2018 ANNUAL REPORT
building solid foundations
First Bankers Trustshares, Inc.
2018 Annual Report
Table of Contents
Corporate Information ............................................................................. 1
Board of Director Committees ................................................................ 2
Letter to Shareholders ............................................................................. 3
Selected Financial Data....................................................................... 4-5
Management’s Reports ....................................................................... 6-8
Management’s Discussion and Analysis of
Financial Condition and Results of Operations ................................ 9-13
Independent Auditor’s Report .............................................................. 14
Consolidated Financial Statements
Balance Sheets ..................................................................................... 15
Statements of Income .......................................................................... 16
Statements of Comprehensive Income ............................................... 17
Statements of Changes in Stockholders’ Equity ................................. 18
Statements of Cash Flows ............................................................... 19-20
Notes to Consolidated Financial Statements ................................. 21-44
Board of Directors ................................................................................. 45
Officers .................................................................................................. 46
CCorporate Description
First Bankers Trustshares, Inc. (FBTI) is a bank holding company for First
Bankers Trust Company, N.A., First Bankers Trust Services, Inc., FBIL
Statutory Trust II and FBIL Statutory Trust III. The Company was incorporated
on August 25, 1988 and is headquartered in Quincy, Illinois.
First Bankers Trustshares’ mission, through its subsidiaries, is to provide
comprehensive financial products and services to its retail, institutional, and
corporate customers.
First Bankers Trust Company, N.A. , a community-oriented financial institution
which traces its beginnings to 1946, operates 10 banking facilities in Adams,
Hancock, McDonough, Sangamon and Schuyler counties in West Central
Illinois.
First Bankers Trust Services, Inc. is a national provider of fiduciary services to
individual retirement accounts, personal trusts, and employee benefit trusts.
The Trust Company is headquartered in Quincy, Illinois and operates facilities
in Hinsdale, IL, St. Peters, MO, Phoenix, AZ, Philadelphia, PA and Atlanta, GA.
FBIL Statutory Trust II and FBIL Statutory Trust III were capitalized in
September 2003 and August 2004, respectively, for the purpose of issuing
Company Obligated Mandatorily Redeemable Preferred Securities.
For additional financial information contact:
Brian A. Ippensen, Treasurer
First Bankers Trustshares, Inc.
(217) 228-8000
Stockholder Information
Common shares authorized:
Common shares outstanding as of
December 31, 2018:
Certificate holders of record:
*As of December 31, 2018
6,000,000
3,087,488
221*
Inquiries regarding transfer requirements, lost certificates, changes of
address and account status should be directed to the corporation’s transfer
agent:
AST Shareholder Services
6201 15th Avenue
Brooklyn, NY 11219
Corporate Address
First Bankers Trustshares, Inc.
1201 Broadway
P.O. Box 3566
Quincy, IL 62305
Independent Auditors
RSM US LLP
201 First Street, Suite 800
Cedar Rapids, IA 52401
General Counsel
Norton Rose Fulbright US LLP
2200 Ross Avenue, Suite 3600
Dallas, TX 75201-2784
Corporate Information
First Bankers Trustshares, Inc. Board of Directors
David E. Connor
Chairman Emeritus, First Bankers Trustshares, Inc.
Donald K. Gnuse
Board Member Emeritus, First Bankers Trustshares, Inc.
Carl Adams, Jr.
President, Illinois Ayers Oil Company
Scott A. Cisel
Retired, President/Chairman/CEO Ameren Illinois
William D. Daniels
Chairman of the Board, First Bankers Trustshares, Inc.
Chairman of the Board, First Bankers Trust Company, N.A.
Member, Harborstone Group, LLC
Mark E. Freiburg
Owner, Freiburg Insurance Agency & Freiburg Development
President, Freiburg, Inc.
Charles M. Gnuse
President/CEO, United State Bank Lewistown, MO.
Arthur E. Greenbank
Retired; Former President/CEO, First Bankers Trust Company, N.A.
and First Bankers Trustshares, Inc.
Phyllis J. Hofmeister
Secretary, Robert Hofmeister Farm
John E. Laverdiere
President, Laverdiere Construction, Inc.
Vice President/Manager, LCI Concrete, Inc.
Steven E. Siebers
Secretary of the Board, First Bankers Trustshares, Inc.
Secretary of the Board, First Bankers Trust Company, N.A.
Secretary of the Board, First Bankers Trust Services, Inc.
Attorney at Law, Scholz, Loos, Palmer, Siebers & Duesterhaus
Kemia M. Sarraf, M. D., M.P.H.
President & Founder of genHKids Inc.
CEO, Lodestar Consulting and Executive Coaching
Allen W. Shafer
President/CEO, First Bankers Trust Company, N.A.
President/CEO, First Bankers Trustshares, Inc.
Dennis R. Williams
Chairman of the Board, Quincy Media, Inc.
Executive Officers
Allen W. Shafer, President and CEO
Brian A. Ippensen, Treasurer
Steven E. Siebers, Secretary
First Bankers Trustshares, Inc. Stock Prices
(For the three months period ended)
12/31/18 9/30/18 6/30/18 3/31/18 12/31/17
Market Value
High
Low
$35.80
$37.95
$37.05
$36.00
$31.00
$30.01
$35.00
$35.50
$31.25
$28.00
Period End Close
$32.00
$35.79
$37.00
$35.50
$30.75
The following companies make a market in FBTI common stock:
Raymond James
225 S. Riverside Plaza
7th Floor
Chicago, IL 60606
(800) 800-4693
Wells Fargo Advisors FIG Partners, LLC
510 Maine, 9th Floor 628 Shrewsbury Ave.
Quincy, IL 62301
(800) 223-1037 Tinton, NJ 07701
(844) 273-2189
Suite F
Stifel Nicolas & Co., Inc.
227 W. Monroe, Suite 1850
Chicago, IL 60606
(800) 745-7110
Monroe Securities, Inc.
100 N. Riverside Plaza, Suite 1620
Chicago, IL 60606
(312) 327-2530
1
Board of Director Committees
The Audit and the Governance Compensation Committees are chaired by a board member. They are given the necessary resources to lead
their committees, monitor the committee actions, and report to the full Board the committee’s activities. The committees are staffed with
employees who have been carefully chosen to support the Board member chairperson and provide the expertise and support to allow the
committee to accomplish its objective.
TTHE COMMITTEES
1. Audit Committee
Chair: Dennis R. Williams
Board Members: Arthur E. Greenbank, Phyllis J. Hofmeister and Kemia M. Sarraf, M.D., M.P.H.
This committee is a Holding Company committee. The Audit Committee reaches into the entire organization in its purpose to ensure
policies, procedures, and regulations are appropriately being carried out. This committee monitors the accuracy of financial
reporting and the implementation of controls designed to mitigate risks inherent in financial institutions. The committee meets bi-
monthly or more frequently if need be. The committee provides oversight throughout all the companies including the Bank, the Trust
Company and the Holding Company. This is only one of two committees with this breadth of reach. The committee reports to Board
of Directors of all three companies.
2. Governance And Compensation Committee (HR)
Chair: Scott A. Cisel
Board Members: Carl Adams, Jr., William D. Daniels and Steven E. Siebers
This is a Holding Company committee. This committee exists to provide governance and uniformity to personnel related issues,
where possible. They review compensation, benefits and all other human resource policies applicable to the three companies. This
committee meets twice a year, unless otherwise needed.
2
Letter to Shareholders
Dear Shareholders of First Bankers Trustshares, Inc.,
In 2018, First Bankers Trustshares, Inc. produced the third largest net income in its history earning
$8,382,000.
The following pages will show contributions made by both companies. First Bankers Trust
Services, Inc. (Trust) ended the year with assets under management of over $9.8 billion and
serves clients nationwide. First Bankers Trust Company, N.A. (Bank) ended 2018 with $918
million in assets and serves customers in West Central Illinois. Both of these companies provide
state of the art products and services which enables our customers to efficiently conduct their
business. We continuously strive to make the customer experience better, faster, and easier.
With great people supported by strong systems and technology, we are confident that First
Bankers Trustshares, Inc. will continue to grow and flourish. The Bank and the Trust Company will
continue to be a vital part of the communities we serve, building and strengthening relationships
with new and existing customers.
We look forward to talking with you at the annual meeting on Tuesday, May 14, 2019. The
meeting will be held at the Corporate Headquarters at 1201 Broadway, Quincy, Illinois. The
meeting will begin at 9:00 a.m.
In closing, we want to take this opportunity to thank you for your continued confidence in First
Bankers Trustshares, Inc.
William D. Daniels
Chairman of the Board
Allen W. Shafer
President and CEO
William D. Daniels
Chairman of the Board
First Bankers Trustshares, Inc.
Allen W. Shafer
President and CEO
First Bankers Trustshares, Inc.
3
Selected Financial Data
(Amount in thousands of dollars, except per share data statistics)
Year Ended December 31,
22018
2017
2016
2015
2014
2013
PPER F OR MA NCE
Net income
Common stock cash dividends paid
Common stock cash dividend payout ratio 1
Return on average assets 1
$
8,382
$
7,392
$
9,145
$
8,983
$
7,245
$
5,695
$
1,852
$
1,728
$
1,602
$
1,478
$
1,355
$
1,325
22.10%
0.89%
23.38%
0.80%
17.55%
1.01%
16.64%
1.02%
18.96%
0.87%
23.27%
0.70%
Return on average common stockholders’ equity 2
9.40%
8.88%
11.95%
12.95%
11.48%
9.79%
.
.
PPER COMMON SHA R E
EEa r ni ngs, ba si c a nd di l ute d
Dividends (paid) on common stock
Book value 3
Stock price
High
Low
Close
$
2.72
$
2.40
$
2.96
$
2.89
$
2.32
$
1.82
$
0.60
$
0.56
$
0.52
$
0.48
$
0.44
$
0.43
$
29.79
$
27.67
$
25.87
$
23.49
$
21.09
$
19.22
$
37.95
$
31.00
$
30.00
$
24.60
$
24.00
$
23.33
$
30.01
$
25.95
$
23.00
$
22.61
$
18.90
$
17.43
$
32.00
$
30.75
$
30.00
$
23.65
$
22.76
$
19.00
Price/Earnings per share (at period end)
Market price/Book value (at period end)
11.8
1.07
12.8
1.11
10.1
1.16
8.2
1.01
9.8
1.08
10.4
0.99
Weighted average number of shares outstanding
3,087,488
3,086,805
3,079,556
3,079,521
3,079,521
3,079,521
AA T DECEMB ER 31,
Assets
Investment securities
Loans held for sale
Loans (prior to allowance)
Deposits
Short-term borrowings and Federal Home
Loan Bank advances
Junior subordinated debentures
Preferred stock
Stockholders’ equity 4
Total equity to total assets 4
Common Equity Tier 1 capital ratio (risk based) 5
Tier 1 capital ratio (risk based)
Total capital ratio (risk based)
Leverage ratio
$
930,044
$
942,949
$
930,935
$
906,672
$
842,305
$
775,640
357,311
371,168
329,796
301,795
298,042
274,227
38
480,792
733,435
88,559
10,310
-
42
506,341
756,833
80,394
10,310
-
107
513,798
727,445
104,407
10,310
-
118
511,932
717,464
83,278
10,310
10,000
87
475,534
667,668
77,048
10,310
10,000
88
442,498
627,789
60,934
10,310
10,000
$
91,968
$
85,438
$
79,839
$
82,326
$
74,952
$
69,193
9.89%
14.89%
16.58%
17.84%
10.50%
9.06%
13.28%
14.90%
16.16%
9.94%
8.58%
12.37%
13.98%
15.24%
9.34%
9.08%
10.89%
14.05%
15.30%
10.11%
8.90%
8.92%
-
13.90%
14.97%
9.67%
-
13.59%
14.66%
9.39%
Note: A 3-for-2 common stock split occurred on August 26, 2013. All common shares reported, including per share data, in this annual report
have been retroactively adjusted for this split as if it occurred at the beginning of the earliest period presented.
1 Excludes preferred stock dividends/accretion.
2 Return on average common stockholders’ equity is calculated by dividing net income, excluding preferred stock dividends/accretion, by average common stockholders’
equity. Common stockholders’ equity is defined as equity less preferred stock and accumulated other comprehensive income or loss.
3 Book value per share is calculated by dividing stockholders’ equity, excluding preferred stock and accumulated other comprehensive income or loss, by outstanding
common shares.
4 Stockholders’ equity includes preferred stock and excludes accumulated other comprehensive income or loss.
5 Common Equity Tier 1 ratio was created by BASEL III regulatory changes, which went into effect in January 2015.
4
Selected Financial Data
1.20%
1.00%
0.80%
0.60%
0.40%
0.20%
0.00%
$3.50
$3.00
$2.50
$2.00
$1.50
$1.00
$0.50
$0.00
1.45x
1.25x
1.05x
0.85x
0.65x
0.45x
0.25x
Return on Average Assets
Return on Average Common
Equity
0.87%
0.70%
1.02% 1.01%
0.89%
0.80%
11.48%
12.95%
11.95%
9.79%
8.88% 9.40%
15.00%
10.00%
5.00%
0.00%
2013
2014
2015
2016
2017
2018
2013
2014
2015
2016
2017
2018
Earnings Per Share
Price/Earnings Multiples
$2.89
$2.96
$2.72
$2.40
$2.32
$1.82
10.40x
9.80x
10.10x
8.20x
12.80x
11.80x
14.00x
12.00x
10.00x
8.00x
6.00x
4.00x
2.00x
0.00x
2013
2014
2015
2016
2017
2018
2013
2014
2015
2016
2017
2018
Market Price to Book Value
Loan/Deposit Growth
0.99x
1.08x
1.01x
1.16x
1.11x
1.07x
800
700
600
500
400
300
200
100
$628
$668
$717
$727
$757
$733
$442
$476
$512
$514
$506
$481
2013
2014
2015
2016
2017
2018
2013
2014
2015
2016
2017
2018
5
Management’s Report on Internal Controls over Financial Reporting
To the Stockholders:
Management of First Bankers Trustshares, Inc. has prepared and is responsible for the integrity and consistency of the financial
statements and other related information contained in this Annual Report. In the opinion of Management, the financial
statements, which necessarily include amounts based on management estimates and judgments, have been prepared in
conformity with accounting principles generally accepted in the United States of America and appropriate to the circumstances.
In meeting its responsibilities, First Bankers Trustshares, Inc. maintains a system of internal controls and procedures designed to
provide reasonable assurance that assets are safeguarded, that transactions are executed in accordance with established
policies and practices, and that transactions are properly recorded so as to permit preparation of financial statements that fairly
present financial position and results of operations in conformity with accounting principles generally accepted in the United
States of America. Internal controls and procedures are augmented by written policies covering standards of personal and
business conduct and an organizational structure providing for division of accountability and authority.
The effectiveness of, and compliance with, established control systems are monitored through a continuous program of internal
audit, account review, and external audit. In recognition of the cost-benefit relationships and inherent control limitations, some
features of the control systems are designated to detect rather than prevent errors, irregularities and departures from approved
policies and practices. Management believes the system of controls has prevented or detected on a timely basis, any occurrences
that could be material to the financial statements and that timely corrective action has been initiated when appropriate.
First Bankers Trustshares, Inc. engaged the accounting firm of RSM US LLP as Independent Auditors to render an opinion on the
consolidated financial statements. To the best of our knowledge, the Independent Auditors were provided with access to all
information and records necessary to render their opinion.
The Board of Directors exercises its responsibility for the financial statements and related information through the Audit
Committee, which is composed entirely of outside directors. The Audit Committee meets regularly with Management, the internal
auditing manager and staff, and the Independent Auditors to assess the scope of the annual audit plan and to discuss audit,
internal control and financial reporting issues. Among the many items discussed are major changes in accounting policies and
reporting practices. The Independent Auditors also meet with the Audit Committee to afford them the opportunity to discuss
adequacy of compliance with established policies and procedures and the quality of financial reporting.
Allen W. Shafer
President/CEO
Brian A . Ippensen
Treasurer
6
Management’s Report on First Bankers Trust Company
First Bankers Trust Company, National Association Corporate Statement
First Bankers Trust Company, N. A. is a leader in the financial industry offering services to the
people, farmers, businesses, and public entities of West Central Illinois. We do this through our
state of the art electronic services and our ten branch locations. Through deposits from the
general public and other borrowing and funds, we provide home mortgages, consumer, business,
and agriculture loans.
This past year has been rewarding and challenging. We have invested in the infrastructure to
support our business for the future. We conducted a complete evaluation of our core computer
system in order to better serve our customers and bankers. We have developed performance
scorecards and detailed branch budgets to better measure our progress. We have addressed
isolated credit problems, and more importantly we have strengthened our credit process to reduce
the likelihood of similar credit problems in the future. We have emphasized cross training and the
use of cross functional teams to increase productivity and be more responsive to the market
place.
Many of our actions will not produce immediate results, but they do positon us for future success.
We are blessed with an outstanding team who are dedicated to serving our customers and
communities. I am thankful to be working with such a great group of people. First Bankers Trust
Company has a very bright and exciting future.
Thank you for your support and continued confidence in First Bankers Trust Company.
Allen W. Shafer
President/CEO
Allen W. Shafer
President/CEO
First Bankers Trust Company, N. A.
7
Management’s Report on First Bankers Trust Services, Inc.
First Bankers Trust Services, Inc. Corporate Statement
First Bankers Trust Services, Inc. is a leading, national provider of custody and fiduciary services to
individuals and corporate clients. We specialize in trustee services for employee benefit and
personal trust accounts, custody services for individual retirement and savings accounts, and farm
services and management for land owners. As of December 31, 2018, assets under management
were $9.8 billion from our 1700+ client relationships. Our Farm Services division managed nearly
26,000 acres in the Midwest.
In 2018, FBTS returned to solid financial results as we saw increased activities from Employee
Benefits, Personal Trust and Farm Services groups. For more than 6 decades, FBTS and its staff
have worked with thousands of clients, with great pride and loyalty. We are committed to
providing services nationally and meeting our clients at their locale.
We look forward to the challenges of a new year and continued success of our organization.
Brian A. Ippensen
President/CEO
Brian A. Ippensen
President/CEO
First Bankers Trust Services, Inc.
8
Management’s Discussion and Analysis
of Financial Condition and Results of Operations
The Company attracts deposits from the general public and uses
such deposits, together with borrowings and other funds, to
originate one-to-four family residential mortgage loans, consumer
loans, business loans and agricultural loans in its primary market
area. The Company also invests in investment securities consisting
primarily of U.S. government or agency obligations, mortgage-
backed securities, financial institution certificates of deposit, and
other liquid assets. In addition, the Company conducts Trust
Operations nationwide through its sales representatives.
The Company’s goal is to achieve consistently high levels of earning
assets and loan/deposit ratios while maintaining effective expense
control and high customer service levels. The term “high level”
means the ability to profitably increase earning assets. As deposits
have become fully deregulated, sustained earnings enhancement
has focused on “earning asset” generation. The Company will focus
on lending money profitably, controlling credit quality, net interest
margin, operating expenses and on generating fee income from
trust and banking operations.
IIntroduction
The following discussion of the financial condition and results of
operations of First Bankers Trustshares, Inc. provides an analysis of
the consolidated financial statements and focuses upon those
factors which had a significant influence on the overall 2018
performance.
The discussion should be read in conjunction with the Company’s
consolidated financial statements and notes thereto appearing
elsewhere in this Annual Report.
The Company was incorporated on August 25, 1988, and acquired
First Midwest Bank/M.C.N.A. (the Bank) on June 30, 1989. The
Bank acquisition was accounted for using purchase accounting.
Prior to the acquisition of the Bank, the Company did not engage in
any significant business activities.
Financial Management
The business of the Company is that of a community-oriented
financial institution offering a variety of financial services to meet
the needs of the communities it serves.
Consolidated Assets (Amounts in Thousands of Dollars)
A s s e t s
Cash and due fro m banks:
No n-interest bearing
Interest bearing
Securities
Federal funds so ld
Lo ans held fo r sale
Net lo ans
Other assets
TOTA L
2 0 18
C ha nge
2017
Change
2016
2015
2014
2013
5 Year
Change
$
9 ,0 14
( 2 9 .16 %)
$
12,725
(14.72%)
$
14,922
$
10,582
$
11,307
$
10,677
(15.58%)
2 8 ,6 16
12 2 .6 2
12,854
(42.38)
3 5 7 ,3 11
( 3 .7 3 )
371,168
12.54
16 ,7 0 6
5 4 0 .5 7
3 8
4 6 7 ,9 9 3
5 0 ,3 6 6
( 9 .5 2 )
( 5 .8 8 )
8 .7 5
2,608
42
497,238
46,314
(73.90)
(60.75)
(1.62)
(4.24)
14,548
6,543
337.35
22,308
329,796
9,994
107
36,748
301,795
8,421
118
298,042
274,227
5,006
87
1,817
88
505,444
503,267
467,357
435,247
48,364
45,741
45,958
47,041
30.30
819.43
(56.82)
7.52
7.07
$
9 3 0 ,0 4 4
( 1.3 7 %)
$
942,949
1.29%
$
930,935
$
906,672
$
842,305
$
775,640
19.91%
Lia bilit ie s & S t o c k ho lde rs ' E quit y
Depo sits
Sho rt-term bo rro wings
Federal Ho me Lo an B ank advances
Junio r Subo rdinated Debentures
Other liabilities
Sto ckho lders’ equity
TOTA L
$
7 3 3 ,4 3 5
( 3 .0 9 %)
$
756,833
4.04%
$
727,445
$
717,464
$
667,668
$
627,789
16.83%
8 8 ,5 5 9
10 .16
80,394
15.83
-
10 ,3 10
8 ,5 9 4
8 9 ,14 6
-
-
( 6 .0 4 )
3 .3 4
-
(100.00)
10,310
9,146
86,266
-
3.27
7.94
69,407
35,000
10,310
8,856
79,917
83,278
77,048
60,934
45.34
-
10,310
9,385
86,235
-
10,310
8,229
79,050
-
10,310
6,641
69,966
-
0.00
29.41
27.41
$
9 3 0 ,0 4 4
( 1.3 7 %)
$
942,949
1.29%
$
930,935
$
906,672
$
842,305
$
775,640
19.91%
9
Management’s Discussion and Analysis
of Financial Condition and Results of Operations
At December 31, 2018, the company had assets of $930,044,000
compared to $942,949,000 at December 31, 2017. The decrease
in assets is primarily made up of a decline in net loans of
$29,245,000 (5.88%) and a decrease in securities of $13,857,000
(3.73%). This was partially offset by a $12,051,000 (47.11%)
increase in cash and due from banks and a $14,098,000
(540.57%) increase in fed funds sold. The excess cash funded a
$23,398,000 decrease in deposits.
Approximately $23,755,000 of fixed rate long-term residential real
estate loans were sold in the secondary market during 2018 while
$32,206,000 were sold in 2017. Agricultural real estate loans
totaling approximately $2,741,000 were sold in the secondary
market during 2018, while $3,347,000 were sold in 2017.
Management continues to place emphasis on the quality versus the
quantity of the credits placed in the portfolio.
In addition to lending, the Company has focused on maintaining and
enhancing high levels of fee income for its existing services and new
services. Generation of fee income will be a goal of the Company
and should be a source of continued revenues in the future.
RResults of Operations Summary
The Company’s earnings are primarily dependent on net interest
income, the difference between interest income and interest
expense. Interest income is a function of the balances of loans,
securities and other interest earning assets outstanding during the
period and the yield earned on such assets. Interest expense is a
function of the balances of deposits and borrowings outstanding
during the same period and the rates paid on such deposits and
borrowings. The Company’s earnings are also affected by provisions
for loan losses, service charges, trust income, other non-interest
income and expense and income taxes. Non-interest expense
consists primarily of employee compensation and benefits,
occupancy and equipment expenses and general and administrative
expenses.
Prevailing economic conditions as well as federal regulations
concerning monetary and fiscal policies as they pertain to financial
institutions significantly affect the Company. Deposit balances are
influenced by a number of factors including interest rates paid on
competing personal investments and the level of personal income
and savings within the institution’s market. In addition, growth of
deposit balances is influenced by the perceptions of customers
regarding the stability of the financial services industry. Lending
activities are influenced by the demand for housing, competition
from other lending institutions, as well as interest rate levels. The
primary sources of funds for lending activities include deposits, loan
payments, borrowings and funds provided from operations.
For the year ended December 31, 2018, the Company reported
consolidated net income of $8,382,000, a $990,000 (13.39%)
increase from 2017. Net interest income increased $741,000
(2.85%), other non-interest income increased $345,000 (2.01%),
other non-interest expenses decreased $2,441,000 (8.19%), and
income tax expense decreased $1,763,000 (47.05%). This helped
offset the increase in provision for loan losses of $4,300,000
(191.11%).
Analysis of Net Income
The Company’s assets are primarily comprised of interest earning
assets including commercial, agricultural, consumer and real estate
loans, as well as federal funds sold, interest bearing deposits in
securities. Average earning assets equaled
banks and
$898,214,000 for the year ended December 31, 2018. A
combination of interest bearing and non-interest bearing deposits,
securities sold under agreement to repurchase, other borrowings
and capital funds are employed to finance these assets.
Consolidated Income Summary (Amounts in Thousands of Dollars)
2018
Change
2017
Change
2016
2015
2014
2013
Growth Rate
Interest income
Interest expense
$
332, 075
6. 42%
$
30,141
3.02%
$
29,257
$
28,098
$
26,947
$
25,219
27.19%
((5, 334)
28. 81%
(4,141)
2.58%
(4,037)
(4,058)
(4,145)
(5,525)
(3.46)%
Net interest income
$
226, 741
2. 85%
$
26,000
3.09%
$
25,220
$
24,040
$
22,802
$
19,694
35.78%
Provision for loan losses
((6, 550)
191. 11%
(2,250)
275.00%
(600)
(675)
(1,170)
(1,440)
354.86%
5 Year
Net interest income after
provision for loan losses
$
20, 191
(14. 99)%
$
23,750
(3.53)%
$
24,620
$
23,365
$
21,632
$
18,254
Other income
Other expenses
117, 524
2. 01%
17,179
(3.20)%
17,747
16,995
14,432
13,814
((27, 349)
(8. 19)%
(29,790)
4.58%
(28,485)
(27,600)
(25,707)
(24,466)
11.78%
Income before taxes
$
110, 366
(6. 94)%
$
11,139
(19.76)%
$
13,882
$
12,760
$
10,357
$
7,602
36.36%
Income tax expense
((1, 984)
(47. 05)%
(3,747)
(20.90)%
(4,737)
(3,777)
(3,112)
(1,907)
4.04%
NET INCOME
$
88, 382
13. 39%
$
7,392
(19.17)%
$
9,145
$
8,983
$
7,245
$
5,695
47.18%
10
10.61%
26.86%
Management’s Discussion and Analysis
of Financial Condition and Results of Operations
loan
in the provision for
The amounts recorded
losses are
determined from management’s quarterly evaluation of the quality
of the loan portfolio. In this review, such factors as the volume and
character of the loan portfolio, general economic conditions and
past loan loss experience are considered. Management believes
that the allowance for loan losses is adequate to provide for
possible losses in the portfolio as of December 31, 2018.
Other Income
Other income may be divided into two broad categories – recurring
and non-recurring. Trust fees and service charges on deposit
income.
accounts are the major sources of recurring other
Investment securities gains and other income vary annually. Other
income
the period ended December 31, 2018 was
$17,524,000, an increase of $345,000 (2.01%) from 2017. This is
primarily attributed to an increase in other income of $348,000.
for
Other Expense
Other expense for the period ended December 31, 2018 totaled
$27,349,000, a decrease of $2,441,000 (8.19%) from 2017.
Salaries and employee benefits expense aggregated 65.30% and
58.97% of total other expense for the years ended December 31,
2018 and 2017, respectively.
Years Ended December 31,
22018
2017
2016
(Amounts in Thousands of Dollars)
Interest income
$
331, 463
$
29,475
$
28,724
Loan fees
Interest expense
6612
666
533
((5, 334)
(4,141)
(4,037)
NET INTEREST INCOME
$
226, 741
$
26,000
$
25,220
Average earning assets
$
8898, 214
$
872,309
$
853,908
Net interest margin
22. 98%
2.98%
2.95%
The yield on average earning assets for the year ended 2018 was
3.57% while the average cost of funds for the same period was
0.74% on average interest bearing liabilities of $724,612,000. The
yield on average earning assets for the year ended 2017 was
3.46%, while the average cost of funds for the same period was
0.58% on average interest bearing liabilities of $719,893,000. The
increase in the net interest income of $741,000 can be attributed
to the 2.97% increase in average earning assets. Net interest
margin remained the same year over year.
PProvision for Loan Losses
The allowance for loan losses as a percentage of gross loans
outstanding is 2.66% as of December 31, 2018, compared to
1.80% as of December 31, 2017. Net loan charge-offs totaled
$2,854,000 for the year ended December 31, 2018 compared to
$1,501,000 in 2017.
Non-Accrual and Past Due Loans, Leases and Other Real Estate Owned
(Amounts in Thousands of Dollars)
As of December 31,
22018
2017
2016
2015
2014
2013
Non-accrual loans and leases
$
112, 568
$
8,092
$
3,386
$
2,920
$
2,679
$
8,279
Other real estate owned (OREO)
6681
32
147
-
-
203
Total non-accrual loans and OREO
$
113, 249
$
8,124
$
3,533
$
2,920
$
2,679
$
8,482
Loans and leases past due 90 days
or more and still accruing interest
-
22
11
82
157
332
TOTAL
$
113, 249
$
8,146
$
3,544
$
3,002
$
2,836
$
8,814
11
Management’s Discussion and Analysis
of Financial Condition and Results of Operations
Income Taxes
The Company files its federal income tax return on a consolidated
basis with the Bank. See Note 12 for detail of income taxes.
Management believes that it has structured its pricing mechanisms
such that the net interest margin should maintain acceptable levels in
2019, regardless of the changes in interest rates that may occur.
Liquidity
The concept of liquidity comprises the ability of an enterprise to
maintain sufficient cash flow to meet its needs and obligations on a
timely basis. Bank liquidity must thus be considered in terms of the
nature and mix of the institution’s sources and uses of funds.
Bank liquidity is provided from both assets and liabilities. The asset
side provides liquidity through regular maturities of investment
securities and loans. Investment securities with maturities of one year
or less, deposits with banks and federal funds sold are a primary
source of asset liquidity. On December 31, 2018, these categories
totaled $64,952,000 or 6.98% of assets, compared to $34,385,000
or 3.65% the previous year.
As of December 31, 2018 and 2017, securities held to maturity
included $84,000 and $127,000 of gross unrealized gains and no
unrealized losses, on securities which management intends to hold
until maturity. Such amounts are not expected to have a material
effect on future earnings beyond the usual amortization of premium
and accretion of discount.
Closely related to the management of liquidity is the management of
rate sensitivity (management of variable rate assets and liabilities),
which focuses on maintaining stable net interest margin, an important
factor in earnings growth and stability. Emphasis is placed on
maintaining an evenly balanced rate sensitivity position to avoid wide
swings in margins and minimize risk due to changes in interest rates.
The Company’s Asset/Liability Committee
is charged with the
responsibility of prudently managing the volumes and mixes of assets
and liabilities of the subsidiary bank.
The following table shows the repricing period for interest-earning
assets and interest-bearing liabilities and the related repricing gap:
Repricing Period as of December 31, 2018
After
One Year
Through
through
After
One Year
Five Years
Five Years
(Amounts in Thousands of Dollars)
Interest-earning assets
$
2213, 643
$
375, 230
$
294, 590
Interest-bearing liabilities
$
6614, 432
$
75, 857
$
10, 310
Repricing gap (repricing
assets minus repricing
liabilities)
$
(400, 789)
$
299, 373
$
284, 280
Repricing Period as of December 31, 2017
After
One Year
Through
through
After
One Year
Five Years
Five Years
(Amounts in Thousands of Dollars)
Interest-earning assets
$
219,515
$
310,785
$
362,713
Interest-bearing liabilities
$
649,927
$
71,854
$
10,310
Repricing gap (repricing
assets minus repricing
liabilities)
$
(430,412)
$
238,931
$
352,403
12
CCapital
The ability to generate and maintain capital at adequate levels is
critical to the Company’s long-term success. A common measure of
capitalization for financial institutions is primary capital as a percent
of total assets.
Regulations also require the Company to maintain certain minimum
capital levels in relation to consolidated Company assets. Regulations
require a minimum ratio of capital to risk-weighted assets of 8%.
The Company’s capital, as defined by the regulations, was 17.84% of
risk-weighted assets as of December 31, 2018. In addition, a
leverage ratio of at least 4.00% is to be maintained. As of December
31, 2018, the Company’s leverage ratio was 10.50%.
Total Risk Based Capital Ratio
20.00%
15.00%
10.00%
5.00%
0.00%
14.66% 14.97% 15.30% 15.24%
17.84%
16.16%
2013
2014
2015
2016
2017
2018
Asset Liability Management
Since changes in interest rates may have a significant impact on
operations, the Company has implemented, and currently maintains,
an asset liability management committee at the Bank to monitor and
react to the changes in interest rates and other economic conditions.
Research concerning interest rate risk is supplied by the Company
from information received from a third-party source. The committee
acts upon
income
parameters and/or marketing emphasis.
information by adjusting pricing,
this
fee
Management’s Discussion and Analysis
of Financial Condition and Results of Operations
Common Stock Information and Dividends
The Company’s common stock is held by 221 certificate holders as of
December 31, 2018, and is traded in a limited over-the-counter
market.
On December 31, 2018 the market price of the Company’s common
stock was $32.00. Market price is based on stock transactions in the
market. Dividends on common stock of approximately $1,884,000
were declared by the Board of Directors of the Company for the year
ended December 31, 2018.
Closing Share Price Data
$30.00 $30.75 $32.00
$22.76 $23.65
$19.00
$35.00
$30.00
$25.00
$20.00
$15.00
$10.00
$5.00
$0.00
2013
2014
2015
2016
2017
2018
Financial Report
Upon written request of any shareholder of record on December 31,
2018, the Company will provide, without charge, a copy of its 2018
Annual Report.
Notice of Annual Meeting of Stockholders
The annual meeting of stockholders will be May 14, 2019 at 9:00
a.m. at the corporate headquarters, 1201 Broadway, Quincy, Illinois.
13
Independent Auditor’s Report
14
Consolidated Balance Sheets
(Amounts in Thousands of Dollars, Except Share and Per Share Data)
Consolidated Financial Statements
December 31,
ASSETS
Cash and due from banks
Non-interest bearing
Interest bearing
Total Cash and Due from Banks
Securities held to maturity
Securities available for sale
Federal funds sold
Loans held for sale
Loans
Less allowance for loan losses
Net loans
Premises, furniture and equipment, net
Accrued interest receivable
Life insurance contracts
Intangibles
Other assets
TOTAL ASSETS
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities
Deposits
Non-interest bearing demands
Interest bearing demand
Savings
Time
Total deposits
Securities sold under agreements to repurchase
Junior subordinated debentures
Accrued interest payable
Other liabilities
Total Liabilities
Commitments and Contingencies (Note 9)
Stockholders’ Equity
Common stock, $1 par value; shares authorized 6,000,000; shares issued
3,605,725 and outstanding: 2018 and 2017 - 3,087,488 shares
Additional paid in capital
Retained earnings
Accumulated other comprehensive income (loss)
Treasury stock, at cost: 2018 and 2017 518,237 shares
Total Stockholders’ Equity
2018
2017
$
$
9,014
28,616
37,630
1,044
356,267
16,706
38
480,792
(12,799)
467,993
16,654
4,593
16,778
3,472
8,869
12,725
12,854
25,579
1,122
370,046
2,608
42
506,341
(9,103)
497,238
17,116
4,167
16,315
3,645
5,071
$
930,044
$
942,949
$
$
131,705
292,665
112,196
196,869
733,435
88,559
10,310
677
7,917
840,898
3,606
1,259
94,358
(2,822)
(7,255)
89,146
115,446
341,103
94,510
205,774
756,833
80,394
10,310
549
8,597
856,683
3,606
1,227
87,860
828
(7,255)
86,266
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY
$
930,044
$
942,949
See Notes to Consolidated Financial Statements.
15
Consolidated Financial Statements
Consolidated Statements of Income
(Amounts in Thousands of Dollars, Except Per Share Data)
Year Ended December 31,
INTEREST INCOME
Loans, including fee income:
Taxable
Non-taxable
Securities:
Taxable
Non-taxable
Other
Total interest income
INTEREST EXPENSE
Deposits:
Interest bearing demand and savings
Time
Total interest on deposits
Junior subordinated debentures
Other
Total interest expense
Net interest income
Provision for loan losses
Net interest income after provision for loan losses
OTHER INCOME
Trust services
Service charges on deposit accounts
Gain on sale of loans
Investment securities gains (losses), net
Other
Total other income
OTHER EXPENSES
Salaries and employee benefits
Occupancy expense, net
Equipment expense
Computer processing
Professional services
Other
Total other expenses
Income before income taxes
Income taxes
NET INCOME
Earnings per share of common stock, basic and diluted
See Notes to Consolidated Financial Statements.
2018
2017
$
22,615
600
$
22,154
496
6,993
1,040
827
32,075
1,969
2,404
4,373
518
443
5,334
26,741
6,550
20,191
10,554
1,265
381
9
5,315
17,524
17,860
1,401
1,008
2,384
372
4,324
27,349
10,366
1,984
5,793
1,349
349
30,141
1,330
2,114
3,444
418
279
4,141
26,000
2,250
23,750
10,336
1,330
574
(19)
4,958
17,179
17,567
1,465
1,067
2,350
1,098
6,243
29,790
11,139
3,747
$
8,382
$
7,392
$
2.72
$
2.40
16
Consolidated Financial Statements
Consolidated Statements of Comprehensive Income
(Amounts In Thousands of Dollars, Except Share and Per Share Data)
Year Ended December 31,
2018
2017
Net income
Other comprehensive income (loss):
Unrealized gains (losses) on securities available for sale:
Unrealized holding gains (losses) arising during the year before tax
Reclassification adjustment for gains (losses) included in
net income before tax
Tax expense (benefit)
Other comprehensive income (loss), net of tax
Comprehensive income
See Notes to Consolidated Financial Statements.
$
8,382
$
7,392
(5,096)
9
(5,105)
(1,455)
(3,650)
1,013
(19)
1,032
392
640
$
4,732
$
8,032
17
Consolidated Financial Statements
Consolidated Statements of Changes in Stockholders' Equity
(Amounts in Thousands of Dollars, Except Share and Per Share Data)
Years Ended December 31, 2018 and 2017
Common
Stock
Additional
Paid-in
Capital
Retained
Earnings
Accumulated
Other
Comprehensive
Income (Loss)
Treasury
Stock
Total
$
3,606
$
1,171
$
82,338
$
78
$
(7,276)
$
79,917
-
-
-
-
-
-
-
7,392
-
(110)
56
-
-
640
110
-
-
-
-
21
7,392
640
-
77
-
3,606
$
-
1,227
$
(1,760)
87,860
$
-
$
828
-
(7,255)
$
(1,760)
86,266
$
-
-
-
-
-
32
-
8,382
-
-
-
(3,650)
-
-
-
-
8,382
(3,650)
32
-
3,606
$
-
1,259
$
(1,884)
94,358
$
-
(2,822)
$
-
(7,255)
$
(1,884)
89,146
$
Balance, December 31, 2016
Net income
Other comprehensive income,
net of tax
Reclassification impact of adoption of ASU
2018-02 (see Footnote 1)
Restricted stock award
Common stock dividends declared
(amount per share $ .57)
Balance, December 31, 2017
Net income
Other comprehensive loss,
net of tax
Restricted stock award
Common stock dividends declared
(amount per share $ .61)
Balance, December 31, 2018
See No tes to Co nso lidated Financial Statements.
18
Consolidated Statements of Cash Flows
(Amounts in Thousands of Dollars)
Year Ended December 31,
CASH FLOWS FROM OPERATING ACTIVITIES
Consolidated Financial Statements
2018
2017
Net income
Adjustments to reconcile net income to net cash provided by operating activities:
$
8,382
$
7,392
6,550
1,413
173
32
2,544
(9)
(28,243)
28,628
(381)
(1,143)
(821)
(463)
(584)
2,250
1,534
171
77
2,819
19
(34,446)
35,085
(574)
(165)
1,262
(475)
(134)
16,078
14,815
(31,369)
262
37,324
21,890
(14,098)
(951)
13,058
(23,398)
(1,852)
8,165
55,000
(55,000)
(17,085)
12,051
(100,900)
24,970
32,752
6,016
7,386
(337)
(30,113)
29,388
(1,728)
10,987
146,000
(181,000)
3,647
(11,651)
25,579
37,630
$
$
37,230
25,579
Provision for loan losses
Depreciation
Amortization of intangibles
Restricted stock award
Amortization/accretion of premiums/discounts on securities, net
Investment securities (gains) losses, net
Loans originated for sale
Proceeds from loans sold
Gain on sale of loans
Deferred income taxes
(Increase) decrease in accrued interest receivable and other assets
Increase in cash surrender value of life insurance contracts
(Decrease) in accrued interest payable and other liabilities
Net cash provided by operating activities
CASH FLOWS FROM INVESTING ACTIVITIES
Activity in securities portfolio:
Purchases
Sales of securities available for sale
Calls, maturities and paydowns
Decrease in loans
(Increase) decrease in federal funds sold, net
Purchases of premises, furniture and equipment
Net cash provided by (used in) investing activities
CASH FLOWS FROM FINANCING ACTIVITIES
(Decrease) increase in deposits, net
Cash dividends paid to common shareholders
Increase in securities sold under agreement to repurchase, net
Proceeds from FHLB Advances
Repayments of FHLB Advances
Net cash provided by (used in) financing activities
Net increase (decrease) in cash and due from banks
CASH AND DUE FROM BANKS
Beginning
Ending
(Continued)
19
Consolidated Financial Statements
Consolidated Statements of Cash Flows (Continued)
(Amounts in Thousands of Dollars)
Year Ended December 31,
Supplemental disclosure of cash flow information, cash payments for:
Interest
Income taxes
Supplemental schedule of non-cash investing and financing activities:
Net change in accumulated other comprehensive income (loss)
Transfer of loans to other real estate owned
Effects of common and preferred dividends payable
See Notes to Consolidated Financial Statements.
2018
2017
$
5,206
$
4,088
3,645
4,138
(3,650)
805
32
640
48
32
20
Notes to Consolidated Financial Statements
Securities available for sale are accounted for at fair value and the
unrealized holding gains or losses, net of their deferred income tax effect,
in accumulated other
are presented as
comprehensive income, as a separate component of equity.
increases or decreases
Realized gains and losses on sales of securities are based upon the
adjusted book value of the specific securities sold and are included in
earnings.
There were no trading securities as of December 31, 2018 and 2017.
All securities are evaluated to determine whether declines in fair value below
their amortized cost are other-than-temporary. In estimating other-than-
temporary impairment losses on debt securities, management considers a
number of factors including, but not limited to (1) the length of time and
extent to which the fair value has been less than amortized cost, (2) the
financial condition and near-term prospects of the issuer, (3) the current
market conditions and (4) the intent of the Company to not sell the security
prior to recovery and whether it is not more-likely-than-not that it will be
required to sell the security prior to recovery. If the Company does not intend
to sell the security, and it is unlikely the entity will be required to sell the
security before recovery of its amortized cost basis, the Company will
recognize the credit component of an other-than-temporary impairment of a
debt security in earnings and the remaining portion in other comprehensive
income. For held to maturity debt securities, the amount of an other-than-
temporary impairment recorded in other comprehensive income for the
noncredit portion would be amortized prospectively over the remaining life of
the security on the basis of the timing of future estimated cash flows of the
security.
Federal Funds Sold
Federal funds sold consist of excess bank reserves lent in the federal funds
market. The Company’s balance sheet includes federal funds sold of
$16,706 and $2,608 at December 31, 2018 and 2017, respectively.
Loans and Allowance for Loan Losses
Loans held for sale: Residential real estate and agricultural loans, which are
originated and intended for resale in the secondary market in the
foreseeable future, are classified as held for sale. These loans are carried at
the lower of cost or estimated market value in the aggregate. As assets
specifically acquired for resale, the origination of, disposition of, and
gain/loss on these loans are classified as operating activities in the
statements of cash flows.
Loans held for investment: Loans that management has the intent and
ability to hold for the foreseeable future, or until pay-off or maturity occurs,
are classified as held for investment. These loans are stated at the amount
of unpaid principal adjusted for charge-offs, the allowance for estimated
losses on loans, and any deferred fees and/or costs on originated loans.
Interest is credited to earnings as earned based on the principal amount
outstanding. Deferred direct
loan origination fees and/or costs are
amortized as an adjustment of the related loan’s yield. As assets held for
and used in the production of services, the origination and collection of
these loans is classified as an investing activity in the statements of cash
flows.
11. Nature of Business and Summary of Significant
Accounting Policies
Nature of Business
First Bankers Trustshares, Inc. (Company) is a bank holding company which
owns 100% of the outstanding common stock of First Bankers Trust
Company, N.A. (Bank), First Bankers Trust Services, Inc. (Trust Services),
FBIL Statutory Trust II (Trust II) and FBIL Statutory Trust III (Trust III). The
Bank is engaged in banking and bank related services and serves a market
area consisting primarily of Adams, McDonough, Schuyler, Hancock,
Sangamon and adjacent Illinois counties, and Marion, Lewis and Shelby
counties
in Missouri. Trust Services provides asset and custodial
management for clients throughout the country. All administration is
conducted in Quincy, IL, with sales offices in Hinsdale, IL, St. Peters, MO,
Philadelphia, PA, Atlanta, GA and Phoenix, AZ. Trusts II and III were
capitalized for the purpose of issuing company obligated mandatory
redeemable preferred securities.
Accounting Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates
and assumptions that affect the reported amount of assets and liabilities
and disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from those estimates. The
allowance for loan losses is inherently subjective as it requires material
estimates that are susceptible to significant change. The fair value
disclosure of financial instruments is an estimate that can be computed
within a range.
Basis of Consolidation
The accompanying consolidated financial statements include the accounts
of First Bankers Trustshares, Inc. and its wholly-owned subsidiaries, except
Trusts II and III, which do not meet the criteria for consolidation. All
significant intercompany accounts and transactions have been eliminated in
consolidation.
Presentation of Cash Flows
For purposes of reporting cash flows, cash and due from banks includes
cash on hand and amounts due from banks, including cash items in process
of clearing. Cash flows from federal funds sold, loans to customers, deposits
and securities sold under agreements to repurchase are reported net.
fiduciary
related services,
Trust Services Fiduciary Activities and Assets
Trust Services provides
including asset
management and custodial services to individual and corporate clients.
Assets held by Trust Services are not assets of the Company, except for cash
deposits held by the Bank, and accordingly, are not included in the
consolidated financial statements. Assets under management totaled
$9,800,000,000 and $9,200,000,000 as of December 31, 2018 and
2017, respectively. During the course of discharging
its respective
responsibilities for each client, Trust Services is subject to a number of
federal and state regulatory bodies and associated rules governing each
type of account. Trust Services is regulated by the Federal Reserve Bank of
St. Louis and the Illinois Department of Financial and Professional
Regulation.
Securities
Securities held to maturity are those for which the Company has the ability
and intent to hold to maturity. Securities meeting such criteria at the date of
purchase and as of the balance sheet date are carried at amortized cost,
adjusted for amortization of premiums and accretion of discounts, computed
by the interest method over their contracted lives.
21
Notes to Consolidated Financial Statements
Allowance for credit losses and fair value are disclosed by portfolio segment,
while credit quality information, impaired financing receivables, nonaccrual
status and troubled debt restructurings are presented by class of financing
receivable. A portfolio segment is defined as the level at which an entity
develops and documents a systematic methodology to determine its
allowance for credit losses. A class of financing receivable is defined as a
further disaggregation of a portfolio segment based on risk characteristics
and the entity’s method for monitoring and assessing credit risk. The
disclosures are presented at the level of disaggregation that management
uses when assessing and monitoring the portfolio’s risk and performance.
Troubled debt restructures: Troubled debt restructuring exists when the
Company, for economic or legal reasons related to the borrower’s financial
difficulties, grants a concession (either imposed by court order, law or
agreement between the borrower and the Company) to the borrower that it
would not otherwise consider. These concessions could include forgiveness
of principal, extension of maturity dates and reduction of stated interest
rates or accrued interest. The Company is attempting to maximize its
recovery of the balances of the loans through these various concessionary
restructurings. See Note 3 for disclosure of the Company’s troubled debt
restructurings.
The Company’s portfolio segments are as follows:
(cid:2)
(cid:2)
(cid:2)
(cid:2)
(cid:2)
(cid:2)
(cid:2)
Commercial operating
Commercial real estate
Agricultural operating
Agricultural real estate
Construction and land development
Real estate secured by 1-4 and multi-family
Consumer
Allowance for loan losses: For all portfolio segments, the allowance for loan
losses is maintained at the level considered adequate by management to
provide for losses that are probable. The allowance is increased by
provisions charged to expense and reduced by net charge-offs.
In
determining the adequacy of the allowance balance, the Company makes
continuous evaluations of the loan portfolio and related off-balance sheet
commitments, considered current economic conditions, historical loan loss
experience, reviews of specific problem loans and other factors.
Given the risk characteristics and the Company’s method for monitoring and
assessing credit risk, further disaggregation of the loan portfolio is not
warranted, and therefore, the Company’s classes equal their segments.
A discussion of the risk characteristics and the allowance for loan losses by
each portfolio segment follows:
Generally, for all classes of loans, loans are considered past due when
contractual payments are delinquent for 31 days or greater.
For all classes of loans, loans will generally be placed on nonaccrual status
when the loan has become 90 days past due (unless the loan is well secured
and in the process of collection); or if any of the following conditions exist:
(cid:2)
It becomes evident that the borrower will not make payments, or
will not or cannot meet the terms for renewal of a matured loan,
(cid:2) When full repayment of principal and interest is not expected,
(cid:2) When the loan is graded “substandard” and the future accrual of
interest is not protected by sound collateral values,
(cid:2) When the loan is graded “doubtful”,
(cid:2) When the borrower files bankruptcy and an approved plan of
reorganization or liquidation is not anticipated in the near future, or
(cid:2) When foreclosure action is initiated.
When a loan is placed on nonaccrual status, payments received will be
applied to the principal balance. However, interest may be taken on a cash
basis in the event the loan is fully secured and the risk of loss is minimal.
Previously recorded but uncollected interest on a loan placed in nonaccrual
status is accounted for as follows: if the previously accrued but uncollected
interest and the principal amount of the loan is protected by sound collateral
value based upon a current, independent qualified appraisal, such interest
may remain on the Company’s books. If such interest is not protected, it is
considered a loss with the amount thereof recorded in the current year being
reversed against current earnings, and the amount recorded in the prior year
being charged against the allowance for possible loan losses.
For all classes of loans, nonaccrual loans may be restored to accrual status
provided the following criteria are met:
(cid:2)
(cid:2)
(cid:2)
The loan is current, and all principal and interest amounts
contractually due have been made,
The loan is well secured and in the process of collection, and
Prospects for future principal and interest payments are not in
doubt.
For commercial operating loans, the Company focuses on small and mid-
sized businesses with primary operations in transportation, warehousing and
manufacturing, as well as serving as building contractors, business services
companies, health care providers, financial organizations and retailers. The
Company provides a wide range of commercial loans, including lines of
credit for working capital and operational purposes, and term loans for the
acquisition of real estate, facilities, equipment and other purposes. Approval
is generally based on the following factors:
(cid:2)
(cid:2)
(cid:2)
(cid:2)
(cid:2)
(cid:2)
Sufficient cash flow to support debt repayment;
Ability and stability of current management of the borrower;
Positive earnings and financial trends;
Earnings projections based on reasonable assumptions;
Financial strength of the industry and business; and
Value and marketability of collateral.
Collateral for commercial loans generally includes accounts receivable,
inventory, equipment and real estate. The lending policy specifies approved
collateral types and corresponding maximum advance percentages. The
value of collateral pledged on loans typically exceeds the loan amount by a
margin sufficient to absorb potential erosion of its value in the event of
foreclosure and cover the loan amount plus costs incurred to convert it to
cash.
The lending policy specifies maximum term limits for commercial operating
loans. For term loans, the maximum term is 7 years. The lending policy
references compliance with the interagency appraisal and evaluation
guidelines effective December 2010. Where the purpose of the loan is to
finance depreciable equipment, the term loan generally does not exceed the
estimated useful life of the asset. For lines of credit, the typical maximum
term is 365 days. However, longer maturities may be approved if the loan is
secured by readily marketable collateral.
22
In addition, the Company often takes personal guarantees to help assure
repayment. Loans may be made on an unsecured basis if warranted by the
overall financial condition of the borrower.
continuing financial stability, and is therefore more likely to be affected by
adverse personal circumstances.
Notes to Consolidated Financial Statements
Consumer loans typically have shorter terms, lower balances, higher yields
and higher risks of default than real estate-related loans. Consumer loan
collections are dependent on the borrower’s continuing financial stability,
and are therefore more
likely to be affected by adverse personal
circumstances. Collateral for these loans generally includes automobiles,
boats, recreational vehicles and real estate. However, depending on the
overall financial condition of the borrower, some loans are made on an
unsecured basis. The collateral securing these loans may depreciate over
time, may be difficult to recover and may fluctuate in value based on
condition. In addition, a decline in the United States economy could result in
reduced employment, impacting the ability of customers to repay their
obligations.
For loans categorized as “commercial,” which would include the following
segments: commercial operating, commercial real estate, agricultural real
estate, agricultural operating, construction and land development and real
estate secured by multi-family, the allowance for estimated losses on loans
consist of specific and general components.
The specific component relates to loans that are classified as impaired, as
defined below. For those loans that are classified as impaired, an allowance
is established when the collateral value (or discounted cash flows or
observable market price) of the impaired loan is lower than the carrying
value of that loan.
the
terms of
These loans are considered impaired when, based on current information
and events, it is probable that the Company will be unable to collect the
scheduled payments of principal or interest when due according to the
loan agreement. Factors considered by
contractual
management in determining impairment include payment status, collateral
value, and the probability of collecting scheduled principal and interest
payments when due. Loans that experience insignificant payment delays and
payment shortfalls generally are not classified as impaired. Management
determines the significance of payment delays and payment shortfalls on a
case-by-case basis, taking into consideration all of the circumstances
surrounding the loan and the borrower, including the length of the delay, the
reasons for the delay, the borrower’s prior payment record and the amount
of the shortfall in relation to the principal and interest owed. Impairment is
measured on a case-by-case basis by either the present value of the
expected future cash flows discounted at the loan’s effective interest rate,
the loan’s obtainable market price, or the fair value of the collateral if the
loan is collateral dependent.
The general components consist of quantitative and qualitative factors and
covers non-impaired loans. The quantitative factors are based on historical
charge-offs experience and expected loss given default derived from the
Company’s internal risk rating process. See below for a detailed description
of the Company’s internal risk rating scale. The qualitative factors are
determined based on an assessment of internal and/or external influences
on credit quality that are not fully reflected in the historical loss or risk rating
data.
Commercial real estate loans, construction and land development loans and
real estate secured by multi-family loans are subject to underwriting
standards and processes similar to commercial operating loans and to real
estate loans including the factors regarding approval of the loan noted
previously.
Collateral for these loans generally includes the underlying real estate and
improvements, and may include additional assets of the borrower. The
lending policy specifies maximum loan-to-value limits based on the category
of commercial real estate (commercial real estate loans on improved
property, raw land, land development and commercial construction). The
lending policy also references compliance with the interagency appraisal and
evaluation guidelines. In addition, the Company often takes personal
guarantees to help assure repayment.
Agricultural operating and real estate loans are subject to underwriting
standards and processes similar to commercial loans including the approval
factors noted previously. The Company provides a wide range of agriculture
loans, including lines of credit for working capital and operational purposes,
and term loans for the acquisition of real estate, facilities, equipment and
other purposes.
Collateral for agricultural loans generally includes accounts receivable,
inventory (typically grain or livestock), equipment and real estate. The
lending policy specifies approved collateral types and corresponding
maximum advance percentages. The value of collateral pledged on loans
typically exceeds the loan amount by a margin sufficient to absorb potential
erosion of its value in the event of foreclosure and cover the loan amount
plus costs incurred to convert it to cash.
The lending policy specifies maximum term limits for agricultural loans. For
term loans, the maximum term is 7 years. The lending policy references
compliance with the interagency appraisal and evaluation guidelines. Where
the purpose of the loan is to finance depreciable equipment, the term loan
generally does not exceed the estimated useful life of the asset. For lines of
credit, the typical maximum term is 365 days. However, longer maturities
may be approved if the loan is secured by readily marketable collateral.
In addition, the Company often takes personal guarantees to help assure
repayment. Loans may be made on an unsecured basis if warranted by the
overall financial condition of the borrower.
In some instances for all loans, it may be appropriate to originate or
purchase loans that are exceptions to the guidelines and limits established
within the lending policy described above and below. In general, exceptions
to the lending policy do not significantly deviate from the guidelines and
limits established within the lending policy and, if there are exceptions, they
are clearly noted as such and specifically identified in loan approval
documents.
The Company generally retains short-term residential mortgage loans that
are originated for its own portfolio but sells most long-term loans to other
parties while retaining servicing rights on the majority of those loans. The
market value of real estate securing residential real estate loans can
fluctuate as a result of market conditions in the geographic area in which the
real estate is located. Adverse developments affecting real estate values in
one or more of the Company’s markets could increase the credit risk
associated with its loan portfolio. Additionally, real estate lending typically
involves higher loan principal amounts than other loans, and the repayment
of the loans generally is dependent, in large part, on the borrower’s
23
Notes to Consolidated Financial Statements
The Company utilizes the following internal risk rating scale:
TType 1 (Substantially Risk Free)
General Statement: This rating should be assigned to loans with virtually no
credit risk, such as loans fully secured by certificates of deposit and other
deposit accounts. It may be assigned to other loans to businesses or
individuals with little or no risk.
Business Loans: A loan to a business may be rated 1 if it exhibits enough of
these characteristics to make it substantially risk free:
(cid:2)
(cid:2)
(cid:2)
(cid:2)
(cid:2)
(cid:2)
(cid:2)
(cid:2)
Bank has a high regard for the character, competence and
diligence of management.
Earnings are strong and well-assured.
There is ample liquidity.
Loans have paid as agreed.
Abundant collateral which is liquid and has well-defined market
value.
Capital position well above industry averages.
Loan structure is appropriate and documentation complete.
No adverse trends.
Loans to Individuals: Loans to individuals may be assigned a 1 rating if the
following conditions are met:
(cid:2)
(cid:2)
(cid:2)
The primary source of repayment is strong and is considered likely
to remain strong throughout the life of the loan.
The loan is secured by collateral with a loan to value (LTV) of less
than 50% provided that the collateral must have well-defined
market-value, must have satisfactory liquidity and should retain
most of its value if the primary source of repayment falters.
The individual has significant liquidity and is considered likely to
remain liquid over the life of the loan.
Type 2 (Low Risk)
General Statement: This rating should be assigned to loans that have little
credit risk. Borrowers in this category have strong earnings and capital and a
secondary source of repayment that is sufficient to fully repay the loan. The
business is considered to be highly resistant to adverse changes in
economic or industry conditions.
Business Loans: Following are some characteristics of loans that should be
rated 2. A 2 loan may not exhibit all of the following characteristics, but its
strengths – primarily the sufficiency/reliability of the sources of repayment –
result in a loan with little credit risk. To the extent that a loan is not
characterized by one or more of the factors listed below, the deficiency is not
considered to adversely affect the likelihood of repayment in any material
way.
(cid:2)
Bank has a high regard for the character, competence and
diligence of management.
Consistent record of earnings; the earnings stream is considered
resistant to changes in economic conditions.
Liquidity at or above industry norms.
Loans have paid as agreed.
Collateral margin is well within policy guidelines with satisfactory
liquidity and well-defined market value.
Capital position above industry averages.
Loan structure appropriate and documentation complete.
No adverse trends.
(cid:2)
(cid:2)
(cid:2)
(cid:2)
(cid:2)
(cid:2)
(cid:2)
Loans to Individuals: Loans to individuals may be rated 2 if the individual’s
earnings stream is considered strong and reliable and the individual
maintains a conservative financial posture. The income may be from any
source, including business income, passive income, or professional income.
Individuals are considered to maintain a conservative financial posture if
they consistently leave themselves a wide margin of safety in terms of their
ability to repay debt. This margin typically manifests itself in the form of
significant liquidity, strong debt service coverage (DSC) ratios and/or quick
repayment of loans.
Type 3 (Normal Risk)
General Statement: Borrowers in this category have satisfactory earnings
and net worth. In most cases, there is collateral or guarantor support which
provides a satisfactory secondary source of repayment. The business is
considered to be capable of operating profitably throughout the normal
business cycle.
Business Loans: Loans to businesses should be rated 3 if financial strength
is typical for the industry and there is no significant adverse trends.
Following are some characteristics of 3 loans. A loan may not exhibit all of
the
the
sufficiency/reliability of the sources of repayment – result in a loan with
normal levels of risk.
following characteristics, but
its strengths – primarily
(cid:2) Management is considered to be capable and diligent.
(cid:2)
The earnings stream is satisfactory under present conditions and is
considered likely to continue.
Satisfactory liquidity.
Loans have paid as agreed.
Collateral is considered sufficient to repay the loan in full within a
reasonable marketing time.
Capital position within a reasonable range above or below industry
average.
No material deficiencies in loan structure or documentation.
Trends typically flat or positive. No material adverse trends.
(cid:2)
(cid:2)
(cid:2)
(cid:2)
(cid:2)
(cid:2)
Loans to Individuals: Loans may be unsecured and still rated 3 if the
individual’s earnings stream is both strong and reliable. If earnings are not
as strong, loans should be rated 3 if the Bank’s collateral is considered
sufficient to repay the loans.
Type 4 (Above Average Risk)
General Statement: Borrowers in this category are not as strong financially
as the typical business in the same industry. There may be discernible
weakness in management, earnings, capital or the Bank’s secondary
sources of repayment. The business is considered to be susceptible to
adverse changes in economic or industry conditions.
Business Loans: Loans to businesses should be rated 4 if financial strength
is somewhat below industry averages, but the loans are expected to repay as
agreed if the company’s current financial conditions stays the same or
strengthens. Following are some examples of weaknesses which may cause
a loan to have above average levels of risk. A 4 loan will not have all of these
weaknesses, but will have one or more:
(cid:2)
(cid:2)
(cid:2)
(cid:2)
There is some question as to the strength of management.
The company is profitable in most years, but earnings are typically
below industry averages.
Liquidity may be limited as evidenced by occasional delinquencies.
There may be a less than desirable margin in collateral; the
collateral may be difficult to market; or the value of collateral may
vary significantly depending on economic conditions.
24
Capital position is below industry average.
(cid:2)
(cid:2) May have deficiencies
loan structure,
documentation or missing financial information.
in
incomplete
legal
(cid:2) May have an adverse trend in sales or earnings; may be capital
account withdrawals in excess of earnings.
Loans to Individuals: Loans to individuals should be rated 4 if the bank
appears to have a satisfactory source of repayment for the loan, but there is
concern about the individual’s earnings stream, leverage or tolerance for
risk.
TType 5 (Watch Loan)
General Statement: Borrowers in this category have readily apparent
weaknesses in their financial condition. There may be weak earnings, thin
capital or an adverse trend that is expected to continue. The borrower
currently has the capacity to repay, but is of marginal strength and is
considered to have little ability to overcome economic events that would
adversely affect the business. Loans with material documentation or
structural deficiencies may also be rated Watch at the discretion of bank or
loan review personnel.
Business Loans: Following are examples of weaknesses which may warrant
a Watch rating. Loans rated Watch will typically have several of the following
weaknesses:
(cid:2)
(cid:2)
(cid:2)
(cid:2)
(cid:2)
(cid:2)
There is often a question about the ability of management to
operate the business successfully over time.
The earnings stream is weak, with possible periods of loss.
Liquidity may be a problem as evidenced by delinquencies or
amortization periods longer than is typical for the type of collateral
securing the loan.
There may be reasonable doubt as to whether the loan would be
repaid in full from the sale of collateral. Possible issues include:
in obtaining
third party claims to the collateral, difficulty
possession, condition, marketing time and value under current
market conditions.
Capital position less than half of industry average.
Common to have deficiencies in loan structure, incomplete legal
documentation or missing financial information. Trends are flat or
negative. It is common for there to be a decline in sales, earnings
and/or capital.
Loans to Individuals: See “General Statement” for Watch loans.
Type 6 (Substandard)
General Statement: These loans have one or more pronounced weaknesses
which jeopardize their timely liquidation. Neither the earnings of the
business nor its realistic net worth adequately protect the bank from
possible loss. There is a distinct possibility that the bank will sustain some
loss if the deficiencies are not corrected.
Business Loans: Following are examples of weaknesses which may warrant
a substandard rating. Loans rated Substandard will typically have several of
the following weaknesses:
(cid:2) Management often considered to have made incorrect strategic
(cid:2)
(cid:2)
(cid:2)
(cid:2)
decisions or to be weak or inattentive.
Earnings stream is insufficient to repay loans on a timely basis.
Business normally has periods of loss, sometimes large.
Liquidity usually strained by operating losses.
Loans usually renegotiated or past-due.
It may be unlikely that the loan would be repaid in full from the sale
of collateral. Possible issues include: third party claims to the
collateral; difficulty in obtaining possession, condition, marketing
time and value under current market conditions.
Notes to Consolidated Financial Statements
(cid:2)
(cid:2)
(cid:2)
Typical reliance upon guarantors or other secondary sources of
repayment that was not originally anticipated.
Documentation deficiencies – including lack of important financial
information – are common.
In most cases there are negative trends, such as declines in sales,
earnings and/or capital.
Loans to Individuals: Loans to individual borrowers should be rated
Substandard if there is a pronounced weakness in income, liquidity or
collateral that is likely to affect the ability of the bank to collect the debt in
full. Debt levels may be significantly above accepted guidelines relative to
income.
Type 7 (Doubtful)
General Statement: Loans with well-defined weaknesses that make
collection or liquidation of the debt in full improbable based on current
information.
Business Loans: Typical characteristics of a doubtful loan include the
following:
(cid:2)
(cid:2)
(cid:2)
Large operating losses.
Collateral insufficient to repay loan.
Typical to have little or no capital. Continued viability of business is
doubtful.
Unreliable or no alternative sources of repayment.
Loss anticipated, exact loss figure cannot be determined at
present.
(cid:2)
(cid:2)
Loans to Individuals: Borrower’s ability or willingness to repay makes
collection of the debt in full unlikely. Loans may be unsecured or have an
obvious collateral deficiency.
Type 8 (Loss)
General Statement: Loans with pervasive weaknesses so great that
principal is considered uncollectible under current circumstances. This
classification does not mean that the loan has absolutely no recovery value,
but simply that it is no longer practical to defer writing it off. Recovery is
dependent on favorable future events.
Normal characteristics:
(cid:2)
(cid:2)
Business has failed or is near failure.
No reliable source of repayment.
For these loans categorized as commercial or credit relationships with
aggregate exposure greater than $500,000, a loan review will be required
within 12 months of the most recent credit review. The reviews shall be
completed in enough detail to, at a minimum, validate the risk rating.
Additionally, the reviews shall determine whether any documentation
exceptions exist, appropriate written analysis is included in the loan file and
whether credit policies have been properly adhered to.
An ongoing independent review is conducted of a sampling of residential real
estate as well to assess underwriting quality and adherence to policy.
Many of the residential real estate loans underwritten by the Company
conform to the underwriting requirements of Mortgage Partnership Finance
(MPF), Fannie Mae or other secondary market aggregators to allow the bank
to resell loans in the secondary market.
Servicing rights are retained on many, but not all, of the residential real
estate loans sold in the secondary market. The lending policy references
interagency appraisal and evaluation guidelines
compliance with the
25
Notes to Consolidated Financial Statements
effective December 2010. Mortgage servicing rights are not considered
significant as of December 31, 2018 and 2017.
The Company provides many types of consumer and other loans including
motor vehicle, home improvement, home equity, signature loans and small
personal credit lines. The lending policy addresses specific credit guidelines
by consumer loan type.
loans are collectively evaluated
For residential real estate loans, and consumer loans, these large groups of
smaller balance homogenous
for
impairment. The Company applies a quantitative factor based on historical
charge-off experience in total for each of these segments. Accordingly, the
Company generally does not separately identify individual residential real
estate loans and/or consumer loans for impairment disclosures, unless such
loans are the subject of a restructuring agreement due to financial
difficulties of the borrower or it has been identified for another specific
reason.
Troubled debt restructures are considered impaired loans and are subject to
the same allowance methodology as described above for impaired loans by
portfolio segment.
As of December 31, 2018 and 2017, the Bank had loan concentrations in
agribusiness of 17.78 % and 17.88%, respectively, of outstanding loans. The
Bank had no additional
in
management’s judgment, were considered to be significant. The Bank had
no foreign loans outstanding as of December 31, 2018 and 2017.
loan concentrations, which
industry
TTransfers of Financial Assets
Transfers of financial assets are accounted for as sales, only when control
over the assets has been surrendered. Control over transferred assets is
deemed to be surrendered when (1) the assets have been isolated from the
Company (2) the transferee obtains the right to pledge or exchange the
assets it received, and no condition both constrains the transferee from
taking advantage of its right to pledge or exchange and provides more than a
modest benefit to the transferor and (3) the Company does not maintain
effective control over the transferred assets through an agreement to
repurchase them before their maturity or the ability to unilaterally cause the
holder to return specific assets.
Credit Related Financial Instruments
In the ordinary course of business, the Bank has entered into commitments
to extend credit, including commitments under lines of credit and standby
letters of credit. Such financial instruments are recorded when they are
funded.
Premises, Furniture and Equipment
Premises, furniture and equipment are stated at cost less accumulated
depreciation. Depreciation is determined using the straight-line method over
the estimated useful lives of the assets.
Other Real Estate Owned
Other real estate owned (OREO), which is included with other assets,
in-substance
represents properties acquired
foreclosure or other proceedings. Property is recorded at fair value less cost
to sell when acquired. Property is evaluated regularly to ensure that the
recorded amount is supported by the current fair value. Subsequent write-
downs to fair value are charged to earnings.
foreclosure,
through
Life Insurance Contracts
Bank-owned life insurance is carried at cash surrender value, net of
surrender and other charges, with
increases/decreases reflected as
income/expense in the consolidated statements of operations.
26
Goodwill
Goodwill represents the excess of cost over fair value of net assets acquired
in connection with business combinations. Goodwill is evaluated for
impairment annually or whenever events or changes in circumstances
indicate that it is more likely than not that an impairment loss has occurred.
The Company has completed its annual goodwill impairment test and has
determined that goodwill was not impaired at December 31, 2018 and
2017. Goodwill is included on the balance sheet in intangibles. See
Footnote 5.
Repurchase Agreements
Securities sold under agreements to repurchase, which are classified as
secured borrowings, generally mature either daily or within one year from the
transaction date. Securities sold under agreements to repurchase are
reflected at the amount of cash received in connection with the transaction.
The underlying securities are held by the Company’s safekeeping agent. The
Company may be required to provide additional collateral based on the fair
value of the underlying securities.
Earnings Per Share of Common Stock
Basic earnings per share of common stock is computed by dividing net
income, after deducting preferred stock dividends and accretion, by the
weighted average number of shares outstanding during each reporting
period. Diluted earnings per share of common stock assume the conversion,
exercise or issuance of all potential common stock equivalents unless the
effect is to reduce the loss or increase the income per common share from
continuing operations. The Company had no common stock equivalents as
of and for the years ended December 31, 2018 and 2017.
Income Taxes
Deferred taxes are provided on a liability method whereby deferred tax
assets are recognized for deductible temporary differences and operating
loss and tax credit carryforwards and deferred tax liabilities are recognized
for taxable temporary differences. Temporary differences are the differences
between the reported amounts of assets and liabilities and their tax bases.
Deferred tax assets are reduced by a valuation allowance when, in the
opinion of management, it is more likely than not that some portion or all of
the deferred tax assets will not be realized. Deferred tax assets and liabilities
are adjusted for the effects of changes in the tax laws and rates on the date
of enactment.
When the tax returns are filed, it is highly certain that some positions taken
would be sustained upon examinations by the taxing authorities, while
others could be subject to uncertainty about the merits of the position taken.
The Company may recognize the tax benefit from an uncertain tax-position
only if it is more-likely-than-not that the tax position will be sustained on
examination by taxing authorities, based on the technical merits of the
position. The tax benefits recognized in the financial statements from such a
position are measured based on the largest benefit that has a greater than
50% likelihood of being realized upon ultimate settlement. Management
evaluated the Company’s tax positions and concluded that the Company had
taken no uncertain tax positions that require adjustment to the financial
statements.
The Company recognizes interest and penalties on income taxes as a
component of income tax expense.
With few exceptions, the Company is no longer subject to U.S. federal or
state and local income tax examinations by tax authorities for years before
2015.
CComprehensive Income
Comprehensive income is defined as the change in equity during a period
from transactions and other events from non-owner sources. Comprehensive
income is the total of net income and other comprehensive income, which
for the Company, is comprised of unrealized gains and losses on securities
available for sale.
Subsequent Events
The Company has evaluated all subsequent events through March 6, 2019,
the date that the financial statements were available to be issued.
Current Accounting Developments
In May 2014, the Financial Accounting Standards Board (FASB) issued
Accounting Standards Update (ASU) 2014-09, Revenue from Contracts with
Customers (Topic 606), requiring an entity to recognize the amount of
revenue to which it expects to be entitled for the transfer of promised goods
or services to customers. ASU 2014-09 was extended by one year by ASU
2015-14, which was issued by the FASB in August 2015. The updated
standard will replace most existing revenue recognition guidance in U.S.
GAAP when it becomes effective and permits the use of either a full
retrospective or retrospective with cumulative effect transition method. The
updated standard will be effective for annual reporting periods beginning
after December 15, 2017. The standard was adopted by the Company on
January 1, 2018, and adoption had no significant
impact on the
consolidated financial statements.
In January 2016 FASB issued ASU 2016-01, Financial Instruments -
Recognition and Measurement of Financial Assets and Liabilities. The new
guidance is intended to improve the recognition and measurement of
financial instruments by requiring: equity investments (other than equity
method or consolidation) to be measured at fair value with changes in fair
value recognized in net income; public business entities must use the exit
price notion when measuring the fair value of financial instruments for
disclosure purposes; separate presentation of financial assets and financial
liabilities by measurement category and form of financial assets on the
balance sheet or the accompanying notes to the financial statements; and
eliminating the requirement to disclose the fair value of financial
instruments measured at amortized cost for organizations that are not public
business entities. The new guidance is effective for fiscal years beginning
after December 15, 2017. The standard was adopted by the Company on
2. Securities
Notes to Consolidated Financial Statements
January 1, 2018, and adoption had no significant
consolidated financial statements.
impact on the
In June 2016, the FASB issued ASU 2016-13 Financial Instruments-Credit
Losses (Topic 326):
Measurement of Credit Losses on Financial
Instruments. The underlying premise of the ASU is that financial assets
measured at amortized cost should be presented at the net amount
expected to be collected, through an allowance for credit losses that is
deducted from the amortized cost basis. The allowance for credit losses
should reflect management’s current estimate of credit losses that are
expected to occur over the remaining life of a financial asset. This is in
contrast to existing guidance whereby credit losses generally are not
recognized until they are incurred. Under the standard, impairment of the
Company’s loans will be measured using the current expected credit loss
model, which will entail day-one recognition of life-of-asset expected losses.
The standard will be effective for the Company for the fiscal year beginning
after December 15, 2020. The Company is currently evaluating the impact
of adopting the new guidance on the consolidated financial statements.
In February 2018, the FASB issued ASU 2018-02 Income Statement-
Reporting Comprehensive Income (Topic 220). The FASB issued this
standard to allow a one-time reclassification from accumulated other
comprehensive income to retained earnings for stranded tax effects
resulting from the Tax Cuts and Jobs Act enacted on December 22, 2017.
The standard is effective for fiscal years beginning after December 15, 2018
with early adoption permitted. The Company has early adopted the standard
effective December 31, 2017 and the effect of adoption of $110,000 on
Other Comprehensive Income and Retained Earnings is shown in the
Consolidated Statement of Changes in Stockholders’ Equity.
In March 2017, the FASB issued ASU 2017-08 Receivables-Nonrefundable
Fees And Other Costs Subtopic 310-20: Premium Amortization on
Purchased Callable Debt Securities. The Board issued the Standard to
amend the amortization period for certain purchased callable debt securities
held at a premium. The standard shortens the amortization period for the
premium to the earliest call date. The Company has adopted the standard
effective March 2017 and adoption had no significant impact on the
consolidated financial statements.
The amortized cost and fair values of securities as of December 31, 2018 and 2017 are as follows. Included in securities available for sale gross unrealized
losses is an OTTI loss of $123,000 and $100,000 as of December 31, 2018 and 2017, respectively, relating to two corporate securities, which represent the
non-credit related portion of the overall impairment. (Amounts in Thousands of Dollars):
2018
SECURITIES HELD TO MATURITY
State and political subdivisions
SECURITIES AVAILABLE FOR SALE
U.S. government agency bonds
U.S. government agency mortgage backed securities
State and political subdivisions
Corporate securities
Collateralized mortgage obligations
Amortized Cost
Gross
Unrealized
Gains
Gross
Unrealized
(Losses)
Fair Value
$
1,044
$
84
$
-
$
1,128
$
186,872
128,986
$
39
1,256
$
(3,616)
(1,837)
$
183,295
128,405
30,284
1,078
873
-
(132)
(93)
31,025
985
12,963
360,183
$
-
2,168
(406)
(6,084)
$
12,557
356,267
$
$
27
Notes to Consolidated Financial Statements
2017
SECURITIES HELD TO MATURITY
State and political subdivisions
SECURITIES AVAILABLE FOR SALE
U.S. government agency bonds
U.S. government agency mortgage backed securities
State and political subdivisions
Corporate securities
Collateralized mortgage obligations
Other Investments
Amortized Cost
Gross
Unrealized
Gains
Gross
Unrealized
(Losses)
Fair Value
$
1,122
$
127
$
-
$
1,249
$
155,849
155,616
$
314
2,427
$
(1,438)
(877)
$
154,725
157,166
39,291
1,093
15,930
1,108
368,887
$
1,170
-
6
(66)
(100)
(277)
-
3,917
-
(2,758)
$
$
$
40,395
993
15,659
1,108
370,046
Fair value and unrealized losses, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss
position, as of December 31, 2018 and 2017 are summarized as follows. (Amounts in Thousands of Dollars):
2018
SECURITIES AVAILABLE FOR SALE
U.S. government agency bonds
Less than 12 Months
12 Months or More
Total
Unrealized
Unrealized
Unrealized
Fair Value
Losses
Fair Value
Losses
Fair Value
Losses
$ 79,348 $ (956) $ 95,932 $(2,660)
$175,280 $(3,616)
U.S. government agency mortgage backed securities
24,593 (492) 61,696 (1,345) 86,289 (1,837)
State and political subdivisions
Corporate securities
Collateralized mortgage obligations
2017
SECURITIES AVAILABLE FOR SALE
U.S. government agency bonds
6,267 (41)
6,593 (91) 12,860 (132)
- - 985 (93) 985 (93)
8,491 (323)
4,086 (83) 12,577 (406)
$118,699 $(1,812)
$169,292 $(4,272)
$287,991 $(6,084)
Less than 12 Months
12 Months or More
Total
Unrealized
Unrealized
Unrealized
Fair Value
Losses
Fair Value
Losses
Fair Value
Losses
$ 87,386 $ (992)
$ 14,282 $ (446)
$ 101,668 $ (1,438)
U.S. government agency mortgage backed securities
31,395 (251)
45,658 (626)
77,053 (877)
State and political subdivisions
Corporate securities
Collateralized mortgage obligations
Other Investments
6,816 (38)
1,002 (27)
7,818 (65)
- - 993 (100) 993 (100)
9,432 (204)
3,263 (73)
12,695 (277)
1,108 (1)
- - 1,108 (1)
$ 136,137 $ (1,486)
$ 65,198 $ (1,272)
$ 201,335 $ (2,758)
As of December 31, 2018, the investment portfolio included 294 securities. Of this number, 159 securities have current unrealized losses and 83 of them have
current unrealized losses which have existed for longer than one year. All of the debt securities with unrealized losses are considered to be acceptable credit
risks. Based upon an evaluation of the available evidence, including recent changes in market rates, credit rating information and information obtained from
regulatory filings, management believes the declines in fair value of these debt securities are temporary except for two corporate securities which are
considered to be other than temporarily impaired. In addition, the Company does not have the intent to sell these debt securities and it is unlikely that the
Company will be required to sell these debt securities prior to their anticipated recovery.
In regards to the two corporate securities that are considered to be other than temporarily impaired, for the years ended December 31, 2018 and 2017, none
of the credit related loss were recognized in earnings.
28
The amortized cost and fair value of securities as of December 31, 2018 by contractual maturity are shown below. Expected maturities may differ from
contractual maturities because the mortgages underlying the collateralized mortgage obligations and the debt underlying the corporate securities may be called
or prepaid without penalties. Therefore, these securities are not included in the maturity categories in the following summary. (Amounts in Thousands of
Dollars):
Notes to Consolidated Financial Statements
SECURITIES HELD TO MATURITY
Due after one year through five years
Due after five years through ten years
Due after ten years
SECURITIES AVAILABLE FOR SALE
Due in one year or less
Due after one year through five years
Due after five years through ten years
Due after ten years
Corporate securities
Collateralized mortgage obligations
Amortized Cost
Fair Value
$
491
395
158
$
510
439
179
$
1,044
$
1,128
$
10,625
160,945
53,717
120,855
$
10,616
159,037
52,949
120,123
$
346,142
$
342,725
1,078
12,963
985
12,557
$
360,183
$
356,267
Information on sales, including calls and maturities, of securities available for sale during the years ended December 31, 2018 and 2017 follows (Amounts in
Thousands of Dollars):
Proceeds from sales
Gross gains
Gross losses
2018
2017
$
262
$
24,970
9
-
36
(55)
As of December 31, 2018 and 2017, securities with a carrying value of approximately $322,778,000 and $333,959,000, respectively, were pledged to
collateralize deposits and securities sold under agreements to repurchase and for other purposes as required or permitted by law.
33. Loans
The composition of net loans outstanding as of December 31, 2018 and 2017 are as follows. (Amounts in Thousands of Dollars):
Commercial operating
Commercial real estate
Agricultural operating
Agricultural real estate
Construction and land development
Real estate secured by 1-4 and multi-family
Consumer
Less allowance for loan losses
NET LOANS
2018
2017
$
53,872
$
48,622
178,506
39,750
45,754
11,304
108,135
43,471
191,393
39,477
51,096
13,671
118,580
43,502
$
480,792
$
506,341
(12,799)
(9,103)
$
467,993
$
497,238
29
Notes to Consolidated Financial Statements
The aging of the loan portfolio, by classes of loans, as of December 31, 2018 and 2017 is summarized as follows. (Amounts in Thousands of Dollars):
2018
CLASSES OF LOANS
Commercial operating
Commercial real estate
Agricultural operating
Agricultural real estate
Construction and land development
Real estate secured by 1-4 and multi-family
Consumer
Current
30-59 Days
Past Due
60-89 Days
Past Due
Accruing
Past Due
90 Days
or More
Nonaccrual
Loans
Total
$
52,566
$
776
$
-
$
-
$
530
$
53,872
168,252
39,750
45,602
10,642
105,319
43,012
100
-
61
-
929
397
415
-
-
-
341
62
-
-
-
-
-
-
9,739
178,506
-
91
662
1,546
-
39,750
45,754
11,304
108,135
43,471
$
465,143
$
2,263
$
818
$
-
$
12,568
$
480,792
2017
CLASSES OF LOANS
Commercial operating
Commercial real estate
Agricultural operating
Agricultural real estate
Construction and land development
Real estate secured by 1-4 and multi-family
Consumer
Current
30-59 Days
Past Due
60-89 Days
Past Due
Accruing
Past Due
90 Days
or More
Nonaccrual
Loans
Total
$
48,479
$
57
$
8
$
-
$
78
$
48,622
187,281
39,444
50,109
11,244
116,590
42,983
45
13
-
-
912
464
-
20
43
162
340
33
-
-
-
-
-
22
4,067
191,393
-
944
2,265
738
-
39,477
51,096
13,671
118,580
43,502
$
496,130
$
1,491
$
606
$
22
$
8,092
$
506,341
30
Nonperforming loans, by classes of loans as of December 31, 2018 and 2017 are summarized as follows. (Amounts in Thousands of Dollars):
Notes to Consolidated Financial Statements
2018
CLASSES OF LOANS
Commercial operating
Commercial real estate
Agricultural operating
Agricultural real estate
Construction and land development
Real estate secured by 1-4 and multi-family
Consumer
2017
CLASSES OF LOANS
Commercial operating
Commercial real estate
Agricultural operating
Agricultural real estate
Construction and land development
Real estate secured by 1-4 and multi-family
Consumer
Accruing Past Due
90 Days or More
Nonaccrual
Loans **
Troubled Debt
Restructures-
Accruing
Total
Nonperforming
Loans
$
-
$
530
$
-
$
530
-
-
-
-
-
-
9,739
-
91
662
1,546
-
6,375
16,114
-
-
-
-
-
-
91
662
1,546
-
$
-
$
12,568
$
6,375
$
18,943
Accruing Past Due
90 Days or More
Nonaccrual
Loans **
Troubled Debt
Restructures-
Accruing
Total
Nonperforming
Loans
$
-
$
78
$
-
$
78
-
-
-
-
-
22
4,067
-
944
2,265
738
-
-
-
-
-
-
-
4,067
-
944
2,265
738
22
$
22
$
8,092
$
-
$
8,114
** Nonaccrual loans as of December 31, 2018 and 2017 include $1,296,000 and $999,000, respectively, of troubled debt restructures which are included in
commercial real estate, real estate secured by 1-4 and multi-family, and commercial operating.
Changes in the allowance for loan losses, by portfolio segment, during the years ended December 31, 2018 and 2017 are summarized as follows. (Amounts in
Thousands of Dollars):
2018
Commercial
Operating
Commercial
Real Estate
Agricultural
Operating
Real Estate
Secured
Construction
Agricultural
by 1 - 4 and
and Land
Real Estate Development Multi-Family
Consumer
Total
Balance, beginning
$
691
$
3,477
$
601
$
914
$
1,399
$
1,437
$
584
$
9,103
Provision for loan losses
Recoveries of loans
charged off
Loans charged off
687
4,094
25
(78)
1,034
567
221
6,550
2
1,380
(34)
-
7,571
(428)
-
626
(15)
-
836
-
-
2,433
(1,706)
48
2,052
(515)
59
864
109
15,762
(265)
(2,963)
Balance, ending
$
1,346
$
7,143
$
611
$
836
$
727
$
1,537
$
599
$
12,799
2017
Commercial
Operating
Commercial
Real Estate
Agricultural
Operating
Real Estate
Secured
Construction
Agricultural
by 1 - 4 and
and Land
Real Estate Development Multi-Family
Consumer
Total
Balance, beginning
$
626
$
3,543
$
560
$
964
$
268
$
1,746
$
647
$
8,354
Provision for loan losses
224
(66)
Recoveries of loans
charged off
Loans charged off
2
852
(161)
-
3,477
-
41
-
601
-
(50)
2,118
(134)
117
2,250
-
914
-
-
2,386
(987)
55
1,667
(230)
36
800
(216)
93
10,697
(1,594)
Balance, ending
$
691
$
3,477
$
601
$
914
$
1,399
$
1,437
$
584
$
9,103
31
Notes to Consolidated Financial Statements
The allowance for loan losses, by impairment evaluation and by portfolio segment, as of December 31, 2018 and 2017 are summarized as follows. (Amounts in
Thousands of Dollars):
2018
Allowance for loans
individually evaluated
for impairment
Allowance for loans
collectively evaluated
for impairment
Loans individually
evaluated for
impairment
Loans collectively
evaluated for
impairment
2017
Allowance for loans
individually evaluated
for impairment
Allowance for loans
collectively evaluated
for impairment
Loans individually
evaluated for
impairment
Loans collectively
evaluated for
impairment
Commercial
Operating
Commercial
Real Estate
Agricultural
Operating
Agricultural
Real Estate
Real Estate
Secured
by 1 - 4 and
Development Multi-Family
Construction
and Land
Consumer
Total
$
589
$
4,138
$
-
$
-
$
-
$
164
$
-
$
4,891
757
1,346
$
3,005
7,143
$
611
611
$
836
836
$
727
727
$
1,373
1,537
$
599
599
$
7,908
12,799
$
$
746
$
16,114
$
-
$
91
$
662
$
1,545
$
-
$
19,158
53,126
53,872
$
162,392
178,506
$
39,750
39,750
$
45,663
45,754
$
10,642
11,304
$
106,590
108,135
$
43,471
43,471
$
461,634
480,792
$
Commercial
Operating
Commercial
Real Estate
Agricultural
Operating
Agricultural
Real Estate
Real Estate
Secured
by 1 - 4 and
Development Multi-Family
Construction
and Land
Consumer
Total
$
13
$
140
$
-
$
-
$
1,060
$
21
$
-
$
1,234
678
691
$
3,337
3,477
$
601
601
$
914
914
$
339
1,399
$
1,416
1,437
$
584
584
$
7,869
9,103
$
$
117
$
4,345
$
-
$
944
$
2,427
$
836
$
-
$
8,669
48,505
48,622
$
187,048
191,393
$
39,477
39,477
$
50,152
51,096
$
11,244
13,671
$
117,744
118,580
$
43,502
43,502
$
497,672
506,341
$
32
Loans, by classes of loans, considered to be impaired as of December 31, 2018 and 2017 are summarized as follows. (Amounts in Thousands of Dollars):
Notes to Consolidated Financial Statements
2018
CLASSES OF LOANS
Impaired loans with no specific allowance recorded:
Commercial operating
Commercial real estate
Agricultural real estate
Construction and land development
Real estate secured by 1-4 and multi-family
Impaired loans with specific allowance recorded:
Commercial operating
Commercial real estate
Construction and land development
Real estate secured by 1-4 and multi-family
Total impaired loans:
Commercial operating
Commercial real estate
Agricultural real estate
Construction and land development
Real estate secured by 1-4 and multi-family
2017
CLASSES OF LOANS
Impaired loans with no specific allowance recorded:
Commercial operating
Commercial real estate
Agricultural real estate
Construction and land development
Real estate secured by 1-4 and multi-family
Impaired loans with specific allowance recorded:
Commercial operating
Commercial real estate
Construction and land development
Real estate secured by 1-4 and multi-family
Total impaired loans:
Commercial operating
Commercial real estate
Agricultural real estate
Construction and land development
Real estate secured by 1-4 and multi-family
Recorded
Investment
Unpaid
Principal
Balance
Related
Allowance
Average
Recorded
Investment
-
$
4,145
$
-
4,689
-
$
-
$
51
4,106
91
662
1,119
105
3,044
1,198
-
-
-
517
412
933
$
6,017
$
9,036
$
-
$
6,019
$
746
11,969
$
757
12,034
$
589
4,138
$
381
6,123
-
426
-
450
-
164
1,133
258
$
13,141
$
13,241
$
4,891
$
7,895
$
746
16,114
$
757
16,723
$
589
4,138
$
432
10,229
91
662
1,545
105
3,044
1,648
-
-
164
517
1,545
1,191
$
19,158
$
22,277
$
4,891
$
13,914
Recorded
Investment
Unpaid
Principal
Balance
Related
Allowance
Average
Recorded
Investment
$
101
4,068
$
153
4,508
-
$
-
$
68
6,658
944
162
747
952
305
881
-
-
-
523
81
770
$
6,022
$
6,799
$
-
$
8,100
$
16
277
$
17
51
$
13
140
$
40
139
2,265
89
2,965
90
1,060
21
1,483
231
$
2,647
$
3,123
$
1,234
$
1,893
$
117
4,345
$
170
4,559
$
13
140
$
108
6,797
944
2,427
836
952
3,270
971
-
1,060
21
523
1,564
1,001
$
8,669
$
9,922
$
1,234
$
9,993
33
Notes to Consolidated Financial Statements
Interest income and cash basis interest income recognized on impaired loans during the years ended December 31, 2018 and 2017 was not significant.
Impaired loans, for which no allowance has been provided, as of December 31, 2018 and 2017, have adequate collateral, based on management’s current
estimates.
For each class of loans, the following summarized the recorded investment by credit quality indicator as of December 31, 2018 and 2017. (Amounts in
Thousands of Dollars):
2018
Internally assigned risk rating:
Pass (ratings 1 through 4)
Special mention (rating 5)
Substandard (rating 6)
Doubtful (rating 7)
Delinquency status:*
Performing
Nonperforming
2017
Internally assigned risk rating:
Pass (ratings 1 through 4)
Special mention (rating 5)
Substandard (rating 6)
Doubtful (rating 7)
Delinquency status:*
Performing
Nonperforming
Commercial
Operating
Commercial
Real Estate
Agricultural
Operating
Agricultural
Real Estate
Construction
and Land
Real Estate
Secured
by 1 - 4 and
Development Multi-Family
Total
$
50,099
$
144,967
$
34,704
$
41,834
$
5,097
$
18,647
$
295,348
2,413
1,036
324
16,394
9,421
7,724
4,713
333
-
2,970
950
-
3,203
447
215
1,793
2,712
57
31,486
14,899
8,320
$
53,872
$
178,506
$
39,750
$
45,754
$
8,962
$
23,209
$
350,053
Construction
and Land
Development
Real Estate
Secured
by 1 - 4 and
Multi-Family
Consumer
Total
$
2,342
$
84,926
$
43,471
$
130,739
-
-
-
-
$
2,342
$
84,926
$
43,471
$
130,739
Commercial
Operating
Commercial
Real Estate
Agricultural
Operating
Agricultural
Real Estate
Construction
and Land
Real Estate
Secured
by 1 - 4 and
Development Multi-Family
Total
$
44,882
$
171,594
$
33,709
$
45,665
$
4,667
$
21,010
$
321,527
2,317
1,229
5,976
12,089
4,425
1,343
3,025
2,406
3,276
-
1,800
2,928
20,819
19,995
194
48,622
$
1,734
191,393
$
-
39,477
$
-
51,096
$
2,427
10,370
$
214
25,952
$
4,569
366,910
$
Construction
and Land
Development
Real Estate
Secured
by 1 - 4 and
Multi-Family
Consumer
Total
$
3,301
$
92,628
$
43,480
$
139,409
-
-
22
22
$
3,301
$
92,628
$
43,502
$
139,431
*Performing loans are those which are accruing and less than 90 days past due. Nonperforming loans are those on nonaccrual, accruing loans that are greater
than or equal to 90 days past due, and accruing TDR’s.
For commercial operating, commercial real estate, agricultural operating, agricultural real estate, real estate secured by multifamily and construction and land
development loans, the Company’s credit quality indicator is internally assigned risk ratings. Each of these loans is assigned a risk rating upon origination. The
risk rating is reviewed every 12 months, at a minimum, and on an as needed basis depending on the specific circumstances of the loan. Some classes of loans
contain loans that are risk rated and loans that are not as loans of a more homogeneous nature are not risk rated. See Note 1 for further discussion on the
Company’s risk ratings.
For residential real estate loans, consumer loans and a portion of the construction and land development loans, the Company’s credit quality indicator is
performance determined by delinquency status. Delinquency status is updated daily by the Company’s loan system.
34
As of December 31, 2018 and 2017, troubled debt restructurings (TDRs) total $7,671,000 and $999,000, respectively. For each class of loans, the following
summarizes the number and investment in troubled debt restructuring, by type of concession, that were restructured during the year ended December 31,
2018. There were no loans restructured during the year ended December 31, 2017 (Amounts in Thousands of Dollars):
Notes to Consolidated Financial Statements
2018
CONCESSION-EXTENSION OF MATURITY
Pre-Modification
Post-Modification
Number
Recorded
Recorded
of TDRs
Investment
Investment
Commercial real estate
3
$ 6,375
$ 6,375
CONCESSION-SIGNIFICANT PAYMENT DELAY
Commercial operating
Real estate secured by 1-4 and multi family
5
6
$ 207
$ 207
$ 209
$ 209
There was no financial impact for charge-offs, principal forgiveness or foregone interest for the troubled debt restructurings. The financial impact for specific
reserves for the troubled debt restructurings was $2,800,000 for commercial real estate, $100,000 for real estate secured by multifamily and $50,000 for
commercial operating.
For the years ended December 31, 2018 and 2017, none of the Company’s TDRs have re-defaulted subsequent to restructure, where a default is defined as a
delinquency of 90 days or more and/or placement on nonaccrual status.
Mortgage loans serviced for others are not included in the accompanying consolidated balance sheets. The unpaid principal balances of these loans totaled
$191,388,000 and $193,882,000 as of December 31, 2018 and 2017, respectively.
In the ordinary course of business, the Bank has granted loans to directors, principal officers, and affiliated companies in which they are principal stockholders
amounting to $8,570,000 and $4,715,000 as of December 31, 2018 and 2017, respectively.
44. Premises, Furniture and Equipment
The cost, accumulated depreciation and net book value of premises, furniture and equipment as of December 31, 2018 and 2017 is summarized as follows.
(Amounts in Thousands of Dollars):
Land
Building and improvements
Furniture and equipment
Less accumulated depreciation
2018
2017
$
4,635
$
4,635
17,059
12,682
34,376
16,991
11,831
33,457
(17,722)
(16,341)
$
16,654
$
17,116
35
Notes to Consolidated Financial Statements
55.
Intangibles
Goodwill and intangible assets are summarized as follows. (Amounts in Thousands of Dollars):
As of December 31,
Intangible assets:
Goodwill
Other intangible assets:
Core deposit intangible
Other intangible assets
Less accumulated amortization on certain intangible assets
2018
2017
$
3,050
$
3,050
1,380
1,855
3,235
(2,813)
422
1,380
1,855
3,235
(2,640)
595
Total intangible assets
$
3,472
$
3,645
ESTIMATED FUTURE AMORTIZATION EXPENSE
For the year ended December 31 (Amounts in thousands of dollars):
2019
2020
2021
2022
2023
Thereafter
6. Time Deposits
$
173
164
34
12
12
27
$
422
The aggregate amount of time deposits, each with a minimum denomination of $250,000, was approximately $23,021,000 and $21,739,000 as of
December 31, 2018 and 2017, respectively.
Brokered deposits were $22,290,000 and $14,113,000 at December 31, 2018 and 2017, respectively.
At December 31, 2018, the scheduled maturities of time deposits are as follows. (Amounts in Thousands of Dollars):
$
$
121,012
71,525
3,262
760
310
196,869
2019
2020
2021
2022
2023
36
77. Federal Home Loan Bank Advances and Letters of Credit
9. Commitments and Contingencies
Notes to Consolidated Financial Statements
The Bank advances funds from and repays them to the Federal Home Loan
Bank (FHLB) as considered necessary for liquidity purposes. There were no
outstanding advances as of December 31, 2018 and 2017.
At December 31, 2018, the Bank had $30,000,000 in letters of credit
outstanding with Federal Home Loan Bank. These letters were pledged to
two customers. There were no outstanding letters of credit at December 31,
2017.
8. Junior Subordinated Debentures and Company Obligated
Mandatorily Redeemable Preferred Securities of
Subsidiary Trusts Holding Solely Subordinated
Debentures
Junior subordinated debentures are due to FBIL Statutory Trusts II and III,
which are both 100% owned non-consolidated subsidiaries of the Company.
The debentures were issued in 2003 and 2004, respectively, in conjunction
issuance of 5,000 shares of Company Obligated
with each Trust’s
Mandatorily Redeemable Preferred Securities. The debentures all bear the
same interest rate and terms as the preferred securities, detailed following.
The debentures are included on the consolidated balance sheets as
liabilities; however, in accordance with Federal Reserve Board regulations in
effect at December 31, 2018 and 2017, the Company is allowed, for
regulatory purposes, to include the entire $10,000,000 of the capital
securities issued by the Trusts in Tier I capital.
During 2004 FBIL Statutory Trust III issued 5,000 shares of Company
Obligated Mandatorily Redeemable (COMR) Preferred Securities.
Distributions are paid quarterly. Cumulative cash distributions are calculated
at a variable annual rate that is 265 basis points above the 3 month LIBOR
rate (5.44% and 4.24% as of December 31, 2018 and 2017, respectively).
The Trust may, at one or more times, defer interest payments on the capital
securities for up to 20 consecutive quarterly periods, but not beyond
September 15, 2034. At the end of the deferral period, all accumulated and
unpaid distributions will be paid. The capital securities will be redeemed on
September 15, 2034 at par plus any accrued and unpaid distributions to the
date of the redemption; however, the Trust has the option to redeem at any
time at par. The redemption may be in whole or in part, but in all cases in a
principal amount with integral multiples of $1,000.
During 2003 the Company issued 5,000 shares of Company Obligated
Mandatorily Redeemable (COMR) Preferred Securities of FBIL Statutory Trust
II Holding Solely Subordinated Debentures. Distributions are paid quarterly.
Cumulative cash distributions are calculated at a variable annual rate that is
295 basis points above the 3 month LIBOR rate (5.74% and 4.55% as of
December 31, 2018 and 2017, respectively). The Company may, at one or
more times, defer interest payments on the capital securities for up to 20
consecutive quarterly periods, but not beyond September 17, 2033. At the
end of the deferral period, all accumulated and unpaid distributions will be
paid. The capital securities will be redeemed on September 17, 2033 at par
plus any accrued and unpaid distributions to the date of the redemption;
however, the Company has the option to redeem at any time at par. The
redemption may be in whole or in part, but in all cases in a principal amount
with integral multiples of $1,000.
Holders of the capital securities have no voting rights, are unsecured and
rank junior in priority of payment to all of the Trust’s indebtedness and
senior to the Trust’s capital stock.
Financial Instruments with Off-Balance Sheet Risk
The Bank, in the normal course of business, is a party to financial
instruments with off-balance sheet risk to meet the financing needs of its
customers. These financial instruments include unused lines of credit and
standby letters of credit. Those instruments involve, to varying degrees,
elements of credit and market risk in excess of the amount recognized in the
consolidated balance sheets.
The Bank’s exposure to credit loss in the event of nonperformance by the
other party to the financial instrument for unused lines of credit and standby
letters of credit is represented by the contractual amounts of those
instruments. The Bank uses
in making
commitments and conditional obligations as it does for on-balance sheet
instruments.
the same credit policies
A summary of the Bank’s commitments as of December 31, 2018 and 2017
is as follows. (Amounts in Thousands of Dollars):
2018
2017
Commitments to extend credit:
Unused lines of credit
Standby letters of credit
$
88,138
947
$
79,698
883
Unused lines of credit are agreements to lend to a customer as long as there
is no violation of any condition established in the contract. The agreements
generally have fixed expiration dates or other termination clauses and may
require payment of a fee. Since many of the agreements are expected to
expire without being drawn upon, the total commitment amounts do not
necessarily represent future cash requirements. The Bank evaluates each
customer’s credit worthiness on a case-by-case basis. The amount of
collateral obtained if deemed necessary by the Bank upon extension of
credit is based upon management’s credit evaluation of the counter-party.
Collateral varies but may include accounts receivable, inventory, property,
equipment and income-producing commercial properties.
Standby letters of credit are conditional commitments issued by the Bank to
guarantee the performance of a customer to a third party. Those guarantees
are primarily issued to support public and private borrowing arrangements
and, generally, have terms of one year, or less. The credit risk involved in
issuing letters of credit is essentially the same as that involved in extending
loan facilities to customers. The Bank holds collateral, as detailed above,
supporting those commitments if deemed necessary. In the event the
customer does not perform in accordance with the terms of the agreement
with the third party, the Bank would be required to fund the commitment.
The maximum potential amount of future payments the Bank could be
required to make is represented by the contractual amount shown in the
previous summary. If the commitment is funded, the Bank would be entitled
to seek recovery from the customer. As of December 31, 2018 and 2017, no
amounts have been recorded as
liabilities for the Bank’s potential
obligations under these guarantees.
The Company has executed contracts for the sale of mortgage loans in the
secondary market in the amount of $1,072,000 and $2,189,000 as of
December 31, 2018 and 2017, respectively. These amounts include loans
held for sale of $38,000 and $42,000 as of December 31, 2018 and 2017,
respectively, and loan commitments, included in the summary in this Note,
of $1,034,000 and $2,147,000 as of December 31, 2018 and 2017,
respectively.
37
11. Dividends and Regulatory Capital
The Company’s stockholders are entitled to receive such dividends as are
declared by the Board of Directors. The ability of the Company to pay
dividends in the future is dependent upon its receipt of dividends from its
subsidiaries. The subsidiaries’ ability to pay dividends is regulated by
financial regulatory statutes. The timing and amount of dividends will
depend on earnings, capital requirements and financial condition of the
Company and its subsidiaries as well as general economic conditions and
other relevant factors affecting the Company and the subsidiary. Under the
provisions of the National Bank Act, the Bank may not, without prior approval
of the Comptroller of the Currency, declare dividends in excess of the total of
the current and past two year’s earnings less any dividends already paid
from those earnings.
The Company and its subsidiaries are subject to various regulatory capital
requirements administered by the federal banking agencies. Failure to meet
minimum capital requirements can initiate certain mandatory and possibly
additional discretionary action by regulators that, if undertaken, could have a
direct material effect on the Company’s financial statements. Under capital
adequacy guidelines and the regulatory framework for prompt corrective
action, the Company and Bank must meet specific capital guidelines that
involve quantitative measures of the Bank’s assets, liabilities and certain off-
balance sheet items as calculated under regulatory accounting practices.
The Company and Bank’s capital amounts and classification are also subject
to qualitative judgments by the regulators and components, risk weightings
and other factors. Prompt corrective action provisions are not applicable to
bank holding companies.
Quantitative measures established by regulation to ensure capital adequacy
require the Company and Bank to maintain minimum amounts and ratios
(set forth in the following table) of total, Tier I, and common equity Tier 1
capital (as defined in the regulations) to risk-weighted assets (as defined)
and of Tier
I capital (as defined) to average assets (as defined).
Management believes, as of December 31, 2018, that the Company and
Bank meet all capital adequacy requirements to which they are subject.
The most recent notification from the Office of the Comptroller of the
Currency categorized the Bank as well capitalized under the regulatory
framework for prompt corrective action. To be categorized as adequately or
well capitalized the Bank must maintain minimum total risk-based, Tier I
risk-based, common equity Tier I, and Tier I leverage ratios as set forth in the
table. There are no conditions or events since that notification that
management believes have changed the Bank’s categories.
Trust Services maintains its capital level in excess of the required minimum
as established by the Illinois Department of Financial and Professional
Regulation.
Notes to Consolidated Financial Statements
A portion of residential mortgage loans sold to investors in the secondary
market are sold with recourse. Specifically, certain loan sales agreements
provide that if the borrower becomes 60 days or more delinquent during the
first six months following the first payment due, and subsequently becomes
90 days or more delinquent during the first 12 months of the loan, the Bank
must repurchase the loan from the subject investor. The Bank did not
repurchase any loans from secondary market investors under the terms of
these loan sales agreements during the years ended December 31, 2018
and 2017. In the opinion of management, the risk of recourse to the Bank is
not significant and, accordingly, no liability has been established.
CConcentration of Credit Risk
Aside from cash on hand and in-vault, the Company’s cash is maintained at
various correspondent banks. The total amount of cash on deposit and
federal funds sold exceeded federal insurance limits at five institutions by a
total of approximately $27,971,000 and $13,727,000 as of December 31,
2018 and 2017, respectively. In the opinion of management, no material
risk of loss exists due to the financial condition of the institutions.
Contingencies
In the normal course of business, the Company is involved in various legal
proceedings. In the opinion of management, any liability resulting from such
proceedings would not have a material adverse effect on these consolidated
financial statements.
10. Benefits
The Company has a 401(k) plan, which is a tax qualified savings plan, to
its employees to save for retirement purposes or other
encourage
contingencies. All employees, working over 1,000 hours per year, of the
Company and its subsidiaries are eligible to participate in the Plan after
completion of one year of service and attaining the age of 21. The employee
may elect to contribute a percentage of their compensation before taxes in a
traditional 401(k) and/or a percentage of their compensation after taxes
using the subsidiaries’ Roth 401(k) option. Based upon profits, as
determined by the subsidiaries, a contribution may be made by the
subsidiaries. Employees are 100% vested in the subsidiaries’ contribution to
the plan after five years of service. Employee contributions and vested
subsidiaries contributions may be withdrawn only on termination of
employment, retirement, death or hardship withdrawal.
Under the various Employee Incentive Compensation Plans, the Bank and
Trust Services are authorized at their discretion, pursuant to the provisions
of their individual plans, to establish on an annual basis, a bonus fund,
which will be distributed to certain employees, based on their performance.
The Employee Incentive Compensation Plans do not become effective unless
the Bank and Trust Services exceed established income levels and goals.
For the year ended December 31, 2018, the Bank’s Board of Directors has
authorized a bonus of 50% of the bonus pool which is included as an
expense in the financial statements even though certain criteria have not
been met. One plan, a Deferred Incentive Compensation Plan, maintained
by the Bank has been discontinued.
The financial statements include expense related to the 401(k) Plan of
$711,000 and $690,000 for the years ended December 31, 2018 and
2017, respectively. The financial statements include expense related to the
incentive compensation plan of $510,000 and $236,000, for the years
ended December 31, 2018 and 2017, respectively.
38
The Company and Bank’s actual capital amounts and ratios are also presented in the table. (Amounts in Thousands of Dollars):
As of December 31, 2018
Actual
Minimum Regulatory
Requirement
Amount
Ratio
Amount
Ratio
Minimum Regulatory
Requirement With Capital
Conservation Buffer
Ratio
Amount
To Be Well
Capitalized under Prompt
Corrective Action Provisions
Amount
Ratio
Notes to Consolidated Financial Statements
Total Capital (to Risk-Weighted Assets)
Company
Bank
Tier I Capital (to Risk-Weighted Assets)
Company
Bank
Common Equity Tier I Capital (to Risk-Weighted Assets)
Company
Bank
Tier I Capital (to Average Assets)
Company
Bank
$
$
106,046
90,501
17.84%
15.35%
$
$
47,562
47,172
> 8.00%
> 8.00%
$
$
58,709
58,227
> 9.875%
> 9.875%
N/A
58,965
$
N/A
> 10.00%
$
$
98,548
83,063
16.58%
14.09%
$
$
35,671
35,379
> 6.00%
> 6.00%
$
$
46,819
46,435
> 7.875%
> 7.875%
N/A
47,172
$
N/A
> 8.00%
$
$
88,548
83,063
14.89%
14.09%
$
$
26,754
26,534
> 4.50%
> 4.50%
$
$
37,901
37,590
> 6.375%
> 6.375%
N/A
38,327
$
N/A
> 6.50%
As of December 31, 2017
Actual
Minimum Regulatory
Requirement
Amount
Ratio
Amount
Ratio
Minimum Regulatory
Requirement With Capital
Conservation Buffer
Ratio
Amount
$
$
98,548
83,063
10.50%
9.05%
$
$
37,559
36,722
> 4.00%
> 4.00%
$
$
37,559
36,722
> 4.000%
> 4.000%
N/A
45,903
$
N/A
> 5.00%
To Be Well
Capitalized under Prompt
Corrective Action Provisions
Amount
Ratio
Total Capital (to Risk-Weighted Assets)
Company
Bank
Tier I Capital (to Risk-Weighted Assets)
Company
Bank
$
$
99,685
88,359
16.16%
14.43%
$
$
49,362
48,995
$
$
91,955
80,686
14.90%
13.17%
$
$
37,022
36,746
Common Equity Tier I Capital (to Risk-Weighted Assets)
Company
Bank
$
$
81,955
80,686
13.28%
13.17%
$
$
27,766
27,559
Tier I Capital (to Average Assets)
Company
Bank
$
91,955
9.94%
$
37,014
$
80,686
8.85%
$
36,449
>
>
>
>
>
>
>
>
8.00%
8.00%
$
$
57,075
56,648
> 9.250%
> 9.250%
N/A
61,241
$
N/A
> 10.00%
6.00%
6.00%
$
$
44,734
44,400
> 7.250%
> 7.250%
N/A
48,993
$
4.50%
4.50%
$
$
35,479
35,214
> 5.750%
> 5.750%
N/A
39,807
$
N/A
8.00%
N/A
6.50%
>
>
4.00%
$
37,014
4.00%
$
36,449
> 4.000%
> 4.000%
N/A
N/A
$
45,561
>
5.00%
* The Basel III Rules, effective January 1, 2015 for the Company and Bank, included new risk-based and leverage capital ratio requirements and refined the
definition of what constitutes “capital” for purposes of calculating those ratios. The minimum capital level requirements applicable to the Company and the
Bank under the Basel III Rules include: (i) a new common equity Tier I risk-based capital ratio of 4.5%; (ii) a Tier I risk-based capital ratio of 6%; (iii) a total risk-
based capital ratio of 8%; and (iv) a Tier 1 leverage ratio of 4% for all institutions. Common equity Tier I capital will consist of retained earnings and common
stock instruments, subject to certain adjustments. The Basel III Rules also established a “capital conservation buffer” of 2.5% above the new regulatory
minimum risk-based capital requirements. The conservation buffer, when added to the capital requirements, will result in the following minimum ratios: (i) a
common equity Tier I risk-based capital ratio of 7%, (ii) a Tier 1 risk-based capital ratio of 8.5%, and (iii) a total risk-based capital ratio of 10.5%. The new capital
conservation buffer requirement is phased in beginning January 2016 at 0.625% of risk-weighted assets and will increase by 0.625% each year until fully
implemented at 2.5% in January 2019. The new capital conservation buffer requirement is reflected in the table above as of December 31, 2018. An institution
would be subject to limitations on certain activities including payment of dividends, share repurchases, and discretionary bonuses to executive officers if its
capital level is below the buffered ratio. Although these new capital ratios do not become fully phased in until 2019, the banking regulators will expect bank
holding companies and banks to meet these requirements well ahead of that date.
112. Income Tax Matters
The components of income tax expense (benefit) are as follows for the years ended December 31, 2018 and 2017. (Amounts in Thousands of Dollars):
Year Ended December 31,
Current
Deferred
2018
2017
$
3,127
$
3,912
(1,143)
(165)
$
1,984
$
3,747
39
Notes to Consolidated Financial Statements
A reconciliation between income tax expense in the statements of income and the amount computed by applying the statutory federal income tax rate to income
before income taxes is as follows. (Amounts in Thousands of Dollars):
Year Ended December 31,
2018
% of Pretax
Income
2017
% of Pretax
Income
Federal income tax at statutory rate
$
2,177
21.0%
$
3,787
34.0%
Changes from statutory rate resulting from:
State tax, net of federal benefit
Tax exempt interest income, net
Increase in cash surrender value
Expenses related to insurance settlement
Re-evaluation of net deferred tax assets
due to reduction in tax rate
Other, net
Income tax expense
410
(331)
(95)
(188)
-
11
4.0
(3.2)
(0.9)
(1.8)
-
0.1
457
(609)
(158)
-
468
(198)
$
1,984
19.2%
$
3,747
4.1
(5.5)
(1.4)
-
4.2
(1.8)
33.6%
Net deferred tax assets (liabilities) consist of the following components as of December 31, 2018 and 2017. (Amounts in Thousands of Dollars):
Year Ended December 31,
Deferred tax assets:
Allowance for loan losses
Other real estate
Accrued expenses
Deferred tax liabilities:
Premises, furniture and equipment
Stock dividends
Prepaid expenses
Unrealized gains on securities available for sale, net
Intangibles
Other
NET DEFERRED TAX ASSETS
2018
2017
$
3,580
$
2,526
29
553
-
499
$
4,162
$
3,025
$
(965)
$
(664)
(26)
(154)
1,125
(472)
(2)
(26)
(119)
(330)
(811)
(5)
$
(494)
$
(1,955)
$
3,668
$
1,070
Net deferred tax assets are included in other assets on the accompanying consolidated balance sheets.
On December 22, 2017 Congress passed the Tax Cuts and Jobs Act (TCJA) which reduced the corporate income tax rate from 34.0% to 21.0% effective January
1, 2018 and future years. Accounting standards require the effect of this impact on deferred income tax assets and liabilities to be recorded in the year of
enactment. The Company has recorded a reduction in its net deferred tax assets as a result of this change during the year ended December 31, 2017.
The net change in deferred income taxes is reflected in the financial statements as follows. (Amounts in Thousands of Dollars):
Year Ended December 31,
Provision for income taxes
2018
2017
$
(1,143)
$
(165)
Statement of changes in stockholders' equity, accumulated other comprehensive
income (loss), unrealized gains (losses) on securities available for sale, net
(1,455)
392
$
(2,598)
$
227
113. Fair Value Measurements
The Fair Value Measurements and Disclosures Topic of the FASB Accounting Standards Codification defines fair value, establishes a framework for measuring
fair value using a hierarchy system, and requires disclosure of fair value measurements. The hierarchy is intended to maximize the use of observable inputs and
minimize the use of unobservable inputs and includes three levels based upon the valuation techniques used. The three levels are as follows:
Level 1: Quoted prices (unadjusted) for identical assets or liabilities in active markets that the entity has the ability to access as of the measurement date.
40
Notes to Consolidated Financial Statements
Level 2: Significant other observable inputs other than level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not
active; or other inputs that are observable or can be corroborated by observable market data.
Level 3: Significant unobservable inputs that reflect a reporting entity’s own assumptions about the assumptions that market participants would use in pricing
an asset or liability.
A description of the valuation methodologies used for assets and liabilities measured at fair value, as well as the general classification of such instruments
pursuant to the valuation hierarchy, is set forth below.
IInvestment securities available for sale: Where quoted prices are available in an active market, securities are classified within level 1 of the valuation hierarchy.
Level 1 securities would include highly liquid government bonds and exchange traded equities. If quoted market prices are not available, then fair values are
estimated by using pricing models, quoted prices of securities with similar characteristics, or discounted cash flow. Level 2 securities would include U.S. agency
securities, mortgage-backed agency securities, obligations of state and political subdivisions and certain corporate, asset based and other securities. In certain
cases where there is limited activity or less transparency around inputs to the valuation, securities are classified within level 3 of the valuation hierarchy.
Impaired loans: The Company does not record loans at fair value on a recurring basis. However, from time to time, a loan is considered impaired and an
allowance for loan losses is established. Loan impairment may be measured based upon the present value of expected future cash flows discounted at the
loan’s effective interest rate or the fair value of the collateral, if the loan is collateral dependent. Collateral may be real estate and/or business assets including
equipment, inventory and/or accounts receivable. Fair value is determined based upon appraisals by qualified licensed appraisers hired by the Company, and
are, generally, considered level 2 measurements. In some cases, adjustments are made to the appraised values due to various factors including age of the
appraisal, age of comparable included in the appraisal, and known changes in the market and in the collateral. When significant adjustments are based on
unobservable inputs, the resulting fair value measurement has been categorized as a level 3 measurement.
Other real estate: Other real estate owned is carried at the lower of the principal amount of the loan outstanding at the time of acquisition, plus any acquisition
costs, or the estimated fair value of the property, less disposal costs. The fair value of the property is determined based upon appraisals or internal evaluations.
There have been no changes in valuation techniques used for any assets or liabilities measured at fair value during the years ended December 31, 2018 and
2017.
ASSETS AND LIABILITES RECORDED AT FAIR VALUE ON A RECURRING BASIS
The following table summarizes assets and liabilities measured at fair value on a recurring basis as of December 31, 2018 and 2017, segregated by the level of
the valuation inputs within the fair value hierarchy utilized to measure fair value. (Amounts in Thousands of Dollars):
Fair Value Measurements
as of December 31, 2018 Using:
Investment securities available for sale:
U.S. government agency bonds
U.S. government agency mortgage backed securities
State and political subdivisions
Corporate securities
Collateralized mortgage obligations
Fair Value Measurements
as of December 31, 2017 Using:
Investment securities available for sale:
U.S. government agency bonds
U.S. government agency mortgage backed securities
State and political subdivisions
Corporate securities
Collateralized mortgage obligations
Other investments
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
Significant
Other
Observable
Inputs
(Level 2)
Fair Value
$
$
183,295
128,405
31,025
985
12,557
356,267
-
$
-
-
-
-
$
-
183,295
128,405
31,025
985
12,557
356,267
$
$
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
Significant
Other
Observable
Inputs
(Level 2)
Fair Value
$
$
-
$
-
-
-
-
-
$
-
154,725
157,166
40,395
993
15,659
1,108
370,046
41
154,725
157,166
40,395
993
15,659
1,108
370,046
$
$
Significant
Unobservable
Inputs
(Level 3)
-
$
-
-
-
-
$
-
Significant
Unobservable
Inputs
(Level 3)
-
$
-
-
-
-
-
$
-
Notes to Consolidated Financial Statements
There were no transfers of assets or liabilities between levels 1, 2 and 3 of the fair value hierarchy during the years ended December 31, 2018 and 2017.
ASSETS AND LIABILITIES RECORDED AT FAIR VALUE ON A NONRECURRING BASIS
The Company may be required, from time to time, to measure certain assets and liabilities at fair value on a nonrecurring basis such as when there is evidence
of impairment. Assets measured at fair value on a nonrecurring basis are included in the table below. (Amounts in Thousands of Dollars):
Fair Value Measurements
as of December 31, 2018 Using:
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
Significant
Other
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
Fair Value
Impaired loans
Other real estate owned
$
8,828
$
-
$
-
$
8,828
$
681
$
-
$
-
$
681
Fair Value Measurements
as of December 31, 2017 Using:
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
Significant
Other
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
Fair Value
Impaired loans
Other real estate owned
$
1,512
$
-
$
-
$
1,512
$
32
$
-
$
-
$
32
The Financial Instruments Topic of the FASB Accounting Standards Codification requires disclosure of fair value information about financial instruments,
whether or not recognized in the balance sheet, for which it is practicable to estimate that value. Certain financial instruments and all non-financial instruments
are excluded from these disclosure requirements. Accordingly, the aggregate fair value amounts presented do not represent the underlying value of the
Company.
The following methods and assumptions were used by the Company in estimating the fair value of its financial instruments:
Cash and due from banks and federal funds sold: The carrying amounts reported in the balance sheets for cash and due from banks and federal funds sold
equal their fair values.
Securities: Fair values for securities are based on quoted market prices, where available. If quoted market prices are not available, fair values are based on
quoted market prices of comparable instruments.
Loans and loans held for sale: For variable rate loans fair values are equal to carrying values. The fair values for all other types of loans are estimated using
discounted cash flow analyses, using interest rates currently being offered for loans with similar terms to borrowers with similar credit quality. The fair value of
loans held for sale is based on quoted market prices of similar loans sold in the secondary market.
Impaired loans, net: Impaired loans fair value is equal to book value minus the related allowance plus estimated selling costs.
Accrued interest receivable and payable: The fair value of accrued interest receivable and payable is equal to its carrying value.
Deposits: The fair values for demand and savings deposits equal their carrying amounts, which represent the amount payable on demand. Fair values for time
deposits are estimated using a discounted cash flow calculation that applies interest rates currently being offered on time deposits to a schedule of aggregated
expected monthly maturities on time deposits.
Securities sold under agreements to repurchase: The fair value of securities sold under agreements to repurchase is considered to be equal to the carrying
value due to the borrowings’ short-term nature.
FHLB Advances: The fair value of FHLB Advances is considered to be equal to the carrying value due to the borrowings’ short-term nature.
Junior subordinated debentures: It is not practicable to estimate the fair value of junior subordinated debentures as instruments with similar terms are not
available in the market place.
Commitments to extend credit: The fair value of these commitments is not material.
42
The carrying values and estimated fair values of the Company’s financial instruments as of December 31, 2018 and 2017 are as follows. (Amounts in
Thousands of Dollars):
Notes to Consolidated Financial Statements
Financial assets:
Cash and due from banks
Securities held to maturity
Securities available for sale
Federal funds sold
Loans, net
Impaired loans, net
Other real estate owned
Accrued interest receivable
Financial liabilities:
Non-interest bearing demand deposits
Interest bearing demand deposits
Savings deposits
Time deposits
Securities sold under agreements to repurchase
Accrued interest payable
114. Revenue Recognition
Fair Value
Hierarchy
Level
Carrying Value
Fair Value
2018
2017
2018
2017
1
2
2
1
2
3
3
1
1
1
1
2
1
1
$
37,630
$
25,579
$
37,630
$
25,579
1,044
356,267
16,706
459,781
8,250
681
4,593
1,249
1,128
1,249
370,046
356,267
370,046
2,608
16,706
2,608
495,587
449,971
488,514
1,413
32
4,167
8,828
681
4,593
1,512
32
4,167
$
131,705
$
115,446
$
131,705
$
115,446
292,665
112,196
196,869
88,559
677
341,103
94,510
205,774
80,394
549
292,665
112,196
197,147
88,559
677
341,103
94,510
205,774
80,394
549
On January 1, 2018, the Company adopted ASU No. 2014-09 “Revenue from Contracts with Customers” (Topic 606) and all subsequent ASUs that modified
Topic 606. As stated in Note 1 Summary of Significant Accounting Policies, the implementation of the new standard did not have a material impact on the
measurement or recognition of revenue; as such, a cumulative effect adjustment to opening retained earnings was not deemed necessary. Results for
reporting periods beginning after January 1, 2018 are presented under Topic 606, while prior period amounts were not adjusted and continue to be reported in
accordance with our historic accounting under Topic 605.
Topic 606 does not apply to revenue associated with financial instruments, including revenue from loans and securities. In addition, certain noninterest income
streams such as fees associated with mortgage servicing rights, financial guarantees, derivatives and certain credit card fees are also not in the scope of the
new guidance. Topic 606 is applicable to noninterest revenue streams such as trust services, deposit related fees, interchange fees and other. However, the
recognition of these revenue streams did not change significantly upon adoption of Topic 606. Substantially all of the Company’s revenue is generated from
contracts with customers. Noninterest revenue streams in-scope of Topic 606 are discussed below.
Trust Services
Trust services income is primarily comprised of fees earned from the management and administration of trusts and other assets. The Company’s performance
obligation is generally satisfied over time and the resulting fees are recognized monthly, based upon the month-end market value of the assets under
management and the applicable fee rate. Payment is generally either prepaid or paid at the end of a specified period and can be paid through a direct charge
to customers’ accounts. The Company does not earn performance-based incentives. Optional services such as real estate sales and tax return preparation
services are also available to existing trust and asset management customers. The Company’s performance obligation for these transactional-based services is
generally satisfied, and related revenue recognized, at a point in time (i.e., as incurred). Payment is received shortly after services are rendered.
Service Charges
Service charges on deposit accounts consist of account analysis fees (i.e., net fees earned on analyzed business and public checking accounts), monthly
service fees, check orders, and other deposit account related fees. The Company’s performance obligation for account analysis fees and monthly service fees
is generally satisfied, and the revenue recognized, over the period in which the service is provided. Check orders, and other deposit account related fees are
largely transactional-based, and therefore, the Company’s performance obligation is satisfied and related revenue recognized, at a point in time. Payment for
service charges on deposit accounts is primarily received immediately or in the following month through a direct charge to customers’ accounts.
43
Notes to Consolidated Financial Statements
Other
Other noninterest income consists of other recurring revenue streams such as commissions from sales of mutual funds and other investments, investment
advisor fees from the Company’s wealth management products, safe deposit box rental fees and other miscellaneous revenue streams. Commissions from
sales of mutual funds and other investments and investment advisor fees are recognized monthly as the sales occur. Safe deposit box rental fees are charged
to the customer on an annual basis and recognized upon receipt of payment. The Company determined that since rentals and renewals occur fairly consistently
over time, revenue is recognized on a basis consistent with the duration of the performance obligation.
The following presents noninterest income, segregated by revenue streams in-scope and out-of-scope of Topic 606, as follows. (Amounts in Thousands of
Dollars):
Year Ended December 31,
Noninterest Income
In-scope of Topic 606:
Trust Services
Services Charges
Gain on sale of loans
Investment securities gains (losses), net
Other
Noninterest income (in-scope of topic 606)
Noninterest income (out-of-scope of topic 606)
Total Noninterest Income
Contract Balances
2018
2017
$
10,554
$
10,336
1,265
1,330
381
9
574
(19)
5,315
4,958
$
17,524
$
17,179
-
-
$
17,524
$
17,179
A contract asset balance occurs when an entity performs a service for a customer before the customer pays consideration (resulting in a contract receivable) or
before payment is due (resulting in a contract asset). A contract liability is an entity’s obligation to transfer a service to a customer for which the entity has
already received payment (or payment is due) from the customer. The Company’s noninterest revenue streams are largely based on transactional activity, or
standard month-end revenue accruals such as asset management fees based on month-end market values. Consideration is often received immediately or
shortly after the Company satisfies its performance obligation and revenue is recognized. The Company does not typically enter into long-term revenue
contracts with customers, and therefore, does not experience significant contract balances. As of December 31, 2018 and December 31, 2017, the Company
did not have any significant contract balances.
Contract Acquisition Costs
In connection with the adoption of Topic 606, an entity is required to capitalize, and subsequently amortize into expense, certain incremental costs of obtaining
a contract with a customer if these costs are expected to be recovered. The incremental costs of obtaining a contract are those costs that an entity incurs to
obtain a contract with a customer that it would not have incurred if the contract had not been obtained (for example, sales commission). The Company utilizes
the practical expedient which allows entities to immediately expense contract acquisition costs when the asset that would have resulted from capitalizing these
costs would have been amortized in one year or less. Upon adoption of Topic 606, the Company did not capitalize any contract acquisition cost.
44
Board of Directors
First Bankers Trustshares, Inc.
William D. Daniels
Chairman of the Board
First Bankers Trust Company, N. A.
William D. Daniels
Chairman of the Board
First Bankers Trust Services, Inc.
Donald K. Gnuse
Chairman of the Board
Allen W. Shafer
President/CEO
Allen W. Shafer
President/CEO
Brian A. Ippensen
President
Steven E. Siebers
Secretary
Scholz, Loos, Palmer, Siebers, & Duesterhaus,
Attorney at Law
Steven E. Siebers
Secretary
Scholz, Loos, Palmer, Siebers, & Duesterhaus,
Attorney at Law
Steven E. Siebers
Secretary
Scholz, Loos, Palmer, Siebers, &
Duesterhaus, Attorney at Law
Carl W. Adams, Jr.
Illinois Ayers Oil Company, President
Phyllis J. Hofmeister
Robert Hofmeister Farm, Secretary
Carl W. Adams, Jr.
Illinois Ayers Oil Company, President
Scott A. Cisel
Retired President/Chairman/CEO
Ameren Illinois
Charles M. Gnuse
President/CEO, United State Bank
Lewistown, Missouri
Arthur E. Greenbank
Former President/CEO
First Bankers Trust Company, N. A.
Carl W. Adams, Jr.
Illinois Ayers Oil Company, President
Scott A. Cisel
Retired President/Chairman/CEO
Ameren Illinois
Charles M. Gnuse
President/CEO, United State Bank
Lewistown, Missouri
Arthur E. Greenbank
Former President/CEO
First Bankers Trust Company, N. A.
Mark E. Freiburg
Freiburg Insurance Agency & Freiburg
Development, Owner
Freiburg, Inc., President
Mark E. Freiburg
Freiburg Insurance Agency & Freiburg
Development, Owner
Freiburg, Inc., President
Phyllis J. Hofmeister
Robert Hofmeister Farm, Secretary
Phyllis J. Hofmeister
Robert Hofmeister Farm, Secretary
John E. Laverdiere
Laverdiere Construction, Inc., President
LCI Concrete Inc., Vice President/Manager
John E. Laverdiere
Laverdiere Construction, Inc., President
LCI Concrete Inc., Vice President/Manager
Kemia M. Sarraf, M.D., M.P.H.
genHKids, Inc., President & Founder
CEO, Lodestar Consulting and Executive
Coaching
Kemia M. Sarraf, M.D., M.P.H.
genHKids, Inc., President & Founder
CEO, Lodestar Consulting and Executive
Coaching
Dennis R. Williams
Quincy Media, Inc., Chairman
Richard W. Schulte
Wright & Schulte, LLC
Attorney At Law
Dennis R. Williams
Quincy Media, Inc., Chairman
45
Officers
First Bankers Trust Company, N.A.
First Bankers Trust Services, Inc.
PPRESIDENT/CEO
Allen W. Shafer
REGIONAL PRESIDENTS
Jason L. Duncan North Region
David J. Rakers West Region
MARKET PRESIDENT
Ronald E. Wenger
SENIOR VICE PRESIDENTS
Jay C. Barnes
Thomas J. Frese (CFO/COO)
Douglas R. Reed
Scott Thoele
James D. Whitaker (CCO)
VICE PRESIDENTS
Nicole R. Allen-Cain (ISO)
John T. Armstrong
Joshua G. Chaplin
Pamela L. Eftink
Nathan J. Frese
Jennifer M. Gilker
Ryan G. Goestenkors
Tony R. Gross
Darren W. Jones
Kathleen D. McNay
James R. Obert
Hugh K. Roderick
Sherry R. Schaffnit
Michelle M. Shortridge
Linda K. Tossick (Controller)
Michele M. Walgren
Randal S. Westerman
David A. Young
ASSISTANT VICE PRESIDENTS
Christine A. Baker
Daniel J. Brink
Maria D. Eckert
James M. Farmer
David J. Garner
Devan D. Hitt
Lisa K. Hoffman
Karen J. Koehn
Ryne R. Lubben
Laura J. Maas
Cynthia A. MacKenzie
Afton R. Mast
Ashley Meadows
Lauryn K. Oshner
John K. Predmore
Debora A. Rabe
Brenda S. Seals
Kelly R. Seifert
Bernie J. Venvertloh
Brooke C. Venvertloh
Leslie A. Westen
Joan M. Whitlow
INFORMATION TECHNOLOGY
OFFICERS
Ronald W. Fairley
Terry J. Hanks
Andrew W. Marner
RETAIL OFFICERS
Rachel E. Ayalew
Pamela Curtis
W. Kay Divan
Susan L. Farlow
Kelly B. Freeman
Leigh A. Holstein
Krystal N. Jackson
Julie L. McElhiney
Kimberly M. Neal
Shannon M. Orris
Eric L. Roon
Rachel Y. St. Clair
AG BANKER/CREDIT ANALYST OFFICER
Spencer L. McKeown
CREDIT ANALYST OFFICER
Megan Cheek
COLLECTIONS OFFICER
April Willey
COMMERCIAL/AG OFFICER
Amy E. Bruenger
LOAN OPERATIONS OFFICER
Melisa G. Heimann
PRESIDENT/CEO
Brian A. Ippensen
EXECUTIVE VICE PRESIDENTS
Steven P. Eckert
Michele R. Foster
P. Dawn Goestenkors
Julie E. Kenning
Jayson E. Martin
Larry E. Shepherd
SENIOR VICE PRESIDENTS
Merri E. Ash
Frank Brown
Joseph E. Harris
Ashley Melton
Mary A. Schmidt
Kimberly A. Serbin
Linda J. Shultz
VICE PRESIDENTS
Timothy W. Corrigan (Auditor)
Teresa L. Daggett
Paul R. Edwards, III
Robin L. Fitzgibbons
Susan D. Knoche
Brenda K. Martin
Blake R. Mock
John P. Shelton
SENIOR TRUST OFFICERS
Teresa F. Kuchling
W. Diane McHatton
Jacob E. Newton
Deborah J. Staff
TRUST OFFICERS
Craig Baker
Marilyn J. Crim
Marissa J. Ermeling
Jennifer L. Gordley
Betsy Gustison
Kelly M. Ponce
ADMINISTRATIVE OFFICERS
Holly Allen
John T. Cifaldi
Sherri A. Zuspann
46
Notes
PO Box 3566 | Quincy, IL 62305-3566
phone: (217) 228-8000
web: firstbankers.com
email: fbti@firstbankers.com
An Equal Opportunity Employer