The following is management's discussion and analysis of the significant changes in the consolidated financial condition of the Company as ofJune 30, 2022 compared toDecember 31, 2021 and a comparison of the results of operations for the three and six months endedJune 30, 2022 and 2021. Current performance may not be indicative of future results. This discussion should be read in conjunction with the Company's 2021 Annual Report filed on Form 10-K. Forward-looking statements Certain of the matters discussed in this Quarterly Report on Form 10-Q may constitute forward-looking statements for purposes of the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended, and as such may involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from future results, performance or achievements expressed or implied by such forward-looking statements. The words "expect," "anticipate," "intend," "plan," "believe," "estimate," and similar expressions are intended to identify such forward-looking statements.
The Company's actual results may differ materially from the results anticipated in these forward-looking statements due to a variety of factors, including, without limitation:
? local, regional and national economic conditions and changes thereto;
? the short-term and long-term effects of inflation, and rising costs to the
Company, its customers and on the economy;
? the effects of economic conditions particularly with regard to the negative
impact of severe, wide-ranging and continuing disruptions caused by the spread
of Coronavirus Disease 2019 (COVID-19) and any other pandemic, epidemic or
other health-related crisis and responses thereto on current customers and the
operations of the Company, specifically the effect of the economy on loan
customers' ability to repay loans;
? the costs and effects of litigation and of unexpected or adverse outcomes in
such litigation;
? the impact of new or changes in existing laws and regulations, including laws
and regulations concerning taxes, banking, securities and insurance and their
application with which the Company and its subsidiaries must comply;
? impacts of the capital and liquidity requirements of the Basel III standards
and other regulatory pronouncements, regulations and rules;
? governmental monetary and fiscal policies, as well as legislative and
regulatory changes;
? effects of short- and long-term federal budget and tax negotiations and their
effect on economic and business conditions;
? the effect of changes in accounting policies and practices, as may be adopted
by the regulatory agencies, as well as the Financial Accounting Standards
Board and other accounting standard setters;
? the risks of changes and volatility of interest rates on the level and
composition of deposits, loan demand, and the values of loan collateral,
securities and interest rate protection agreements, as well as interest rate
risks;
? the effects of competition from other commercial banks, thrifts, mortgage
banking firms, consumer finance companies, credit unions, securities brokerage
firms, insurance companies, money market and other mutual funds and other
financial institutions operating in our market area and elsewhere, including
institutions operating locally, regionally, nationally and internationally,
together with such competitors offering banking products and services by mail,
telephone, computer and the internet;
? technological changes;
? the interruption or breach in security of our information systems, continually
evolving cybersecurity and other technological risks and attacks resulting in
failures or disruptions in customer account management, general ledger processing and loan or deposit updates and potential impacts resulting therefrom including additional costs, reputational damage, regulatory penalties, and financial losses; ? acquisitions and integration of acquired businesses;
? the failure of assumptions underlying the establishment of reserves for loan
losses and estimations of values of collateral and various financial assets
and liabilities; ? inflation, securities markets and monetary fluctuations and volatility; ? acts of war or terrorism; ? disruption of credit and equity markets; and
? the risk that our analyses of these risks and forces could be incorrect and/or
that the strategies developed to address them could be unsuccessful. The Company cautions readers not to place undue reliance on forward-looking statements, which reflect analyses only as of the date of this document. The Company has no obligation to update any forward-looking statements to reflect events or circumstances after the date of this document. Readers should review the risk factors described in other documents that we file or furnish, from time to time, with theSecurities and Exchange Commission , including Annual Reports to Shareholders, Annual Reports filed on Form 10-K and other current reports filed or furnished on Form 8-K. 38
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Table of Contents Executive Summary
The Company is a
As a leadingNortheastern Pennsylvania community bank, our goals are to enhance shareholder value while continuing to build a full-service community bank. We focus on growing our core business of retail and business lending and deposit gathering while maintaining strong asset quality and controlling operating expenses. We continue to implement strategies to diversify earning assets (see "Funds Deployed" section of this management's discussion and analysis) and to increase the amount of low-cost core deposits (see "Funds Provided" section of this management's discussion and analysis). These strategies include a greater level of commercial lending and the ancillary business products and services supporting our commercial customers' needs as well as residential lending strategies and an array of consumer products. We focus on developing a full banking relationship with existing, as well as new business prospects. The Bank has a personal and corporate trust department and also provides alternative financial and insurance products with asset management services. In addition, we explore opportunities to selectively expand and optimize our franchise footprint, consisting presently of our 22-branch network. We are impacted by both national and regional economic factors, with commercial, commercial real estate and residential mortgage loans concentrated inNortheastern Pennsylvania , primarily inLackawanna andLuzerne counties, andEastern Pennsylvania , primarilyNorthampton County . TheFederal Open Market Committee (FOMC) increased interest rates by 25 basis points inMarch 2022 in the first "tightening" move sinceDecember 2018 followed by increases of 50 basis points and 75 basis points inMay 2022 andJune 2022 , respectively. TheFOMC increased interest rates another 75 basis points inJuly 2022 , totaling 225 basis points increase thus far during 2022, and communicated inflation fighting expectations of further increases during the remainder of this year. According to theU.S. Bureau of Labor Statistics , the national unemployment rate forJune 2022 was 3.6%, down 0.3 percentage points fromDecember 2021 . However, the unemployment rates in theScranton -Wilkes-Barre -Hazleton (market area north) and theAllentown -Bethlehem -Easton (market area south) Metropolitan Statistical Areas (local) increased and have remained at higher levels than the national unemployment rate. The local unemployment rates atJune 30, 2022 were 5.5% in market area north and 4.4% in market area south, respectively, an increase of 0.2 percentage points and 0.1 percentage point from the 5.3% and 4.3%, respectively, atDecember 31, 2021 . Stimulus payments and enhanced unemployment benefits supported the economy throughout 2020 and 2021 and it is uncertain if the government could continue to provide this support in the future. The median home values in theScranton -Wilkes-Barre -Hazleton metro andAllentown -Bethlehem -Easton metro increased 19.7% and 15.6%, respectively, from a year ago, according to Zillow, an online database advertising firm providing access to its real estate search engines to various media outlets. In light of these expectations, we are uncertain if real estate values could continue to increase at these levels with the rising rate environment, however we will continue to monitor the economic climate in our region and scrutinize growth prospects with credit quality as a principal consideration.
On
OnMay 1, 2020 , the Company completed its previously announced acquisition ofMNB Corporation ("MNB") and its wholly-owned bank subsidiary. The merger expanded the Company's full-service footprint intoNorthampton County, PA and theLehigh Valley . Non-recurring costs to facilitate the merger and integrate systems of$2.5 million were incurred during 2020. For the six months endedJune 30, 2022 , net income was$15.2 million , or$2.67 diluted earnings per share, compared to$11.4 million , or$2.26 diluted earnings per share, for the six months endedJune 30, 2021 . Non-recurring merger-related costs andFederal Home Loan Bank (FHLB) prepayment penalties incurred are not a part of the Company's normal operations. If these expenses had not occurred, adjusted net income (non-GAAP) for the six months endedJune 30, 2022 and 2021 would have been$15.2 million and$12.5 million , respectively. Adjusted diluted EPS (non-GAAP) would have been$2.67 and$2.49 for the six months endedJune 30, 2022 and 2021, respectively. As ofJune 30, 2022 andDecember 31, 2021 , tangible common book value per share (non-GAAP) was$24.99 and$33.68 , respectively. The decrease in tangible book value was due to the decline in tangible common equity resulting from the after tax net unrealized losses on available-for-sale securities. These non-GAAP measures should be reviewed in connection with the reconciliation of these non-GAAP ratios. See "Non-GAAP Financial Measures" located below within this management's discussion and analysis.Branch managers, relationship bankers, mortgage originators and our business service partners are all focused on developing a mutually profitable full banking relationship. We understand our markets, offer products and services along with financial advice that is appropriate for our community, clients and prospects. The Company continues to focus on the trusted financial advisor model by utilizing the team approach of experienced bankers that are fully engaged and dedicated towards maintaining and growing profitable relationships. In addition to the challenging economic environment in which we compete, the regulation and oversight of our business has changed significantly in recent years. As described more fully in Part II, Item 1A, "Risk Factors" below, as well as Part I, Item 1A, "Risk Factors," and in the "Supervisory and Regulation" section of management's discussion and analysis of financial condition and results of operations in our 2021 Annual Report filed on Form 10-K, certain aspects of the Dodd-Frank Wall Street Reform Act (Dodd-Frank Act) continue to have a significant impact on us. 39
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Table of Contents Non-GAAP Financial Measures The following are non-GAAP financial measures which provide useful insight to the reader of the consolidated financial statements but should be supplemental to GAAP used to prepare the Company's financial statements and should not be read in isolation or relied upon as a substitute for GAAP measures. In addition, the Company's non-GAAP measures may not be comparable to non-GAAP measures of other companies. The Company's tax rate used to calculate the fully-taxable equivalent (FTE) adjustment was 21% atJune 30, 2022 and 2021. The following table reconciles the non-GAAP financial measures of FTE net interest income: Three months ended Six months ended (dollars in thousands) June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Interest income (GAAP)$ 19,065 $ 14,167 $ 37,244 $ 28,507 Adjustment to FTE 682 487 1,350 903 Interest income adjusted to FTE (non-GAAP) 19,747 14,654 38,594 29,410 Interest expense (GAAP) 920 841 1,807 1,731 Net interest income adjusted to FTE (non-GAAP)$ 18,827 $ 13,813 $ 36,787 $ 27,679
The efficiency ratio is non-interest expenses as a percentage of FTE net interest income plus non-interest income. The following table reconciles the non-GAAP financial measures of the efficiency ratio to GAAP:
Three months ended Six months ended (dollars in thousands) June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Efficiency Ratio (non-GAAP) Non-interest expenses (GAAP)$ 12,800 $ 10,851 $ 25,454 $ 22,307 Net interest income (GAAP) 18,145 13,326 35,437 26,776 Plus: taxable equivalent adjustment 682 487 1,350 903 Non-interest income (GAAP) 4,256 4,577 8,810 10,093 Net interest income (FTE) plus non-interest income (non-GAAP)$ 23,083 $ 18,390 $ 45,597 $ 37,772 Efficiency ratio (non-GAAP) 55.45 % 59.01 % 55.82 % 59.06 %
The following table provides a reconciliation of the tangible common equity (non-GAAP) and the calculation of tangible book value per share:
(dollars in thousands) June 30, 2022 June 30,
2021
Tangible Book Value per Share (non-GAAP) Total assets (GAAP)$ 2,414,940 $
1,949,233
Less: Intangible assets, primarily goodwill (21,360 ) (8,613 ) Tangible assets 2,393,580
1,940,620
Total shareholders' equity (GAAP) 162,619
172,185
Less: Intangible assets, primarily goodwill (21,360 ) (8,613 ) Tangible common equity$ 141,259 $
163,572
Common shares outstanding, end of period 5,651,777
4,995,713
Tangible Common Book Value per Share $ 24.99 $ 32.74
40
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The following table provides a reconciliation of the Company's earnings results under GAAP to comparative non-GAAP results excluding merger-related expenses: Six months ended June 30, 2022 June 30, 2021 Income Income (dollars in before Diluted before Diluted thousands except income Provision for earnings per income Provision for earnings per per share data) taxes income taxes Net income share taxes income taxes Net income share Results of operations (GAAP)$ 17,743 $ 2,556 $ 15,187 $ 2.67$ 13,462 $ 2,099 $ 11,363 $ 2.26 Add: Merger-related expenses - - - - 942 52 890 0.17 Add: FHLB prepayment penalty - - - - 369 78 291 0.06 Adjusted earnings (non-GAAP)$ 17,743 $ 2,556 $ 15,187 $ 2.67$ 14,773 $ 2,229 $ 12,544 $ 2.49 Three months ended June 30, 2022 June 30, 2021 (dollars in Income Diluted Income Diluted thousands except before Provision for earnings per before Provision for earnings per per share data) income taxes income taxes Net income share income taxes income taxes Net income share Results of operations (GAAP)$ 9,076 $ 1,412 $ 7,664 $ 1.35$ 6,752 $ 1,056 $ 5,696 $ 1.13 Add: Merger-related expenses - - - - 419 44 375 0.08 Adjusted earnings (non-GAAP)$ 9,076 $ 1,412 $ 7,664 $ 1.35$ 7,171 $ 1,100 $ 6,071 $ 1.21 General The Company's earnings depend primarily on net interest income. Net interest income is the difference between interest income and interest expense. Interest income is generated from yields earned on interest-earning assets, which consist principally of loans and investment securities. Interest expense is incurred from rates paid on interest-bearing liabilities, which consist of deposits and borrowings. Net interest income is determined by the Company's interest rate spread (the difference between the yields earned on its interest-earning assets and the rates paid on its interest-bearing liabilities) and the relative amounts of interest-earning assets and interest-bearing liabilities. Interest rate spread is significantly impacted by: changes in interest rates and market yield curves and their related impact on cash flows; the composition and characteristics of interest-earning assets and interest-bearing liabilities; differences in the maturity and re-pricing characteristics of assets compared to the maturity and re-pricing characteristics of the liabilities that fund them and by the competition in the marketplace. The Company's earnings are also affected by the level of its non-interest income and expenses and by the provisions for loan losses and income taxes. Non-interest income mainly consists of: service charges on the Company's loan and deposit products; interchange fees; trust and asset management service fees; increases in the cash surrender value of the bank owned life insurance and from net gains or losses from sales of loans and securities. Non-interest expense consists of: compensation and related employee benefit costs; occupancy; equipment; data processing; advertising and marketing;FDIC insurance premiums; professional fees; loan collection; net other real estate owned (ORE) expenses; supplies and other operating overhead. Net interest income, net interest rate margin, net interest rate spread and the efficiency ratio are presented in the MD&A on a fully-taxable equivalent (FTE) basis. The Company believes this presentation to be the preferred industry measurement of net interest income as it provides a relevant comparison between taxable and non-taxable amounts. Comparison of the results of operations three and six months ended June 30, 2022 and 2021 Overview For the second quarter of 2022, the Company generated net income of$7.7 million , or$1.35 per diluted share, compared to$5.7 million , or$1.13 per diluted share, for the second quarter of 2021. The$2.0 million increase in net income was primarily the result of$4.8 million higher net interest income. This increase was partially offset by$1.9 million more non-interest expenses,$0.3 million less in non-interest income and a$0.2 million increase in the provision for loan losses. Non-interest expenses increased quarter over-quarter primarily due to the increased bank scale following the Landmark merger. In the year-to-date comparison, net income increased by$3.8 million to$15.2 million , or$2.67 per diluted share, from$11.4 million , or$2.26 per diluted share.
The
Return on average assets (ROA) was 1.29% and 1.20% for the second quarters of 2022 and 2021, respectively, and 1.28% and 1.24% for the six months endedJune 30, 2022 and 2021, respectively. During the same time periods, return on average shareholders' equity (ROE) was 18.16% and 13.63%, respectively, and 16.45% and 13.68%, respectively. ROA and ROE both increased due to the growth in net income relative to the increase in average assets and equity for the quarter and year-to-date comparisons.
Net interest income and interest sensitive assets / liabilities
For the second quarter of 2022, net interest income increased$4.8 million , or 36%, to$18.1 million from$13.3 million for the second quarter of 2021 due to increased interest income. The$4.9 million growth in interest income was produced by the addition of$472.8 million in average interest-earning assets supplemented by the effect of a 21 basis point increase in FTE yields earned on those assets. The loan portfolio contributed the most to this growth by providing$3.6 million more in interest income, which absorbed$0.6 million lower fees earned under the Paycheck Protection Program (PPP), due to$332.3 million more in average loans. Interest income on loans also included$0.5 million in additional fair value purchase accounting accretion. In the investment portfolio, an increase in the average balances of each type of securities was the biggest driver of interest income growth. The average balance of total securities grew$249.0 million earning nine basis points higher FTE yields which produced$1.5 million in additional FTE interest income. On the liability side, total interest-bearing liabilities grew$339.5 million , on average, with a four basis point decrease in rates paid thereon. A$329.8 million higher average balance of interest-bearing deposits offset the three basis point decrease in rates paid on deposits resulting in$0.1 million more interest expense on deposits for the second quarter of 2022 compared to the 2021 like period. Net interest income increased$8.7 million , or 32%, from$26.7 million for the six months endedJune 30, 2021 to$35.4 million for the six months endedJune 30, 2022 , due to$8.7 million higher interest income while interest expense remained relatively flat. Total average interest-earning assets increased$551.2 million resulting in$9.2 million of growth in FTE interest income. In the loan portfolio, the Company experienced average balance growth of$318.9 million which had the effect of producing$5.8 million more interest income, despite$1.7 million less in fees earned under the Paycheck Protection Program (PPP) and a 13 basis point reduction in FTE yields during the first half of 2022. Interest income on loans also included$0.9 million in additional fair value purchase accounting accretion during the first half of 2022. The average balance of the investment portfolio grew$296.3 million supplemented by a five basis point increase in yields which resulted in$3.3 million in additional FTE interest income. On the liability side, total interest-bearing liabilities grew$393.1 million on average with a six basis point decrease in rates paid on these interest-bearing liabilities. Growth in average interest-bearing deposits of$384.8 million was partially offset by a six basis point decrease in the rates paid on deposits increasing interest expense by less than$0.1 million . 41
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The FTE net interest rate spread increased by 25 and 4 basis points and margin increased by 24 and 2 basis points, respectively, for the three and six months endedJune 30, 2022 compared to the same 2021 periods. In the quarter-over-quarter comparison, the spread and margin increased due to the higher yields earned on interest-earning assets combined with the lower rates paid on interest-bearing liabilities. In the year-to-date comparison, the reduction in rates paid on interest-bearing liabilities outpaced the lower yields on interest-earning assets resulting in the higher spread and margin. The overall 17 basis point cost of funds for both the three and six months endedJune 30, 2022 , which includes the impact of non-interest bearing deposits, decreased three and four basis points compared to the same 2021 periods. The primary reason for the decline was the reduction in rates paid on deposits coupled with the increased average balances of non-interest bearing deposits compared to the same 2021 periods. For the remainder of 2022, the Company expects to operate in a rising interest rate environment. A rate environment with rising interest rates positions the Company to improve its interest income performance from new and repricing earning assets. For the remainder of 2022, the Company anticipates net interest income to improve as growth in interest-earning assets would help mitigate an adverse impact of rate movements on the cost of funds. TheFOMC began increasing the federal funds rate during the first half of 2022, the first moves since they cut rates during the first quarter of 2020, which did not have a significant effect on rates paid on interest-bearing liabilities. On the asset side, the prime interest rate, the benchmark rate that banks use as a base rate for adjustable rate loans was also increased 150 basis points during the first half of 2022. At theJuly 2022 meeting, theFOMC increased the federal funds rate another 75 basis points. Consensus economic forecasts are predicting increases in short-term rates throughout the rest of 2022. The 2022 focus is to manage net interest income and control deposit costs through a rising forecasted short-term rate cycle for primarily overnight to 12 month rates. Interest income is projected to increase more than interest expense in 2022. Continued growth in the loan portfolios complemented with the achieved investment security growth is expected to boost interest income, and when coupled with a proactive relationship approach to deposit cost setting strategies should help stop spread compression and contain the interest rate margin, preventing further reductions below acceptable levels. The Company's cost of interest-bearing liabilities was 0.23% for both the three and six months endedJune 30, 2022 , or four and six basis points lower than the cost for the same 2021 periods. The decrease in interest paid on deposits contributed to the lower cost of interest-bearing liabilities. Management currently believes theFOMC is expected to continue to raise the federal funds rate in the immediate future, so the Company may experience pressure to increase rates paid on deposits. To help mitigate the impact of the imminent change to the economic landscape, the Company has successfully developed and will continue to strengthen its association with existing customers, develop new business relationships, generate new loan volumes, and retain and generate higher levels of average non-interest bearing deposit balances. Strategically deploying no- and low-cost deposits into interest earning-assets is an effective margin-preserving strategy that the Company expects to continue to pursue and expand to help stabilize net interest margin. The Company's Asset Liability Management (ALM) team meets regularly to discuss among other things, interest rate risk and when deemed necessary adjusts interest rates. ALM is actively addressing the Company's sensitivity to a changing rate environment to ensure interest rate risks are contained within acceptable levels. ALM also discusses revenue enhancing strategies to help combat the potential for a decline in net interest income. The Company's marketing department, together with ALM, and relationship managers, continue to develop prudent strategies that will grow the loan portfolio and accumulate low-cost deposits to improve net interest income performance. 42
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The table that follows sets forth a comparison of average balances of assets and liabilities and their related net tax equivalent yields and rates for the periods indicated. Within the table, interest income was FTE adjusted, using the corporate federal tax rate of 21% forJune 30, 2022 and 2021 to recognize the income from tax-exempt interest-earning assets as if the interest was taxable. See "Non-GAAP Financial Measures" within this management's discussion and analysis for the FTE adjustments. This treatment allows a uniform comparison among yields on interest-earning assets. Loans include loans held-for-sale (HFS) and non-accrual loans but exclude the allowance for loan losses. Home equity lines of credit (HELOC) are included in the residential real estate category since they are secured by real estate. Net deferred loan fee accretion of$0.2 million and$0.8 million during the second quarters of 2022 and 2021 , respectively, and$0.6 million and$2.1 million for the six months endedJune 30, 2022 and 2021, respectively, are included in interest income from loans. MNB and Landmark loan fair value purchase accounting adjustments of$1.0 million and$0.5 million are included in interest income from loans and$115 thousand and$6 thousand reduced interest expense on deposits and borrowings for the three months endedJune 30, 2022 and 2021. MNB and Landmark loan fair value purchase accounting adjustments of$1.8 million and$0.9 million are included in interest income from loans and$136 thousand and$36 thousand reduced interest expense on deposits and borrowings for the six months endedJune 30, 2022 and 2021. Average balances are based on amortized cost and do not reflect net unrealized gains or losses. Residual values for direct finance leases are included in the average balances for consumer loans. Net interest margin is calculated by dividing net interest income-FTE by total average interest-earning assets. Cost of funds includes the effect of average non-interest bearing deposits as a funding source: Three months ended (dollars in thousands) June 30, 2022 June 30, 2021 Average Yield / Average Yield / Assets balance Interest rate balance Interest rate Interest-earning assets Interest-bearing deposits$ 40,554 $ 80 0.79 %$ 149,522 $ 39 0.11 % Restricted investments in bank stock 3,538 33 3.78 3,152 36 4.56 Investments: Agency - GSE 116,625 443 1.52 76,614 257 1.35 MBS - GSE residential 272,801 1,171 1.72 168,387 597 1.42 State and municipal (nontaxable) 258,728 1,951 3.02 185,061 1,434 3.11 State and municipal (taxable) 86,230 450 2.09 55,287 255 1.85 Total investments 734,384 4,015 2.19 485,349 2,543 2.10 Loans and leases: C&I and CRE (taxable) 753,969 9,175 4.88 639,756 7,375 4.62 C&I and CRE (nontaxable) 70,739 576 3.27 42,504 415 3.92 Consumer 210,034 2,013 3.85 162,333 1,548 3.82 Residential real estate 447,886 3,855 3.45 305,693 2,698 3.54 Total loans and leases 1,482,628 15,619 4.23 1,150,286 12,036 4.20
Total
interest-earning
assets 2,261,104 19,747 3.50 % 1,788,309 14,654 3.29 % Non-interest earning assets 117,480 112,730 Total assets$ 2,378,584 $ 1,901,039 Liabilities and shareholders' equity Interest-bearing liabilities Deposits: Interest-bearing checking$ 710,692 $ 503 0.28 %$ 549,364 $ 418 0.31 % Savings and clubs 246,242 26 0.04 200,386 31 0.06 MMDA 493,481 318 0.26 391,439 251 0.26 Certificates of deposit 128,736 103 0.32 108,158 141 0.52 Total interest-bearing deposits 1,579,151 950 0.24 1,249,347 841 0.27 Secured borrowings 9,644 (31 ) (1.29 ) - - - Short-term borrowings 206 1 1.09 177 - 0.27 Total interest-bearing liabilities 1,589,001 920 0.23 % 1,249,524 841 0.27 % Non-interest bearing deposits 593,120 464,818 Non-interest bearing liabilities 27,164 19,026 Total liabilities 2,209,285 1,733,368 Shareholders' equity 169,299 167,671 Total liabilities and shareholders' equity$ 2,378,584 $ 1,901,039 Net interest income - FTE$ 18,827 $ 13,813 Net interest spread 3.27 % 3.02 % Net interest margin 3.34 % 3.10 % Cost of funds 0.17 % 0.20 % 43
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Table of Contents Six months ended (dollars in thousands) June 30, 2022 June 30, 2021 Average Yield / Average Yield / Assets balance Interest rate
balance Interest rate Interest-earning assets Interest-bearing deposits$ 53,620 $ 113 0.43 %$ 117,929 $ 60 0.10 % Restricted investments in bank stock 3,384 64 3.83 3,023 68 4.56 Investments: Agency - GSE 118,630 863 1.47 64,906 438 1.36 MBS - GSE residential 270,652 2,260 1.68 157,498 1,116 1.43 State and municipal (nontaxable) 263,457 3,894 2.98 171,360 2,620 3.08 State and municipal (taxable) 89,657 900 2.02 52,367 480 1.85 Total investments 742,396 7,917 2.15 446,131 4,654 2.10 Loans and leases: C&I and CRE (taxable) 757,641 17,959 4.78 642,660 15,180 4.76 C&I and CRE (nontaxable) 68,973 1,091 3.19 42,399 819 3.89 Consumer 204,056 3,886 3.84 162,329 3,122 3.88 Residential real estate 444,368 7,564 3.43 308,778 5,507 3.60 Total loans and leases 1,475,038 30,500 4.17 1,156,166 24,628 4.30
Total
interest-earning
assets 2,274,438 38,594 3.42 % 1,723,249 29,410 3.44 % Non-interest earning assets 124,452 117,246 Total assets$ 2,398,890 $ 1,840,495 Liabilities and shareholders' equity Interest-bearing liabilities Deposits: Interest-bearing checking$ 719,153 $ 952 0.27 %$ 516,985 $ 794 0.31 % Savings and clubs 244,779 52 0.04 193,468 63 0.07 MMDA 490,357 546 0.22 376,525 517 0.28 Certificates of deposit 131,337 222 0.34 113,892 331 0.59 Total interest-bearing deposits 1,585,626 1,772 0.23 1,200,870 1,705 0.29 Secured borrowings 10,111 34 0.68 - - - Short-term borrowings 104 1 1.09 161 - 0.38 FHLB advances - - - 1,685 26 3.12 Total interest-bearing liabilities 1,595,841 1,807 0.23 % 1,202,716 1,731 0.29 % Non-interest bearing deposits 589,760 451,354 Non-interest bearing liabilities 27,087 18,985 Total liabilities 2,212,688 1,673,055 Shareholders' equity 186,202 167,440 Total liabilities and shareholders' equity$ 2,398,890 $ 1,840,495 Net interest income - FTE$ 36,787 $ 27,679 Net interest spread 3.19 % 3.15 % Net interest margin 3.26 % 3.24 % Cost of funds 0.17 % 0.21 % 44
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Changes in net interest income are a function of both changes in interest rates and changes in volume of interest-earning assets and interest-bearing liabilities. The following table presents the extent to which changes in interest rates and changes in volumes of interest-earning assets and interest-bearing liabilities have affected the Company's interest income and interest expense during the periods indicated. Information is provided in each category with respect to (1) the changes attributable to changes in volume (changes in volume multiplied by the prior period rate), (2) the changes attributable to changes in interest rates (changes in rates multiplied by prior period volume) and (3) the net change. The combined effect of changes in both volume and rate has been allocated proportionately to the change due to volume and the change due to rate. Tax-exempt income was not converted to a tax-equivalent basis on the rate/volume analysis: Six months ended June 30, (dollars in thousands) 2022 compared to 2021 2021 compared to 2020 Increase (decrease) due to Volume Rate Total Volume Rate Total Interest income: Interest-bearing deposits$ (48 ) $ 101 $ 53 $ 57 $ (47 ) $ 10 Restricted investments in bank stock 8 (12 ) (4 ) (7 ) (11 ) (18 ) Investments: Agency - GSE 388 37 425 377 (45 ) 332 MBS - GSE residential 916 228 1,144 209 (698 ) (489 ) State and municipal 1,345 (43 ) 1,302 1,790 (402 ) 1,388 Other - - - (3 ) - (3 ) Total investments 2,649 222 2,871 2,373 (1,145 ) 1,228 Loans and leases: Residential real estate 2,318 (262 ) 2,056 899 (573 ) 326 C&I and CRE 3,227 (231 ) 2,996 5,087 106 5,193 Consumer 795 (30 ) 765 (92 ) (101 ) (193 ) Total loans and leases 6,340 (523 ) 5,817 5,894 (568 ) 5,326 Total interest income 8,949 (212 ) 8,737 8,317 (1,771 ) 6,546 Interest expense: Deposits: Interest-bearing checking 279 (121 ) 158 392 (298 ) 94 Savings and clubs 14 (24 ) (10 ) 24 (14 ) 10 Money market 138 (109 ) 29 406 (854 ) (448 ) Certificates of deposit 45 (155 ) (110 ) (108 ) (554 ) (662 ) Total deposits 476 (409 ) 67 714 (1,720 ) (1,006 ) Secured borrowings 34 - 34 - - - Overnight borrowings - 1 1 (136 ) (59 ) (195 ) FHLB advances (26 ) - (26 ) (224 ) 22 (202 ) Total interest expense 484 (408 ) 76 354 (1,757 ) (1,403 ) Net interest income$ 8,465 $ 196 $ 8,661 $ 7,963 $ (14 ) $ 7,949 Provision for loan losses The provision for loan losses represents the necessary amount to charge against current earnings, the purpose of which is to increase the allowance for loan losses (the allowance) to a level that represents management's best estimate of known and inherent losses in the Company's loan portfolio. Loans determined to be uncollectible are charged off against the allowance. The required amount of the provision for loan losses, based upon the adequate level of the allowance, is subject to the ongoing analysis of the loan portfolio. The Company's Special Assets Committee meets periodically to review problem loans. The committee is comprised of management, including credit administration officers, loan officers, loan workout officers and collection personnel. The committee reports quarterly to the Credit Administration Committee of the board of directors.
Management continuously reviews the risks inherent in the loan portfolio. Specific factors used to evaluate the adequacy of the loan loss provision during the formal process include:
• specific loans that could have loss potential; • levels of and trends in delinquencies and non-accrual loans; • levels of and trends in charge-offs and recoveries; • trends in volume and terms of loans; 45
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• changes in risk selection and underwriting standards; • changes in lending policies and legal and regulatory requirements; • experience, ability and depth of lending management; • national and local economic trends and conditions; and • changes in credit concentrations. For the three months endedJune 30, 2022 , the provision for loan losses was$0.5 million , a$0.2 million increase compared to$0.3 million for the same period in 2021. The increase in the provision compared to the three months endedJune 30, 2021 , was due to the higher provisioning required for loan growth in the second quarter of 2022 compared to the year earlier period. For the six months endedJune 30, 2022 , the provision for loan losses was$1.1 million relatively unchanged from the same period in 2021, despite loan growth in 2022. The provision was$0.4 million higher in 2021 from a specific reserve which kept the provision stable in 2022. This amount of provisioning reflected what management deemed necessary, given experienced loan growth, to maintain the allowance for loan and lease losses at an adequate level. The provision for loan losses derives from the reserve required from the allowance for loan losses calculation. The Company continued provisioning for the three and six months endedJune 30, 2022 to maintain an allowance level that management deemed adequate.
For a discussion on the allowance for loan losses, see "Allowance for loan losses," located in the comparison of financial condition section of management's discussion and analysis contained herein.
Other income For the second quarter of 2022, non-interest income amounted to$4.3 million , a decrease of$0.3 million , or 7%, compared to$4.6 million recorded for the same 2021 period. The decrease was due to$0.7 million lower gains on loan sales from less mortgage activity during the second quarter of 2022 compared to the second quarter of 2021. Service charges on loans were also down$0.2 million quarter-over-quarter due to lower mortgage and commercial loan service charges. Partially offsetting these decreases was$0.3 million higher deposit service charges and higher wealth management fees (fees from trust fiduciary activities and financial services) of$0.1 million . Non-interest income totaled$8.8 million for the six months endedJune 30, 2022 , a decrease of$1.3 million , or 13%, from the$10.1 million recorded for the six months endedJune 30, 2021 . The decrease was primarily due to$2.3 million lower gains on loan sales and$0.3 million less loan service charges due to scaled back demand for mortgages. Partially offsetting these decreases was$0.5 million in additional deposit service charges,$0.3 million more in wealth management fees and$0.2 million increase in debit card interchange fees. Operating expenses For the quarter endedJune 30, 2022 , total non-interest expenses were$12.8 million , an increase of$1.9 million , or 18%, compared to$10.9 million for the same 2021 quarter. Non-interest expenses would have increased$0.4 million more if the Company had not incurred merger-related expenses during the second quarter of 2021. Salary and employee benefits rose$1.5 million , or 29%, to$6.9 million for the second quarter of 2022 from$5.4 million for the second quarter of 2021. The increase was primarily due to higher salaries, incentives and insurance costs from 14 additional full-time equivalent employees. Premises and equipment expenses increased$0.3 million , or 19%, primarily due to property and equipment added from the merger with Landmark. Advertising and marketing expenses were$0.2 million higher due to more advertising costs incurred during the second quarter of 2022. For the six months endedJune 30, 2022 , non-interest expenses increased$3.1 million , or 14%, compared to the six months endedJune 30, 2021 , from$22.3 million to$25.4 million . Non-interest expenses would have increased$1.3 million more if the Company had not incurred$0.9 million in merger-related expenses and a$0.3 million FHLB prepayment penalty during the six months endedJune 30, 2021 . Salaries and employee benefit expenses grew$3.1 million , or 29%. The increase was primarily due to less deferred loan origination costs reducing salaries and employee benefits expense from a lower volume of originations from mortgages and PPP loans. Additionally, salaries and employee benefits were higher from more employees. Premises and equipment expenses increased$0.6 million , or 18%, due to higher expenses for lease payments, depreciation and other expenses related to premises and equipment acquired from the merger with Landmark. Partially offsetting these increases, professional services were$0.2 million lower for the first six months of 2022 compared to the same 2021 period due to less legal expenses and other non-recurring professional fees incurred during the first quarter of 2021. The ratios of non-interest expense less non-interest income to average assets, known as the expense ratio, were 1.40% and 1.34% for the six months endedJune 30, 2022 and 2021. The expense ratio increased because of increased non-interest expenses and decreased non-interest income. The efficiency ratio (non-GAAP) decreased from 59.06% atJune 30, 2021 to 55.82% atJune 30, 2022 due to revenue increasing faster than expenses. For more information on the calculation of the efficiency ratio, see "Non-GAAP Financial Measures" located within this management's discussion and analysis. Provision for income taxes The provision for income taxes increased$0.5 million for the six months endedJune 30, 2022 compared to the same 2021 period due to higher pre-tax income. The Company's effective tax rate was 14.4% atJune 30, 2022 compared to 15.6% atJune 30, 2021 . The difference between the effective rate and the enacted statutory corporate rate of 21% is due mostly to the effect of tax-exempt income in relation to the level of pre-tax income. The decrease in the effective tax rate was primarily due to higher tax-exempt interest income. Due to challenges relating to current market conditions, the Company may not have the ability to make a reliable estimate of all or part of its ordinary income which could cause volatility in the effective tax rate. If the federal corporate tax rate is increased, the Company's net deferred tax liabilities and deferred tax assets will be re-valued upon adoption of the new tax rate. A federal tax rate increase will decrease net deferred tax assets with a corresponding decrease to provision for income taxes. 46
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Table of Contents Comparison of financial condition at June 30, 2022 and December 31, 2021 Overview Consolidated assets decreased$4.2 million to$2.4 billion as ofJune 30, 2022 relatively unchanged fromDecember 31, 2021 . The decrease in assets occurred primarily in the investment portfolio which was partially offset by loan portfolio growth. The decline in the investment portfolio was primarily caused by net unrealized losses which were partially offset by the related deferred tax asset which is a component of other assets on the consolidated balance sheets. Loan portfolio increases were funded by growth in deposits. As explained in greater detail below, growth in deposits occurred because of various wealth managed trust accounts accepted into a bank pledged money market account. Funds Deployed: Investment securities At the time of purchase, management classifies investment securities into one of three categories: trading, available-for-sale (AFS) or held-to-maturity (HTM). To date, management has not purchased any securities for trading purposes. Some of the securities the Company purchases are classified as AFS even though there is no immediate intent to sell them. The AFS designation affords management the flexibility to sell securities and position the balance sheet in response to capital levels, liquidity needs or changes in market conditions. Debt securities AFS are carried at fair value on the consolidated balance sheets with unrealized gains and losses, net of deferred income taxes, reported separately within shareholders' equity as a component of accumulated other comprehensive income (AOCI). Securities designated as HTM are carried at amortized cost and represent debt securities that the Company has the ability and intent to hold until maturity. EffectiveApril 1, 2022 , the Company transferred agency and municipal bonds with a book value of$245.5 million from AFS to HTM in order to apply the accounting for securities HTM to mitigate the effect AFS accounting has on the balance sheet. The bonds that were transferred had the highest price volatility and consisted of fixed-rate securities representing 70% of the agency portfolio, 70% of the taxable municipal portfolio each laddered out on the short to intermediate part of the curve and 35% of the tax-exempt municipal portfolio on the long end of the curve were identified as the best candidates given the Company's ability to hold those bonds to maturity. The market value of the securities on the date of the transfer was$221.7 million , after netting unrealized losses totaling$18.9 million . The$18.9 million , net of deferred taxes, will be accreted against other comprehensive income over the life of the bonds. As ofJune 30, 2022 , the carrying value of investment securities amounted to$674.8 million , or 28% of total assets, compared to$739.0 million , or 31% of total assets, as ofDecember 31, 2021 . OnJune 30, 2022 , 36% of the carrying value of the investment portfolio was comprised ofU.S. Government Sponsored Enterprise residential mortgage-backed securities (MBS - GSE residential or mortgage-backed securities) that amortize and provide monthly cash flow that the Company can use for reinvestment, loan demand, unexpected deposit outflow, facility expansion or operations. The mortgage-backed securities portfolio includes only pass-through bonds issued by Fannie Mae, Freddie Mac and theGovernment National Mortgage Association (GNMA). The Company's municipal (obligations of states and political subdivisions) portfolio is comprised of tax-free municipal bonds with a book value of$257.5 million and taxable municipal bonds with a book value of$86.3 million . The overall credit ratings of these municipal bonds was as follows: 36%AAA , 62% AA, 1% A and 1% escrowed. During the first six months of 2022, the carrying value of total investments decreased$64.2 million , or 9%. Purchases for the first half of 2022 totaled$39.2 million , while principal reductions totaled$23.6 million and the decline in unrealized gain/loss was$54.0 million in the AFS portfolio and$23.9 million in unrealized losses were transferred to the HTM portfolio. The purchases were funded principally by cash flow generated from the portfolio and excess overnight liquidity. The Company attempts to maintain a well-diversified and proportionate investment portfolio that is structured to complement the strategic direction of the Company. Its growth typically supplements the lending activities but also considers the current and forecasted economic conditions, the Company's liquidity needs and interest rate risk profile. A comparison of investment securities atJune 30, 2022 andDecember 31, 2021 is as follows: June 30, 2022 December 31, 2021 (dollars in thousands) Amount % Book yield Reprice term Amount % Book yield Reprice term MBS - GSE residential$ 239,766 35.5 % 1.8 % 6.4$ 257,267 34.8 % 1.6 % 5.1 Obligations of states & political subdivisions 321,535 47.7 2.9 14.3 364,710 49.4 2.3 7.5 Agency - GSE 113,532 16.8 2.3 7.0 117,003 15.8 1.4 5.2 Total$ 674,833 100.0 % 2.4 % 10.2$ 738,980 100.0 % 1.9 % 6.3 The investment securities portfolio contained no private label mortgage-backed securities, collateralized mortgage obligations, collateralized debt obligations, or trust preferred securities, and no off-balance sheet derivatives were in use. The portfolio had no adjustable-rate instruments as ofJune 30, 2022 andDecember 31, 2021 . 47
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Investment securities were comprised of AFS and HTM securities as ofJune 30, 2022 and AFS securities as ofDecember 31, 2021 . The AFS securities were recorded with a net unrealized loss of$53.8 million and a net unrealized gain of$0.2 million as ofJune 30, 2022 andDecember 31, 2021 , respectively. Of the net decline in the unrealized gain position of$54.0 million:$26.3 million was attributable to municipal securities;$26.8 million was attributable to mortgage-backed securities and$0.9 million was attributable to agency securities. During the second quarter of 2022, securities with net unrealized losses totaling$23.9 million were transferred to HTM of which subsequently$0.6 million was accreted against other comprehensive income. The direction and magnitude of the change in value of the Company's investment portfolio is attributable to the direction and magnitude of the change in interest rates along the treasury yield curve. Generally, the values of debt securities move in the opposite direction of the changes in interest rates. As interest rates along the treasury yield curve rise, especially at the intermediate and long end, the values of debt securities tend to decline. Whether or not the value of the Company's investment portfolio will change above or below its amortized cost will be largely dependent on the direction and magnitude of interest rate movements and the duration of the debt securities within the Company's investment portfolio. Management does not consider the reduction in value attributable to changes in credit quality. Correspondingly, when interest rates decline, the market values of the Company's debt securities portfolio could be subject to market value increases. As ofJune 30, 2022 , the Company had$367.7 million in public deposits, or 17% of total deposits.Pennsylvania state law requires the Company to maintain pledged securities on these public deposits or otherwise obtain a FHLB letter of credit orFDIC insurance for these customers. As ofJune 30, 2022 , the balance of pledged securities required for public and trust deposits was$415.0 million , or 61% of total securities. Quarterly, management performs a review of the investment portfolio to determine the causes of declines in the fair value of each security. The Company uses inputs provided by independent third parties to determine the fair value of its investment securities portfolio. Inputs provided by the third parties are reviewed and corroborated by management. Evaluations of the causes of the unrealized losses are performed to determine whether impairment exists and whether the impairment is temporary or other-than-temporary. Considerations such as the Company's intent and ability to hold the securities until or sell prior to maturity, recoverability of the invested amounts over the intended holding period, the length of time and the severity in pricing decline below cost, the interest rate environment, the receipt of amounts contractually due and whether or not there is an active market for the securities, for example, are applied, along with an analysis of the financial condition of the issuer for management to make a realistic judgment of the probability that the Company will be unable to collect all amounts (principal and interest) due in determining whether a security is other-than-temporarily impaired. If a decline in value is deemed to be other-than-temporary, the amortized cost of the security is reduced by the credit impairment amount and a corresponding charge to current earnings is recognized. During the quarter endedJune 30, 2022 , the Company did not incur other-than-temporary impairment charges from its investment securities portfolio.
Restricted investments in bank stock
Investment inFederal Home Loan Bank (FHLB) stock is required for membership in the organization and is carried at cost since there is no market value available. The amount the Company is required to invest is dependent upon the relative size of outstanding borrowings the Company has with the FHLB ofPittsburgh . Excess stock is repurchased from the Company at par if the amount of borrowings decline to a predetermined level. In addition, the Company earns a return or dividend based on the amount invested. AtlanticCommunity Bankers Bank (ACBB) stock totaled$82 thousand as ofJune 30, 2022 andDecember 31, 2021 . The balance in FHLB stock was$3.5 million and$3.1 million as ofJune 30, 2022 andDecember 31, 2021 , respectively. The dividends received from the FHLB totaled$66 thousand and$70 thousand for the six months endedJune 30, 2022 and 2021, respectively. Loans held-for-sale (HFS) Upon origination, most residential mortgages and certainSmall Business Administration (SBA) guaranteed loans may be classified as held-for-sale (HFS). In the event of market rate increases, fixed-rate loans and loans not immediately scheduled to re-price would no longer produce yields consistent with the current market. In declining interest rate environments, the Company would be exposed to prepayment risk as rates on fixed-rate loans decrease, and customers look to refinance loans. Consideration is given to the Company's current liquidity position and projected future liquidity needs. To better manage prepayment and interest rate risk, loans that meet these conditions may be classified as HFS. Occasionally, residential mortgage and/or business loans may be transferred from the loan portfolio to HFS. The carrying value of loans HFS is based on the lower of cost or estimated fair value. If the fair values of these loans decline below their original cost, the difference is written down and charged to current earnings. Subsequent appreciation in the portfolio is credited to current earnings but only to the extent of previous write-downs. As ofJune 30, 2022 andDecember 31, 2021 , loans HFS consisted of residential mortgages with carrying amounts of$4.0 million and$31.7 million , respectively, which approximated their fair values. During the six months endedJune 30, 2022 , residential mortgage loans with principal balances of$52.3 million were sold into the secondary market and the Company recognized net gains of$1.2 million , compared to$133.6 million and$3.5 million , respectively, during the six months endedJune 30, 2021 .
Management completed
The Company retains mortgage servicing rights (MSRs) on loans sold into the secondary market. MSRs are retained so that the Company can foster personal relationships. AtJune 30, 2022 andDecember 31, 2021 , the servicing portfolio balance of sold residential mortgage loans was$461.6 million and$430.9 million , respectively, with mortgage servicing rights of$1.8 million and$1.7 million for the same periods, respectively. 48
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As of
Growth in the portfolio was primarily attributed to the$39.9 million increase in the residential portfolio, including$13 million in mortgage loans originated during 2021 as available-for-sale but reclassified to the held-for-investment portfolio during the first quarter 2022. The Company elected to reclassify the mortgage loans, which meetFNMA underwriting guidelines and are considered high quality, to realize the better yields than those alternately available during the first quarter of 2022. This growth was supplemented by a$20.0 million increase in the consumer portfolio during the first half of 2022. The composition of the loan portfolio atJune 30, 2022 andDecember 31, 2021 is summarized as follows: June 30, 2022 December 31, 2021 (dollars in thousands) Amount % Amount % Commercial and industrial$ 219,439 14.7 %$ 236,304 16.5 % Commercial real estate: Non-owner occupied 317,884 21.3 312,848 21.8 Owner occupied 259,844 17.4 248,755 17.3 Construction 19,515 1.3 21,147 1.5 Consumer: Home equity installment 51,883 3.5 47,571 3.3
Home equity line of credit 55,578 3.7 54,878
3.8 Auto 127,590 8.5 118,029 8.2 Direct finance leases 32,254 2.2 26,232 1.8 Other 7,450 0.5 8,013 0.6 Residential: Real estate 364,957 24.5 325,861 22.8 Construction 35,677 2.4 34,919 2.4 Gross loans 1,492,071 100.0 % 1,434,557 100.0 % Less: Allowance for loan losses (16,590 ) (15,624 ) Unearned lease revenue (1,766 ) (1,429 ) Net loans$ 1,473,715 $ 1,417,504 Loans held-for-sale$ 4,011 $ 31,727
Commercial & industrial (C&I) and commercial real estate (CRE)
As ofJune 30, 2022 , the commercial loan portfolio decreased by$2.4 million to$816.7 million compared to theDecember 31, 2021 balance of$819.1 million due to a$37.4 million reduction in PPP loans (net of deferred fees). Excluding the reduction in PPP loans during the six months endedJune 30, 2022 , the commercial portfolio grew$35.0 million with the growth stemming from the both the C&I and CRE portfolios. Excluding PPP loans, C&I loans grew$20.5 million primarily due to three loans originated during the first half of 2022 to three unrelated borrowers consisting of one commercial fixed term note and two tax-free municipal loans. Other C&I loan originations in various industries were offset by scheduled and unscheduled paydowns in the portfolio.
CRE loans increased
Paycheck Protection Program Loans
The Coronavirus Aid, Relief, and Economic Security Act, or CARES Act, was signed into law onMarch 27, 2020 , and provided over$2.0 trillion in emergency economic relief to individuals and businesses impacted by the COVID-19 pandemic. The CARES Act authorized theSmall Business Administration (SBA) to temporarily guarantee loans under a new 7(a) loan program called the Paycheck Protection Program (PPP).
As a qualified SBA lender, the Company was automatically authorized to originate
PPP loans, and during the second and third quarter of 2020, the Company
originated 1,551 loans totaling
Under the PPP, the entire principal amount of the borrower's loan, including any accrued interest, is eligible to be reduced by the loan forgiveness amount, so long as the employer maintains or quickly rehires employees and maintains salary levels and 60% of the loan proceeds are used for payroll expenses, with the remaining 40% of the loan proceeds used for other qualifying expenses. As part of the Economic Relief Act, which became law onDecember 27, 2020 , an additional$284 billion of federal resources was allocated to a reauthorized and revised PPP. OnJanuary 19, 2021 , the Company began processing and originating PPP loans for this second round, which subsequently ended onMay 31, 2021 , and during this round, the Company originated 1,022 loans totaling$77 million . 49
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Beginning in the fourth quarter of 2020 and continuing during 2022, the Company submitted PPP forgiveness applications to the SBA, and throughJune 30, 2022 , the Company received forgiveness or paydowns of$234.2 million , or 99%, of the original PPP loan balances of$236.3 million with$31.0 million occurring during the six months endedJune 30, 2022 . As a PPP lender, the Company received fee income of approximately$9.9 million with$9.8 million recognized to date, including$0.7 million recognized during the first quarter of 2022 and$0.5 million during the second quarter of 2022. Unearned fees attributed to PPP loans, net of fees paid to referral sources as prescribed by the SBA under the PPP, were$0.1 million as ofJune 30, 2022 .
The PPP loans originated by size were as follows as of
Balance Current SBA fee (dollars in thousands) originated balance Total SBA fee recognized$150,000 or less$ 76,594 $ 614 $ 4,866$ 4,820 Greater than$150,000 but less than$2,000,000 128,082 1,550 4,765 4,733$2,000,000 or higher 31,656 - 316 316 Total PPP loans originated$ 236,332 $ 2,164 $ 9,947$ 9,869 The table above does not include the$20.3 million in PPP loans acquired because of the merger with Landmark during the third quarter of 2021. As ofJune 30, 2022 , the balance of outstanding acquired PPP loans was$0.4 million . Consumer
The consumer loan portfolio consisted of home equity installment, home equity line of credit, automobile, direct finance leases and other consumer loans.
As ofJune 30, 2022 , the consumer loan portfolio increased by$20.0 million , or 8%, to$274.7 million compared to theDecember 31, 2021 balance of$254.7 million , primarily due to growth in the auto loan and lease portfolios. Auto loans grew$9.6 million from continued demand for higher priced automobiles and new dealer relationships. Direct finance leases increased$6.0 million primarily due to higher residual values and more automobile leases added than expired. Home equity installment loans also grew$4.3 million from the spring home equity campaign. Residential As ofJune 30, 2022 , the residential loan portfolio increased by$39.9 million , or 11%, to$400.6 million compared to theDecember 31, 2021 balance of$360.7 million . The increase was due in part to a strategic reclassification of$13 million in available-for-sale mortgages booked during 2021 to held-for-investment loans during the first quarter of 2022. The remainder of the increase was due to a shift from mortgage loans sold to loans held-for-investment due to increased jumbo loans and the pricing of loans in the secondary market and more adjustable rate mortgages which are not being sold in the secondary market. The residential loan portfolio consisted primarily of held-for-investment residential loans for primary residences. Management expects the sudden historic rise in interest rates to impact demand for residential mortgages throughout the second half of 2022. Allowance for loan losses Management evaluates the credit quality of the Company's loan portfolio and performs a formal review of the adequacy of the allowance for loan losses (allowance) on a quarterly basis. The allowance reflects management's best estimate of the amount of credit losses in the loan portfolio. Management's judgment is based on the evaluation of individual loans, experience, the assessment of current economic conditions and other relevant factors including the amounts and timing of cash flows expected to be received on impaired loans. Those estimates may be susceptible to significant change. The provision for loan losses represents the amount necessary to maintain an appropriate allowance. Loan losses are charged directly against the allowance when loans are deemed to be uncollectible. Recoveries from previously charged-off loans are added to the allowance when received. Management applies two primary components during the loan review process to determine proper allowance levels. The two components are a specific loan loss allocation for loans that are deemed impaired and a general loan loss allocation for those loans not specifically allocated. The methodology to analyze the adequacy of the allowance for loan losses is as follows: ? identification of specific impaired loans by loan category;
? calculation of specific allowances where required for the impaired loans based
on collateral and other objective and quantifiable evidence;
? determination of loans with similar credit characteristics within each class
of the loan portfolio segment and eliminating the impaired loans;
? application of historical loss percentages (trailing twelve-quarter average)
to pools to determine the allowance allocation; and
? application of qualitative factor adjustment percentages to historical losses
for trends or changes in the loan portfolio, regulations, and/or current economic conditions. 50
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A key element of the methodology to determine the allowance is the Company's credit risk evaluation process, which includes credit risk grading of individual commercial loans. Commercial loans are assigned credit risk grades based on the Company's assessment of conditions that affect the borrower's ability to meet its contractual obligations under the loan agreement. That process includes reviewing borrowers' current financial information, historical payment experience, credit documentation, public information and other information specific to each individual borrower. Upon review, the commercial loan credit risk grade is revised or reaffirmed. The credit risk grades may be changed at any time management determines an upgrade or downgrade may be warranted. The credit risk grades for the commercial loan portfolio are considered in the reserve methodology and loss factors are applied based upon the credit risk grades. The loss factors applied are based upon the Company's historical experience as well as what management believes to be best practices and within common industry standards. Historical experience reveals there is a direct correlation between the credit risk grades and loan charge-offs. The changes in allocations in the commercial loan portfolio from period-to-period are based upon the credit risk grading system and from periodic reviews of the loan portfolio. Acquired loans are initially recorded at their acquisition date fair values with no carryover of the existing related allowance for loan losses. Fair values are based on a discounted cash flow methodology that involves assumptions and judgements as to credit risk, expected lifetime losses, environmental factors, collateral values, discount rates, expected payments and expected prepayments. Upon acquisition, in accordance with GAAP, the Company has individually determined whether each acquired loan is within the scope of ASC 310-30. These loans are deemed purchased credit impaired loans and the excess of cash flows expected at acquisition over the estimated fair value is referred to as the accretable discount and is recognized into interest income over the remaining life of the loan. The difference between contractually required payments at acquisition and the cash flows expected to be collected at acquisition is referred to as the non-accretable discount. Acquired ASC 310-20 loans, which are loans that did not meet the criteria of ASC 310-30, were pooled into groups of similar loans based on various factors including borrower type, loan purpose, and collateral type. These loans are initially recorded at fair value and include credit and interest rate marks associated with purchase accounting adjustments. Purchase premiums or discounts are subsequently amortized as an adjustment to yield over the estimated contractual lives of the loans. There is no allowance for loan losses established at the acquisition date for acquired performing loans. An allowance for loan losses is recorded for any credit deterioration in these loans after acquisition. Each quarter, management performs an assessment of the allowance for loan losses. The Company's Special Assets Committee meets quarterly, and the applicable lenders discuss each relationship under review and reach a consensus on the appropriate estimated loss amount, if applicable, based on current accounting guidance. The Special Assets Committee's focus is on ensuring the pertinent facts are considered regarding not only loans considered for specific reserves, but also the collectability of loans that may be past due. The assessment process also includes the review of all loans on non-accrual status as well as a review of certain loans to which the lenders or theCredit Administration function have assigned a criticized or classified risk rating. 51
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The following tables set forth the activity in the allowance for loan losses and certain key ratios for the period indicated:
As of and As of and for As of and for the the for the six months twelve months six months ended ended ended June 30, December 31, June 30, (dollars in thousands) 2022 2021 2021 Balance at beginning of period$ 15,624 $ 14,202 $ 14,202 Charge-offs: Commercial and industrial (31 ) (130 ) (106 ) Commercial real estate (1 ) (491 ) (132 ) Consumer (136 ) (206 ) (82 ) Residential - (162 ) (43 ) Total (168 ) (989 ) (363 ) Recoveries: Commercial and industrial 4 23 15 Commercial real estate 28 250 235 Consumer 50 138 56 Residential 2 - - Total 84 411 306 Net charge-offs (84 ) (578 ) (57 ) Provision for loan losses 1,050 2,000 1,100 Balance at end of period$ 16,590 $ 15,624 $ 15,245 Allowance for loan losses to total loans 1.11 % 1.09 % 1.35 % Net charge-offs to average total loans outstanding 0.01 % 0.04 % 0.01 % Average total loans$ 1,475,038 $ 1,299,960 $ 1,156,166 Loans 30 - 89 days past due and accruing$ 1,168 $ 1,982 $ 5,072 Loans 90 days or more past due and accruing $ 49 $ 64 $ 24 Non-accrual loans$ 3,206 $ 2,949 $ 3,171 Allowance for loan losses to non-accrual loans 5.17 x 5.30 x 4.81 x Allowance for loan losses to non-performing loans 5.10 x 5.19 x 4.77 x The allowance increased$1.0 million , or 6%, to$16.6 million atJune 30, 2022 from$15.6 million atDecember 31, 2021 due to provisioning of$1.1 million partially offset by$0.1 million in net charge-offs. The allowance for loan and lease losses increased as a percentage of total loans at 1.11% as ofJune 30, 2022 compared to 1.09% as ofDecember 31, 2021 because the growth in the allowance (6%) outpaced the growth in the total loans (4%) throughJune 30, 2022 . Loans acquired from the Merchants and Landmark mergers (performing and non-performing) were initially recorded at their acquisition-date fair values. Since there is no initial credit valuation allowance recorded under this method, the Company established a post-acquisition allowance for loan losses to record losses which may subsequently arise on the acquired loans.
PPP loans made to eligible borrowers have a 100% SBA guarantee. Given this guarantee, no allowance for loan and lease losses was recorded for these loans.
Management believes that the current balance in the allowance for loan losses is sufficient to meet the identified potential credit quality issues that may arise and other issues unidentified but inherent to the portfolio. Potential problem loans are those where there is known information that leads management to believe repayment of principal and/or interest is in jeopardy and the loans are currently neither on non-accrual status nor past due 90 days or more. During the first quarter of 2022, management increased the qualitative factors associated with its commercial, consumer, and residential portfolios related to the rise in rates that occurred during the quarter, and the adverse impact that these increased rates are anticipated to have on estimated credit losses. During the second quarter of 2022, management increased the qualitative factors associated with its commercial, consumer, and residential portfolios related to the rise in rates that occurred during the quarter, and the adverse impact that these increased rates are anticipated to have on estimated credit losses. These increases were partially offset by a reduction in the qualitative factors for the owner occupied CRE and residential RE portfolios related to the historically low delinquency observed in these portfolios. 52
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The allocation of net charge-offs among major categories of loans are as follows for the periods indicated: For the For the six six months months ended ended June 30, % of Total Net June 30, % of Total Net (dollars in thousands) 2022 Charge-offs 2021 Charge-offs Net charge-offs Commercial and industrial$ (27 ) 32 %$ (91 ) 160 % Commercial real estate 27 (32 ) 103 (181 ) Consumer (86 ) 102 (26 ) 46 Residential 2 (2 ) (43 ) 75 Total net charge-offs$ (84 ) 100 %$ (57 ) 100 % For the six months endedJune 30, 2022 , net charge-offs against the allowance totaled$84 thousand compared with net charge-offs of$57 thousand for the six months endedJune 30, 2021 , representing a$27 thousand , or 47%, increase. Net charge offs were stable as a percentage of the total loan portfolio at 0.01% for the six (6) months endedJune 30, 2022 compared with the six (6) months endedJune 30, 2021 . For a discussion on the provision for loan losses, see the "Provision for loan losses," located in the results of operations section of management's discussion and analysis contained herein. The allowance for loan losses can generally absorb losses throughout the loan portfolio. However, in some instances an allocation is made for specific loans or groups of loans. Allocation of the allowance for loan losses for different categories of loans is based on the methodology used by the Company, as previously explained. The changes in the allocations from period-to-period are based upon quarter-end reviews of the loan portfolio. Allocation of the allowance among major categories of loans for the periods indicated, as well as the percentage of loans in each category to total loans, is summarized in the following table. This table should not be interpreted as an indication that charge-offs in future periods will occur in these amounts or proportions, or that the allocation indicates future charge-off trends. When present, the portion of the allowance designated as unallocated is within the Company's guidelines: June 30, 2022 December 31, 2021 June 30, 2021 Category Category Category % of % of % of (dollars in thousands) Allowance Loans Allowance Loans Allowance Loans Category Commercial real estate$ 6,963 40 %$ 7,422 41 %$ 7,228 36 % Commercial and industrial 2,745 15 2,204 16 2,324 22 Consumer 2,770 18 2,404 18 2,497 19 Residential real estate 4,037 27 3,508 25 3,070 23 Unallocated 75 - 86 - 126 - Total$ 16,590 100 %$ 15,624 100 %$ 15,245 100 % As ofJune 30, 2022 , the commercial loan portfolio, consisting of CRE and C&I loans, comprised 59% of the total allowance for loan losses compared with 62% onDecember 31, 2021 . The commercial loan allowance allocation declined but remained higher than the commercial loan allocation (55%), due to the payoff of commercial real estate loans to a single borrower with a large specific impairment during the first quarter of 2022.
As of
As ofJune 30, 2022 , the residential loan portfolio comprised 24% of the total allowance for loan losses compared with 22% onDecember 31, 2021 . The two percentage point increase was the result of the relative increase in this loan category, which increased to 27% as ofJune 30, 2022 from 25% atDecember 31, 2021 . As ofJune 30, 2022 , the unallocated reserve, representing the portion of the allowance not specifically identified with a loan or groups of loans, was less than 1% of the total allowance for loan losses unchanged fromDecember 31, 2021 . Non-performing assets The Company defines non-performing assets as accruing loans past due 90 days or more, non-accrual loans, troubled debt restructurings (TDRs), other real estate owned (ORE) and repossessed assets. 53
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The following table sets forth non-performing assets data as of the period indicated: December 31, (dollars in thousands) June 30, 2022 2021 June 30, 2021 Loans past due 90 days or more and accruing $ 49 $ 64 $ 24 Non-accrual loans * 3,206 2,949 3,171 Total non-performing loans 3,255 3,013 3,195 Troubled debt restructurings 1,358 2,987 2,484 Other real estate owned and repossessed assets 128 434 365 Total non-performing assets $ 4,741 $
6,434 $ 6,044
Total loans, including loans held-for-sale
$ 2,414,940 $ 2,419,104 $ 1,949,233 Non-accrual loans to total loans 0.21 % 0.20 % 0.28 % Non-performing loans to total loans 0.22 % 0.21 % 0.28 % Non-performing assets to total assets 0.20 % 0.27 % 0.31 % * In the table above, the amount includes non-accrual TDRs of$0.4 million as ofJune 30, 2022 ,$0.6 million as ofDecember 31, 2021 and$0.7 million as ofJune 30, 2021 . Management routinely reviews the loan portfolio to identify loans that are either delinquent or are otherwise deemed by management unable to repay in accordance with contractual terms. Generally, loans of all types are placed on non-accrual status if a loan of any type is past due 90 or more days or if collection of principal and interest is in doubt. Further, unsecured consumer loans are charged-off when the principal and/or interest is 90 days or more past due. Uncollected interest income accrued on all loans placed on non-accrual is reversed and charged to interest income. Non-performing assets represented 0.20% of total assets atJune 30, 2022 compared with 0.27% atDecember 31, 2021 . The improvement resulted from a$1.7 million , or 26%, decrease in non-performing assets. Non-performing assets decreased due to a$1.6 million reduction in accruing troubled debt restructurings and a$0.3 million reduction in other real estate owned and repossessed assets partially offset by the$0.2 million increase in non-accrual loans. FromDecember 31, 2021 toJune 30, 2022 , non-accrual loans increased$0.3 million , or 9%, from$2.9 million to$3.2 million . The$0.3 million increase in non-accrual loans was primarily the result of$1.6 million in additions partially offset by$0.8 million in payments,$0.4 million in moves to ORE, and$0.1 million in moves to accrual. AtJune 30, 2022 , there were a total of 40 loans to 30 unrelated borrowers with balances that ranged from less than$1 thousand to$0.8 million . AtDecember 31, 2021 , there were a total of 31 loans to 28 unrelated borrowers with balances that ranged from less than$1 thousand to$0.7 million . There were two full recourse auto loans totaling$49 thousand that were over 90 days past due as ofJune 30, 2022 compared to two direct finance leases totaling$64 thousand that were over 90 days past due as ofDecember 31, 2021 . The delinquent auto loans are fully guaranteed under a formal recourse agreement with the originating auto dealer and were in process of orderly collection. The Company seeks payments from all past due customers through an aggressive customer communication process. Unless well-secured and in the process of collection, past due loans will be placed on non-accrual at the 90-day point when it is deemed that a customer is non-responsive and uncooperative to collection efforts. 54
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The composition of non-performing loans as of
Past due Gross 90 days or Non- Total non- % of loan more and accrual performing gross (dollars in thousands) balances still accruing loans loans loans Commercial and industrial$ 219,439 $ -$ 791 $ 791 0.36 % Commercial real estate: Non-owner occupied 317,884 - 717 717 0.23 % Owner occupied 259,844 - 1,285 1,285 0.49 % Construction 19,515 - - - - Consumer: Home equity installment 51,883 - - - - Home equity line of credit 55,578 - 167 167 0.30 % Auto loans 127,590 49 204 253 0.20 % Direct finance leases * 30,488 - - - - Other 7,450 - - - - Residential: Real estate 364,957 - 42 42 0.01 % Construction 35,677 - - - - Loans held-for-sale 4,011 - - - - Total$ 1,494,316 $ 49$ 3,206 $ 3,255 0.22 %
*Net of unearned lease revenue of
Payments received from non-accrual loans are recognized on a cost recovery method. Payments are first applied to the outstanding principal balance, then to the recovery of any charged-off loan amounts. Any excess is treated as a recovery of interest income. If the non-accrual loans that were outstanding as ofJune 30, 2022 had been performing in accordance with their original terms, the Company would have recognized interest income with respect to such loans of$92 thousand .
The following tables set forth the activity in TDRs for the periods indicated:
As of and for the six months ended
Accruing Non-accruing Commercial Commercial Commercial (dollars in thousands) real estate real estate & industrial Total Troubled Debt Restructures: Beginning balance$ 2,987 $ 419 $ 135$ 3,541 Additions - - - - Pay downs / payoffs (1,629 ) (61 ) (135 ) (1,825 ) Charge offs - - - - Ending balance$ 1,358 $ 358 $ -$ 1,716 Number of loans 6 1 - 7
As of and for the year ended
Accruing Non-accruing Commercial Commercial Commercial (dollars in thousands) real estate real estate & industrial Total Troubled Debt Restructures: Beginning balance$ 2,571 $ 456 $ 206$ 3,233 Additions 519 - - 519 Pay downs / payoffs (103 ) (37 ) (6 ) (146 ) Charge offs - - (65 ) (65 ) Ending balance$ 2,987 $ 419 $ 135$ 3,541 Number of loans 8 1 2 11 55
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The Company, on a regular basis, reviews changes to loans to determine if they meet the definition of a TDR. TDRs arise when a borrower experiences financial difficulty and the Company grants a concession that it would not otherwise grant based on current underwriting standards to maximize the Company's recovery. FromDecember 31, 2021 toJune 30, 2022 , TDRs declined$1.8 million , or 52%, primarily due to payoff of two commercial real estate TDRs to a single borrower totaling$1.6 million and the payoff of two C&I TDRs to a single borrower totaling$0.1 million . AtDecember 31, 2021 , there were a total of 11 TDRs by 8 unrelated borrowers with balances that ranged from$50 thousand to$1.3 million , and atJune 30, 2022 , there were a total of 7 TDRs by 6 unrelated borrowers with balances that ranged from$89 thousand to$0.5 million . Loans modified in a TDR may or may not be placed on non-accrual status. AtJune 30, 2022 , there was one TDR totaling$0.4 million that was on non-accrual status compared to three TDRs totaling$0.6 million atDecember 31, 2021 .
Foreclosedassets held-for-sale
FromDecember 31, 2021 toJune 30, 2022 , foreclosed assets held-for-sale (ORE) declined from$434 thousand to$128 thousand , a$306 thousand decrease, which was primarily attributed to two ORE properties totaling$283 thousand that were sold during the first quarter. One property totaling$437 thousand was also added to ORE and sold during the first quarter. The following table sets forth the activity in the ORE component of foreclosed assets held-for-sale: June 30, 2022 December 31, 2021 (dollars in thousands) Amount # Amount #
Balance at beginning of period
6 Additions 437 1 969 7 Pay downs (6 ) - Write downs (17 ) (16 ) Sold (720 ) (3 ) (775 ) (8 ) Balance at end of period$ 128 3$ 434 5 As ofJune 30, 2022 , ORE consisted of three properties securing loans to three unrelated borrowers totaling$128 thousand . Two properties ($127 thousand ) to two unrelated borrowers were added in 2021 and one property ($1 thousand ) was added in 2017. Of the three properties, one property is under agreement of sale and two properties are listed for sale.
As of
Cash surrender value of bank owned life insurance
The Company maintains bank owned life insurance (BOLI) for a chosen group of employees at the time of purchase, namely its officers, where the Company is the owner and sole beneficiary of the policies. BOLI is classified as a non-interest earning asset. Increases in the cash surrender value are recorded as components of non-interest income. The BOLI is profitable from the appreciation of the cash surrender values of the pool of insurance and its tax-free advantage to the Company. This profitability is used to offset a portion of current and future employee benefit costs. As a result of the Landmark acquisition, the Company acquired$7.2 million in BOLI during the third quarter of 2021. The BOLI cash surrender value build-up can be liquidated if necessary, with associated tax costs. However, the Company intends to hold this pool of insurance, because it provides income that enhances the Company's capital position. Therefore, the Company has not provided for deferred income taxes on the earnings from the increase in cash surrender value. Premises and equipment Net of depreciation, premises and equipment increased$1.5 million during the first six months of 2022. The Company purchased$0.3 million in fixed assets and added$3.6 million in construction in process during the first half of 2022. The increase in construction in process was primarily due to the purchase of theScranton Electric Building for a new headquarters inScranton, PA. These increases were partially offset by$1.1 million in depreciation expense and$1.2 million in transfers to other assets held-for-sale. The Company expects to begin branch remodeling and corporate headquarters planning which may continue to increase construction in process and is evaluating its branch network looking for consolidation that makes sense for more efficient operations. OnDecember 23, 2020 , theCommonwealth of Pennsylvania authorized the release of$2.0 million in Redevelopment Assistance Capital Program (RACP) funding for the Company's headquarters project inLackawanna County . OnDecember 2, 2021 , the Company announced it would be receiving an additional$2.0 million in RACP funding in support of the project. The$4.0 million in total RACP grant funds will be allocated to the renovation and rehabilitation of the historic building located in downtownScranton which will be used for the new corporate headquarters. The Company currently expects net remaining costs for the corporate headquarters to be$15.8 million over approximately two years beginning during the fourth quarter of 2022. In addition, the Company intends to pursue a federal historic preservation tax credit which, if it qualifies, would provide a 20% tax credit on qualified improvements on the historic property. 56
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The Company is planning to open a new branch and administrative office forLuzerne County inWilkes-Barre in October and is currently renovating the new location for theBethlehem branch. The Company also plans to remodel theMain Branch located inDunmore, PA which is expected to begin inAugust 2022 and estimated costs for the project are currently$3 million . Other assets During the first six months of 2022, the$17.1 million increase in other assets was due mostly to a$16.2 million increase in deferred tax assets from net unrealized losses in the investment portfolio,$0.6 million increase in other assets held-for-sale and$0.5 million increase in prepaid dealer reserve. Funds Provided: Deposits The Company is a community based commercial depository financial institution, memberFDIC , which offers a variety of deposit products with varying ranges of interest rates and terms. Generally, deposits are obtained from consumers, businesses and public entities within the communities that surround the Company's 22 branch offices and all deposits are insured by theFDIC up to the full extent permitted by law. Deposit products consist of transaction accounts including: savings; clubs; interest-bearing checking; money market and non-interest bearing checking (DDA). The Company also offers short- and long-term time deposits or certificates of deposit (CDs). CDs are deposits with stated maturities which can range from seven days to ten years. Cash flow from deposits is influenced by economic conditions, changes in the interest rate environment, pricing and competition. To determine interest rates on its deposit products, the Company considers local competition, spreads to earning-asset yields, liquidity position and rates charged for alternative sources of funding such as short-term borrowings and FHLB advances. The following table represents the components of deposits as of the date indicated: June 30, 2022 December 31, 2021 (dollars in thousands) Amount % Amount % Interest-bearing checking$ 688,275 31.0 %$ 730,595 33.7 % Savings and clubs 245,297 11.1 234,747 10.8 Money market 547,957 24.7 475,447 21.9 Certificates of deposit 125,108 5.6 138,793 6.4 Total interest-bearing 1,606,637 72.4 1,579,582 72.8 Non-interest bearing 610,987 27.6 590,283 27.2 Total deposits$ 2,217,624 100.0 %$ 2,169,865 100.0 % Total deposits increased$47.8 million , or 2%, remaining at approximately$2.2 billion atJune 30, 2022 andDecember 31, 2021 . During the second quarter of 2022, the Company accepted$52 million from various wealth managed trust accounts into a bank pledged money market account which increased total deposits. Money market accounts grew$72.5 million primarily due to the$51.8 million from trust accounts along with a$24.0 million transfer from an interest-bearing checking account. Non-interest bearing checking accounts increased$20.7 million , including a$7.5 million seasonal temporary deposit from one business customer. The remaining growth in non-interest bearing checking balances was due to increases in business checking accounts. Savings and clubs also increased$10.5 million due to personal savings growth. Interest-bearing checking accounts decreased$42.3 million during the first half of 2022. The decrease in interest-bearing checking accounts was primarily due to the aforementioned$24.0 million transfer to money market and seasonal activity in public accounts. The Company focuses on obtaining a full-banking relationship with existing checking account customers as well as forming new customer relationships. The Company will continue to execute on its relationship development strategy, explore the demographics within its marketplace and develop creative programs for its customers. For the remainder of 2022, the Company expects deposit balances to decline as clients transfer their deposits to investments to earn higher interest. Seasonal public deposit fluctuations are expected to remain volatile and at times may partially offset future deposit growth. Partially offsetting these non-maturing deposit increases, CDs decreased$13.7 million during the first half of 2022. CD balances continue to decline as rates lagged capital market rate increases and CDs with promotional rates reached maturity. The majority of maturing CDs were closed as customers could earn higher yields by investing the money elsewhere. The Company will continue to pursue strategies to grow and retain retail and business customers with an emphasis on deepening and broadening existing and creating new relationships. The Company uses the Certificate of Deposit Account Registry Service (CDARS) reciprocal program and Insured Cash Sweep (ICS) reciprocal program to obtainFDIC insurance protection for customers who have large deposits that at times may exceed theFDIC maximum insured amount of$250,000 . The Company did not have any CDARs as ofJune 30, 2022 andDecember 31, 2021 . As ofJune 30, 2022 andDecember 31, 2021 , ICS reciprocal deposits represented$25.3 million and$27.6 million , or 1% each, of total deposits which are included in interest-bearing checking accounts in the table above. The$2.3 million decrease in ICS deposits is primarily due to business deposit transfers from ICS accounts to other interest-bearing checking accounts. 57
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As ofJune 30, 2022 , total uninsured deposits were estimated to be$995.5 million . The estimate of uninsured deposits is based on the same methodologies and assumptions used for regulatory reporting requirements. The Company aggregates deposit products by taxpayer identification number and classifies into ownership categories to estimate amounts over theFDIC insurance limit.
The maturity distribution of certificates of deposit that meet or exceed the
(dollars in thousands) Three months or less$ 1,757 More than three months to six months 9,656 More than six months to twelve months 3,220 More than twelve months 5,444 Total$ 20,077 Approximately 44% of the CDs, with a weighted-average interest rate of 0.28%, are scheduled to mature in 2022 and an additional 38%, with a weighted-average interest rate of 0.31%, are scheduled to mature in 2023. Renewing CDs are currently expected to re-price to lower market rates depending on the rate on the maturing CD, the pace and direction of interest rate movements, the shape of the yield curve, competition, the rate profile of the maturing accounts and depositor preference for alternative, non-term products. The Company plans to address repricing CDs in the ordinary course of business on a relationship basis and is prepared to match rates when prudent to maintain relationships. Growth in CD accounts is challenged by the current and expected rate environment and clients' preference for short-term rates. The Company will develop CD promotional programs when the Company deems that it is economically feasible to do so or when demand exists. The Company will consider the needs of the customers and simultaneously be mindful of the liquidity levels, borrowing rates and the interest rate sensitivity exposure of the Company. Short-term borrowings
Borrowings are used as a complement to deposit generation as an alternative
funding source whereby the Company will borrow under advances from the FHLB of
Short-term borrowings may include overnight balances with FHLB line of credit and/or correspondent bank's federal funds lines which the Company may require to fund daily liquidity needs such as deposit outflow, loan demand and operations. There was$10 thousand in short-term borrowings as ofJune 30, 2022 and$0 as ofDecember 31, 2021 as growth in deposits funded asset growth. If deposit balances decline, the Company may need to use short-term borrowings to fund loan growth for the second half of 2022. As ofJune 30, 2022 , the Company had the ability to borrow$111.6 million from theFederal Reserve borrower-in-custody program,$145.9 million in overnight borrowings with the FHLB and$31.0 million from lines of credit with correspondent banks. Secured borrowings
As of
FHLB advances The Company had no FHLB advances as ofJune 30, 2022 andDecember 31, 2021 . During the first quarter of 2021, the Company paid off$5 million in FHLB advances with a weighted average interest rate of 3.07%. During the third quarter of 2021, the Company acquired$4.5 million in FHLB advances from the Landmark merger that was subsequently paid off. As ofJune 30, 2022 , the Company had the ability to borrow an additional$595.2 million from the FHLB, including any overnight borrowings. The Company does not expect to have any FHLB advances in 2022.
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