Attached files
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EX-32 - EXHIBIT 32 - PATRIOT NATIONAL BANCORP INC | ex_198324.htm |
EX-31.2 - EXHIBIT 31.2 - PATRIOT NATIONAL BANCORP INC | ex_198325.htm |
EX-31.1 - EXHIBIT 31.1 - PATRIOT NATIONAL BANCORP INC | ex_198323.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
☒ |
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended June 30, 2020
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 000-29599
PATRIOT NATIONAL BANCORP, INC.
(Exact name of registrant as specified in its charter)
Connecticut |
06-1559137 |
(State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) |
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900 Bedford Street, Stamford, Connecticut |
06901 |
(Address of principal executive offices) |
(Zip Code) |
(203) 324-7500
(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 ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically, every Interactive Data File required to be submitted 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 such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a 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 |
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Accelerated filer |
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Non-accelerated filer |
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Smaller reporting company |
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☒ |
Emerging growth company |
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☐ |
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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 ☒
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents and reports to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes ☐ No ☐
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
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Trading Symbol(s) |
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Name of each exchange on which registered |
Common Stock |
PNBK |
NASDAQ Global Market |
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
As of August 10, 2020, there were 3,935,841 shares of the registrant’s common stock outstanding.
Table of Contents
Table of Contents |
2 |
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PART I- FINANCIAL INFORMATION |
3 |
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Item 1: Consolidated Financial Statements |
3 | ||
Consolidated Balance Sheets (Unaudited) |
3 |
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Consolidated Statements of Operations (Unaudited) |
4 |
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Consolidated Statements of Comprehensive (Loss) Income (Unaudited) |
5 |
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Consolidated Statements of Shareholder's Equity (Unaudited) |
6 |
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Consolidated Statements of Cash Flows (Unaudited) |
8 |
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Notes to Consolidated Financial Statements (Unaudited) |
10 |
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Item 2: Management's Discussion and Analysis of Financial Condition and Results of Operations |
41 |
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Item 3: Quantitative and Qualitative Disclosures about Market Risk |
57 | ||
Item 4: Disclosure Controls and Procedures |
59 |
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PART II - OTHER INFORMATION | 60 | ||
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Item 1: |
Legal Proceedings |
60 |
Item 5: |
Other Information |
60 | |
Item 6: |
Exhibits |
61 |
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SIGNATURES |
62 |
PART I- FINANCIAL INFORMATION
Item 1: Consolidated Financial Statements
PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (Unaudited)
(In thousands, except share data) |
June 30, |
December 31, |
||||||
Assets |
||||||||
Cash and due from banks: |
||||||||
Noninterest bearing deposits and cash |
$ | 1,616 | $ | 2,693 | ||||
Interest bearing deposits |
64,280 | 36,711 | ||||||
Total cash and cash equivalents |
65,896 | 39,404 | ||||||
Investment securities: |
||||||||
Available-for-sale securities, at fair value |
46,624 | 48,317 | ||||||
Other investments, at cost |
4,450 | 4,450 | ||||||
Total investment securities |
51,074 | 52,767 | ||||||
Federal Reserve Bank stock, at cost |
2,897 | 2,897 | ||||||
Federal Home Loan Bank stock, at cost |
4,503 | 4,477 | ||||||
Loans receivable (net of allowance for loan losses: 2020: $11,148 and 2019: $10,115) |
781,352 | 802,049 | ||||||
SBA loans held for sale |
7,579 | 15,282 | ||||||
Accrued interest and dividends receivable |
5,624 | 3,603 | ||||||
Premises and equipment, net |
33,962 | 34,568 | ||||||
Other real estate owned |
2,400 | 2,400 | ||||||
Deferred tax asset, net |
12,180 | 11,133 | ||||||
Goodwill |
1,107 | 1,107 | ||||||
Core deposit intangible, net |
586 | 623 | ||||||
Other assets |
10,384 | 9,526 | ||||||
Total assets |
$ | 979,544 | $ | 979,836 | ||||
Liabilities |
||||||||
Deposits: |
||||||||
Noninterest bearing deposits |
$ | 97,360 | $ | 88,135 | ||||
Interest bearing deposits |
685,728 | 681,400 | ||||||
Total deposits |
783,088 | 769,535 | ||||||
Federal Home Loan Bank and correspondent bank borrowings |
90,000 | 100,000 | ||||||
Senior notes, net |
11,890 | 11,853 | ||||||
Subordinated debt, net |
9,767 | 9,752 | ||||||
Junior subordinated debt owed to unconsolidated trust, net |
8,106 | 8,102 | ||||||
Note payable |
1,094 | 1,193 | ||||||
Advances from borrowers for taxes and insurance |
3,773 | 3,681 | ||||||
Accrued expenses and other liabilities |
7,654 | 8,726 | ||||||
Total liabilities |
915,372 | 912,842 | ||||||
Commitments and Contingencies |
||||||||
Shareholders' equity |
||||||||
Preferred stock, no par value; 1,000,000 shares authorized, no shares issued and outstanding |
- | - | ||||||
Common stock, $.01 par value, 100,000,000 shares authorized; As of June 30, 2020: 4,009,582 shares issued; 3,935,841 shares outstanding As of December 31, 2019: 4,004,410 shares issued; 3,930,669 shares outstanding |
106,251 | 106,170 | ||||||
Accumulated deficit |
(41,123 | ) | (38,773 | ) | ||||
Accumulated other comprehensive loss |
(956 | ) | (403 | ) | ||||
Total shareholders' equity |
64,172 | 66,994 | ||||||
Total liabilities and shareholders' equity |
$ | 979,544 | $ | 979,836 |
See Accompanying Notes to Consolidated Financial Statements. |
PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
Three Months Ended June 30, |
Six Months Ended June 30, |
|||||||||||||||
(In thousands, except per share amounts) |
2020 |
2019 |
2020 |
2019 |
||||||||||||
Interest and Dividend Income |
||||||||||||||||
Interest and fees on loans |
$ | 9,111 | $ | 10,345 | $ | 19,144 | $ | 20,100 | ||||||||
Interest on investment securities |
378 | 398 | 794 | 777 | ||||||||||||
Dividends on investment securities |
90 | 114 | 228 | 232 | ||||||||||||
Other interest income |
24 | 237 | 159 | 570 | ||||||||||||
Total interest and dividend income |
9,603 | 11,094 | 20,325 | 21,679 | ||||||||||||
Interest Expense |
||||||||||||||||
Interest on deposits |
2,792 | 3,533 | 5,992 | 6,797 | ||||||||||||
Interest on Federal Home Loan Bank borrowings |
638 | 426 | 1,335 | 865 | ||||||||||||
Interest on senior debt |
228 | 228 | 457 | 457 | ||||||||||||
Interest on subordinated debt |
253 | 279 | 521 | 568 | ||||||||||||
Interest on note payable and other |
5 | 8 | 10 | 14 | ||||||||||||
Total interest expense |
3,916 | 4,474 | 8,315 | 8,701 | ||||||||||||
Net interest income |
5,687 | 6,620 | 12,010 | 12,978 | ||||||||||||
Provision for Loan Losses |
910 | 2,937 | 1,714 | 3,102 | ||||||||||||
Net interest income after provision for loan losses |
4,777 | 3,683 | 10,296 | 9,876 | ||||||||||||
Non-interest Income |
||||||||||||||||
Loan application, inspection and processing fees |
40 | 28 | 93 | 42 | ||||||||||||
Deposit fees and service charges |
66 | 116 | 180 | 243 | ||||||||||||
Gains on sales of loans |
72 | 296 | 84 | 676 | ||||||||||||
Rental income |
131 | 192 | 262 | 322 | ||||||||||||
Other income |
80 | 126 | 191 | 221 | ||||||||||||
Total non-interest income |
389 | 758 | 810 | 1,504 | ||||||||||||
Non-interest Expense |
||||||||||||||||
Salaries and benefits |
3,645 | 3,608 | 7,506 | 6,792 | ||||||||||||
Occupancy and equipment expense |
921 | 744 | 1,870 | 1,661 | ||||||||||||
Data processing expense |
371 | 361 | 761 | 731 | ||||||||||||
Professional and other outside services |
726 | 803 | 1,510 | 1,512 | ||||||||||||
Project expenses, net |
54 | (15 | ) | 148 | 65 | |||||||||||
Advertising and promotional expense |
123 | 77 | 270 | 192 | ||||||||||||
Loan administration and processing expense |
36 | 43 | 60 | 57 | ||||||||||||
Regulatory assessments |
364 | 395 | 804 | 710 | ||||||||||||
Insurance expense, net |
78 | 54 | 148 | 95 | ||||||||||||
Communications, stationary and supplies |
133 | 131 | 253 | 265 | ||||||||||||
Other operating expense |
439 | 527 | 931 | 1,096 | ||||||||||||
Total non-interest expense |
6,890 | 6,728 | 14,261 | 13,176 | ||||||||||||
Loss before income taxes |
(1,724 | ) | (2,287 | ) | (3,155 | ) | (1,796 | ) | ||||||||
Benefit for Income Taxes |
(446 | ) | (632 | ) | (805 | ) | (464 | ) | ||||||||
Net loss |
$ | (1,278 | ) | $ | (1,655 | ) | $ | (2,350 | ) | $ | (1,332 | ) | ||||
Basic loss per share |
$ | (0.32 | ) | $ | (0.42 | ) | $ | (0.60 | ) | $ | (0.34 | ) | ||||
Diluted loss per share |
$ | (0.32 | ) | $ | (0.42 | ) | $ | (0.60 | ) | $ | (0.34 | ) |
See Accompanying Notes to Consolidated Financial Statements. |
PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME (Unaudited)
(In thousands) |
Three Months Ended June 30, |
Six Months Ended June 30, |
||||||||||||||
2020 |
2019 |
2020 |
2019 |
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Net loss |
$ | (1,278 | ) | $ | (1,655 | ) | $ | (2,350 | ) | $ | (1,332 | ) | ||||
Other comprehensive income (loss) |
||||||||||||||||
Unrealized holding gain (loss) on securities |
1,062 | 362 | (746 | ) | 347 | |||||||||||
Income tax effect |
(273 | ) | (83 | ) | 193 | (80 | ) | |||||||||
Total other comprehensive income (loss) |
789 | 279 | (553 | ) | 267 | |||||||||||
Comprehensive loss |
$ | (489 | ) | $ | (1,376 | ) | $ | (2,903 | ) | $ | (1,065 | ) |
See Accompanying Notes to Consolidated Financial Statements. |
PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY (Unaudited)
Three Months Ended June 30, 2020 | ||||||||||||||||||||
(In thousands, except shares) |
Number of Shares |
Common |
Accumulated |
Accumulated Other |
Total |
|||||||||||||||
Balance at March 31, 2020 |
3,932,841 | $ | 106,213 | $ | (39,845 | ) | $ | (1,745 | ) | $ | 64,623 | |||||||||
Comprehensive loss: |
||||||||||||||||||||
Net loss |
- | - | (1,278 | ) | - | (1,278 | ) | |||||||||||||
Unrealized holding gain on available-for-sale securities, net of tax |
- | - | - | 789 | 789 | |||||||||||||||
Total comprehensive loss |
- | - | (1,278 | ) | 789 | (489 | ) | |||||||||||||
Share-based compensation expense |
- | 38 | - | - | 38 | |||||||||||||||
Vesting of restricted stock |
3,000 | - | - | - | - | |||||||||||||||
Balance at June 30, 2020 |
3,935,841 | $ | 106,251 | $ | (41,123 | ) | $ | (956 | ) | $ | 64,172 |
Six Months Ended June 30, 2020 | ||||||||||||||||||||
(In thousands, except shares) |
Number of Shares |
Common |
Accumulated |
Accumulated Other |
Total |
|||||||||||||||
Balance at December 31, 2019 |
3,930,669 | $ | 106,170 | $ | (38,773 | ) | $ | (403 | ) | $ | 66,994 | |||||||||
Comprehensive loss: |
||||||||||||||||||||
Net loss |
- | - | (2,350 | ) | - | (2,350 | ) | |||||||||||||
Unrealized holding loss on available-for-sale securities, net of tax |
- | - | - | (553 | ) | (553 | ) | |||||||||||||
Total comprehensive loss |
- | - | (2,350 | ) | (553 | ) | (2,903 | ) | ||||||||||||
Share-based compensation expense |
- | 81 | - | - | 81 | |||||||||||||||
Vesting of restricted stock |
5,172 | - | - | - | - | |||||||||||||||
Balance at June 30, 2020 |
3,935,841 | $ | 106,251 | $ | (41,123 | ) | $ | (956 | ) | $ | 64,172 |
Three Months Ended June 30, 2019 | ||||||||||||||||||||
(In thousands, except shares) |
Number of Shares |
Common |
Accumulated |
Accumulated Other |
Total |
|||||||||||||||
Balance at March 31, 2019 |
3,919,610 | $ | 106,004 | $ | (35,517 | ) | $ | (838 | ) | $ | 69,649 | |||||||||
Comprehensive (loss) income: |
||||||||||||||||||||
Net loss |
- | - | (1,655 | ) | - | (1,655 | ) | |||||||||||||
Unrealized holding gain on available-for-sale securities, net of tax |
- | - | - | 279 | 279 | |||||||||||||||
Total comprehensive loss |
- | - | (1,655 | ) | 279 | (1,376 | ) | |||||||||||||
Common stock dividends |
- | - | (38 | ) | - | (38 | ) | |||||||||||||
Share-based compensation expense |
- | 55 | - | - | 55 | |||||||||||||||
Vesting of restricted stock |
3,000 | - | - | - | - | |||||||||||||||
Balance at June 30, 2019 |
3,922,610 | $ | 106,059 | $ | (37,210 | ) | $ | (559 | ) | $ | 68,290 |
Six Months Ended June 30, 2019 |
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(In thousands, except shares) |
Number of Shares |
Common |
Accumulated |
Accumulated Other |
Total |
|||||||||||||||
Balance at December 31, 2018 |
3,910,674 | $ | 105,956 | $ | (35,790 | ) | $ | (826 | ) | $ | 69,340 | |||||||||
Comprehensive (loss) income: |
||||||||||||||||||||
Net loss |
- | - | (1,332 | ) | - | (1,332 | ) | |||||||||||||
Unrealized holding gain on available-for-sale securities, net of tax |
- | - | - | 267 | 267 | |||||||||||||||
Total comprehensive loss |
- | - | (1,332 | ) | 267 | (1,065 | ) | |||||||||||||
Common stock dividends |
- | - | (77 | ) | - | (77 | ) | |||||||||||||
Share-based compensation expense |
- | 103 | - | - | 103 | |||||||||||||||
Cumulative effect of adopting ASU 2016-02 |
- | - | (11 | ) | - | (11 | ) | |||||||||||||
Vesting of restricted stock |
11,936 | - | - | - | - | |||||||||||||||
Balance at June 30, 2019 |
3,922,610 | $ | 106,059 | $ | (37,210 | ) | $ | (559 | ) | $ | 68,290 |
See Accompanying Notes to Consolidated Financial Statements. |
PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
(In thousands) |
Six Months Ended June 30, |
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2020 |
2019 |
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Cash Flows from Operating Activities: |
||||||||
Net loss |
$ | (2,350 | ) | $ | (1,332 | ) | ||
Adjustments to reconcile net loss to net cash (used in) provided by operating activities: |
||||||||
Amortization (accretion) of investment premiums, net |
85 | (22 | ) | |||||
Amortization and accretion of purchase loan premiums and discounts |
399 | 463 | ||||||
Amortization of debt issuance costs |
56 | 56 | ||||||
Amortization of core deposit intangible |
37 | 37 | ||||||
Amortization of servicing assets of sold SBA loans |
9 | 6 | ||||||
Provision for loan losses |
1,714 | 3,102 | ||||||
Depreciation and amortization |
778 | 790 | ||||||
Share-based compensation |
81 | 103 | ||||||
Increase in deferred income taxes |
(854 | ) | (361 | ) | ||||
Originations of SBA loans held for sale |
(2,041 | ) | (13,077 | ) | ||||
Proceeds from sale of SBA loans held for sale |
1,827 | 9,470 | ||||||
Gains on sale of SBA loans held for sale, net |
(84 | ) | (676 | ) | ||||
Net loss on sale of other real estate owned |
- | 14 | ||||||
Changes in assets and liabilities: |
||||||||
(Increase) decrease in accrued interest and dividends receivable |
(2,021 | ) | 88 | |||||
Increase in other assets |
(342 | ) | (1,379 | ) | ||||
Decrease in accrued expenses and other liabilities |
(1,618 | ) | (275 | ) | ||||
Net cash used in operating activities |
(4,324 | ) | (2,993 | ) | ||||
Cash Flows from Investing Activities: |
||||||||
Principal repayments on available-for-sale securities |
3,521 | 1,422 | ||||||
Purchases of available-for-sale securities |
(2,659 | ) | (5,396 | ) | ||||
Purchases of Federal Reserve Bank stock |
- | (56 | ) | |||||
(Purchases) redemptions of Federal Home Loan Bank stock |
(26 | ) | 415 | |||||
Decrease (increase) in originated loans receivable, net |
55,573 | (8,029 | ) | |||||
Purchases of loans receivable |
(29,017 | ) | (26,088 | ) | ||||
Purchases of premises and equipment |
(122 | ) | (417 | ) | ||||
Proceeds from sale of other real estate owned |
- | 897 | ||||||
Refund of escrow deposit related to acquisition activity |
- | 500 | ||||||
Net cash provided by (used in) investing activities |
27,270 | (36,752 | ) | |||||
Cash Flows from Financing Activities: |
||||||||
Increase in deposits, net |
13,553 | 24,285 | ||||||
Repayments of FHLB borrowings |
(10,000 | ) | - | |||||
Principal repayments of note payable |
(99 | ) | (97 | ) | ||||
Decrease in advances from borrowers for taxes and insurance |
92 | 313 | ||||||
Dividends paid on common stock |
- | (77 | ) | |||||
Net cash provided by financing activities |
3,546 | 24,424 | ||||||
Net increase (decrease) in cash and cash equivalents |
26,492 | (15,321 | ) | |||||
Cash and cash equivalents at beginning of period |
39,404 | 66,437 | ||||||
Cash and cash equivalents at end of period |
$ | 65,896 | $ | 51,116 |
PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (Continued)
(In thousands) |
Six Months Ended June 30, |
|||||||
2020 |
2019 |
|||||||
Supplemental Disclosures of Cash Flow Information: |
||||||||
Cash paid for interest |
$ | 9,058 | $ | 8,761 | ||||
Cash (refund) paid for income taxes, net |
$ | (196 | ) | $ | 22 | |||
Non-cash transactions: |
||||||||
Purchase of premises and equipment |
$ | 50 | $ | 187 | ||||
Increase in accrued expense and other liabilities |
$ | (50 | ) | $ | (187 | ) | ||
Increase in interest rate swaps assets |
$ | 665 | $ | - | ||||
Increase in interest rate swaps liabilities |
$ | (665 | ) | $ | - | |||
Transfers of SBA loans held for sale to loans receivable |
$ | 8,001 | $ | - | ||||
Operating lease right-of-use assets |
$ | 57 | $ | 3,342 | ||||
Operating lease liabilities |
$ | (57 | ) | $ | (3,424 | ) | ||
Accrued liability for OREO sale |
$ | - | $ | 80 | ||||
Capitalized servicing assets |
$ | 29 | $ | 125 | ||||
Business Combination Non-Cash Disclosures: |
||||||||
Contingent liability assumed in business combination |
$ | - | $ | 621 |
See Accompanying Notes to Consolidated Financial Statements. |
PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARIES
Notes to consolidated financial statements (Unaudited)
Note 1. Basis of Financial Statement Presentation
The accompanying unaudited condensed consolidated financial statements of Patriot National Bancorp, Inc. (the “Company”) and its wholly-owned subsidiaries Patriot Bank, N.A. (the “Bank”) , Patriot National Statutory Trust I and PinPat Acquisition Corporation (collectively, “Patriot”), have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) have been omitted. The accompanying unaudited interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included on the Annual Report on Form 10-K for the year ended December 31, 2019.
The consolidated balance sheet at December 31, 2019 presented herein has been derived from the audited consolidated financial statements of the Company at that date, but does not include all of the information and footnotes required by US GAAP for complete financial statements.
The preparation of consolidated financial statements in accordance with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, and to disclose contingent assets and liabilities. Actual results could differ from those estimates. Management has identified accounting for the allowance for loan and lease losses, the analysis and valuation of its investment securities, the valuation of deferred tax assets, the impairment of goodwill, the valuation of derivatives, and the valuation of servicing assets as certain of the Company’s more significant accounting policies and estimates, in that they are critical to the presentation of the Company’s consolidated financial condition and results of operations. As they concern matters that are inherently uncertain, these estimates require management to make subjective and complex judgments in the preparation of the Company’s consolidated financial statements.
Reclassifications:
Certain amounts appearing in the financial statements and notes thereto for prior periods have been reclassified to conform with the current presentation. The reclassifications had no effect on net income or stockholders’ equity as previously reported.
The information furnished reflects, in the opinion of management, all normal recurring adjustments necessary for a fair presentation of the results for the interim periods presented. The results of operations for the three and six months ended June 30, 2020 are not necessarily indicative of the results of operations that may be expected for the remainder of 2020.
COVID-19 Impact
In March 2020, the World Health Organization declared novel coronavirus disease 2019 ("COVID-19") as a global pandemic. The COVID-19 pandemic has negatively impacted the global and U.S. economies. Many businesses in the U.S., including those in the markets we serve, were required to close, causing a significant increase in unemployment and loss of revenue for businesses that were required to close.
The consolidated financial statements reflect estimates and assumptions that affect the reported amounts of assets and liabilities, including the amount of the allowance for loan losses. The assumptions and estimates used in the financial statements were impacted by the COVID-19 pandemic. The COVID-19 pandemic did have an adverse impact on our earnings and resulted in an increase to the provision for loan losses when compared to the same period in 2019.
We are unable to estimate the full impact of COVID-19 on our business and operations at this time. The extent of such impact will depend on future developments, which are highly uncertain, including when COVID-19 can be controlled and abated and when and how the economy may be reopened. The pandemic could cause us to experience higher credit losses in our loan portfolio, impairment of our goodwill, reduced demand for our products and services, or other negative impacts on our financial position, results of operations, and prospects.
On March 27, 2020, the President of the United States signed into law the Coronavirus Aid, Relief and Economic Security (“CARES”) Act in response to the coronavirus pandemic. This legislation aims at providing relief for individuals and businesses that have been negatively impacted by the coronavirus pandemic.
PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARIES
Notes to consolidated financial statements (Unaudited)
The CARES Act includes a provision for the Company to opt out of applying the “troubled-debt restructuring” (“TDR”) accounting guidance in ASC 310-40 for certain loan modifications. Loan modifications made between March 1, 2020 and the earlier of i) December 30, 2020 or ii) 60 days after the President declares a termination of the COVID-19 national emergency are eligible for this relief if the related loans were not more than 30 days past due as of December 31, 2019. The Company has assessed which loans qualify for this treatment. The CARES Act also permits the Bank to continue to accrue interest on loans that have received deferral treatment as a result of the pandemic. In addition, on April 7, 2020, a group of banking regulatory agencies issued a revised interagency statement that offers practical expedients for evaluating whether COVID-19 loan modifications are TDRs.
Note 2. Accounting Policies
Please refer to the summary of Significant Accounting Policies included in the Company’s 2019 Annual Report on Form 10-K for a list of all policies in effect as of December 31, 2019. The below summary is intended to provide updates or new policies required as a result of a new accounting standard or a change to the Company’s operations or assets that require a new or amended policy.
Recently Adopted and Issued Accounting Standards
Accounting Standards Adopted During 2020
Effective January 1, 2020, the following new Accounting Standards Updates (ASU) were adopted by the Company:
ASU 2018-13
In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820) - Changes to the Disclosure Requirements for Fair Value Measurement, to modify the disclosure requirements on fair value measurements. This ASU removes requirements to disclose the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, the policy for timing of transfers between levels and the valuation processes for Level 3 fair value measurements. ASU 2018-13 clarifies that disclosure regarding measurement uncertainty is intended to communicate information about the uncertainty in measurement as of the reporting date. ASU 2018-13 adds certain disclosure requirements, including disclosure of changes in unrealized gains and losses for the period included in other comprehensive income for recurring Level 3 fair value measurements held at the end of the reporting period and the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements. The amendments in this update are effective for annual periods and interim periods within those annual periods beginning after December 15, 2019. The amendments related to changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements and the narrative description of measurement uncertainty should be applied prospectively, while all other amendments should be applied retrospectively for all periods presented upon their effective date. The adoption of ASU 2018-13 did not have any impact on our consolidated financial statements.
ASU 2018-15
In August 2018, the FASB issued ASU No. 2018-15, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40) - Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract. ASU 2018-15 clarifies certain aspects of ASU 2015-05, “Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement,” which was issued in April 2015. Specifically, ASU 2018-15 aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal-use software license). For public business entities, the ASU was effective for interim and annual reporting periods beginning after December 15, 2019, with early adoption permitted.
The amendments in this update align the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal use software license). The accounting for the service element of a hosting arrangement that is a service contract is not affected by the amendments in this update.
PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARIES
Notes to consolidated financial statements (Unaudited)
The amendments in this ASU also require the entity (customer) to expense the capitalized implementation costs of a hosting arrangement that is a service contract over the term of the hosting arrangement. The term of the hosting arrangement includes the non-cancellable period of the arrangement plus periods covered by (1) an option to extend the arrangement if the customer is reasonably certain to exercise that option, (2) an option to terminate the arrangement if the customer is reasonably certain not to exercise the termination option, and (3) an option to extend (or not to terminate) the arrangement in which exercise of the option is in the control of the vendor. The entity also is required to apply the existing impairment guidance in Subtopic 350-40 to the capitalized implementation costs as if the costs were long-lived assets.
The amendments in this ASU also require the entity to present the expense related to the capitalized implementation costs in the same line item in the statement of income as the fees associated with the hosting element (service) of the arrangement and classify payments for capitalized implementation costs in the statement of cash flows in the same manner as payments made for fees associated with the hosting element. The entity is also required to present the capitalized implementation costs in the consolidated balance sheets in the same line item that a repayment for the fees of the associated hosting arrangement would be presented.
The adoption of ASU 2018-15 did not have a significant impact on our consolidated financial statements.
Accounting Standards Issued But Not Yet Adopted
ASU 2016-13
In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses: Measurement of Credit Losses on Financial Instruments. The ASU changes the methodology for measuring credit losses on financial instruments measured at amortized cost to a current expected loss (“CECL”) model. Under the CECL model, entities will estimate credit losses over the entire contractual term of a financial instrument from the date of initial recognition of the instrument. The ASU also changes the existing impairment model for available-for-sale debt securities. In cases where there is neither the intent nor a more-likely-than-not requirement to sell the debt security, an entity will record credit losses as an allowance rather than a direct write-down of the amortized cost basis. Additionally, ASU 2016-13 notes that credit losses related to available-for-sale debt securities and purchased credit impaired loans should be recorded through an allowance for credit losses. ASU 2016-13 is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years, with early adoption permitted for fiscal years beginning after December 15, 2018. In November 2019, the FASB issued ASU 2019-10, which amends the effective date of ASC 326 for smaller reporting companies, as defined by the SEC, and other non-SEC reporting entities, and delays the effective date to fiscal years beginning after December 31, 2022, including interim periods within those fiscal periods. As the Company is a small reporting company, the delay will be applicable to the Company. Management is currently evaluating the impact that the standard will have on its consolidated financial statements.
ASU 2019-12
ASU 2019-12, “Income Taxes (Topic 740) - Simplifying the Accounting for Income Taxes.” The guidance issued in this update simplifies the accounting for income taxes by eliminating certain exceptions to the guidance in ASC 740 related to the approach for intra-period tax allocation, the methodology for calculating income taxes in an interim period and the recognition for deferred tax liabilities for outside basis differences. ASU 2019-12 also simplifies aspects of the accounting for franchise taxes and enacted changes in tax laws or rates and clarifies the accounting for transactions that result in a step-up in the tax basis of goodwill. The ASU will be effective for the Company on January 1, 2021, with early adoption permitted, and is not expected to have a significant impact on our consolidated financial statements.
ASU Update 2020-02
In January 2020, the FASB issued ASU No. 2020-02, “Financial Instruments - Credit Losses (Topic 326) and Leases (Topic 842): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 119 and Update to SEC Section on Effective Date Related to Accounting Standards Update No. 2016-02, Leases (Topic 842).” This ASU adds and amends SEC paragraphs in the Accounting Standards Codification to reflect the issuance of SEC Staff Accounting Bulletin No. 119, related to the new credit losses standard, and comments by the SEC staff related to the revised effective date of the new leases standard. This ASU is effective upon issuance. See the discussion regarding the adoption of ASU 2016-13 above.
PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARIES
Notes to consolidated financial statements (Unaudited)
ASU Update 2020-03
In March 2020, the FASB issued ASU No. 2020-3, “Codification Improvements to Financial Instruments.” This ASU clarifies various financial instruments topics, including the CECL standard issued in 2016. Amendments related to ASU 2016-13 for entities that have not yet adopted that guidance are effective upon adoption of the amendments in ASU 2016-13. Early adoption is not permitted before an entity’s adoption of ASU 2016-13. Other amendments are effective upon issuance of this ASU. See the discussion regarding the adoption of ASU 2016-13 above.
Note 3. Available-for-Sale Securities
The amortized cost, gross unrealized gains, gross unrealized losses and fair values of available-for-sale securities at June 30, 2020 and December 31, 2019 are as follows:
(In thousands) |
Amortized |
Gross |
Gross |
Fair |
||||||||||||
June 30, 2020: |
||||||||||||||||
U. S. Government agency mortgage-backed securities |
$ | 15,267 | $ | 210 | $ | (6 | ) | $ | 15,471 | |||||||
Corporate bonds |
18,017 | 99 | (1,301 | ) | 16,815 | |||||||||||
Subordinated notes |
9,029 | 103 | (323 | ) | 8,809 | |||||||||||
SBA loan pools |
5,600 | - | (71 | ) | 5,529 | |||||||||||
$ | 47,913 | $ | 412 | $ | (1,701 | ) | $ | 46,624 | ||||||||
December 31, 2019: |
||||||||||||||||
U. S. Government agency mortgage-backed securities |
$ | 16,663 | $ | 90 | $ | (68 | ) | $ | 16,685 | |||||||
Corporate bonds |
18,018 | 133 | (838 | ) | 17,313 | |||||||||||
Subordinated notes |
9,022 | 182 | - | 9,204 | ||||||||||||
U.S. Treasury notes |
5,157 | - | (42 | ) | 5,115 | |||||||||||
$ | 48,860 | $ | 405 | $ | (948 | ) | $ | 48,317 |
The following table presents the available-for-sale securities’ gross unrealized losses and fair value, aggregated by the length of time the individual securities have been in a continuous loss position as of June 30, 2020 and December 31, 2019:
(In thousands) |
Less than 12 Months |
12 Months or More |
Total |
|||||||||||||||||||||
Fair |
Unrealized |
Fair |
Unrealized |
Fair |
Unrealized |
|||||||||||||||||||
June 30, 2020: |
||||||||||||||||||||||||
U. S. Government agency mortgage-backed securities |
$ | 1,169 | $ | (4 | ) | $ | 1,544 | $ | (2 | ) | $ | 2,713 | $ | (6 | ) | |||||||||
Corporate bonds |
- | - | 12,699 | (1,301 | ) | 12,699 | (1,301 | ) | ||||||||||||||||
Subordinated notes |
6,206 | (323 | ) | - | - | 6,206 | (323 | ) | ||||||||||||||||
SBA loan pools |
5,529 | (71 | ) | - | - | 5,529 | (71 | ) | ||||||||||||||||
$ | 12,904 | $ | (398 | ) | $ | 14,243 | $ | (1,303 | ) | $ | 27,147 | $ | (1,701 | ) | ||||||||||
December 31, 2019: |
||||||||||||||||||||||||
U. S. Government agency mortgage-backed securities |
$ | 2,609 | $ | (20 | ) | $ | 3,919 | $ | (48 | ) | $ | 6,528 | $ | (68 | ) | |||||||||
Corporate bonds |
- | - | 13,162 | (838 | ) | 13,162 | (838 | ) | ||||||||||||||||
SBA loan pools |
5,115 | (42 | ) | - | - | 5,115 | (42 | ) | ||||||||||||||||
$ | 7,724 | $ | (62 | ) | $ | 17,081 | $ | (886 | ) | $ | 24,805 | $ | (948 | ) |
At June 30, 2020 and December 31, 2019, 18 of 30 and 15 of 27 available-for-sale securities had unrealized losses with an aggregate decline of 5.9% and 3.7% from the amortized cost of those securities, respectively.
PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARIES
Notes to consolidated financial statements (Unaudited)
Based on its quarterly reviews, management believes that none of the losses on available-for-sale securities noted above constitute other-than-temporary impairment (“OTTI”). The noted losses are considered temporary due to market fluctuations in available interest rates on U.S. Government agency debt, mortgage-backed securities issued by U.S. Government agencies, subordinated notes, and corporate debt. Management considers the issuers of the securities to be financially sound, the corporate bonds are investment grade, and the collectability of all contractual principal and interest payments is reasonably expected. SBA government guaranteed loan pools securities were purchased at a premium and the impairment was attributable primarily to increased prepayment speeds. The timely payment of principal and interest on these securities is guaranteed by the U.S. Government agency. The contractual terms of the subordinated notes do not permit the issuer to settle the securities at a price less than the amortized cost bases of the investments. Since Patriot is not more-likely-than-not to be required to sell the investments before recovery of the amortized cost basis and does not intend to sell the securities at a loss, none of the available-for-sale securities noted are considered to be OTTI as of June 30, 2020.
As of June 30, 2020 and December 31, 2019, available-for-sale securities of $4.2 million and $4.8 million were pledged primarily to secure municipal deposits, respectively. The securities were pledged to the Federal Reserve Bank (“FRB”).
The following summarizes, by class and contractual maturity, the amortized cost and estimated fair value of available-for-sale debt securities held as of June 30, 2020 and December 31, 2019. The mortgages underlying the mortgage-backed securities are not due at a single maturity date. Additionally, these mortgages often are and generally may be pre-paid without penalty, creating a degree of uncertainty that such investments can be held until maturity. For convenience, mortgage-backed securities have been included in the summary as a separate line item.
(In thousands) |
Amortized Cost |
Fair Value |
||||||||||||||||||||||||||||||
Due |
Due After |
Due |
Total |
Due |
Due After |
Due |
Total |
|||||||||||||||||||||||||
June 30, 2020: |
||||||||||||||||||||||||||||||||
Corporate bonds |
$ | 4,017 | $ | 14,000 | $ | - | $ | 18,017 | $ | 4,116 | $ | 12,699 | $ | - | $ | 16,815 | ||||||||||||||||
Subordinated notes |
- | 9,029 | - | 9,029 | - | 8,809 | - | 8,809 | ||||||||||||||||||||||||
SBA loan pools |
- | 4,612 | 988 | 5,600 | - | 4,553 | 976 | 5,529 | ||||||||||||||||||||||||
Available-for-sale securities with stated maturity dates |
4,017 | 27,641 | 988 | 32,646 | 4,116 | 26,061 | 976 | 31,153 | ||||||||||||||||||||||||
U. S. Government agency mortgage-backed securities |
3,430 | 1,789 | 10,048 | 15,267 | 3,454 | 1,822 | 10,195 | 15,471 | ||||||||||||||||||||||||
$ | 7,447 | $ | 29,430 | $ | 11,036 | $ | 47,913 | $ | 7,570 | $ | 27,883 | $ | 11,171 | $ | 46,624 | |||||||||||||||||
December 31, 2019: |
||||||||||||||||||||||||||||||||
Corporate bonds |
$ | 4,018 | $ | 14,000 | $ | - | $ | 18,018 | $ | 4,151 | $ | 13,162 | $ | - | $ | 17,313 | ||||||||||||||||
Subordinated notes |
- | 9,022 | - | 9,022 | - | 9,204 | - | 9,204 | ||||||||||||||||||||||||
SBA loan pools |
- | 5,157 | - | 5,157 | - | 5,115 | - | 5,115 | ||||||||||||||||||||||||
Available-for-sale securities with stated maturity dates |
4,018 | 28,179 | - | 32,197 | 4,151 | 27,481 | - | 31,632 | ||||||||||||||||||||||||
U. S. Government agency mortgage-backed securities |
3,805 | 2,047 | 10,811 | 16,663 | 3,810 | 2,016 | 10,859 | 16,685 | ||||||||||||||||||||||||
$ | 7,823 | $ | 30,226 | $ | 10,811 | $ | 48,860 | $ | 7,961 | $ | 29,497 | $ | 10,859 | $ | 48,317 |
During the six months ended June 30, 2020, the Bank purchased $1.7 million U.S. Government agency mortgage-backed securities and $988,000 SBA loan pools securities. During the six months ended June 30, 2019, the Bank purchased $2.4 million subordinated notes and $3.0 million corporate bonds. There was no sale of available-for-sale securities in the six months ended June 30, 2020 and 2019.
PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARIES
Notes to consolidated financial statements (Unaudited)
Note 4. Loans Receivable and Allowance for Loan and Lease Losses
As of June 30, 2020 and December 31, 2019, loans receivable, net, consisted of the following:
June 30, |
December 31, |
|||||||
(In thousands) |
2020 |
2019 |
||||||
Loan portfolio segment: |
||||||||
Commercial Real Estate |
$ | 302,150 | $ | 314,414 | ||||
Residential Real Estate |
168,482 | 175,489 | ||||||
Commercial and Industrial |
163,603 | 173,875 | ||||||
Consumer and Other |
88,325 | 85,934 | ||||||
Construction |
56,928 | 48,388 | ||||||
Construction to Permanent - CRE |
13,012 | 14,064 | ||||||
Loans receivable, gross |
792,500 | 812,164 | ||||||
Allowance for loan and lease losses |
(11,148 | ) | (10,115 | ) | ||||
Loans receivable, net |
$ | 781,352 | $ | 802,049 |
Patriot's lending activities are conducted principally in Fairfield and New Haven Counties in Connecticut and Westchester County in New York, and the five Boroughs of New York City. Patriot originates commercial real estate loans, commercial business loans, a variety of consumer loans, and construction loans, and has purchased residential loans since 2016. All commercial and residential real estate loans are collateralized primarily by first or second mortgages on real estate. The ability and willingness of borrowers to satisfy their loan obligations is dependent to some degree on the status of the regional economy as well as upon the regional real estate market. Accordingly, the ultimate collectability of a substantial portion of the loan portfolio and the recovery of a substantial portion of any resulting real estate acquired is susceptible to changes in market conditions.
Patriot has established credit policies applicable to each type of lending activity in which it engages and evaluates the creditworthiness of each borrower. Unless extenuating circumstances exist, Patriot limits the extension of credit on commercial real estate loans to 75% of the market value of the underlying collateral. Patriot’s loan origination policy for multi-family residential real estate is limited to 80% of the market value of the underlying collateral. In the case of construction loans, the maximum loan-to-value is 75% of the “as completed” appraised value of the real estate project. Management monitors the appraised value of collateral on an on-going basis and additional collateral is requested when warranted. Real estate is the primary form of collateral, although other forms of collateral do exist and may include such assets as accounts receivable, inventory, marketable securities, time deposits, and other business assets.
In connection with the Prime Bank merger in May 2018, loans were acquired. A subset of these loans was determined to have evidence of credit deterioration at the acquisition date, which was accounted for in accordance with ASC 310-30. The purchased credit impaired (“PCI”) loans presently maintain a carrying value of zero as of June 30, 2020 and $176,000 as of December 31, 2019, respectively. The loans were evaluated for impairment through the periodic reforecasting of expected cash flows.
Income is recognized on PCI loans pursuant to ASC Topic 310-30. A portion of the fair value discount has been ascribed as an accretable yield that is accreted into interest income over the estimated remaining life of the loans. The remaining non-accretable difference represents cash flows not expected to be collected.
PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARIES
Notes to consolidated financial statements (Unaudited)
A summary of changes in the accretable discount for PCI loans for the three and six months ended June 30, 2020 and 2019 follows:
(In thousands) |
Three Months Ended June 30, |
Six Months Ended June 30, |
||||||||||||||
2020 |
2019 |
2020 |
2019 |
|||||||||||||
Accretable discount, beginning of period |
$ | - | $ | (194 | ) | $ | (47 | ) | $ | (792 | ) | |||||
Accretion |
- | 9 | 2 | 34 | ||||||||||||
Other changes, net |
- | (16 | ) | 45 | 557 | |||||||||||
Accretable discount, end of period |
$ | - | $ | (201 | ) | $ | - | $ | (201 | ) |
The accretion of the accretable discount for PCI loans for the three and six months ended June 30, 2020 were $0 and $2,000, respectively. The accretion of the accretable discount for PCI loans for the three and six months ended June 30, 2019 was $9,000 and $34,000, respectively. The other changes represent primarily loans that were either fully paid-off or totally charged off.
Risk characteristics of the Company’s portfolio classes include the following:
Commercial Real Estate Loans
In underwriting commercial real estate loans, Patriot evaluates both the prospective borrower’s ability to make timely payments on the loan and the value of the property securing the loans. Repayment of such loans may be negatively impacted should the borrower default, the value of the property collateralizing the loan substantially decline, or there are declines in general economic conditions. Where the owner occupies the property, Patriot also evaluates the business’ ability to repay the loan on a timely basis and may require personal guarantees, lease assignments, and/or the guarantee of the operating company.
Residential Real Estate Loans
In 2013, Patriot discontinued offering primary mortgages on personal residences. Repayment of residential real estate loans may be negatively impacted should the borrower have financial difficulties, should there be a significant decline in the value of the property securing the loan, or should there be declines in general economic conditions.
During the three and six months ended June 30, 2020, Patriot purchased $6.0 million and $14.1 million of residential real estate loans, respectively. During the three and six months ended June 30, 2019, Patriot purchased $14.0 million and $18.8 million of residential real estate loans, respectively.
Commercial and Industrial Loans
Patriot’s commercial and industrial loan portfolio consists primarily of commercial business loans and lines of credit to businesses and professionals. These loans are generally for the financing of accounts receivable, purchases of inventory, purchases of new or used equipment, or for other short- or long-term working capital purposes. These loans are generally secured by business assets but are also occasionally offered on an unsecured basis. In granting these types of loans, Patriot considers the borrower’s cash flow as the primary source of repayment, supported by the value of collateral, if any, and personal guarantees, as applicable. Repayment of commercial and industrial loans may be negatively impacted by adverse changes in economic conditions, ineffective management, claims on the borrower’s assets by others that are superior to Patriot’s claims, a loss of demand for the borrower’s products or services, or the death or disability of the borrower or other key management personnel.
Patriot’s syndicated and leveraged loan portfolio, which totaled $69.2 million and $71.5 million at June 30, 2020 and December 31, 2019, respectively, are included in the commercial and industrial loan classification and are primarily comprised of loan transactions led by major financial institutions and regional banks, which are the Agent Bank or Lead Arranger, and are referred to as syndicated loans or "Shared National Credits (SNC)". SNC loans were determined to be complementary to the Bank’s existing commercial and industrial loan portfolio and product offerings and provide diversification from Patriot’s typical direct-to-business lines of credit and term facilities. The Bank will participate in senior secured financings for public and privately-owned companies for acquisitions, working capital, recapitalizations, and general corporate purposes. The Bank’s strategy is to participate in these types of loan transaction in accordance with its internal policies.
PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARIES
Notes to consolidated financial statements (Unaudited)
Consumer and Other Loans
Patriot offers individual consumers various forms of credit including installment loans, credit cards, overdraft protection, auto loans and reserve lines of credit. Repayments of such loans are generally dependent on the personal income of the borrower, which may be negatively impacted by adverse changes in economic conditions. The Company does not place a high emphasis on originating these types of loans.
The Company does not have any lending programs commonly referred to as subprime lending. Subprime lending generally targets borrowers with weakened credit histories that are typically characterized by payment delinquencies, previous charge-offs, judgments against the consumer, a history of bankruptcies, or borrowers with questionable repayment capacity as evidenced by low credit scores or high debt-burdened ratios.
Patriot purchased $0 and $14.9 million education loans during the three and six months ended June 30, 2020, respectively. During the three and six months ended June 30, 2019, Patriot purchased $7.3 million education loans.
Construction Loans
Construction loans are of a short-term nature, generally of eighteen months or less, that are secured by land and improvements intended for commercial, residential, or mixed-use development. Loan proceeds may be used for the acquisition of or improvements to the land under development and funds are generally disbursed as phases of construction are completed.
Included in this category are loans to construct single family homes where no contract of sale exists, based upon the experience and financial strength of the builder, the type and location of the property, and other factors. Construction loans tend to be personally guaranteed by the principal(s). Repayment of such loans may be negatively impacted by an inability to complete construction, a downturn in the market for new construction, by a significant increase in interest rates, or by decline in general economic conditions.
Construction to Permanent - Commercial Real Estate (“CRE”)
Loans in this category represent a one-time close of a construction facility with simultaneous conversion to an amortizing mortgage loan. Construction to Permanent loans combine a short term period similar to a construction loan, generally with a variable rate, and a longer term CRE loan typically 20-25 years, resetting every five years to the Federal Home Loan Bank (“FHLB”) rate.
Close of the construction facility typically occurs when events dictate, such as receipt of a certificate of occupancy and property stabilization, which is defined as cash flow sufficient to support a pre-defined minimum debt coverage ratio and other conditions and covenants particular to the loan. Construction facilities are typically variable rate instruments that, upon conversion to an amortizing mortgage loan, reset to a fixed rate instrument that is the greater of the in-force variable rate plus a predetermined spread over a reference rate (e.g., prime) or a minimum interest rate.
SBA Loans
Patriot originates SBA 7(a) loans, on which the SBA has historically provided guarantees of 75% of the principal balance. The guaranteed portion of the Company’s SBA loans is generally sold in the secondary market with the unguaranteed portion held in the portfolio as a loan held for investment. SBA loans are for the purpose of providing working capital, financing the purchase of equipment, inventory or commercial real estate and for other business purposes. Loans are guaranteed by the businesses' major owners. SBA loans are made based primarily on the historical and projected cash flow of the business and secondarily on the underlying collateral provided. SBA loans held for investment are included in the commercial real estate loans and commercial and industrial loan classifications, which totaled $20.5 million and $9.6 million as of June 30, 2020 and December 31, 2019, respectively. During the first half of 2020, $8.0 million SBA loans previously classified as held for sale were transferred to held for investment.
PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARIES
Notes to consolidated financial statements (Unaudited)
Allowance for Loan and Lease Losses
The following tables summarize the activity in the allowance for loan and lease losses, allocated to segments of the loan portfolio, for the three and six months ended June 30, 2020 and 2019:
(In thousands) |
Commercial |
Residential |
Commercial |
Consumer |
Construction |
Construction |
Unallocated |
Total |
||||||||||||||||||||||||
Three months ended June 30, 2020 |
||||||||||||||||||||||||||||||||
Allowance for loan and lease losses: |
||||||||||||||||||||||||||||||||
March 31, 2020 |
$ | 4,150 | $ | 1,120 | $ | 4,390 | $ | 534 | $ | 603 | $ | 119 | $ | - | $ | 10,916 | ||||||||||||||||
Charge-offs |
- | (12 | ) | (679 | ) | - | - | - | - | (691 | ) | |||||||||||||||||||||
Recoveries |
- | - | 11 | 2 | - | - | - | 13 | ||||||||||||||||||||||||
Provisions (credits) |
124 | 802 | (196 | ) | (2 | ) | 63 | 30 | 89 | 910 | ||||||||||||||||||||||
June 30, 2020 |
$ | 4,274 | $ | 1,910 | $ | 3,526 | $ | 534 | $ | 666 | $ | 149 | $ | 89 | $ | 11,148 | ||||||||||||||||
Three months ended June 30, 2019 |
||||||||||||||||||||||||||||||||
Allowance for loan and lease losses: |
||||||||||||||||||||||||||||||||
March 31, 2019 |
$ | 1,862 | $ | 1,389 | $ | 3,490 | $ | 592 | $ | 355 | $ | 123 | $ | 12 | $ | 7,823 | ||||||||||||||||
Charge-offs |
- | (12 | ) | (2,292 | ) | (3 | ) | - | - | - | (2,307 | ) | ||||||||||||||||||||
Recoveries |
2 | - | - | 3 | - | - | - | 5 | ||||||||||||||||||||||||
Provisions (credits) |
114 | (441 | ) | 3,010 | 72 | 112 | (18 | ) | 88 | 2,937 | ||||||||||||||||||||||
June 30, 2019 |
$ | 1,978 | $ | 936 | $ | 4,208 | $ | 664 | $ | 467 | $ | 105 | $ | 100 | $ | 8,458 |
(In thousands) |
Commercial |
Residential |
Commercial |
Consumer |
Construction |
Construction |
Unallocated |
Total |
||||||||||||||||||||||||
Six months ended June 30, 2020 |
||||||||||||||||||||||||||||||||
Allowance for loan and lease losses: |
||||||||||||||||||||||||||||||||
December 31, 2019 |
$ | 3,789 | $ | 1,038 | $ | 4,340 | $ | 341 | $ | 477 | $ | 130 | $ | - | $ | 10,115 | ||||||||||||||||
Charge-offs |
- | (13 | ) | (683 | ) | (39 | ) | - | - | - | (735 | ) | ||||||||||||||||||||
Recoveries |
- | - | 51 | 3 | - | - | - | 54 | ||||||||||||||||||||||||
Provisions (credits) |
485 | 885 | (182 | ) | 229 | 189 | 19 | 89 | 1,714 | |||||||||||||||||||||||
June 30, 2020 |
$ | 4,274 | $ | 1,910 | $ | 3,526 | $ | 534 | $ | 666 | $ | 149 | $ | 89 | $ | 11,148 | ||||||||||||||||
Six months ended June 30, 2019 |
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Allowance for loan and lease losses: |
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December 31, 2018 |
$ | 1,866 | $ | 1,059 | $ | 3,558 | $ | 641 | $ | 350 | $ | 108 | $ | 27 | $ | 7,609 | ||||||||||||||||
Charge-offs |
- | (12 | ) | (2,292 | ) | (3 | ) | - | - | - | (2,307 | ) | ||||||||||||||||||||
Recoveries |
2 | - | 47 | 5 | - | - | - | 54 | ||||||||||||||||||||||||
Provisions (credits) |
110 | (111 | ) | 2,895 | 21 | 117 | (3 | ) | 73 | 3,102 | ||||||||||||||||||||||
June 30, 2019 |
$ | 1,978 | $ | 936 | $ | 4,208 | $ | 664 | $ | 467 | $ | 105 | $ | 100 | $ | 8,458 |
PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARIES
Notes to consolidated financial statements (Unaudited)
The following tables summarize, by loan portfolio segment, the amount of loans receivable evaluated individually and collectively for impairment as of June 30, 2020 and December 31, 2019:
(In thousands) |
Commercial |
Residential |
Commercial |
Consumer |
Construction |
Construction |
Unallocated |
Total |
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June 30, 2020 |
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Allowance for loan and lease losses: |
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Individually evaluated for impairment |
$ | 1,615 | $ | 4 | $ | - | $ | 8 | $ | - | $ | - | $ | - | $ | 1,627 | ||||||||||||||||
Collectively evaluated for impairment |
2,659 | 1,906 | 3,526 | 526 | 666 | 149 | 89 | 9,521 | ||||||||||||||||||||||||
Total allowance for loan and lease losses |
$ | 4,274 | $ | 1,910 | $ | 3,526 | $ | 534 | $ | 666 | $ | 149 | $ | 89 | $ | 11,148 | ||||||||||||||||
Loans receivable, gross: |
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Individually evaluated for impairment |
$ | 16,093 | $ | 3,733 | $ | 1,724 | $ | 1,651 | $ | - | $ | - | $ | - | $ | 23,201 | ||||||||||||||||
Collectively evaluated for impairment |
286,057 | 164,749 | 161,879 | 86,674 | 56,928 | 13,012 | - | 769,299 | ||||||||||||||||||||||||
Total loans receivable, gross |
$ | 302,150 | $ | 168,482 | $ | 163,603 | $ | 88,325 | $ | 56,928 | $ | 13,012 | $ | - | $ | 792,500 |
(In thousands) |
Commercial |
Residential |
Commercial |
Consumer |
Construction |
Construction |
Unallocated |
Total |
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December 31, 2019 |
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Allowance for loan and lease losses: |
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Individually evaluated for impairment |
$ | 1,496 | $ | - | $ | - | $ | - | $ | - | $ | - | $ | - | $ | 1,496 | ||||||||||||||||
Collectively evaluated for impairment |
2,293 | 1,038 | 4,340 | 341 | 477 | 130 | - | 8,619 | ||||||||||||||||||||||||
Total allowance for loan losses |
$ | 3,789 | $ | 1,038 | $ | 4,340 | $ | 341 | $ | 477 | $ | 130 | $ | - | $ | 10,115 | ||||||||||||||||
Loans receivable, gross: |
||||||||||||||||||||||||||||||||
Individually evaluated for impairment |
$ | 13,034 | $ | 3,621 | $ | 2,057 | $ | 916 | $ | - | $ | - | $ | - | $ | 19,628 | ||||||||||||||||
PCI loans individually evaluated for impairment |
- | - | 176 | - | - | - | - | 176 | ||||||||||||||||||||||||
Collectively evaluated for impairment |
301,380 | 171,868 | 171,642 | 85,018 | 48,388 | 14,064 | - | 792,360 | ||||||||||||||||||||||||
Total loans receivable, gross |
$ | 314,414 | $ | 175,489 | $ | 173,875 | $ |