 2016, respectively. Determining the fair value of the PCI loans at the time of acquisition required the Company to estimate cash flows expected to result from those loans and to discount those cash flows at appropriate rates of interest and taking into account prepayment assumptions. For such loans, the excess of cash flows expected at acquisition over the estimated fair value is recognized as interest income over the remaining lives of the loans and is called the accretable yield. The difference between contractually required payments at acquisition and the cash flows expected to be collected at acquisition reflects the impact of estimated credit losses and is called the nonaccretable difference. In accordance with GAAP, there was no carryover of previously established allowance for loan losses from acquired companies.

 

A summary of changes in the accretable yield for PCI loans for the nine months ended September 30, 2017 and 2016 follows:

 

 

 

Nine Months Ended September
30,

 

 

 

2017

 

2016

 

 

 

 

 

 

 

Accretable yield, beginning of period

 

$

29,608

 

$

32,509

 

Addition from the First Capital acquisition

 

 

1,663

 

Servicing income

 

(4,647

)

(4,517

)

Accretion to interest income

 

(5,648

)

(4,055

)

Reclassification of nonaccretable difference due to improvement in expected cash flows

 

7,541

 

4,206

 

Other changes, net

 

1,953

 

1,318

 

Accretable yield, end of period

 

$

28,807

 

$

31,124

 

 

25



 

PARK STERLING CORPORATION

 

Notes to Condensed Consolidated Financial Statements (Unaudited)

(table amounts in thousands, except share data and per share amounts)

 

Troubled Debt Restructuring - In situations where, for economic or legal reasons related to a borrower’s financial difficulties, management may grant a concession for other than an insignificant period of time to the borrower that would not otherwise be considered, the related loan is classified as a TDR. Management strives to identify borrowers in financial difficulty early and work with them to modify to more affordable terms. These modified terms may include rate reductions, principal forgiveness, payment forbearance and other actions intended to minimize the economic loss and to avoid foreclosure or repossession of the collateral. All loan modifications are made on a case-by-case basis.

 

As of September 30, 2017, the Company had 9 TDR loans totaling $2.4 million, of which $81 thousand are nonaccrual loans. As of December 31, 2016, the Company had 11 TDR loans totaling $2.9 million, of which $374 thousand are nonaccrual loans. The Company had allocated $169 thousand and $198 thousand of specific reserves to customers whose loan terms have been modified in a TDR as of September 30, 2017 and December 31, 2016, respectively.

 

There were no concessions made during the nine months ended September 30, 2017 or during the nine months ended September 30, 2016.

 

Commercial TDRs - Commercial TDRs (including commercial and industrial, commercial real estate, AC&D and other commercial loans) often result from a workout where an existing commercial loan is restructured and a concession is given. These workouts may involve lengthening the amortization period of the amortized principal beyond market terms, or reducing the interest rate below market terms for the original remaining life of the loan. In the case of extended amortization, this concession reduces the minimum monthly payment and increases the balloon payment at the end of the term of the loan. Other concessions can potentially involve forgiveness of principal, collateral concessions, or reduction of accrued interest. The impact of the TDR on the allowance for loan losses is based on the changes in borrower payment performance rather than just the TDR classification. All TDRs are designated as impaired loans. TDRs, like other impaired loans, are measured based on discounted cash flows, comparing the modified loan to pre-modified terms or, if the loan is deemed to be collateral dependent, collateral value less anticipated selling costs. TDRs may remain in accruing status if the borrower remains less than 90 days past due per the restructured loan terms and no loss is expected. A borrower may be considered for removal from TDR status if it is no longer experiencing financial difficulties and can qualify for new loan terms, which do not represent a concession, subject to the normal underwriting standards and processes for similar extensions of credit. As of September 30, 2017, the Company has outstanding one commercial TDR with a reduced interest rate and five commercial TDRs where an extension of maturity was granted. All commercial TDRs are paying according to the terms of the modification as of September 30, 2017.

 

Consumer TDRs - Consumer TDRs (including residential mortgage, HELOC, residential construction and other consumer loans) often result from a workout where an existing loan is modified and a concession is given. These workouts typically lengthen the amortization period of the amortized principal beyond market terms or reduce the interest rate below market terms. The impact of the TDR on the allowance for loan losses is based on the changes in borrower payment performance rather than the TDR classification. TDRs, like other impaired loans, are measured based on the discounted cash flows or collateral value, less anticipated selling costs of the modified loan using pre-modified interest rates. As of September 30, 2017, the Company has three outstanding consumer TDRs where an extension of maturity was granted.  All consumer TDRs are paying according to the terms of the modification as of September 30, 2017.

 

There were no loans modified as TDRs within the 12 months ended September 30, 2017 and September 30, 2016 for which there was a payment default during the nine months ended September 30, 2017 or September 30, 2016, respectively.

 

26



 

PARK STERLING CORPORATION

 

Notes to Condensed Consolidated Financial Statements (Unaudited)

(table amounts in thousands, except share data and per share amounts)

 

The Company does not deem a TDR successful until it has been re-established as an accruing loan. The following table presents TDRs by types of modifications indicated within the three, nine and twelve months ended September 30, 2017 and 2016:

 

 

 

Three months ended
September 30, 2017

 

Nine months ended
September 30, 2017

 

 

 

Number of
loans

 

Pre-
Modification
Outstanding
Recorded
Investment

 

Post-
Modification
Outstanding
Recorded
Investment

 

Number of
loans

 

Pre-
Modification
Outstanding
Recorded
Investment

 

Post-
Modification
Outstanding
Recorded
Investment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Extended payment terms

 

 

$

 

$

 

 

$

 

$

 

Total

 

 

$

 

$

 

 

$

 

$

 

 

 

 

Three months ended
September 30, 2016

 

Nine months ended
September 30, 2016

 

 

 

Number of
loans

 

Pre-
Modification
Outstanding
Recorded
Investment

 

Post-
Modification
Outstanding
Recorded
Investment

 

Number of
loans

 

Pre-
Modification
Outstanding
Recorded
Investment

 

Post-
Modification
Outstanding
Recorded
Investment

 

Extended payment terms

 

 

 

 

 

 

 

 

 

 

 

 

 

CRE - investor income producing

 

 

$

 

$

 

1

 

91

 

91

 

Total

 

 

$

 

$

 

1

 

$

91

 

$

91

 

 

Twelve Months Ended September 30, 2017

 

 

 

Paid in full

 

Paying as restructured

 

Foreclosure/Default

 

 

 

Number of
loans

 

Recorded
Investment

 

Number of
loans

 

Recorded
Investment

 

Number of
loans

 

Recorded
Investment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Extended payment terms

 

 

$

 

6

 

$

2,431

 

 

$

 

Total

 

 

$

 

6

 

$

2,431

 

 

$

 

 

Twelve Months Ended September 30, 2016

 

 

 

Paid in full

 

Paying as restructured

 

Foreclosure/Default

 

 

 

Number of
loans

 

Recorded
Investment

 

Number of
loans

 

Recorded
Investment

 

Number of
loans

 

Recorded
Investment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Extended payment terms

 

 

 

1

 

91

 

 

 

Total

 

 

$

 

1

 

$

91

 

 

$

 

 

Related Party Loans From time to time, the Company engages in loan transactions with its directors, executive officers and their related interests (collectively referred to as “related parties”). Such loans are made in the ordinary course of business and on substantially the same terms and collateral as those for comparable arms length transactions prevailing at the time and do not involve more than the normal risk of collectability or present other unfavorable features. A summary of activity in loans to related parties is as follows:

 

27



 

PARK STERLING CORPORATION

 

Notes to Condensed Consolidated Financial Statements (Unaudited)

(table amounts in thousands, except share data and per share amounts)

 

Loans to Directors, Executive Officers and Their Related Interests

 

 

 

Nine Months
Ended

 

Twelve
Months Ended

 

 

 

September 30,

 

December 31,

 

 

 

2017

 

2016

 

 

 

 

 

 

 

Beginning balance

 

$

15,433

 

$

14,404

 

Disbursements

 

1,275

 

2,806

 

Repayments

 

(424

)

(1,777

)

Ending balance

 

$

16,284

 

$

15,433

 

 

At September 30, 2017 and December 31, 2016, the Company had pre-approved but unused lines of credit totaling $2.0 million and $716 thousand, respectively, to related parties.

 

In addition to related party loans, the Company engages in deposit transactions with its directors, executive officers and their related interests. Such deposits are made in the ordinary course of business and on substantially the same terms as those for comparable transactions prevailing at the time and do not present other unfavorable features. The total amount of related party deposits at September 30, 2017 and December 31, 2016 was $12.2 million and $9.6 million, respectively.

 

Note 6 — Other Real Estate Owned

 

The Company owned $2.6 million and $2.4 million in OREO at September 30, 2017 and December 31, 2016, respectively. Transactions in OREO for the three and nine months ended September 30, 2017 and 2016 are summarized below:

 

 

 

Three months ended

 

Nine months ended

 

 

 

September 30,

 

September 30,

 

Non-Covered OREO

 

2017

 

2016

 

2017

 

2016

 

 

 

 

 

 

 

 

 

 

 

Beginning balance

 

$

3,175

 

$

2,866

 

$

2,438

 

$

4,211

 

Additions

 

115

 

311

 

1,548

 

449

 

Transfers from covered to non-covered

 

 

380

 

 

380

 

Sales

 

(25

)

(778

)

(1,044

)

(1,965

)

Writedowns

 

(662

)

(49

)

(339

)

(345

)

Ending balance

 

$

2,603

 

$

2,730

 

$

2,603

 

$

2,730

 

 

 

 

 

 

 

 

 

 

 

Covered OREO

 

2017

 

2016

 

2017

 

2016

 

 

 

 

 

 

 

 

 

 

 

Beginning balance

 

$

 

$

380

 

$

 

$

1,240

 

Additions

 

 

 

 

 

Transfers from covered to non-covered

 

 

 

 

(380

)

Sales

 

 

(380

)

 

(782

)

Writedowns

 

 

 

 

(78

)

Ending balance

 

$

 

$

 

$

 

$

 

 

As of September 30, 2017 and December 31, 2016, the Company had $1.4 million and $2.1 million, respectively, of consumer mortgage loans secured by residential real estate properties for which formal foreclosure proceedings are in process.

 

As of September 30, 2017 and December 31, 2016, the Company had $386 thousand and $12 thousand, respectively, of residential real estate properties in OREO.

 

28



 

PARK STERLING CORPORATION

 

Notes to Condensed Consolidated Financial Statements (Unaudited)

(table amounts in thousands, except share data and per share amounts)

 

Note 7 — Income Taxes

 

Income taxes are provided based on the asset-liability method of accounting, which includes the recognition of a deferred tax asset (“DTAs”) or a liability for the temporary differences between carrying amounts and tax bases of assets and liabilities, computed using enacted tax rates. In general, the Company records a DTA when the event giving rise to the tax benefit has been recognized in the consolidated financial statements.

 

As of September 30, 2017 and December 31, 2016, the Company had a net DTA in the amount of approximately $18.7 million and $25.7 million, respectively. The decrease is a function of year to date 2017 earnings as well as increases in the fair value of available-for-sale securities. The Company evaluates the carrying amount of the DTA on a quarterly basis in accordance with the guidance provided in FASB ASC Topic 740, in particular, applying the criteria set forth therein to determine whether it is more likely than not (i.e., a likelihood of more than 50%) that some portion, or all, of the DTA will not be realized within its life cycle, based on the weight of available evidence. In most cases, the realization of the DTA is dependent upon generating a sufficient level of taxable income in future periods, which can be difficult to predict. In addition to projected earnings, the Company also considers projected asset quality, liquidity, its strong capital position, which could be leveraged to increase earning assets and generate taxable income, its growth plans and other relevant factors. Based on the weight of available evidence, the Company determined as of September 30, 2017 and December 31, 2016 that it is more likely than not that it will be able to fully realize the existing DTA and therefore considered it appropriate not to establish a DTA valuation allowance at either September 30, 2017 or December 31, 2016.

 

Note 8 - Per Share Results

 

Basic earnings per share represent income available to shareholders divided by the weighted-average number of shares outstanding during the relevant period. Diluted earnings per share reflect additional shares that would have been outstanding if dilutive potential shares had been issued. Potential shares that may be issued by the Company relate solely to outstanding stock options and restricted shares (non-vested shares), and are determined using the treasury stock method.

 

Basic and diluted earnings per common share have been computed based upon net income as presented in the accompanying condensed consolidated statements of income divided by the weighted-average number of common shares outstanding or assumed to be outstanding as summarized below:

 

Weighted-Average Shares for Earnings Per Share Calculation

 

 

 

Three Months Ended

 

Nine Months Ended

 

 

 

September 30,

 

September 30,

 

 

 

2017

 

2016

 

2017

 

2016

 

 

 

 

 

 

 

 

 

 

 

Weighted-average number of common shares outstanding excluding unvested restricted shares

 

52,943,273

 

52,361,305

 

52,823,594

 

52,333,157

 

 

 

 

 

 

 

 

 

 

 

Effect of dilutive stock options and unvested restricted shares

 

584,010

 

382,623

 

657,757

 

341,158

 

 

 

 

 

 

 

 

 

 

 

Weighted-average number of common shares and dilutive potential common Tax effect shares outstanding

 

53,527,283

 

52,743,928

 

53,481,351

 

52,674,315

 

 

At September 30, 2017, there were 1,099,121 stock options and 364,560 restricted shares outstanding. For the three months and nine months ended September 30, 2017, dilutive stock options and restricted shares totaled 458,645 and 125,365 and 499,050 and 158,107, respectively.

 

29



 

PARK STERLING CORPORATION

 

Notes to Condensed Consolidated Financial Statements (Unaudited)

(table amounts in thousands, except share data and per share amounts)

 

At September 30, 2016, there were 1,541,416 stock options and 881,497 restricted shares outstanding. For the three months and nine months ended September 30, 2016, dilutive stock options and restricted shares totaled 298,455 and 84,168 and 255,856 and 85,302, respectively.

 

Note 9 - Commitments and Contingencies

 

In the normal course of business, there are various outstanding commitments and contingent liabilities, such as commitments to extend credit, which are not reflected in the accompanying unaudited condensed consolidated financial statements. At September 30, 2017, the Company had $698.5 million of pre-approved but unused lines of credit, $6.7 million of standby letters of credit and $4.2 million of commercial letters of credit. At December 31, 2016, the Company had $758.3 million of pre-approved but unused lines of credit, $8.2 million of standby letters of credit and $9.7 million of commercial letters of credit. In management’s opinion, these commitments represent no more than normal lending risk to the Company and will be funded from normal sources of liquidity.

 

Note 10 - Derivative Financial Instruments and Hedging Activities

 

The Company uses certain derivative instruments, including interest rate floors, swaps, and foreign exchange contracts, to meet the needs of its customers as well as to manage the interest rate risk associated with certain transactions. The following table summarizes the derivative financial instruments utilized by the Company:

 

 

 

 

 

 

September 30, 2017

 

December 31, 2016

 

 

 

Balance

 

 

 

 

 

 

 

Estimated

 

 

 

Sheet

 

National

 

Estimated Fair Value

 

National

 

Fair Value

 

 

 

Location

 

Amount

 

Gain

 

Loss

 

Amount

 

Gain

 

Loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash flow hedges:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate contracts:

 

Other assets and other liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

Pay fixed swaps with counterparty

 

 

 

$

25,000

 

$

 

$

223

 

$

25,000

 

$

 

$

427

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair value hedges:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate contracts:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pay fixed rate swaps with counterparty

 

Other liabilities

 

39,041

 

 

448

 

25,151

 

 

155

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Not designated as hedges:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Customer-related interest rate contracts:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Matched interest rate swaps with borrower

 

Other assets and other liabilities

 

264,989

 

3,365

 

1,930

 

203,758

 

2,283

 

2,247

 

Matched interest rate swaps with counterparty

 

Other liabilities

 

264,989

 

 

1,820

 

203,758

 

 

313

 

Matched foreign exchange contract with borrower

 

Other assets

 

514

 

44

 

 

1,857

 

7

 

 

Matched foreign exchange contract with counterparty

 

Other liabilities

 

514

 

 

44

 

1,857

 

 

7

 

 

 

 

 

531,006

 

3,409

 

3,794

 

411,230

 

2,290

 

2,567

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total derivatives

 

 

 

$

595,047

 

$

3,409

 

$

4,465

 

$

461,381

 

$

2,290

 

$

3,149

 

 

The Company entered into three interest rate swap agreements during December 2013 with an aggregate notional amount of $50.0 million. These derivative instruments are used to protect the Company from future interest rate risk related to a seven-year commitment of floating rate broker-dealer sweep accounts through a brokered deposit program. These derivative instruments are a combination of a $12.5 million forward starting, five-year interest rate swap; a $12.5 million forward starting, seven-year interest rate swap; and a $25.0 million two-year forward starting swap. Effective dates for these derivative instruments were January 2, 2014, January 2, 2014 and January 4, 2016, respectively. These instruments carry a fixed rate of 1.688% with monthly payments commencing February 3, 2014, a fixed rate of 2.341% with monthly payments commencing February 3, 2014, and a fixed rate of 3.104% with monthly payments commencing February 1, 2016, respectively. These derivative instruments are accounted for as cash flow hedges with effective changes in fair market value recorded in other comprehensive income net of tax. In January 2016, the $25.0 million two-year forward starting swap was terminated, resulting in a $1.9 million termination fee. The termination fee is being amortized into interest expense over the remaining life of the underlying instruments of approximately 60 months. These derivative instruments are carried at a fair market value of ($223) thousand and $(427) thousand at September 30, 2017 and December 31, 2016, respectively, and are included in other liabilities.

 

30



 

PARK STERLING CORPORATION

 

Notes to Condensed Consolidated Financial Statements (Unaudited)

(table amounts in thousands, except share data and per share amounts)

 

At September 30, 2017 and December 31, 2016, the Company had loan swaps, with an aggregate notional amount of $39.0 million and $25.2 million, respectively, accounted for as fair value hedges in accordance with ASC 815, Derivatives and Hedging. These derivative instruments are used to protect the Company from interest rate risk caused by changes in the LIBOR curve in relation to certain designated fixed rate loans. The derivative instruments are used to convert these fixed rate loans to an effective floating rate. If the variable rate is below the stated fixed rate of the loan for a given period, the Company will owe the counterparty the notional amount times the difference between the variable rate and the stated fixed rate. If the variable rate is above the stated rate for any given period during the term of the contract, the Company will receive payments based on the notional amount times the difference between the variable rate and the stated fixed rate.

 

To meet the needs of its customers, the Company enters into interest rate swap agreements to convert customers’ variable rate loans with the Company to a fixed rate. To offset this interest rate risk, the Company has entered into substantially identical agreements with an unrelated market counterparty to swap these fixed rate agreements into variable rates. The interest rate swaps are used to provide the customer fixed rate financing while managing interest rate risk and were not designated as hedges. The interest rate swaps pay and receive interest based on a floating rate based on one month LIBOR plus credit spread, with payments being calculated on the notional amount. The interest rate swaps are settled monthly, with varying maturities. The interest rate swaps had an aggregate notional amount of $265.0 million at September 30, 2017 representing the amount of fixed rate receivables outstanding and variable rate liabilities outstanding, and are included in other assets and other liabilities at their fair values of $3.4 million and $3.8 million, respectively. All changes in fair value are recorded as other income within non-interest income. Fair values for interest rate swap agreements are based upon the amounts required to settle the contracts.

 

The Company also enters into foreign exchange contracts with customers to accommodate their need to convert certain foreign currencies into U.S. Dollars. To offset the foreign exchange risk, the Company has entered into substantially identical agreements with an unrelated market counterparty to hedge these foreign exchange contracts. The foreign exchange contracts had a notional amount of $514 thousand and $1.9 million at September 30, 2017 and December 31, 2016, respectively, representing the amount of contracts outstanding in U.S. dollars. The fair value of these contracts are included in other assets and other liabilities in the accompanying balance sheet. All changes in fair value are recorded as other noninterest income.

 

The following table details the location and amounts recognized in the Condensed Consolidated Statements of Income and Condensed Consolidated Statements of Comprehensive Income:

 

 

 

Effective Portion

 

 

 

 

 

 

 

Pre-tax gain (loss)
reclassified

 

 

 

Pre-tax gain (loss)
recognized in OCI

 

 

 

from AOCI into
income

 

 

 

For the three months ended
Sept 30,

 

For the nine
months
ended
Sept 30,

 

Location
of
amounts
reclassified
from
AOCI into

 

For the
three
months
ended
Sept 30,

 

For the
nine
months
ended
Sept 30,

 

 

 

2017

 

2016

 

2017

 

2016

 

Income

 

2017

 

2016

 

2017

 

2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash flow hedges:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate contracts

 

$

54

 

$

355

 

$

204

 

$

(1,344

)

Total interest expense

 

$

146

 

$

86

 

$

459

 

$

263

 

 

 

 

 

 

Pre-tax gain (loss)

 

 

 

 

 

recognized in income

 

 

 

 

 

For the three months
ended

 

For the nine months
ended

 

 

 

Location of amounts

 

Sept 30,

 

Sept 30,

 

 

 

recognized in income

 

2017

 

2016

 

2017

 

2016

 

Fair value hedges:

 

 

 

 

 

 

 

 

 

 

 

Interest rate contracts

 

 

 

 

 

 

 

 

 

 

 

Pay fixed rate swaps with counterparty

 

Total interest income

 

$

(49

)

$

(73

)

$

(179

)

$

(226

)

 

 

 

 

 

 

 

 

 

 

 

 

Not designated as hedges:

 

 

 

 

 

 

 

 

 

 

 

Client-related interest rate contracts

 

Other income

 

927

 

(32

)

2,181

 

$

(320

)

 

 

 

 

$

878

 

$

(105

)

$

2,002

 

$

(546

)

 

Because of the unfavorable position of outstanding swap instruments at September 30, 2017 and December 31, 2016, the Company posted collateral of approximately $8.1 million and $1.2 million, respectively, with the related counterparties.

 

31



 

PARK STERLING CORPORATION

 

Notes to Condensed Consolidated Financial Statements (Unaudited)

(table amounts in thousands, except share data and per share amounts)

 

Note 11 — Accumulated Other Comprehensive Income (Loss)

 

The before and after tax amounts allocated to each component of other comprehensive income are presented in the following table. Reclassification adjustments related to securities available for sale are included in gain on sale of securities available-for-sale in the accompanying Condensed Consolidated Statements of Income. Amortization of net unrealized losses on securities transferred to held-to-maturity is included in interest income on taxable investment securities in the accompanying Condensed Consolidated Statements of Income.

 

 

 

For the Three Months Ended

 

For the Three Months Ended

 

 

 

September 30, 2017

 

September 30, 2016

 

 

 

Before
Tax
Amount

 

Tax
Expense
(Benefit)

 

Net of Tax
Amount

 

Before
Tax
Amount

 

Tax
Expense
(Benefit)

 

Net of Tax
Amount

 

Securities available for sale and transferred securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

Change in net unrealized gains during the period

 

$

251

 

$

24

 

$

227

 

$

(553

)

$

(198

)

$

(355

)

Change in net unrealized gain (loss) on securities transferred to held to maturity

 

65

 

26

 

39

 

26

 

26

 

 

Reclassification adjustment for net gains recognized in net income

 

 

 

 

 

 

 

Total securities available for sale and transferred securities

 

316

 

50

 

266

 

(527

)

(172

)

(355

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Derivatives:

 

 

 

 

 

 

 

 

 

 

 

 

 

Change in the accumulated loss on effective cash flow hedge derivatives

 

54

 

52

 

2

 

355

 

171

 

184

 

Change in the accumulated loss on terminated cash flow hedge derivatives

 

(52

)

 

(52

)

93

 

34

 

59

 

Reclassification adjustment for interest payments

 

146

 

66

 

80

 

86

 

(31

)

117

 

Total derivatives

 

148

 

118

 

30

 

534

 

174

 

360

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total other comprehensive income

 

$

464

 

$

168

 

$

296

 

$

7

 

$

2

 

$

5

 

 

 

 

For the Nine Months Ended

 

For the Nine Months Ended

 

 

 

September 30, 2017

 

September 30, 2016

 

 

 

Before
Tax
Amount

 

Tax
Expense
(Benefit)

 

Net of Tax
Amount

 

Before
Tax
Amount

 

Tax
Expense
(Benefit)

 

Net of Tax
Amount

 

Securities available for sale and transferred securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

Change in net unrealized gains during the period

 

$

2,189

 

$

64

 

$

2,125

 

$

6,256

 

$

2,339

 

$

3,917

 

Change in net unrealized gain (loss) on securities transferred to held to maturity

 

191

 

225

 

(34

)

78

 

90

 

(12

)

Reclassification adjustment for net gains recognized in net income

 

(58

)

 

(58

)

93

 

 

93

 

Total securities available for sale and transferred securities

 

2,322

 

289

 

2,033

 

6,427

 

2,429

 

3,998

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Derivatives:

 

 

 

 

 

 

 

 

 

 

 

 

 

Change in the accumulated loss on effective cash flow hedge derivatives

 

204

 

168

 

36

 

(1,344

)

155

 

(1,499

)

Change in the accumulated loss on terminated cash flow hedge derivatives

 

(180

)

294

 

(474

)

278

 

(577

)

855

 

Reclassification adjustment for interest payments

 

459

 

278

 

181

 

263

 

96

 

167

 

Total derivatives

 

483

 

740

 

(257

)

(803

)

(326

)

(477

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total other comprehensive income

 

$

2,805

 

$

1,029

 

$

1,776

 

$

5,624

 

$

2,103

 

$

3,521

 

 

32



 

PARK STERLING CORPORATION

 

Notes to Condensed Consolidated Financial Statements (Unaudited)

(table amounts in thousands, except share data and per share amounts)

 

The following table presents activity in accumulated other comprehensive income (loss), net of tax, by component for the periods indicated.

 

 

 

Securities
Available
for
Sale

 

Securities
Transferred
from
Available
for Sale to
Held
to Maturity

 

Derivatives

 

Accumulated
Other
Comprehensive
Income (Loss)

 

Balance, January 1, 2017

 

$

3,672

 

$

(751

)

$

(6,203

)

$

(3,282

)

Other comprehensive income (loss) before reclassifications

 

2,095

 

 

36

 

2,131

 

Amounts reclassified from accumulated other comprehensive loss

 

(58

)

 

179

 

121

 

Transfer of securities from available for sale to held to maturity

 

26

 

(28

)

(474

)

(476

)

Net other comprehensive income (loss) during the period

 

2,063

 

(28

)

(259

)

1,776

 

Balance, September 30, 2017

 

$

5,735

 

$

(779

)

$

(6,462

)

$

(1,506

)

 

 

 

 

 

 

 

 

 

 

Balance, January 1, 2016

 

$

564

 

$

(1,065

)

$

(2,362

)

$

(2,863

)

Other comprehensive income (loss) before reclassifications

 

3,905

 

 

(1,499

)

2,406

 

Amounts reclassified from accumulated other comprehensive loss

 

93

 

 

167

 

260

 

Transfer of securities from available for sale to held to maturity

 

12

 

(12

)

 

 

Terminated cash flow hedge derivatives

 

 

 

855

 

855

 

Net other comprehensive income (loss) during the period

 

4,010

 

(12

)

(477

)

3,521

 

Balance, September 30, 2016

 

$

4,574

 

$

(1,077

)

$

(2,839

)

$

658

 

 

Note 12 - Fair Value Measurements

 

The Company is required to disclose the estimated fair value of financial instruments, both assets and liabilities on and off the balance sheet, for which it is practicable to estimate fair value. These fair value estimates are made at each balance sheet date, based on relevant market information and information about the financial instruments. Fair value estimates are intended to represent the price at which an asset could be sold or the price for which a liability could be settled in an orderly transaction between market participants at the measurement date. However, given there is no active market or observable market transactions for many of the Company’s financial instruments, the Company has made estimates of many of these fair values which are subjective in nature, involve uncertainties and matters of significant judgment and therefore cannot be determined with precision. Changes in assumptions could significantly affect the estimated values. The methodologies used for estimating the fair value of financial assets and financial liabilities are discussed below:

 

Cash and Cash Equivalents Cash and cash equivalents, which are comprised of cash and due from banks, interest-earning balances at banks and Federal funds sold, approximate their fair value.

 

Investment Securities Available-for-sale and Investment Securities Held-to-Maturity - Fair value for investment securities is based on the quoted market price if such information is available. If a quoted market price is not available, fair values are based on independent pricing models or other model valuation techniques such as present value of future cash flows, adjusted for the security’s credit rating, pre-payment assumptions, and other factors such as credit loss assumptions.

 

Nonmarketable Equity Securities Cost is a reasonable estimate of fair value for nonmarketable equity securities because no quoted market prices are available and the securities are not readily marketable. The carrying amount is adjusted for any other than temporary declines in value.

 

Loans Held for Sale -For certain homogenous categories of loans, such as residential mortgages, fair value is estimated using independent market prices, appraised values of the underlying collateral, management’s estimation of the value of the collateral, or commitments on hand from investors within the secondary market for loans with similar characteristics.

 

Loans, net of allowance - The fair value of other types of loans is estimated by discounting the future cash flows using the current rates at which similar loans would be made to borrowers with similar credit ratings and for the same remaining maturities. Further adjustments are made to reflect current market conditions. There is no discount for liquidity included in the expected cash flow assumptions.

 

33



 

PARK STERLING CORPORATION

 

Notes to Condensed Consolidated Financial Statements (Unaudited)

(table amounts in thousands, except share data and per share amounts)

 

Accrued Interest Receivable - The carrying amount is a reasonable estimate of fair value.

 

Deposits - The fair value of deposits with no stated maturities, including demand deposits, savings, money market and NOW accounts, is the amount payable on demand at the reporting date. The fair value of deposits that have stated maturities, primarily time deposits, is estimated by discounting expected cash flows using the rates currently offered for instruments of similar remaining maturities.

 

Borrowings - The fair values of short-term and long-term borrowings are based on discounting expected cash flows at the interest rate currently offered for debt with the same or similar remaining maturities and collateral requirements.

 

Subordinated Loans and Junior Subordinated Debentures — The fair value of fixed rate junior subordinated debentures is estimated using a discounted cash flow calculation that applies the Company’s current borrowing rate. The carrying amounts of variable rate junior subordinated debentures are reasonable estimates of fair value because they can reprice frequently.

 

Accrued Interest Payable - The carrying amount is a reasonable estimate of fair value.

 

Derivative Instruments — The fair value of derivative instruments, including interest rate swaps and swap fair value hedges, is based on discounted cash flow models. All future floating cash flows are projected and both floating and fixed cash flows are discounted to the valuation date.

 

Financial Instruments with Off-Balance Sheet Risk - With regard to financial instruments with off-balance sheet risk, it is not practicable to estimate the fair value of future financing commitments.

 

The Company utilizes fair value measurements to determine fair value disclosures. The Company groups assets and liabilities at fair value in three levels, based on the markets in which the assets and liabilities are traded and the reliability of the assumptions used to determine fair value.

 

Level 1                                                        Valuation is based upon quoted prices for identical instruments traded in active markets.

 

Level 2                                                        Valuation is based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active and model-based valuation techniques for which all significant assumptions are observable in the market.

 

Level 3                                                        Valuation is generated from model-based techniques that use at least one significant assumption not observable in the market. These unobservable assumptions reflect estimates of assumptions that market participants would use in pricing the asset or liability. Valuation techniques may include the use of option pricing models, discounted cash flow models and similar techniques.

 

34



 

PARK STERLING CORPORATION

 

Notes to Condensed Consolidated Financial Statements (Unaudited)

(table amounts in thousands, except share data and per share amounts)

 

The carrying amounts and estimated fair values of the Company’s financial instruments, none of which are held for trading purposes, at September 30, 2017 and December 31, 2016 are as follows:

 

 

 

 

 

 

 

Fair Value Measurements

 

 

 

Carrying

 

Estimated

 

Quoted
Prices in
Active
Markets
for
Identical
Assets or
Liabilities

 

Significant
Other
Observable
Inputs

 

Significant
Unobservable
Inputs

 

 

 

Amount

 

Fair Value

 

(Level 1)

 

(Level 2)

 

(Level 3)

 

September 30, 2017

 

 

 

 

 

 

 

 

 

 

 

Financial assets:

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

98,216

 

$

98,216

 

$

98,216

 

$

 

$

 

Investment securities available-for-sale

 

384,275

 

384,275

 

913

 

382,042

 

1,320

 

Investment securities held-to-maturity

 

85,704

 

87,402

 

 

87,402

 

 

 

Nonmarketable equity securities

 

18,692

 

18,692

 

 

18,692

 

 

Loans held for sale

 

1,814

 

1,814

 

 

1,814

 

 

Loans, net of allowance

 

2,417,162

 

2,346,310

 

 

39,041

 

2,307,269

 

Accrued interest receivable

 

6,424

 

6,424

 

 

6,424

 

 

Derivative instruments

 

3,409

 

3,409

 

 

3,409

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial liabilities:

 

 

 

 

 

 

 

 

 

 

 

Deposits with no stated maturity

 

1,810,530

 

1,810,530

 

 

1,810,530

 

 

Deposits with stated maturities

 

658,393

 

657,702

 

 

657,702

 

 

Short-term borrowings

 

310,000

 

310,000

 

 

310,000

 

 

Long-term borrowings

 

29,769

 

29,769

 

 

29,769

 

 

Subordinated loan and junior subordinated debt

 

33,996

 

33,996

 

 

33,996

 

 

Accrued interest payable

 

942

 

942

 

 

942

 

 

Derivative instruments

 

4,465

 

4,465

 

 

4,465

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2016

 

 

 

 

 

 

 

 

 

 

 

Financial assets:

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

83,614

 

$

83,614

 

$

83,614

 

$

 

$

 

Investment securities available-for-sale

 

402,501

 

402,501

 

 

401,181

 

1,320

 

Investment securities held-to-maturity

 

91,752

 

92,828

 

 

92,828

 

 

Nonmarketable equity securities

 

17,501

 

17,501

 

 

17,501

 

 

Loans held for sale

 

7,996

 

7,996

 

 

7,996

 

 

Loans, net of allowance

 

2,400,061

 

2,321,390

 

 

27,941

 

2,293,449

 

Accrued interest receivable

 

6,799

 

6,799

 

 

6,799

 

 

Derivative instruments

 

2,290

 

2,290

 

 

2,290

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial liabilities:

 

 

 

 

 

 

 

 

 

 

 

Deposits with no stated maturity

 

1,772,680

 

1,772,680

 

 

1,772,680

 

 

Deposits with stated maturities

 

741,072

 

744,062

 

 

744,062

 

 

Short-term borrowings

 

285,000

 

285,000

 

 

 

285,000

 

 

Long-term borrowings

 

29,736

 

29,736

 

 

29,736

 

 

Subordinated loan and junior subordinated debt

 

33,501

 

33,501

 

 

 

33,501

 

 

Accrued interest payable

 

541

 

541

 

 

541

 

 

Derivative instruments

 

3,149

 

3,149

 

 

3,149

 

 

 

The Company also utilizes fair value measurements to record fair value adjustments to certain assets and liabilities. Securities available-for-sale and derivative instruments are recorded at fair value on a recurring basis. Additionally, from time to time, the Company may be required to record other assets at fair value on a nonrecurring basis. These nonrecurring fair value adjustments typically involve application of lower of cost or market accounting or write-downs of individual assets.

 

35



 

PARK STERLING CORPORATION

 

Notes to Condensed Consolidated Financial Statements (Unaudited)

(table amounts in thousands, except share data and per share amounts)

 

The following is a description of valuation methodologies used for assets and liabilities recorded at fair value:

 

Investment Securities - Investment securities available-for-sale are recorded at fair value on a recurring basis. Fair value measurement is based upon quoted prices, if available. If quoted prices are not available, fair values are measured using independent pricing models or other model-based valuation techniques such as present value of future cash flows, adjusted for the security’s credit rating, prepayment assumptions and other factors such as credit loss assumptions. Level 1 securities include those traded on an active exchange, such as the New York Stock Exchange, United States Treasury securities that are traded by dealers or brokers in active over-the-counter markets and money market funds. Level 2 securities include MBS issued by government-sponsored entities or private label entities, municipal bonds and corporate debt securities that are valued using quoted prices for similar instruments in active markets. Securities classified as Level 3 include a corporate debt security in a less liquid market whose value is determined by reference to the going rate of a similar debt security if it were to enter the market at period end. The derived market value requires significant management judgment and is further substantiated by discounted cash flow methodologies.

 

Derivative Instruments Derivative instruments are recorded at fair value on a recurring basis. Derivative instruments held or issued by the Company for risk management purposes are traded in over-the-counter markets where quoted market prices are not readily available. For those derivatives, the fair value is determined based on discounted cash flow models. All future floating cash flows are projected and both floating and fixed cash flows are discounted to valuation date. The Company classifies derivative instruments held or issued for risk management purposes as Level 2. At both September 30, 2017 and December 31, 2016, the Company’s derivative instruments consist of interest rate swaps and foreign exchange contacts.

 

Impaired Loans - Loans for which it is probable that payment of interest and principal will not be made in accordance with the contractual terms of the loan agreement are considered impaired. Once a loan is identified as individually impaired, management measures it for the estimated impairment. The fair value of impaired loans is estimated using one of several methods, including collateral value, discounted cash flows or a pooled probability of default and loss given default calculation. Those impaired loans not requiring a specific allowance represent loans for which the fair value exceeds the recorded investments in such loans. Impaired loans where a specific allowance is established based on the fair value of collateral require classification in the fair value hierarchy. The Company records such impaired loans as nonrecurring Level 3.

 

At September 30, 2017 and December 31, 2016, substantially all of the total impaired loans were evaluated based on the fair value of the collateral. The Company records loans involved in fair value hedges at fair market value on a recurring basis. The Company does not record other loans at fair value on a recurring basis.

 

Loans held for saleLoans held for sale are adjusted to lower of cost or market upon transfer from the loan portfolio to loans held for sale. Subsequently, loans held for sale are carried at the lower of carrying value or fair value. Fair value is based upon independent market prices, appraised values of the collateral, management’s estimation of the value of the collateral or commitments on hand from investors within the secondary market for loans with similar characteristics. The fair value adjustments for loans held for sale are recorded as nonrecurring Level 2.

 

Other real estate owned - OREO is adjusted to fair value upon transfer of the loans to OREO. Subsequently, OREO is carried at the lower of carrying value or fair value less costs to sell. Fair value is based upon independent market prices, appraised values of the collateral or management’s estimation of the value of the collateral. When the fair value of the collateral is measured due to further deterioration in the value of the OREO since initial recognition, the Company records the foreclosed asset as nonrecurring Level 3.

 

36



 

PARK STERLING CORPORATION

 

Notes to Condensed Consolidated Financial Statements (Unaudited)

(table amounts in thousands, except share data and per share amounts)

 

Assets and Liabilities Recorded at Fair Value on a Recurring Basis

 

The table below presents, by level within the fair value hierarchy, the recorded amount of assets and liabilities at September 30, 2017 and December 31, 2016 measured at fair value on a recurring basis:

 

Fair Value on a Recurring Basis

 

 

 

Quoted
Prices in

 

 

 

 

 

 

 

 

 

Active
Markets for

 

Significant
Other

 

Significant

 

 

 

 

 

Identical
Assets

 

Observable
Inputs

 

Unobservable
Inputs

 

Assets/Liabilities

 

Description

 

(Level 1)

 

(Level 2)

 

(Level 3)

 

at Fair Value

 

September 30, 2017

 

 

 

 

 

 

 

 

 

Municipal securities

 

$

 

$

12,888

 

$

 

$

12,888

 

Residential agency pass-through securities

 

 

137,230

 

 

137,230

 

Residential collateralized mortgage obligations

 

 

154,903

 

 

154,903

 

Commercial mortgage-backed obligations

 

 

15,493

 

 

15,493

 

Asset-backed securities

 

 

61,523

 

 

61,523

 

Corporate and other securities

 

 

5

 

1,320

 

1,325

 

All other equity securities

 

913

 

 

 

913

 

Fair value loans

 

 

39,041

 

 

39,041

 

Derivative assets

 

 

3,409

 

 

3,409

 

Derivative liabilities

 

 

(4,465

)

 

(4,465

)

 

 

 

 

 

 

 

 

 

 

December 31, 2016

 

 

 

 

 

 

 

 

 

Municipal securities

 

 

13,319

 

 

13,319

 

Residential agency pass-through securities

 

 

192,765

 

 

192,765

 

Residential collateralized mortgage obligations

 

 

94,410

 

 

94,410

 

Commercial mortgage-backed obligations

 

 

15,497

 

 

15,497

 

Asset-backed securities

 

 

83,951

 

 

83,951

 

Corporate and other securities

 

 

 

1,320

 

1,320

 

All other equity securities

 

1,239

 

 

 

1,239

 

Fair value loans

 

 

27,941

 

 

27,941

 

Derivative assets

 

 

2,290

 

 

 

2,290

 

Derivative liabilities

 

 

(3,149

)

 

(3,149

)

 

Securities measured on a Level 3 recurring basis at September 30, 2017 and December 31, 2016 include a corporate debt security whose value is determined by the going rate of a similar debt security if it were to enter the market at period end with additional liquidity discounts applied due to a smaller available market. There were no transfers between valuation levels for any accounts for the nine months ended September 30, 2017 and September 30, 2016. If different valuation techniques were deemed necessary, we would consider those transfers to occur at the end of the period that the accounts are valued.

 

The following is a reconciliation of the beginning and ending balances for assets measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the three and nine months ended September 30, 2017 and September 30, 2016.

 

 

 

Securities Available for Sale

 

 

 

(in thousands)

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

 

 

2017

 

2016

 

2017

 

2016

 

 

 

 

 

 

 

 

 

 

 

Fair value, beginning of the period

 

$

1,320

 

$

1,360

 

$

1,320

 

$

1,500

 

Change in unrealized gain recognized in other comprehensive income

 

 

 

 

(140

)

Fair value, end of the period

 

$

1,320

 

$

1,360

 

$

1,320

 

$

1,360

 

 

37



 

PARK STERLING CORPORATION

 

Notes to Condensed Consolidated Financial Statements (Unaudited)

(table amounts in thousands, except share data and per share amounts)

 

Assets Recorded at Fair Value on a Nonrecurring Basis

 

The Company may be required, from time to time, to measure certain other financial assets at fair value on a nonrecurring basis in accordance with GAAP. These adjustments to fair value usually result from application of lower of cost or market accounting or impairment charges of individual assets. Processes are in place for overseeing the valuation procedures for Level 3 measurements of OREO and impaired loans. The assets are reviewed on a quarterly basis to determine the accuracy of the observable inputs, generally third party appraisals, auction values, values derived from trade publications and data submitted by the borrower, and the appropriateness of the unobservable inputs, generally discounts due to current market conditions and collection issues. Discounts are based on asset type and valuation source; deviations from the standard are documented. The discounts are periodically reviewed to determine whether they remain appropriate. Consideration is given to current trends in market values for the asset categories and gain and losses on sales of similar assets.

 

Discounts range from 0% to 100% depending on the nature of the assets and source of value. Real estate is valued based on appraisals or evaluations, discounted by 8% at a minimum with higher discounts for property in poor condition or property with characteristics that may make it more difficult to market. Commercial loans secured by receivables or non-real estate collateral are generally valued using the discounted cash flow method. Inputs are determined on a borrower-by-borrower basis.

 

Impaired loans and related write-downs are based on the fair value of the underlying collateral if repayment is expected solely from the collateral or using a pooled probability of default and loss given default calculation. Collateral values are reviewed quarterly and estimated using customized discounting criteria and appraisals.

 

Other real estate owned is based on the lower of the cost or fair value of the underlying collateral less expected selling costs. Collateral values are estimated primarily using appraisals and reflect a market value approach. Fair values are reviewed quarterly and new appraisals are generally obtained annually.

 

38



 

PARK STERLING CORPORATION

 

Notes to Condensed Consolidated Financial Statements (Unaudited)

(table amounts in thousands, except share data and per share amounts)

 

The following table sets forth by level, within the fair value hierarchy, the Company’s assets recorded at fair value on a nonrecurring basis at September 30, 2017 and December 31, 2016:

 

Fair Value on a Nonrecurring Basis

 

 

 

Quoted
Prices

 

 

 

 

 

 

 

 

 

in Active

 

 

 

 

 

 

 

 

 

Markets
for

 

Significant
Other

 

Significant

 

Assets/

 

 

 

Identical

 

Observable

 

Unobservable

 

(Liabilities)

 

 

 

Assets

 

Inputs

 

Inputs

 

at Fair

 

Description

 

(Level 1)

 

(Level 2)

 

(Level 3)

 

Value

 

September 30, 2017

 

 

 

 

 

 

 

 

 

OREO

 

$

 

$

 

$

2,603

 

$

2,603

 

Impaired loans:

 

 

 

 

 

 

 

 

 

Commercial and industrial

 

 

 

463

 

463

 

CRE - owner-occupied

 

 

 

463

 

463

 

CRE - investor income producing

 

 

 

435

 

435

 

AC&D - lots, land & development

 

 

 

538

 

538

 

Other commercial

 

 

 

211

 

211

 

Residential mortgage

 

 

 

1,161

 

1,161

 

HELOC

 

 

 

2,353

 

2,353

 

Residential construction

 

 

 

221

 

221

 

 

 

 

 

 

 

 

 

 

 

December 31, 2016

 

 

 

 

 

 

 

 

 

OREO

 

$

 

$

 

$

2,438

 

$

2,438

 

Impaired loans:

 

 

 

 

 

 

 

 

 

CRE - owner-occupied

 

 

 

1,078

 

1,078

 

CRE - investor income producing

 

 

 

353

 

353

 

AC&D - lots, land, & development

 

 

 

748

 

748

 

Other commercial

 

 

 

211

 

211

 

Residential mortgage

 

 

 

2,077

 

2,077

 

HELOC

 

 

 

2,438

 

2,438

 

Residential construction

 

 

 

243

 

243

 

 

In accordance with accounting for foreclosed property, the carrying value of OREO is periodically reviewed and written down to fair value and any loss is included in earnings. During the three months ended September 30, 2017, OREO with a carrying value of $3.2 million was written down by $0.7 million to $2.6 million. During the nine months ended September 30, 2017, OREO with a carrying value of $2.4 million was written down by $0.3 million, offset by net additions of $0.5 million to $2.6 million. During the three months ended September 30, 2016, OREO with a carrying value of $2.9 million was written down by $0.1 million to $2.7 million. During the nine months ended September 30, 2016, there were $2.4 in net sales of OREO and write downs of $0.4 million.

 

39



 

PARK STERLING CORPORATION

 

Notes to Condensed Consolidated Financial Statements (Unaudited)

(table amounts in thousands, except share data and per share amounts)

 

The table below presents the valuation methodology and unobservable inputs for Level 3 assets measured at fair value on a nonrecurring basis at September 30, 2017.

 

 

 

Fair Value

 

Valuation
Methodology

 

Unobservable
Inputs

 

Range of
Inputs

 

Weighted
Average
Discount

 

 

 

 

 

 

 

 

 

 

 

 

 

OREO

 

$

2,603

 

Appraisals

 

Discount to reflect current market conditions

 

0% - 30%

 

7.47

%

 

 

 

 

 

 

 

 

 

 

 

 

Impaired loans

 

5,845

 

Collateral based measurements

 

Discount to reflect current market conditions and ultimate collectability

 

0% - 60%

 

4.99

%

 

 

$

8,448

 

 

 

 

 

 

 

 

 

 

Note 13 — Shareholders’ Equity

 

For the nine months ended September 30, 2017, the Company issued 164,994 restricted stock awards and 1,400 shares of common stock to employees under the 2014 Long-term Incentive Plan, repurchased 82,600 shares in open market transactions and acquired 48,108 shares in connection with satisfaction of tax withholding obligations on vested restricted stock. For the nine months ended September 30, 2016, the Company issued 265,284 restricted stock awards and 1,300 shares of common stock to employees under the 2014 Long-term Incentive Plan, repurchased 248,349 shares in open market transactions and acquired 174,292 shares in connection with satisfaction of tax withholding obligations on vested restricted stock.

 

The Company maintains share-based plans for directors and employees to attract, retain and provide incentives for key employees and directors in the form of incentive and non-qualified stock options and restricted stock. The total number of shares available for issuance under all outstanding share-based plans is 448,974 as of September 30, 2017.

 

Activity in the Company’s share-based plans is summarized in the following table:

 

 

 

For the Nine Months Ended

 

 

 

September 30, 2017

 

 

 

Outstanding Options

 

Nonvested Restricted Shares

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted

 

 

 

 

 

 

 

 

 

Weighted

 

 

 

 

 

Average

 

 

 

 

 

 

 

Weighted
Average

 

Average
Contractual

 

 

 

 

 

Grant
Date

 

Aggregate

 

 

 

Number
Outstanding

 

Exercise
Price

 

Term
(Years)

 

Intrinsic
Value

 

Number
Outstanding

 

Fair
Value

 

Intrinsic
Value

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At December 31, 2016

 

1,405,515

 

$

7.25

 

3.18

 

$

5,412,428

 

405,732

 

$

5.02

 

$

4,377,846

 

Restricted shares granted

 

 

 

 

 

 

164,994

 

12.01

 

 

 

Options exercised

 

(306,394

)

6.00

 

 

 

 

 

 

 

 

Restricted shares vested

 

 

 

 

 

 

(194,099

)

6.95

 

 

 

Expired and forfeited

 

 

 

 

 

 

(12,067

)

8.24

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At September 30, 2017

 

1,099,121

 

$

7.59

 

2.51

 

$

5,459,604

 

364,560

 

$

9.29

 

$

4,540,249

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Exercisable at September 30, 2017

 

1,099,121

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At September 30, 2017, there is no unrecognized compensation cost related to nonvested stock options. There was no total compensation expense for stock options for either the three months ended September 30, 2017 or September 30, 2016. Total compensation expense for stock options was $23 thousand and $6 thousand for the nine months ended September 30, 2017 and 2016, respectively.

 

At September 30, 2017, unrecognized compensation cost related to nonvested restricted shares of $2.6 million is expected to be recognized over a weighted-average period of 1.08 years. Total compensation expense for restricted shares was $484 thousand and $335 thousand for the three months ended September 30, 2017 and 2016, respectively. Total compensation expense for restricted shares was $1.3 million and $1.0 million for the nine months ended September 30, 2017 and 2016, respectively.

 

40



 

PARK STERLING CORPORATION

 

Notes to Condensed Consolidated Financial Statements (Unaudited)

(table amounts in thousands, except share data and per share amounts)

 

Note 14 — Subsequent Events

 

Dividend Declaration

 

On October 25, 2017, the Company announced that its Board of Directors declared a quarterly dividend of $0.04 per common share, payable on November 24, 2017 to all common shareholders of record as of the close of business on November 8, 2017.