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EX-32.1 - EXHIBIT 32.1 - EAGLE FINANCIAL SERVICES INCefsi-20180331exhibit321.htm
EX-31.2 - EXHIBIT 31.2 - EAGLE FINANCIAL SERVICES INCefsi-20180331exhibit312.htm
EX-31.1 - EXHIBIT 31.1 - EAGLE FINANCIAL SERVICES INCefsi-20180331exhibit311.htm



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549 
FORM 10-Q
(Mark One)
ý
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2018
or
¨
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from             to             
Commission File Number: 0-20146 
EAGLE FINANCIAL SERVICES, INC.
(Exact name of registrant as specified in its charter)
Virginia
 
54-1601306
(State or other jurisdiction of
incorporation or organization)
 
(I.R.S. Employer
Identification No.)
 
 
2 East Main Street
P.O. Box 391
Berryville, Virginia
 
22611
(Address of principal executive offices)
 
(Zip Code)
(540) 955-2510
(Registrant’s telephone number, including area code) 
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  ý    No  ¨
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Date File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (232.405 of this Chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  ý    No  ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer
 
¨
  
Accelerated filer
 
ý
 
 
 
 
Non-accelerated filer
 
¨
(Do not check if a smaller reporting company.)
Smaller reporting company
 
¨
 
 
 
 
Emerging growth company
 
¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 
¨


Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ¨    No  ý

The number of shares of the registrant’s Common Stock ($2.50 par value) outstanding as of May 3, 2018 was 3,461,720.




TABLE OF CONTENTS
 
 
 
 
PART I - FINANCIAL INFORMATION
 
 
 
 
Item 1.
Financial Statements:
 
 
Consolidated Balance Sheets at March 31, 2018 and December 31, 2017
 
Consolidated Statements of Income for the Three Months Ended March 31, 2018 and 2017
 
Consolidated Statements of Comprehensive Income for the Three Months Ended March 31, 2018 and 2017
 
Consolidated Statements of Changes in Shareholders’ Equity for the Three Months Ended March 31, 2018 and 2017
 
Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2018 and 2017
 
Notes to Consolidated Financial Statements
Item 2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
Item 3.
Quantitative and Qualitative Disclosures about Market Risk
Item 4.
Controls and Procedures
 
 
PART II - OTHER INFORMATION
 
 
 
 
Item 1.
Legal Proceedings
Item 1A.
Risk Factors
Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds
Item 3.
Defaults Upon Senior Securities
Item 4.
Mine Safety Disclosures
Item 5.
Other Information
Item 6.
Exhibits




PART I - FINANCIAL INFORMATION
 
Item 1.        Financial Statements

EAGLE FINANCIAL SERVICES, INC.
Consolidated Balance Sheets
(dollars in thousands, except per share amounts)
 
 
March 31,
2018
 
December 31,
2017
 
(Unaudited)
 
 
Assets
 
 
 
Cash and due from banks
$
8,484

 
$
10,578

Interest-bearing deposits with other institutions
24,548

 
22,094

Federal funds sold
152

 
3,176

Total cash and cash equivalents
33,184

 
35,848

Securities available for sale, at fair value
128,820

 
132,566

Restricted investments
1,166

 
1,107

Loans
581,605

 
568,817

Allowance for loan losses
(4,530
)
 
(4,411
)
Net Loans
577,075

 
564,406

Bank premises and equipment, net
19,474

 
19,579

Other real estate owned, net of allowance
3,302

 
106

Other assets
12,843

 
12,139

Total assets
$
775,864

 
$
765,751

Liabilities and Shareholders’ Equity
 
 
 
Liabilities
 
 
 
Deposits:
 
 
 
Noninterest bearing demand deposits
$
252,144

 
$
234,990

Savings and interest bearing demand deposits
328,655

 
322,948

Time deposits
104,847

 
105,476

Total deposits
$
685,646

 
$
663,414

Other liabilities
7,147

 
18,520

Total liabilities
$
692,793

 
$
681,934

 
 
 
 
Commitments and contingencies
 
 
 
 
 
 
 
Shareholders’ Equity
 
 
 
Preferred stock, $10 par value; 500,000 shares authorized and unissued
$

 
$

Common stock, $2.50 par value; authorized 10,000,000 shares; issued and outstanding 2018, 3,461,117 including 16,701 shares of unvested restricted stock; issued and outstanding 2017, 3,449,027 including 14,401 shares of unvested restricted stock
8,611

 
8,587

Surplus
12,155

 
12,075

Retained earnings
64,588

 
62,845

Accumulated other comprehensive (loss) income
(2,283
)
 
310

Total shareholders’ equity
$
83,071

 
$
83,817

Total liabilities and shareholders’ equity
$
775,864

 
$
765,751

See Notes to Consolidated Financial Statements

1



EAGLE FINANCIAL SERVICES, INC.
Consolidated Statements of Income (Unaudited)
(dollars in thousands, except per share amounts)
 
 
Three Months Ended
 
March 31,
 
2018
 
2017
Interest and Dividend Income
 
 
 
Interest and fees on loans
$
6,541

 
$
5,736

Interest and dividends on securities available for sale:
 
 
 
Taxable interest income
605

 
550

Interest income exempt from federal income taxes
262

 
254

Dividends
13

 
5

Interest on deposits with other institutions
54

 
21

Total interest and dividend income
$
7,475

 
$
6,566

Interest Expense
 
 
 
Interest on deposits
$
426

 
$
203

Total interest expense
$
426

 
$
203

Net interest income
$
7,049

 
$
6,363

Provision for (Recovery of) Loan Losses
205

 
(527
)
Net interest income after provision for (recovery of) loan losses
$
6,844

 
$
6,890

Noninterest Income
 
 
 
Income from fiduciary activities
$
444

 
$
292

Service charges on deposit accounts
308

 
299

Other service charges and fees
961

 
953

Gain on sale of securities
11

 
50

Loss on disposal of bank premises and equipment
(3
)
 
(6
)
Other operating income
80

 
85

Total noninterest income
$
1,801

 
$
1,673

Noninterest Expenses
 
 
 
Salaries and employee benefits
$
3,526

 
$
3,350

Occupancy expenses
371

 
377

Equipment expenses
219

 
239

Advertising and marketing expenses
185

 
178

Stationery and supplies
56

 
41

ATM network fees
206

 
220

Other real estate owned expense
130

 
1

(Gain) on foreclosure and sales of other real estate owned
(397
)
 
(1
)
FDIC assessment
58

 
52

Computer software expense
139

 
196

Bank franchise tax
134

 
125

Professional fees
275

 
291

Data processing fees
125

 
117

Other operating expenses
603

 
525

Total noninterest expenses
$
5,630

 
$
5,711

Income before income taxes
$
3,015

 
$
2,852

Income Tax Expense
476

 
810

Net income
$
2,539

 
$
2,042

Earnings Per Share
 
 
 
Net income per common share, basic
$
0.73

 
$
0.59

Net income per common share, diluted
$
0.73

 
$
0.59

See Notes to Consolidated Financial Statements

2



EAGLE FINANCIAL SERVICES, INC.
Consolidated Statements of Comprehensive Income (Loss)
(Unaudited)
(dollars in thousands)
 
 
Three Months Ended
 
March 31,
 
2018
 
2017
Net income
$
2,539

 
$
2,042

Other comprehensive (loss):
 
 
 
Unrealized (loss) on available for sale securities net of reclassification adjustments, and net of deferred income tax of ($689) and ($37) for the three months ended, respectively
(2,593
)
 
(71
)
Total other comprehensive (loss)
(2,593
)
 
(71
)
Total comprehensive (loss) income
$
(54
)
 
$
1,971

See Notes to Consolidated Financial Statements

3



EAGLE FINANCIAL SERVICES, INC.
Consolidated Statements of Changes in Shareholders’ Equity (Unaudited)
(dollars in thousands, except per share amounts)
 
 
Common
Stock
 
Surplus
 
Retained
Earnings
 
Accumulated
Other
Comprehensive
Income (Loss)
 
Total
Balance, December 31, 2016
$
8,633

 
$
12,642

 
$
58,165

 
$
(24
)
 
$
79,416

Net income
 
 
 
 
2,042

 
 
 
2,042

Other comprehensive (loss)
 
 
 
 
 
 
(71
)
 
(71
)
Vesting of restricted stock awards, stock incentive plan (5,250 shares)
13

 
(13
)
 
 
 
 
 

Stock-based compensation expense
 
 
65

 
 
 
 
 
65

Issuance of common stock, dividend investment plan (3,150 shares)
8

 
77

 
 
 
 
 
85

Repurchase and retirement of common stock (8,857 shares)
(22
)
 
(223
)
 
 
 
 
 
(245
)
Dividends declared ($0.22 per share)
 
 
 
 
(765
)
 
 
 
(765
)
Balance, March 31, 2017
$
8,632

 
$
12,548

 
$
59,442

 
$
(95
)
 
$
80,527

 
 
 
 
 
 
 
 
 
 
Balance, December 31, 2017
$
8,587

 
$
12,075

 
$
62,845

 
$
310

 
83,817

Net income
 
 
 
 
2,539

 
 
 
2,539

Other comprehensive (loss)
 
 
 
 
 
 
(2,593
)
 
(2,593
)
Vesting of restricted stock awards, stock incentive plan (9,109 shares)
23

 
(23
)
 
 
 
 
 

Stock-based compensation expense
 
 
81

 
 
 
 
 
81

Issuance of common stock, dividend investment plan (5,681 shares)
14

 
166

 
 
 
 
 
180

Repurchase and retirement of common stock (5,000 shares)
(13
)
 
(144
)
 
 
 
 
 
(157
)
Dividends declared ($0.23 per share)
 
 
 
 
(796
)
 
 
 
(796
)
Balance, March 31, 2018
$
8,611

 
$
12,155

 
$
64,588

 
$
(2,283
)
 
$
83,071

See Notes to Consolidated Financial Statements

4



EAGLE FINANCIAL SERVICES, INC.
Consolidated Statements of Cash Flows (Unaudited)
(dollars in thousands)
 
 
Three Months Ended
 
March 31,
 
2018
 
2017
Cash Flows from Operating Activities
 
 
 
Net income
$
2,539

 
$
2,042

Adjustments to reconcile net income to net cash (used in) operating activities:
 
 
 
Depreciation
234

 
236

Amortization of intangible and other assets
45

 
54

Provision for (recovery of) loan losses
205

 
(527
)
(Gain) on foreclosure and sales of other real estate owned
(397
)
 
(1
)
Loss on the sale and disposal of premises and equipment
3

 
6

Loss on the sale of repossessed assets

 
2

(Gain) on the sale of securities
(11
)
 
(50
)
Stock-based compensation expense
81

 
65

Premium amortization on securities, net
149

 
133

Changes in assets and liabilities:
 
 
 
(Increase) in other assets
(60
)
 
(1,181
)
(Decrease) in other liabilities
(11,373
)
 
(8,116
)
Net cash (used in) operating activities
$
(8,585
)
 
$
(7,337
)
Cash Flows from Investing Activities
 
 
 
Proceeds from maturities, calls, and principal payments of securities available for sale
$
5,181

 
$
2,016

Proceeds from the sale of securities available for sale
3,464

 
2,925

Purchases of securities available for sale
(8,319
)
 
(17,251
)
Purchases of restricted investments
(59
)
 

Purchases of bank premises and equipment
(132
)
 
(32
)
Proceeds from the sale of other real estate owned

 
265

Proceeds from the sale of repossessed assets

 
2

Net (increase) in loans
(15,673
)
 
(1,981
)
Net cash (used in) investing activities
$
(15,538
)
 
$
(14,056
)
Cash Flows from Financing Activities
 
 
 
Net increase in noninterest bearing demand deposits, savings, and interest bearing demand deposits
$
22,861

 
$
15,072

Net (decrease) in time deposits
(629
)
 
(3,076
)
Repurchase and retirement of common stock
(157
)
 
(245
)
Cash dividends paid
(616
)
 
(680
)
Net cash provided by financing activities
$
21,459

 
$
11,071



5



EAGLE FINANCIAL SERVICES, INC.
Consolidated Statements of Cash Flows (Unaudited)
(dollars in thousands)
(continued)
 
 
Three Months Ended
 
March 31,
 
2018
 
2017
(Decrease) in cash and cash equivalents
$
(2,664
)
 
$
(10,322
)
Cash and Cash Equivalents
 
 
 
Beginning
35,848

 
35,281

Ending
$
33,184

 
$
24,959

Supplemental Disclosures of Cash Flow Information
 
 
 
Cash payments for:
 
 
 
Interest
$
410

 
$
210

Income taxes
$

 
$

Supplemental Schedule of Noncash Investing and Financing Activities:
 
 
 
Unrealized (loss) on securities available for sale
$
(3,282
)
 
$
(108
)
Other real estate and repossessed assets acquired in settlement of loans
$
2,799

 
$
5

Issuance of common stock, dividend investment plan
$
180

 
$
85

See Notes to Consolidated Financial Statements


6



EAGLE FINANCIAL SERVICES, INC.
Notes to Consolidated Financial Statements (Unaudited)
March 31, 2018
NOTE 1. General

The accompanying unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America.

In the opinion of management, the accompanying financial statements contain all adjustments (consisting of only normal recurring accruals) necessary to present fairly the financial position at March 31, 2018 and December 31, 2017, the results of operations for the three months ended March 31, 2018 and 2017, and cash flows for the three months ended March 31, 2018 and 2017. The results of operations for the three months ended March 31, 2018 are not necessarily indicative of the results to be expected for the full year. These financial statements should be read in conjunction with the Notes to Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017 (the “2017 Form 10-K”).

Eagle Financial Services, Inc. (the "Company") owns 100% of Bank of Clarke County (the “Bank”). The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary. All significant intercompany accounts and transactions between the Company and the Bank have been eliminated.

Certain amounts in the consolidated financial statements have been reclassified to conform to current year presentations. None of the reclassifications were of a material nature and they had no effect on prior year net income or shareholders' equity.

On January 1, 2018, the Company adopted ASU No. 2014-09, "Revenue from Contracts with Customers: Topic 606." This ASU revised guidance for the recognition, measurement, and disclosure of revenue from contracts with customers. The original guidance was amended through subsequent accounting standard updates that resulted in technical corrections, improvements, and a one-year deferral of the effective date to January 1, 2018. The guidance, as amended, is applicable to all entities and replaces significant portions of existing industry and transaction-specific revenue recognition rules with a more principles-based recognition model. Most revenue associated with financial instruments, including interest income, loan origination fees, and credit card fees, is outside the scope of the guidance. Gains and losses on investment securities, derivatives, financial guarantees, and sales of financial instruments are similarly excluded from the scope. The guidance is applicable to noninterest revenue streams such as trust and asset management income, deposit related fees, interchange fees, and merchant income. The Company adopted this guidance via the modified retrospective approach, meaning the standard is applied only to the most current period presented in the financial statements with the cumulative effect of initially applying the standard recognized at the date of initial application.

Since the guidance does not apply to revenue associated with financial instruments, including loans and securities that are accounted for under other GAAP, the new guidance did not have a material impact on revenue most closely associated with financial instruments, including interest income and expense. The Company completed its overall assessment of revenue streams and review of related contracts potentially affected by the ASU, including trust and asset management fees, deposit related fees, interchange fees, and merchant income. The Company also completed an evaluation of certain costs related to these revenue streams to determine whether such costs should be presented gross versus net. Based on these assessments, the Company concluded that ASU 2014-09 did not materially change the method in which the Company currently recognizes revenue for these revenue streams. Since there was no net income impact upon adoption of the new guidance, a cumulative effect adjustment to opening retained earnings was not deemed necessary.

NOTE 2. Stock-Based Compensation Plan

During 2014, the Company’s shareholders approved a stock incentive plan which allows key employees and directors to increase their personal financial interest in the Company. This plan permits the issuance of incentive stock options and non-qualified stock options and the award of stock appreciation rights, common stock, restricted stock, and phantom stock. The plan authorizes the issuance of up to 500,000 shares of common stock.


7



The Company periodically grants Restricted Stock to its directors, executive officers and certain non-executive officers. Restricted Stock provides grantees with rights to shares of common stock upon completion of a service period or achievement of Company performance measures. During the restriction period, all shares are considered outstanding and dividends are paid to the grantee. In general, outside directors are periodically granted restricted shares which vest over a period of less than 9 months. Beginning during 2006, executive officers were granted restricted shares which vest over a 3 year service period and restricted shares which vest based on meeting annual performance measures over a 1 year period. Beginning during 2018, certain non-executive officers also were granted restricted shares which vest over a 3 year service period. The Company recognizes compensation expense over the restricted period based on the fair value of the Company's stock on the grant date. The Company's policy is to recognize forfeitures as they occur. As of March 31, 2018, there was $253 thousand of unrecognized compensation cost related to nonvested restricted stock.

The following table presents Restricted Stock activity for the three months ended March 31, 2018 and 2017:
 
 
Three Months Ended
 
March 31,
 
2018
 
2017
 
Shares
 
Weighted
Average
Grant Date
Fair Value
 
Shares
 
Weighted
Average
Grant Date
Fair Value
Nonvested, beginning of period
14,401

 
$
24.68

 
14,901

 
$
23.05

Granted
11,450

 
32.00

 
9,650

 
25.50

Vested
(9,109
)
 
24.63

 
(5,250
)
 
23.15

Forfeited
(41
)
 
25.50

 

 

Nonvested, end of period
16,701

 
29.72

 
19,301

 
24.25



NOTE 3. Earnings Per Common Share

Basic earnings per share represents income available to common shareholders divided by the weighted average number of common shares outstanding during the period. Nonvested restricted shares are included in the weighted average number of common shares used to compute basic earnings per share because of dividend participation and voting rights. Diluted earnings per share reflects additional common shares that would have been outstanding if dilutive potential common shares had been issued, as well as any adjustment to income that would result from the assumed issuance. The number of potential common shares is determined using the treasury method.

The following table shows the weighted average number of shares used in computing earnings per share for the three months ended March 31, 2018 and 2017. During 2018 and 2017, there were no potentially dilutive securities outstanding.
 
Three Months Ended
 
March 31,
 
2018
 
2017
Weighted average number of common shares outstanding used to calculate basic and diluted earnings per share
3,463,118

 
3,478,053



8



NOTE 4. Securities

Amortized costs and fair values of securities available for sale at March 31, 2018 and December 31, 2017 were as follows:
 
 
Amortized
Cost
 
Gross
Unrealized
Gains
 
Gross
Unrealized
(Losses)
 
Fair
Value
 
March 31, 2018
 
(in thousands)
Obligations of U.S. government corporations and agencies
$
19,351

 
$
65

 
$
(597
)
 
$
18,819

Mortgage-backed securities
64,768

 
5

 
(1,936
)
 
62,837

Obligations of states and political subdivisions
47,645

 
397

 
(878
)
 
47,164

 
$
131,764

 
$
467

 
$
(3,411
)
 
$
128,820

 
December 31, 2017
 
(in thousands)
Obligations of U.S. government corporations and agencies
$
21,565

 
$
213

 
$
(258
)
 
$
21,520

Mortgage-backed securities
61,464

 
126

 
(346
)
 
61,244

Obligations of states and political subdivisions
49,199

 
789

 
(186
)
 
49,802

 
$
132,228

 
$
1,128

 
$
(790
)
 
$
132,566


During the three months ended March 31, 2018, the Company received proceeds of $3.5 million on sales of available for sale securities for gross gains of $54 thousand and gross losses of $43 thousand. During the three months ended March 31, 2017, the Company sold $2.9 million of available for sale securities for gross gains of $50 thousand. There were no losses on the sale of available for sale securities during the three months ended March 31, 2017.
The fair value and gross unrealized losses for securities available for sale, totaled by the length of time that individual securities have been in a continuous gross unrealized loss position, at March 31, 2018 and December 31, 2017 were as follows:
 
 
Less than 12 months
 
12 months or more
 
Total
 
Fair Value
 
Gross
Unrealized
Losses
 
Fair Value
 
Gross
Unrealized
Losses
 
Fair Value
 
Gross
Unrealized
Losses
 
March 31, 2018
 
(in thousands)
Obligations of U.S. government corporations and agencies
$
6,203

 
$
211

 
$
7,524

 
$
386

 
$
13,727

 
$
597

Mortgage-backed securities
45,579

 
1,194

 
16,832

 
742

 
62,411

 
1,936

Obligations of states and political subdivisions
19,583

 
594

 
4,555

 
284

 
24,138

 
878

 
$
71,365

 
$
1,999

 
$
28,911

 
$
1,412

 
$
100,276

 
$
3,411

 
December 31, 2017
 
(in thousands)
Obligations of U.S. government corporations and agencies
$
4,455

 
$
58

 
$
7,810

 
$
200

 
$
12,265

 
$
258

Mortgage-backed securities
11,885

 
59

 
17,931

 
287

 
29,816

 
346

Obligations of states and political subdivisions
4,071

 
27

 
4,692

 
159

 
8,763

 
186

 
$
20,411

 
$
144

 
$
30,433

 
$
646

 
$
50,844

 
$
790



9



Gross unrealized losses on available for sale securities included one hundred thirteen (113) and fifty-four (54) debt securities at March 31, 2018 and December 31, 2017, respectively. The Company evaluates securities for other-than-temporary impairment on at least a quarterly basis, and more frequently when economic or market concerns warrant such evaluation. Consideration is given to the length of time and the amount of an unrealized loss, the financial condition of the issuer, and the intent and ability of the Company to retain its investment in the issuer long enough to allow for an anticipated recovery in fair value. The fair value of a security reflects its liquidity as compared to similar instruments, current market rates on similar instruments, and the creditworthiness of the issuer. Absent any change in the liquidity of a security or the creditworthiness of the issuer, prices will decline as market rates rise and vice-versa. The primary cause of the unrealized losses at March 31, 2018 and December 31, 2017 was changes in market interest rates and not credit concerns of the issuers. Since the losses can be primarily attributed to changes in market interest rates and not expected cash flows or an issuer’s financial condition and management does not intend to sell and it is likely that management will not be required to sell the securities prior to their anticipated recovery, the unrealized losses were deemed to be temporary. The Company’s mortgage-backed securities are issued by U.S. government agencies, which guarantee payments to investors regardless of the status of the underlying mortgages. The Company monitors the financial condition of these issuers continuously and will record other-than-temporary impairment if the recovery of value is unlikely.

The Company’s securities are exposed to various risks, such as interest rate, market, currency and credit risks. Due to the level of risk associated with certain securities and the level of uncertainty related to changes in the value of securities, it is at least reasonably possible that changes in risks in the near term would materially affect securities reported in the financial statements.

Securities having a carrying value of $2.9 million at March 31, 2018 were pledged for various purposes required by law.

The composition of restricted investments at March 31, 2018 and December 31, 2017 was as follows:
 
 
March 31, 2018
 
December 31, 2017
 
(in thousands)
Federal Reserve Bank Stock
$
344

 
$
344

Federal Home Loan Bank Stock
682

 
623

Community Bankers’ Bank Stock
140

 
140

 
$
1,166

 
$
1,107




10



NOTE 5. Loans and Allowance for Loan Losses

The composition of loans at March 31, 2018 and December 31, 2017 was as follows:
 
 
March 31,
 
December 31,
 
 
2018
 
2017
 
 
(in thousands)
Mortgage loans on real estate:
 
 
 
 
Construction and land development
 
$
48,276

 
$
43,786

Secured by farmland
 
8,351

 
8,568

Secured by 1-4 family residential properties
 
218,030

 
223,210

Multifamily
 
4,030

 
4,095

Commercial
 
245,909

 
239,915

Commercial and industrial loans
 
38,498

 
37,427

Consumer installment loans
 
9,471

 
10,187

All other loans
 
9,468

 
2,050

Total loans
 
$
582,033

 
$
569,238

Net deferred loan fees
 
(428
)
 
(421
)
Allowance for loan losses
 
(4,530
)
 
(4,411
)
Net Loans
 
$
577,075

 
$
564,406

 
 
 
 
 

Changes in the allowance for loan losses for the three months ended March 31, 2018 and 2017 and the year ended December 31, 2017 were as follows:
 
 
Three Months Ended
 
Year Ended
 
Three Months Ended
 
March 31,
 
December 31,
 
March 31,
 
2018
 
2017
 
2017
 
 
 
(in thousands)
 
 
Balance, beginning
$
4,411

 
$
4,505

 
$
4,505

Provision for (recovery of) loan losses
205

 
(625
)
 
(527
)
Recoveries added to the allowance
52

 
901

 
502

Loan losses charged to the allowance
(138
)
 
(370
)
 
(62
)
Balance, ending
$
4,530

 
$
4,411

 
$
4,418



11



Nonaccrual and past due loans by class at March 31, 2018 and December 31, 2017 were as follows:
 
 
March 31, 2018
 
(in thousands)
 
30 - 59
Days
Past Due
 
60 - 89
Days
Past Due
 
90 or More
Days
Past Due
 
Total Past
Due
 
Current
 
Total Loans
 
90 or More
Days Past 
Due Still Accruing
 
Nonaccrual
Loans
Commercial - Non Real Estate:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Commercial & Industrial
$

 
$
17

 
$
75

 
$
92

 
$
38,406

 
$
38,498

 
$

 
$
331

Commercial Real Estate:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Owner Occupied

 

 

 

 
132,667

 
132,667

 

 

Non-owner occupied
175

 
239

 

 
414

 
112,828

 
113,242

 

 
747

Construction and Farmland:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Residential

 

 

 

 
7,288

 
7,288

 

 

Commercial

 

 

 

 
49,339

 
49,339

 

 

Consumer:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Installment
9

 

 
9

 
18

 
9,453

 
9,471

 

 
10

Residential:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Equity Lines

 

 
18

 
18

 
31,654

 
31,672

 
18

 
43

Single family
334

 
74

 
294

 
702

 
185,656

 
186,358

 

 
669

Multifamily

 

 

 

 
4,030

 
4,030

 

 

All Other Loans
240

 

 

 
240

 
9,228

 
9,468

 

 

Total
$
758

 
$
330

 
$
396

 
$
1,484

 
$
580,549

 
$
582,033

 
$
18

 
$
1,800

 
 
December 31, 2017
 
(in thousands)
 
30 - 59
Days
Past Due
 
60 - 89
Days
Past Due
 
90 or More
Days
Past Due
 
Total Past
Due
 
Current
 
Total Loans
 
90 or More
Past Due 
Still
Accruing
 
Nonaccrual
Loans
Commercial - Non Real Estate:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Commercial & Industrial
$
75

 
$
10

 
$
142

 
$
227

 
$
37,200

 
$
37,427

 
$

 
$
594

Commercial Real Estate:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Owner Occupied

 

 

 

 
127,018

 
127,018

 

 

Non-owner occupied

 
368

 

 
368

 
112,529

 
112,897

 

 
767

Construction and Farmland:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Residential

 

 

 

 
3,214

 
3,214

 

 

Commercial
187

 

 

 
187

 
48,953

 
49,140

 

 

Consumer:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Installment
17

 

 
2

 
19

 
10,168

 
10,187

 

 
13

Residential:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Equity Lines
18

 

 

 
18

 
32,820

 
32,838

 

 
44

Single family
829

 
572

 
4,060

 
5,461

 
184,911

 
190,372

 

 
4,921

Multifamily

 

 

 

 
4,095

 
4,095

 

 

All Other Loans

 

 

 

 
2,050

 
2,050

 

 

Total
$
1,126

 
$
950

 
$
4,204

 
$
6,280

 
$
562,958

 
$
569,238

 
$

 
$
6,339



12



Allowance for loan losses by segment at March 31, 2018 and December 31, 2017 were as follows:
 
 
As of and for the Three Months Ended
 
March 31, 2018
 
(in thousands)
 
Construction
and Farmland
 
Residential
 
Commercial
Real Estate
 
Commercial - Non Real Estate
 
Consumer
 
All Other
Loans
 
Unallocated
 
Total
Allowance for credit losses:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Beginning Balance
$
332

 
$
1,754

 
$
1,627

 
$
570

 
$
69

 
$
29

 
$
30

 
$
4,411

Charge-Offs

 

 

 
(122
)
 
(1
)
 
(15
)
 

 
(138
)
Recoveries
11

 
8

 
2

 
20

 
7

 
4

 

 
52

(Recovery of) provision for loan losses
19

 
(51
)
 
35

 
35

 
(10
)
 
95

 
82

 
205

Ending balance
$
362

 
$
1,711

 
$
1,664

 
$
503

 
$
65

 
$
113

 
$
112

 
$
4,530

Ending balance: Individually evaluated for impairment
$

 
$
167

 
$
58

 
$
92

 
$
9

 
$

 
$

 
$
326

Ending balance: collectively evaluated for impairment
$
362

 
$
1,544

 
$
1,606

 
$
411

 
$
56

 
$
113

 
$
112

 
$
4,204

Loans:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Ending balance
$
56,627

 
$
222,060

 
$
245,909

 
$
38,498

 
$
9,471

 
$
9,468

 
$

 
$
582,033

Ending balance individually evaluated for impairment
$
306

 
$
3,947

 
$
1,877

 
$
574

 
$
10

 
$

 
$

 
$
6,714

Ending balance collectively evaluated for impairment
$
56,321

 
$
218,113

 
$
244,032

 
$
37,924

 
$
9,461

 
$
9,468

 
$

 
$
575,319

 
 
As of and for the Twelve Months Ended
 
December 31, 2017
 
(in thousands)
 
Construction
and Farmland
 
Residential
 
Commercial
Real Estate
 
Commercial - Non Real Estate
 
Consumer
 
All Other
Loans
 
Unallocated
 
Total
Allowance for credit losses:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Beginning Balance
$
450

 
$
1,992

 
$
1,522

 
$
235

 
$
69

 
$
22

 
$
215

 
$
4,505

Charge-Offs
(19
)
 
(55
)
 
(1
)
 
(187
)
 
(59
)
 
(49
)
 

 
(370
)
Recoveries
535

 
212

 
65

 
44

 
40

 
5

 

 
901

(Recovery of) provision for loan losses
(634
)
 
(395
)
 
41

 
478

 
19

 
51

 
(185
)
 
(625
)
Ending balance
$
332

 
$
1,754

 
$
1,627

 
$
570

 
$
69

 
$
29

 
$
30

 
$
4,411

Ending balance: Individually evaluated for impairment
$

 
$
195

 
$
59

 
$
195

 
$
9

 
$

 
$

 
$
458

Ending balance: collectively evaluated for impairment
$
332

 
$
1,559

 
$
1,568

 
$
375

 
$
60

 
$
29

 
$
30

 
$
3,953

Loans:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Ending balance
$
52,354

 
$
227,305

 
$
239,915

 
$
37,427

 
$
10,187

 
$
2,050

 
$

 
$
569,238

Ending balance individually evaluated for impairment
$
315

 
$
8,315

 
$
1,904

 
$
858

 
$
34

 
$

 
$

 
$
11,426

Ending balance collectively evaluated for impairment
$
52,039

 
$
218,990

 
$
238,011

 
$
36,569

 
$
10,153

 
$
2,050

 
$

 
$
557,812



13



Impaired loans by class as of and for the periods ended March 31, 2018 and December 31, 2017 were as follows:
 
 
As of and for the Three Months Ended
 
March 31, 2018
 
(in thousands)
 
Unpaid
Principal
Balance
 
Recorded
Investment (1)
 
Related
Allowance
 
Average
Recorded
Investment
 
Interest
Income
Recognized
With no related allowance:
 
 
 
 
 
 
 
 
 
Commercial - Non Real Estate:
 
 
 
 
 
 
 
 
 
Commercial & Industrial
$
740

 
$
482

 
$

 
$
505

 
$
7

Commercial Real Estate:
 
 
 
 
 
 
 
 
 
Owner Occupied
328

 
328

 

 
330

 
4

Non-owner occupied
795

 
747

 

 
752

 

Construction and Farmland:
 
 
 
 
 
 
 
 
 
Residential

 

 

 

 

Commercial
354

 
307

 

 
311

 
7

Consumer:
 
 
 
 
 
 
 
 
 
Installment
2

 
2

 

 
2

 

Residential:
 
 
 
 
 
 
 
 
 
Equity lines

 

 

 

 

Single family
3,123

 
2,705

 

 
2,904

 
25

Multifamily

 

 

 

 

Other Loans

 

 

 

 

 
$
5,342

 
$
4,571

 
$

 
$
4,804

 
$
43

With an allowance recorded:
 
 
 
 
 
 
 
 
 
Commercial - Non Real Estate:
 
 
 
 
 
 
 
 
 
Commercial & Industrial
$
92

 
$
92

 
$
92

 
$
92

 
$

Commercial Real Estate:
 
 
 
 
 
 
 
 
 
Owner Occupied

 

 

 

 

Non-owner occupied
801

 
804

 
58

 
806

 
9

Construction and Farmland:
 
 
 
 
 
 
 
 
 
Residential

 

 

 

 

Commercial

 

 

 

 

Consumer:
 
 
 
 
 
 
 
 
 
       Installment
9

 
9

 
9

 
9

 

Residential:
 
 
 
 
 
 
 
 
 
Equity lines
217

 
43

 
43

 
43

 

Single family
1,263

 
1,211

 
124

 
1,215

 
14

Multifamily

 

 

 

 

Other Loans

 

 

 

 

 
$
2,382

 
$
2,159

 
$
326

 
$
2,165

 
$
23

Total:
 
 
 
 
 
 
 
 
 
Commercial
$
832

 
$
574

 
$
92

 
$
597

 
$
7

Commercial Real Estate
1,924

 
1,879

 
58

 
1,888

 
13

Construction and Farmland
354

 
307

 

 
311

 
7

Consumer
11

 
11

 
9

 
11

 

Residential
4,603

 
3,959

 
167

 
4,162

 
39

Other

 

 

 

 

Total
$
7,724

 
$
6,730

 
$
326

 
$
6,969

 
$
66

(1) Recorded investment is defined as the summation of the outstanding principal balance, accrued interest, net deferred loan fees or costs, and any partial charge-offs. Accrued interest and net deferred loan fees or costs totaled $16 thousand at March 31, 2018.

14



 
As of and for the Twelve Months End
 
December 31, 2017
 
(in thousands)
 
Unpaid
Principal
Balance
 
Recorded
Investment (1)
 
Related
Allowance
 
Average
Recorded
Investment
 
Interest
Income
Recognized
With no related allowance:
 
 
 
 
 
 
 
 
 
Commercial - Non Real Estate:
 
 
 
 
 
 
 
 
 
Commercial & Industrial
$
626

 
$
304

 
$

 
$
342

 
$
23

Commercial Real Estate:
 
 
 
 
 
 
 
 
 
Owner Occupied
330

 
331

 

 
336

 
15

Non-owner occupied
805

 
767

 

 
785

 
20

Construction and Farmland:
 
 
 
 
 
 
 
 
 
Residential

 

 

 

 

Commercial
362

 
316

 

 
330

 
28

Consumer:
 
 
 
 
 
 
 
 
 
Installment
25

 
25

 

 
27

 
1

Residential:
 
 
 
 
 
 
 
 
 
Equity lines