WILSON BANK HOLDING COMPANY
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Forward-Looking Statements
This report contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A
of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended, regarding, among other things,
the anticipated financial and operating results of the Company. Investors are cautioned not to place undue reliance on these forward-looking
statements, which speak only as of the date hereof. The Company undertakes no obligation to publicly release any modifications or revisions to
these forward-looking statements to reflect events or circumstances occurring after the date hereof or to reflect the occurrence of unanticipated
events.
The Company cautions investors that future financial and operating results may differ materially from those projected in forward-looking statements
made by, or on behalf of, the Company. The words “expect,” “intend,” “should,” “may,” “could,” “believe,” “suspect,” “anticipate,” “seek,” “plan,”
“estimate” and similar expressions are intended to identify such forward-looking statements, but other statements not based on historical fact may
also be considered forward-looking. Such forward-looking statements involve known and unknown risks and uncertainties, including, but not
limited to those described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020, and also include, without
limitation, (i) deterioration in the financial condition of borrowers of Wilson Bank resulting in significant increases in loan losses and provisions
for those losses, (ii) the further effects of the emergence of widespread health emergencies or pandemics, including the magnitude and duration of
the COVID-19 pandemic and its impact on general economic and financial market conditions and on the Company's and its customers' business,
results of operations, asset quality and financial condition, (iii) the speed with which the COVID-19 vaccines can be widely distributed, those
vaccines' efficacy against the virus, and public acceptance of the vaccines, (iv) the effect on our allowance for loan losses and provisioning expense
as a result of our decision to defer the implementation of CECL, (v) renewed deterioration in the real estate market conditions in the Company’s
market areas, (vi) the impact of increased competition with other financial institutions, including pricing pressures, and the resulting impact on the
Company's results, including as a result of compression to net yield on earning assets, (vii) the further deterioration of the economy in the
Company’s market areas, (viii) fluctuations or differences in interest rates on loans or deposits from those that the Company is modeling or
anticipating, including as a result of Wilson Bank's inability to better match deposit rates with the changes in the short-term rate environment, or
that affect the yield curve, (ix) the ability to grow and retain low-cost core deposits, (x) significant downturns in the business of one or more large
customers, (xi) the inability of Wilson Bank to maintain the long-term historical growth rate of its loan portfolio, (xii) risks of expansion into new
geographic or product markets, (xiii) the possibility of increased compliance and operational costs as a result of increased regulatory oversight,
(xiv) the inability of the Company to comply with regulatory capital requirements, including those resulting from changes to capital calculation
methodologies and required capital maintenance levels, (xv) changes in state or Federal regulations, policies, or legislation applicable to banks and
other financial service providers, including regulatory or legislative developments arising out of current unsettled conditions in the economy,
including implementation of the Dodd Frank Wall Street Reform and Consumer Protection Act (the "Dodd-Frank Act"), (xvi) changes in capital
levels and loan underwriting, credit review or loss reserve policies associated with economic conditions, examination conclusions, or regulatory
developments, (xvii) inadequate allowance for loan losses, (xviii) the effectiveness of the Company’s activities in improving, resolving or
liquidating lower quality assets, (xix) results of regulatory examinations, (xx) the ineffectiveness of the Company's hedging strategies, or the
unexpected counterparty failure or hedge failure of the underlying hedges; (xxi) the vulnerability of our network and online banking portals, and
the systems of parties with whom the Company contracts, to unauthorized access, computer viruses, phishing schemes, spam attacks, human error,
natural disasters, power loss and other security breaches, (xxii) loss of key personnel, and (xxiii) adverse results (including costs, fines, reputational
harm and/or other negative effects) from current or future obligatory litigation, examinations or other legal and/or regulatory actions, including as
a result of the Company's participation in and execution of government programs related to the COVID-19 pandemic. These risks and uncertainties
may cause the actual results or performance of the Company to be materially different from any future results or performance expressed or implied
by such forward-looking statements. The Company’s future operating results depend on a number of factors which were derived utilizing numerous
assumptions that could cause actual results to differ materially from those projected in forward-looking statements.
Impact of COVID-19
In March 2020, the outbreak of the novel Coronavirus Disease 2019 (“COVID-19”) was recognized as a pandemic by the World Health
Organization. The spread of COVID-19 has created a global public health crisis that has resulted in uncertainty, volatility and deterioration in
financial markets and in governmental, commercial and consumer activity including in the United States, where we conduct substantially all of our
activity.
To combat the spread of COVID-19, federal, state and local governments, including the Governor of the State of Tennessee and mayors and county
executives of the communities in which we operate, have taken a variety of actions that have materially and adversely affected the businesses and
lives of our customers. In March 2020, these actions included orders or directives closing non-essential businesses and restricting movement of
individuals through the issuance of shelter-in-place or safer-at-home orders and other guidance encouraging individuals to observe strict social
distancing measures. Starting in late May 2020, the governor of Tennessee and mayors and county executives of the communities in which we
operate issued procedures to begin a phased reopening for nonessential businesses. As a part of this reopening, our bank transitioned branch
operations back to normal operating procedures.
At times, the actions being taken by these governmental authorities are not always coordinated or consistent across the state of Tennessee and the
impact of those actions across our markets has been and may continue to be uneven, including pausing or reverting to more restrictive phases in
the course of reopening economies. These actions, together with the independent actions of individuals and businesses aimed at slowing the spread
of the virus, have resulted in extensive economic disruption and rapid declines in consumer and commercial activity.
On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security ("CARES") Act was signed into law. It contains substantial tax and
spending provisions intended to address the impact of the COVID-19 pandemic. The CARES Act included the Paycheck Protection Program
("PPP"), a nearly $659 billion program designed to aid small and medium-sized businesses through federally guaranteed loans distributed through
banks. These loans were intended to guarantee eight weeks of payroll and other costs to help those businesses remain viable and allow their workers
WILSON BANK HOLDING COMPANY
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
to pay their bills. The Company funded $85.6 million of PPP loans to our small business and other eligible customers, $62.4 million of which
remained outstanding as of December 31, 2020. On December 21, 2020, the Coronavirus Response and Relief Supplemental Appropriations Act
("Coronavirus Relief Act") was signed into law. The Coronavirus Relief Act earmarked an additional $284 billion for a new round of PPP
loans. The Company is currently accepting applications from eligible small businesses, some of which may be requesting their second round of
PPP assistance.
In response to the COVID-19 pandemic and its economic impact to our customers, we proactively began providing relief to our customers in the
middle of March 2020 through a 90 day interest only payment option or a full 90 day payment deferral option. Following the passage of the CARES
Act we expanded this program to provide a six-month interest only payment option in an effort to provide flexibility to our customers as they
navigate these uncertain times. Pursuant to interagency regulatory guidance and the CARES Act, we may elect to not classify loans for which these
deferrals are granted between March 1, 2020 and the earlier of (i) January 1, 2022 or (ii) 60 days after the end of the COVID-19 national emergency
as troubled debt restructurings.
As of December 31, 2020, the Bank had 13 loans, totaling $36.4 million in aggregate principal amount for which principal or both principal and
interest were being deferred. Under the applicable guidance, none of these deferrals required a troubled debt restructuring designation as of
December 31, 2020. As of January 31, 2021, the Bank had 17 loans, totaling $49.9 million in aggregate principal amount for which principal or
both principal and interest were being deferred. Under the applicable guidance, none of these deferrals required a troubled debt restructuring
designation as of January 31, 2021.
In connection with our initial response to COVID-19 we took deliberate actions to ensure that we had the balance sheet strength to serve our clients
and communities, including maintaining increased liquidity and reserves supported by a strong capital position. Our business and consumer
customers are experiencing varying degrees of financial distress, which is expected to continue into 2021. As a result, we expect our heightened
levels of liquidity and reserves to persist through 2021.
General
The Company is a registered bank holding company that owns 100% of the common stock of Wilson Bank and Trust (“Wilson Bank”), a Tennessee
state-chartered bank headquartered in Lebanon, Tennessee. The Company was formed in 1992.
Wilson Bank is a community bank headquartered in Lebanon, Tennessee, serving Wilson County, DeKalb County, Smith County, Trousdale
County, Rutherford County, Davidson County, Putnam County, Sumner County, and Williamson County, Tennessee as its primary market areas.
Generally, this market is the Nashville-Davidson-Murfreesboro-Franklin, Tennessee metropolitan statistical area. At December 31, 2020, Wilson
Bank had twenty-eight locations in Wilson, Davidson, DeKalb, Smith, Sumner, Rutherford, Putnam, Trousdale and Williamson Counties.
Management believes that these counties offer an environment for continued growth, and the Company’s target market is local consumers,
professionals and small businesses. Wilson Bank offers a wide range of banking services, including checking, savings and money market deposit
accounts, certificates of deposit and loans for consumer, commercial and real estate purposes. The Company also offers an investment center which
offers a full line of investment services to its customers.
The following discussion and analysis is designed to assist readers in their analysis of the Company’s consolidated financial statements and should
be read in conjunction with such consolidated financial statements and the notes thereto.
Critical Accounting Estimates
The accounting principles we follow and our methods of applying these principles conform with U.S. generally accepted accounting principles and
with general practices within the banking industry. In connection with the application of those principles, we have made judgments and estimates
which, in the case of the determination of our allowance for loan losses have been critical to the determination of our financial position and results
of operations. Additional information regarding significant accounting policies is described in Note 1 to the Company's consolidated financial
statements for the year ended December 31, 2020 included in the Company’s Annual Report on Form 10-K.
Allowance for Loan Losses (“allowance”)-Our management assesses the adequacy of the allowance prior to the end of each calendar quarter.
This assessment includes procedures to estimate the allowance and test the adequacy and appropriateness of the resulting balance. The level of the
allowance is based upon management’s evaluation of the loan portfolio, past loan loss experience, current asset quality trends, known and inherent
risks in the portfolio, adverse situations that may affect the borrower’s ability to repay (including the timing of future payment), the estimated value
of any underlying collateral, composition of the loan portfolio, economic conditions, industry and peer bank loan quality indicators and other
pertinent factors, including regulatory recommendations. This evaluation is inherently subjective as it requires material estimates, including the
amounts and timing of future cash flows expected to be received on impaired loans, that may be susceptible to significant change. Loan losses are
charged off when management believes that the full collectability of the loan is unlikely. A loan may be partially charged-off after a “confirming
event” has occurred which serves to validate that full repayment pursuant to the terms of the loan is unlikely. Allocation of the allowance may be
made for specific loans, but the entire allowance is available for any loan that, in management’s judgment, is deemed to be uncollectible.
A loan is impaired when, based on current information and events, it is probable that we will be unable to collect all amounts due according to the
contractual terms of the loan agreement. Collection of all amounts due according to the contractual terms means that both the interest and principal
payments of a loan will be collected as scheduled in the loan agreement.
An impairment allowance is recognized if the fair value of the loan is less than the recorded investment in the loan (recorded investment in the loan
is the principal balance plus any accrued interest, net of deferred loan fees or costs and unamortized premium or discount). The impairment is
recognized through the allowance. Loans that are impaired are recorded at the present value of expected future cash flows discounted at the loan’s
WILSON BANK HOLDING COMPANY
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
effective interest rate, or if the loan is collateral dependent, impairment measurement is based on the fair value of the collateral, less estimated
disposal costs. If the measure of the impaired loan is less than the recorded investment in the loan, the Company recognizes an impairment by
creating a valuation allowance with a corresponding charge to the provision for loan losses or by adjusting an existing valuation allowance for the
impaired loan with a corresponding charge or credit to the provision for loan losses. Management believes it follows appropriate accounting and
regulatory guidance in determining impairment and accrual status of impaired loans.
The level of allowance maintained is believed by management to be adequate to absorb probable losses inherent in the portfolio at the balance sheet
date. The allowance is increased by provisions charged to expense and decreased by charge-offs, net of recoveries of amounts previously charged-
off.
In assessing the adequacy of the allowance, we also consider the results of our ongoing loan review process. We undertake this process both to
ascertain whether there are loans in the portfolio whose credit quality has weakened over time and to assist in our overall evaluation of the risk
characteristics of the entire loan portfolio. Our loan review process includes the judgment of management, the input from our independent loan
reviewers, and reviews that may have been conducted by bank regulatory agencies as part of their usual examination process. We incorporate loan
review results in the determination of whether or not it is probable that we will be able to collect all amounts due according to the contractual terms
of a loan.
As part of management’s quarterly assessment of the allowance, management divides the loan portfolio into twelve segments based on bank call
reporting requirements. Each segment is then analyzed such that an allocation of the allowance is estimated for each loan segment.
The allowance allocation begins with a process of estimating the loan losses in each of the twelve loan segments. The estimates for these loans are
based on our historical loss data for that category over the last twenty quarters.
The estimated loan loss allocation for all twelve loan portfolio segments is then adjusted for several “environmental” factors. The allocation for
environmental factors is particularly subjective and does not lend itself to exact mathematical calculation. This amount represents
estimated inherent credit losses which exist, but have not yet been identified, as of the balance sheet date, and are based upon quarterly trend
assessments in delinquent and nonaccrual loans, unanticipated charge-offs, credit concentration changes, prevailing economic conditions, changes
in lending personnel experience, changes in lending policies or procedures, changes in interest rate, and other influencing factors. These
environmental factors are considered for each of the twelve loan segments, and the allowance allocation, as determined by the processes noted
above for each component, is increased or decreased based on the incremental assessment of these various environmental factors.
We then test the resulting allowance by comparing the balance in the allowance to industry and peer information. Our management then evaluates
the result of the procedures performed, including the result of our testing, and concludes on the appropriateness of the balance of the allowance in
its entirety. The board of directors reviews and approves the assessment prior to the filing of quarterly and annual financial information.
ASU 2016-13, which is known as the Current Expected Credit Losses (CECL) standard, had an effective date of January 1, 2020. Pursuant to the
CARES Act, lenders, like us, were given the option to defer the implementation of ASU 2016-13 until 60 days after the declaration of the end of
the public health emergency related to the COVID-19 pandemic or December 31, 2020, whichever comes first. The Coronavirus Relief Act
subsequently gave lenders the option to further defer the implementation of CECL until January 1, 2022. In addition, the Securities and Exchange
Commission (SEC) staff has stated that opting to delay the implementation of CECL shall be considered to be in accordance with generally accepted
accounting principles. As a result, we have elected to delay implementation of CECL until January 1, 2022. See Note 1. Recently Issued Accounting
Pronouncements in the Notes to our Consolidated Financial Statements elsewhere in this Form 10-K for further information regarding our delayed
implementation of CECL.
Other-than-temporary Impairment - Impaired securities are assessed quarterly for the presence of other-than-temporary impairment (“OTTI”). A
decline in the fair value of any available-for-sale or held-to-maturity security below cost that is deemed to be other-than-temporary results in a
reduction in the carrying amount of the security. To determine whether OTTI has occurred, management considers factors such as (1) length of
time and extent that fair value has been less than cost, (2) the financial condition and near term prospects of the issuer, and (3) the Company’s
ability and intent to hold the security for a period sufficient to allow for an anticipated recovery in fair value. If management deems a security to
be OTTI, management reviews the present value of the future cash flows associated with the security. A shortfall of the present value of the cash
flows expected to be collected in relation to the amortized cost basis is referred to as a credit loss. If a credit loss is identified, the credit loss is
recognized in that period as a charge to earnings and a new cost basis for the security is established. If management concludes that no credit loss
exists and it is not more-likely-than-not that the Company will be required to sell the security before the recovery of the security’s cost basis, then
the security is not deemed OTTI and the shortfall is recorded as a component of equity.
Fair Value of Financial Instruments- Fair values of financial instruments are estimated using relevant market information and other assumptions,
as more fully disclosed in Note 22 to the Company’s consolidated financial statements for the year ended December 31, 2020 included in the
Company's Annual Report on Form 10-K. Fair value estimates involve uncertainties and matters of significant judgment regarding interest rates,
credit risk, prepayments, and other factors, especially in the absence of broad markets for particular items. Changes in assumptions or in market
conditions could significantly affect the estimates.
Selected Financial Information
The Executive management and Board of Directors of the Company evaluate key performance indicators (KPIs) on a continuing basis. These KPIs
serve as benchmarks of Company performance and are used in making strategic decisions. The following table represents the KPIs that management
has determined to be important in making decisions for the Bank, in each case as of and for the year ended December 31, 2020, 2019 and 2018:
WILSON BANK HOLDING COMPANY
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Return on average assets (Net income divided by average total assets)
Return on average stockholders' equity (Net income divided by average
stockholders' equity)
Dividend payout ratio (Dividends declared per share divided by net income per
share)
Equity to asset ratio (Average equity divided by average total assets)
Leverage capital ratio (Equity excluding the net unrealized gain (loss) on
available-for-sale securities and intangible assets divided by average total
assets)
Efficiency ratio (Non-interest expense divided by net-interest income plus non-
interest income)
Non-performing asset ratio (Loans greater than 90 days past due and accruing
interest, non-accrual loans, other real estate owned, and nonperforming TDRs
divided by total assets)
Results of Operations
2020
2019
2018
1.24 %
1.34 %
1.35 %
10.65 %
11.31 %
11.70 %
34.09 %
11.68 %
32.74 %
11.88 %
29.13 %
11.56 %
11.16 %
11.97 %
12.31 %
58.33 %
60.29 %
60.20 %
0.08 %
0.22 %
0.21 %
Net earnings for the year ended December 31, 2020 were $38,492,000, an increase of $2,448,000, or 6.79%, compared to net earnings
of $36,044,000 for the year ended December 31, 2019. Our 2019 net earnings were 10.58%, or $3,450,000, above our net earnings of
$32,594,000 for 2018. Basic earnings per share were $3.52 in 2020, compared with $3.36 in 2019 and $3.09 in 2018. Diluted earnings per share
were $3.51 in 2020, compared to $3.35 in 2019 and $3.08 in 2018. The increase in net earnings and diluted and basic earnings per share during the
year ended December 31, 2020 as compared to the year ended December 31, 2019 was primarily due to an increase in net interest income, and an
increase in non-interest income, partially offset by an increase in provision for loan loss and an increase in non-interest expense. The increase in
net interest income was due to an increase in average interest earning asset balances between the relevant periods, including loans originated
pursuant to the PPP, partially offset by increased deposit balances and provision expense and decreased net yield on interest earning assets. Net
yield on earning assets for the year ended December 31, 2020 was 3.63%, compared to 3.81% and 4.01% for the years ended December 31,2019
and December 31, 2018, respectively. Net interest spread for the year ended December 31, 2020 was 3.48%, compared to the 3.60% and 3.87% for
the years ended December 31, 2019 and December 31, 2018, respectively. The increase in non-interest expense resulted from the Company's
continued growth. See below for further discussion regarding variances related to net interest income, provision for loan losses, non-interest income,
non-interest expense and income taxes.
The decrease in Return on Average Assets (ROA) for the year ended December 31, 2020 when compared to December 31, 2019 and December
31, 2018 was primarily attributable to a decrease in the yield earned on all earning assets that outpaced the decrease in rates paid on our interest-
bearing liabilities which resulted from a decrease in rates enacted by the Federal Reserve as well as the impact of increased provision expense and
the deferral of principal or both principal and interest payments by some borrowers during the year. The influx of deposit money that resulted from
the Federal stimulus package also contributed to the decrease in ROA as deposits increased faster than loans, causing a corresponding increase in
lower-yielding investment securities and low interest-bearing deposit accounts with other financial institutions. In addition, due to the uncertainty
created by COVID-19, we maintained higher levels of on-balance sheet liquidity in 2020, which created further pressure on ROA.
Net Interest Income
The schedule which follows indicates the average balances for each major balance sheet item, an analysis of net interest income and net interest
expense and the change in interest income and interest expense attributable to changes in volume and changes in rates.
The difference between interest income on interest-earning assets and interest expense on interest-bearing liabilities is net interest income, which
is the Company's gross margin. Analysis of net interest income is more meaningful when income from tax-exempt
earning assets is adjusted to a tax equivalent basis. Accordingly, the following schedule includes a tax equivalent adjustment of tax-exempt earning
assets, assuming a weighted average Federal income tax rate of 21% for 2020, 2019 and 2018.
In this schedule, "change due to volume" is the change in volume multiplied by the interest rate for the prior year. "Change due to rate" is the
change in interest rate multiplied by the volume for the prior year. Changes in interest income and expense not due solely to volume or rate changes
have been allocated to the “change due to volume” and “change due to rate” in proportion to the relationship of the absolute dollar amounts of the
change in each category.
Non-accrual loans have been included in the loan category.
WILSON BANK HOLDING COMPANY
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
2020
Average
Balance
Income/ Average
Rates/Yields Expense Balance
2019
2020/2019 Change
Income/ Due to Due to
Rates/Yields Expense Volume Rate
Total
Dollars In Thousands
$ 2,236,815
430,349
5.16 % 113,224 $ 2,030,861
347,873
1.69
7,272
5.31 % 105,783 $ 10,685 (3,244 ) 7,441
8,559 1,755 (3,042 ) (1,287 )
2.46
67,333
1.64
1,102
38,859
1.99
773
485
(156 )
329
—
0.44
293
—
0.53
205
130
(42 )
88
67,333
497,682
22,432
7,183
206,281
4,939
2,975,332
19,145
(32,360 )
59,353
74,114
$ 3,095,584
38,859
1,395
2.08
386,732
8,667
1.74
9,613
616
2.75
14,645
56
0.78
121,399
582
0.28
2.35
4,241
116
4.22 123,261 2,567,491
10,480
(28,073 )
58,545
72,487
$ 2,680,930
978
615
417
(198 )
2.52
(870 )
9,537 2,370 (3,240 )
2.47
291
(71 )
362
3.38
(102 )
(219 )
(117 )
1.88
935 (2,517 ) (1,582 )
1.78
4.67
(82 )
(111 )
4.69 118,282 14,279 (9,300 ) 4,979
325
275
2,164
198
29
Loans, net of unearned interest
(2) (3)
Investment securities—taxable
Investment securities—tax
exempt
Taxable equivalent adjustment
(1)
Total tax-exempt
investment securities
Total investment securities
Loans held for sale
Federal funds sold
Interest bearing deposits
Restricted equity securities
Total earning assets
Cash and due from banks
Allowance for loan losses
Bank premises and equipment
Other assets
Total assets
Dollars In Thousands
2020
2019
2020/2019 Change
Income/ Average
Income/ Due to Due to
Rates/Yields Expense Balance
Rates/Yields Expense Volume Rate
Total
Average
Balance
Deposits:
Negotiable order of withdrawal
accounts
Money market demand accounts
Time deposits
Other savings deposits
Total interest-bearing deposits
Federal Home Loan Bank advances
Federal funds purchased
Total interest-bearing liabilities
Demand deposits
Other liabilities
Stockholders’ equity
Total liabilities and stockholders’
equity
Net interest income
Net yield on earning assets (4)
Net interest spread (5)
$ 669,224
881,669
619,387
171,849
2,342,129
18,858
—
2,360,987
348,677
24,376
361,544
0.20 % 1,314 $ 526,026
0.40 3,496 749,366
1.77 10,939 642,513
0.39
667 136,912
0.70 16,416 2,054,817
21,712
967
5.13
597
—
—
0.74 17,383 2,077,126
270,136
14,994
318,674
$ 3,095,584
$ 2,680,930
(997 )
0.44 % 2,311 $ 514 (1,511 )
926 (3,460 ) (2,534 )
0.80 6,030
(451 ) (1,506 ) (1,957 )
2.01 12,896
0.60
(158 )
(338 )
180
825
1.07 22,062 1,169 (6,815 ) (5,646 )
386
2.68
0.67
(4 )
1.09 22,647 1,746 (7,010 ) (5,264 )
(195 )
(4 ) —
581
4
581
105,878
95,635
3.63 %
3.48 %
3.81 %
3.60 %
(1)
(2)
The tax equivalent adjustment for 2020 and 2019 have been computed using a 21% Federal tax rate.
Yields on loans and total earning assets include the impact of State income tax credits related incentive loans at below market rates and tax exempt
loans to municipalities of $2.2 million and $2.2 million for the years ended December 31, 2020 and 2019.
(3) Loan fees of $12.0 million and $7.8 million are included in interest income in 2020 and 2019, respectively, inclusive, in 2020, of approximately
$3.2 million in SBA fees related to PPP loans.
(4) Annualized net interest income on a tax equivalent basis divided by average interest-earning assets.
(5) Average interest rate on interest-earning assets less average interest rate on interest-bearing liabilities.
WILSON BANK HOLDING COMPANY
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
2019
Average
Balance
Income/ Average
Rates/Yields Expense Balance
2018
2019/2018 Change
Income/ Due to Due to
Rates/Yields Expense Volume Rate Total
Dollars In Thousands
Loans, net of unearned interest (2)
(3)
Investment securities—taxable
Investment securities—tax exempt
Taxable equivalent adjustment (1)
Total tax-exempt investment
securities
Total investment securities
Loans held for sale
Federal funds sold
Interest bearing deposits
Restricted equity securities
Total earning assets
Cash and due from banks
Allowance for loan losses
Bank premises and equipment
Other assets
Total assets
$ 2,030,861
347,873
38,859
—
38,859
386,732
9,613
14,645
121,399
4,241
2,567,491
10,480
(28,073 )
58,545
72,487
$ 2,680,930
5.31 % 105,783 $ 1,898,772
281,154
2.46
40,675
1.99
—
0.53
8,559
773
205
5.11 % 94,917 $ 6,873 3,993 10,866
6,158 1,580 821 2,401
2.19
(247 )
1,020
2.51
(66 )
271
0.66
(44 ) (203 )
(54 )
(12 )
(56 ) (257 )
3.17
(313 )
1,291
2.31
7,449 1,524 564 2,088
3.44
141
(3 )
1.73
8
192
1.75
18 1,185
14
6.11
(50 )
4.62 103,796 9,956 4,530 14,486
144
184
979 1,167
64
184
184
83
2.52
978
40,675
2.47
9,537
321,829
3.38
325
5,343
1.88
275
4,801
1.78
2,164
55,911
3,012
198
4.67
4.69 118,282 2,289,668
17,820
(25,365 )
57,712
70,071
$ 2,409,906
Dollars In Thousands
2019
2018
2019/2018 Change
Income/ Average
Income/ Due to Due to
Average
Balance
Rates/Yields Expense Balance
Rates/Yields Expense Volume Rate
Total
Deposits:
Negotiable order of withdrawal
accounts
Money market demand accounts
Time deposits
Other savings deposits
Total interest-bearing deposits
Federal Home Loan Bank advances
Securities sold under repurchase
agreements
Federal funds purchased
Total interest-bearing liabilities
Demand deposits
Other liabilities
Stockholders’ equity
Total liabilities and stockholders’
equity
Net interest income
Net yield on earning assets (4)
Net interest spread (5)
$ 526,026
749,366
642,513
136,912
2,054,817
21,712
—
597
2,077,126
270,136
14,994
318,674
0.44 % 2,311 $ 503,312
0.80 6,030 668,007
2.01 12,896 556,054
825 139,664
0.60
1.07 22,062 1,867,037
—
581
2.68
1,090
— —
0.67
588
4
1.09 22,647 1,868,715
250,328
12,342
278,521
$ 2,680,930
$ 2,409,906
85
488
403
0.36 % 1,823 $
0.52 3,487
467 2,076 2,543
1.43 7,944 1,374 3,578 4,952
81
0.53
0.75 13,998 1,911 6,153 8,064
581
581 —
— —
744
(15 )
96
(16 )
(16 ) —
16
1.47
0.68
4 — — —
0.75 14,018 2,476 6,153 8,629
95,635
89,778
3.81 %
3.60 %
4.01 %
3.87 %
The tax equivalent adjustment for 2019 and 2018 have been computed using a 21% Federal tax rate.
(1)
(2) Yields on loans and total earning assets include the impact of State income tax credits related incentive loans at below market rates and tax
exempt loans to municipalities of $2.2 million and $2.0 million for the years ended December 31, 2019 and 2018.
(3) Loan fees of $7.8 million and $7.4 million are included in interest income in 2019 and 2018.
(4) Annualized net interest income on a tax equivalent basis divided by average interest-earning assets.
(5) Average interest rate on interest-earning assets less average interest rate on interest-bearing liabilities.
WILSON BANK HOLDING COMPANY
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Net interest income represents the amount by which interest earned on various earning assets exceeds interest paid on deposits and other interest-
bearing liabilities and is the most significant component of the Company’s earnings. Total interest income in 2020 was $122,968,000,
up 4.14% when compared with $118,077,000 in 2019, which was up 14.06% when compared to $103,525,000 in 2018, in each case excluding tax
exempt adjustments relating to tax exempt securities and loans. The increase in total interest income in 2020 when compared to 2019 was primarily
attributable to an overall increase in average loan balances and the resulting increase in the aggregate amount of interest and fees earned on loans,
which included Small Business Administration ("SBA") fees earned on PPP loans totaling $3,189,000. The Federal Reserve influences the general
market rates of interest, including the deposit and loan rates offered by many financial institutions. Our loan portfolio is significantly affected by
changes in the prime interest rate, which is the rate offered on loans to borrowers with strong credit. The prime interest rate decreased 150 basis
points during 2020, decreased 75 basis points during 2019, and increased 100 basis points in 2018 as a result of corresponding changes in the
federal funds rate by the Federal Reserve. In the third quarter of 2020 the Federal Reserve announced it did not expect to raise rates until the end
of 2023 at the earliest. The yield on loans decreased due to the declining rate environment discussed above, which was partially offset by an increase
in loan volume, an increase in loans qualified to receive state income tax credit, and the impact of fees we were entitled to receive in connection
with the origination of SBA PPP loans. Fees earned on loans totaled $12,043,000, $7,751,000 and $7,400,000 for the years ended 2020, 2019 and
2018, respectively. The total amount of state income tax credits included in our loan yields were $2,191,000, $2,154,000 and $1,997,000 for the
years ended 2020, 2019 and 2018, respectively. The yield on securities decreased due to the declining rate environment discussed above, in which
higher yielding securities were called and were replaced with securities yielding lower market rates. In addition, excess liquidity led to additional
investment purchases that had lower yields due to the current rate environment.
The ratio of average earning assets to total average assets was 96.1%, 95.8% and 95.0% for each of the years ended December 31, 2020, 2019 and
2018, respectively. Average earning assets increased $407,841,000 from December 31, 2019 to December 31, 2020. The average rate earned on
earning assets for 2020 was 4.22%, compared with 4.69% in 2019 and 4.62% in 2018.
Net interest income for 2020 totaled $105,585,000 as compared to $95,430,000 and $89,507,000 in 2019 and 2018, respectively. The net interest
spread, defined as the effective yield on earning assets less the effective cost of deposits and borrowed funds (calculated on a fully taxable equivalent
basis), decreased to 3.48% in 2020 from 3.60% in 2019. The net interest spread was 3.87% in 2018. Net yield on earning assets decreased
to 3.63% in 2020 from 3.81% in 2019. The net yield on earning assets was 4.01% in 2018. The decrease in net yield on earning assets was due to
a decrease in the yield earned on all earning assets that outpaced the decrease in rates paid on our interest-bearing liabilities, in each case for the
reasons discussed above. As a result of the significant reduction in short-term rates and the tremendous uncertainty resulting from COVID-19, our
net yield on earning assets could continue to decline during 2021 as could our net interest spread if we are unable to reduce the rates we pay on our
interest-bearing liabilities at a pace necessary to offset declines in our earning asset yields. Efforts to maintain elevated levels of on-balance sheet
liquidity will also likely negatively impact our net yield on earning assets.
Provision for Loan Losses
The provision for loan losses represents a charge to earnings necessary to establish an allowance for loan losses that, in management’s evaluation,
is adequate to provide coverage for estimated losses on outstanding loans and to provide for uncertainties in the economy. The 2020 provision for
loan losses was $9,696,000, an increase of $7,656,000 from the provision of $2,040,000 in 2019, which was $2,258,000 lower than the provision
in 2018. The increase in the provision for the year ended December 31, 2020 is primarily attributable to increasing our allowance for loan losses
as a result of growth in the loan portfolio (other than growth attributable to PPP loans) and in response to the economic disruptions related to
COVID-19. Gross loan growth totaled $237,558,000 ($62,437,000 of which was attributable to PPP loans), $42,843,000 and $291,658,000 for the
years ended 2020, 2019 and 2018, respectively.
Management continues to fund the allowance for loan losses through provisions based on management’s calculation of the allowance for loan
losses. The provision for loan losses is based on past loan experience and other factors which, in management’s judgment, deserve current
recognition in estimating loan losses. Such factors include growth and composition of the loan portfolio, review of specific problem loans, past due
and nonperforming loans, change in lending staff, the recommendations of the Company’s regulators, and current economic conditions that may
affect the borrowers’ ability to repay.
Wilson Bank’s charge-off policy for impaired loans is similar to its charge-off policy for all loans in that loans are charged-off in the month when
a determination is made that the loan is uncollectible. Net recoveries increased to $117,000 in 2020 from net charge-offs of $488,000 in 2019. Net
charge-offs in 2018 totaled $1,033,000. The ratio of net charge-offs to average total outstanding loans was (0.01%) in 2020, 0.02% in 2019 and
0.05% in 2018. The net recoveries in 2020 are due to two large recoveries received during the year in the commercial real estate segment and the
construction segment. Overall, the Bank experienced minimal charge-offs during 2020; however if the COVID-19 pandemic continues for an
extended period of time and the economy continues to be negatively impacted, the Company anticipates chargeoffs may increase and the financial
condition of the Company could be negatively impacted. Due to the speed and unpredictable nature with which the pandemic is developing and
evolving and the continued uncertainty of its duration and timing of recovery (including the uncertainty around the size and number of additional
government stimulus programs that may be adopted), we are not able to predict the extent to which COVID-19 will impact our financial results.
The net recoveries and provision for loan losses in 2020 resulted in an increase of the allowance for loan losses (net of charge-offs and recoveries)
to $38,539,000 at December 31, 2020 from $28,726,000 at December 31, 2019 and $27,174,000 at December 31, 2018. The allowance for loan
losses increased 34.16% between December 31, 2019 and December 31, 2020 as compared to the 11.29% increase in total loans (including PPP
loans) over the same period. The allowance for loan losses was 1.66% of total loans outstanding at December 31, 2020 (or 1.71% when excluding
the $62,437,000 of PPP loans outstanding at that date) compared to 1.38% at December 31, 2019 and 1.33% at December 31, 2018. As a percentage
of nonperforming loans at December 31, 2020, 2019 and 2018, the allowance for loan losses represented 1,482%, 359% and 473%, respectively.
The internally classified loans as a percentage of the allowance for loan losses were 21.4% and 37.1%, respectively, at December 31, 2020 and
2019.
WILSON BANK HOLDING COMPANY
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
The level of the allowance and the amount of the provision involve evaluation of uncertainties and matters of judgment. The Company maintains
an allowance for loan losses which management believes is adequate to absorb losses inherent in the loan portfolio. A formal review is prepared
quarterly by the Chief Financial Officer and Chief Credit Officer and is provided to the Board of Directors to assess the risk in the portfolio and to
determine the adequacy of the allowance for loan losses. The review includes analysis of historical performance, the level of non-performing and
adversely rated loans, specific analysis of certain problem loans, loan activity since the previous assessment, reports prepared by the Company's
independent Loan Review Department, consideration of current economic conditions and other pertinent information. The level of the allowance
to net loans outstanding will vary depending on the overall results of this quarterly assessment. See the discussion above under “Critical Accounting
Estimates” for more information. While the severity of the impact of the COVID-19 pandemic for individuals, small businesses and corporations
is still not fully known, leading economic indicators suggest that deteriorated economic conditions will continue during 2021. In an effort to
recognize an appropriate allowance for loan losses, management incorporated qualitative factors into our quarterly assessment during the year ended
December 31, 2020, including current economic conditions and value of collateral considerations, to increase the Company's reserve for the
potential impact of the COVID-19 pandemic. Management believes the allowance for loan losses at December 31, 2020 to be adequate, but if
economic conditions deteriorate beyond management’s current expectations and additional charge-offs are incurred, the allowance for loan losses
may require an increase through additional provision for loan losses expense which would negatively impact earnings. If the situation surrounding
the COVID-19 pandemic vastly improves and the overall economy is not as negatively affected as we had originally anticipated, the need for
additional provision may not be necessary and could even result in the potential reversal of a portion of the current recorded allowance.
Non-Interest Income
The Company's non-interest income is composed of several components, some of which vary significantly between periods. Service charges on
deposit accounts and other non-interest income generally reflect the Company’s growth, while fees for origination of mortgage loans and brokerage
fees and commissions will often reflect home mortgage market and stock market conditions and fluctuate more widely from period to period.
The following is a summary of our non-interest income for the years ended December 31, 2020, 2019 and 2018 (in thousands):
Twelve Months Ended December 31,
Twelve Months Ended December 31,
Service charges on deposits
Brokerage income
Debit and credit card interchange
income
Other fees and commissions
BOLI and annuity earnings
Security gain (losses), net
Fees and gains on sales of
mortgage loans
Gain (loss) on sale of other real
estate, net
Loss on the sale of fixed assets,
net
Loss on sale of other assets, net
Other income
Total non-interest income
2020
2019
$ 5,659 $ 6,952 $
4,411
4,837
$ Increase
(Decrease)
(1,293 )
426
% Increase
(Decrease)
2019
2018
$ Increase
(Decrease)
(18.60 %) $ 6,952 $ 6,799 $
4,255
4,411
9.66
153
156
% Increase
(Decrease)
2.25 %
3.67
9,187
1,540
823
882
8,301
1,521
810
(268 )
886
19
13
1,150
10.67
1.25
1.60
(429.10 )
8,301
1,521
810
(268 )
7,325
2,124
841
(650 )
976
(603 )
(31 )
382
13.32
(28.39 )
(3.69 )
(58.77 )
9,560
6,802
2,758
40.55
6,802
4,639
2,163
46.63
658
(48 )
706 (1,470.83 )
(48 )
(80 )
32
(40.00 )
(63 )
(4 )
61
(128 )
(4 )
—
$ 33,140 $ 28,349 $
65
—
61
4,791
(2 )
(50.78 )
(3 )
0.00
—
100.00
16.90 % $ 28,349 $ 25,248 $
(128 )
(4 )
—
(126 ) 6,300.00
33.33
—
12.28 %
(1 )
—
3,101
The increase in non-interest income for the year ended December 31, 2020 when compared to the year ended December 31, 2019 is primarily
attributable to an increase in fees and gains on sales of mortgage loans, an increase in the gain on the sale of securities, an increase in debit and
credit card interchange income, an increase in a gain on the sale of other real estate, and an increase in brokerage income, offset in part by a decrease
in service charges on deposits.
The fees and gains on sales of mortgage loans primarily increased due to an increase in the overall volume from the sale of loans of $64,720,000,
as a result of our mortgage group experiencing heightened demand in 2020. This increased demand was due to mortgage rates hitting all-time lows
as a result of quantitative easing and the government's purchase of mortgage backed securities, as well as strong demand and related housing starts
in Wilson County and the surrounding counties in which we serve. We currently expect mortgage demand to remain elevated through the first
quarter of 2021, as mortgage rates are expected to remain low due to continued quantitative easing. We currently expect the Federal Reserve to
decrease quantitative easing in the third or fourth quarter of 2021, which should shift mortgage markets back to pre-2020 rate and volume levels.
Gain on sale of securities primarily increased from a loss on sale of securities in 2019 due to management's opportunistic trading to recognize
additional income and management's strategy to sell securities in the fourth quarter of 2020 and use the gain to pay down Federal Home Loan Bank
advances. The loss on sale of securities in 2019 was due to management's decision to sell securities for a loss and reinvest the proceeds in higher
yielding assets.
WILSON BANK HOLDING COMPANY
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Debit and credit card interchange income primarily increased due to an increase in the number and volume of debit card and credit card holders
and transactions. The increase in the volume of transactions was partially attributable to an increase in online shopping as consumers sought to
purchase more goods and services remotely due to COVID-19.
Brokerage income primarily increased due to client acquisition and the opening of new investment accounts. Brokerage income was also aided by
the continued strong recovery in the stock market from first quarter 2020 lows resulting from the COVID-19 pandemic, with the market ending
2020 at then all-time highs.
Service charges on deposit accounts primarily decreased due to a decrease in service charges earned on insufficient income that resulted from the
economic stimulus payments received by our customers and corresponding increases in deposit account balances and less consumer spending as a
result of COVID-19.
Non-Interest Expenses
Non-interest expenses consist primarily of employee costs, FDIC premiums, occupancy expenses, furniture and equipment expenses, advertising
and public relations expenses, data processing expenses, ATM & interchange expenses, directors’ fees, audit, legal and consulting fees, and other
operating expenses.
The following is a summary of the Company's non-interest expense for the years ended December 31, 2020, 2019 and 2018 (in thousands):
Twelve Months Ended December 31,
Twelve Months Ended December 31,
2020
2019
$ Increase
(Decrease)
% Increase
(Decrease)
2019
2018
$ Increase
(Decrease)
% Increase
(Decrease)
Employee salaries and benefits
Equity-based compensation
Occupancy expenses
$ 45,661 $ 42,541 $
786
4,789
1,180
5,216
3,120
394
427
7.33 % $ 42,541 $ 39,590 $
1,237
786
4,403
4,789
50.13
8.92
2,951
(451 )
386
7.45 %
(36.46 )
8.77
Furniture and equipment expenses
Data processing expenses
Advertising expenses
ATM & interchange fees
3,267
5,101
2,487
3,880
3,110
4,495
2,498
3,439
157
606
(11 )
441
5.05
13.48
(0.44 )
12.82
3,110
4,495
2,498
3,439
2,767
2,900
2,552
3,091
Accounting, legal & consulting
expenses
FDIC insurance
Directors’ fees
Other operating expenses
Total non-interest expense
909
598
634
1,382
373
586
11,986 10,629
$ 80,919 $ 74,628 $
(473 )
225
48
1,357
6,291
1,382
373
586
(34.23 )
60.32
8.19
977
843
543
12.77 10,629 10,177
8.43 % $ 74,628 $ 69,080 $
343
1,595
(54 )
348
405
(470 )
43
452
5,548
12.40
55.00
(2.12 )
11.26
41.45
(55.75 )
7.92
4.44
8.03 %
The increase in non-interest expenses for the year ended December 31, 2020 when compared to the year ended December 31, 2019 is primarily
attributable to a year-over-year increase in salaries and employee benefits, equity-based compensation, occupancy expenses, other operating
expenses, data processing expenses, ATM and interchange fees, and FDIC insurance, partially offset by a decrease in accounting, legal and
consulting fees.
The increase in salaries and employee benefits for the year ended December 31, 2020 when compared to the year ended December 31, 2019 is
primarily attributable to an increase in the number of employees necessary to support the Company’s growth in operations and branch expansion.
The increase in equity-based compensation is due to equity awards granted to certain of our directors, senior executive officers and other officers,
including in connection with their assumption of additional responsibilities. The increase in occupancy expense is primarily attributable to an
increase in maintenance and repairs on buildings, an increase in depreciation expense on buildings resulting from improvements, an increase in
lease expense due to an increase in leased branches, and an increase in sanitation supplies and protective facial masks related to COVID-19. The
Company anticipates that salaries and employee benefits expense and occupancy expense will continue to increase as the Company's operations
grow.
The increase in other operating expenses is primarily attributable to an increase of $896,000 in professional fees on loans. This increase was largely
attributable to expenses relating to the origination of PPP loans.
The increase in data processing expenses is primarily attributable to an increase in computer maintenance and computer licenses. These expenses
included upgrades of our current systems as well as additional investments in computer software, an increase in I.T. consulting expense and an
increase in information security expenses. COVID-19 related expenses contributed to this increase with more reliance on virtual meetings and
remote work. The Company anticipates that data processing expenses will continue to increase as the Company's operations grow and the focus on
the acceleration of digital product offerings increases.
The increase in ATM and interchange fees is primarily attributable to an increase in debit card interchange fee expense due to the volume of
transactions, which resulted in part from increased online shopping due to COVID-19, as well as an increase in ATM expenses resulting from the
purchase of new ATMs for all existing locations.
WILSON BANK HOLDING COMPANY
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
The increase in FDIC insurance is primarily attributable an increase in deposit accounts resulting from the government issued economic stimulus
relief attributable to COVID-19, the result of PPP loan proceeds being deposited in the Bank pending use of the funds by the borrower, and reduced
consumer spending as a result of the pandemic. FDIC insurance could increase in 2021 as additional stimulus relief could contribute to further
deposit growth.
The decrease in accounting, legal and consulting fees is primarily attributable to a decrease in legal and professional fees associated with the
Company's general operations.
The efficiency ratio is a common and comparable KPI used in the banking industry. The Company uses this metric to monitor how effective
management is at using our internal resources. It is calculated by taking our non-interest expense divided by our net-interest income plus non-
interest income. Our efficiency ratio for the years ended 2020, 2019 and 2018 was 58.33%, 60.29% and 60.20%, respectively.
Income Taxes
The Company’s income tax expense was $9,618,000 for 2020, a decrease of $1,449,000 from $11,067,000 for 2019, which was up
by $2,284,000 from the 2018 total of $8,783,000. The percentage of income tax expense to earnings before taxes was 20.0% in 2020, 23.5% in 2019
and 21.2% in 2018. The decrease in income tax expense in 2020 from 2019 was due to additional state tax credits that lowered our effective tax
rate and the increase in 2019 from 2018 was due to an increase in earnings before income tax. Our effective tax rate represents our blended federal
and state rate of 26.135% affected by the impact of anticipated favorable permanent differences between our book and taxable income such as
bank-owned life insurance, income earned on tax-exempt securities and certain federal and state tax credits.
Our income tax expense, deferred tax assets and liabilities reflect management’s best assessment of estimated future taxes to be paid. We are subject
to income taxes at both the federal and state level. Significant judgments and estimates are required in determining the consolidated income tax
expense.
Deferred income taxes arise from temporary differences between the tax and financial statement recognition of revenue and expense. In evaluating
our ability to recover our deferred tax assets we consider all available positive and negative evidence, including scheduled reversals of deferred tax
liabilities, projected future taxable income, tax planning strategies and recent financial operations. In projecting future taxable income, we begin
with historical results adjusted for changes in accounting policies and incorporate assumptions including the amount of future state and federal
pretax operating income, the reversal of temporary differences, and the implementation of feasible and prudent tax planning strategies. These
assumptions require significant judgment about the forecasts of future taxable income and are consistent with the plans and estimates we are using
to manage the underlying businesses. In evaluating the objective evidence that historical results provide, we consider three years of cumulative
operating income. Changes in current tax laws and rates could also affect recorded deferred tax assets and liabilities in the future as was the case
with the passage of the Tax Cuts and Jobs Act in 2017.
Financial Accounting Standards Board (“FASB”) ASC Topic 740, Income Taxes (“ASC 740”) provides that a tax benefit from an uncertain tax
position may be recognized when it is more likely than not that the position will be sustained upon examination, including resolutions of any related
appeals or litigation processes, based on the technical merits. ASC Topic 740 also provides guidance on measurement, derecognition, classification,
interest and penalties, accounting in interim periods, disclosure and transition.
We recognize tax liabilities in accordance with ASC Topic 740 and we adjust these liabilities when our judgment changes as a result of the
evaluation of new information not previously available. Due to the complexity of some of these uncertainties, the ultimate resolution may result in
a payment that is materially different from our current estimate of the tax liabilities. These differences will be reflected as increases or decreases to
income tax expense in the period in which they are determined.
WILSON BANK HOLDING COMPANY
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Financial Condition
Balance Sheet Summary
The Company’s total assets increased in 2020 by $575,395,000 or 20.59%, to $3,369,604,000 at December 31, 2020, after increasing 9.85% in
2019 to $2,794,209,000 at December 31, 2019. Loans, net of allowance for loan losses, totaled $2,282,766,000 at December 31, 2020, a
$225,591,000, or 10.97%, increase compared to December 31, 2019. In the first half of 2019 management made a strategic decision to begin
focusing on loan growth in the commercial and industrial and residential 1-4 family segments of our loan portfolio, which have historically grown
at slower rates than the other segments of the portfolio. As a result, loan growth slowed in 2019. In 2020, management focused on growing all
segments of our loan portfolio. The increase in loans in 2020 resulted from an overall increase in loan demand in the housing market, as well as
other sectors in which we lend money, along with demand for PPP loans by small businesses and individuals as a result of the COVID-19 pandemic.
Of the $225,591,000 increase in loans, 27.68% was attributable to PPP loans. At year end 2020, securities totaled $580,543,000, an increase of
37.85% from $421,145,000 at December 31, 2019, primarily as a result of management's decision to invest excess liquidity. The current rate
environment also caused the fair market value on the securities portfolio to increase. As a result of deposit growth that outpaced loan growth, interest
bearing deposits increased by $177,923,000, to $304,750,000 at December 31, 2020.
Total liabilities increased by $532,258,000, or 21.66%, to $2,989,483,000 at December 31, 2020 compared to $2,457,225,000 at December 31,
2019. This increase was composed primarily of the $542,990,000 increase in total deposits to $2,960,595,000, a 22.46% increase from December
31, 2019. The increase in total deposits since December 31, 2019 was primarily attributable to management's strategic decision to grow market
share through targeted marketing strategies in our newer markets that resulted in the opening of new accounts and the government issued economic
stimulus relief attributable to COVID-19. Deposit growth was also the result of PPP loan proceeds being deposited in the Bank pending use of the
funds by the borrower, reduced consumer spending as a result of the pandemic, and customers seeking to move their funds to deposit accounts they
perceived to be less risky. Additional stimulus relief could contribute to further deposit growth. Federal Home Loan Bank advances decreased to
$3,638,000 from $23,613,000 at respective year ends 2020 and 2019. The decrease in Federal Home Loan Bank advances was due to management's
opportunistic trading of our securities portfolio, in which the gain on sale of these securities were used to offset the prepayment penalties on the
pay-down of the Federal Home Loan Bank advances.
Stockholders’ equity increased $43,137,000, or 12.80%, in 2020, due to net earnings, the issuance of stock pursuant to the Company’s Dividend
Reinvestment Plan, an increase in the fair value of available-for-sale securities, and the exercise of stock options, offset by dividends paid on the
Company’s common stock. The change in stockholders’ equity includes a $6,472,000 increase in net unrealized gains on available-for-sale
securities, net of taxes during the period. A more detailed discussion of assets, liabilities, and capital follows.
Loans
The following schedule details the loans and percentage of loans in each category of the Company at December 31, 2020, 2019, 2018, 2017 and
2016:
Commercial, financial and agricultural
Real estate—construction
Real estate—mortgage
Installment
Total loans
Deferred loan fees
Total loans, net of deferred fees
Less allowance for loan losses
Net loans
Commercial, financial and agricultural
Real estate—construction
Real estate—mortgage
Installment
Total loans
Deferred loan fees
Total loans, net of deferred fees
Less allowance for loan losses
Net loans
December 31, 2020
(Dollar Amounts in
Thousands)
December 31, 2019
(Dollar Amounts in
Thousands)
AMOUNT PERCENTAGE AMOUNT PERCENTAGE AMOUNT PERCENTAGE
$
December 31, 2018
(Dollar Amounts in
Thousands)
183,300
488,626
1,588,157
70,517
2,330,600
(9,295 )
2,321,305
(38,539 )
$ 2,282,766
108,883
7.9 % $
21.0
425,185
68.1 1,504,140
54,834
3.0
100.0 % 2,093,042
(7,141 )
2,085,901
(28,726 )
$ 2,057,175
89,554
5.2 % $
20.3
518,245
71.9 1,393,641
48,759
2.6
100.0 % 2,050,199
(7,020 )
2,043,179
(27,174 )
$ 2,016,005
4.3 %
25.3
68.0
2.4
100.0 %
December 31, 2017
(Dollar Amounts in
Thousands)
December 31, 2016
(Dollar Amounts in
Thousands)
AMOUNT PERCENTAGE AMOUNT PERCENTAGE
3.0 %
17.5
76.9
2.6
100.0 %
50,437
3.4 %
22.3
297,315
71.9 1,303,918
44,755
2.4
100.0 % 1,696,425
(6,606 )
1,689,819
(22,731 )
$ 1,667,088
59,266
392,039
1,263,696
43,540
1,758,541
(7,379 )
1,751,162
(23,909 )
$ 1,727,253
WILSON BANK HOLDING COMPANY
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Loans are the largest component of the Company’s assets and are its primary source of income. The Company’s loan portfolio, net of allowance
for loan losses, increased 10.97% at year end 2020 when compared to year end 2019. The loan portfolio is composed of four primary loan categories:
commercial, financial and agricultural; installment and other; real estate-mortgage; and real estate-construction. The table above sets forth the loan
categories and the percentage of such loans in the portfolio as of December 31, 2020 and 2019.
As represented in the table, Wilson Bank experienced loan growth for the year ended December 31, 2020 in all four loan categories. Real estate
mortgage loans increased 5.59% in 2020 and comprised 68.1% of the total loan portfolio at December 31, 2020, compared to 71.9% at December
31, 2019. Management believes the increase in real estate mortgage loans was primarily due to an increase in demand for such loans due to, among
other things, favorable interest rates resulting from the declining rate environment experienced in the third and fourth quarters of 2019 and
throughout much of 2020, as well as the completion of some construction projects which transitioned to permanent financing. Commercial, financial
and agricultural loans increased 68.35% in 2020 and comprised 7.9% of the total loan portfolio at December 31, 2020, compared to
5.2% at December 31, 2019. The increase in commercial, financial and agricultural loans is largely attributable to the demand for PPP loans by
small businesses and other eligible customers as a result of the COVID-19 pandemic. The Company funded $85.6 million of PPP loans, $62.4
million of which remained outstanding as of December 31, 2020. Installment loans increased 28.60% in 2020 and comprised 3.0% of the portfolio
at December 31, 2020, compared to 2.6% at December 31, 2019. The increase in installment loans was primarily attributable to an increase in loans
secured by investments. Real estate construction loans increased 14.92% in 2020 and comprised 21.0% of the total loan portfolio at December 31,
2020, compared to 20.3% at December 31, 2019. The increase in real estate construction loans reflected
the overall increase in demand for such loans in the overall economy and the Company's markets. Because the construction portfolio remains a
meaningful portion of our portfolio, Wilson Bank actively monitors these loans as it seeks to avoid advancing funds that exceed the present value
of the collateral securing the loan. The responsibility for monitoring percentage of completion and distribution of funds tied to these completion
percentages are monitored and administered by a credit administration department independent of the lending function. Wilson Bank continues to
seek to diversify its real estate portfolio as it seeks to lessen concentrations in any one type of loan.
The COVID-19 pandemic has had a notable impact on general economic conditions, including but not limited to the temporary closure of many
businesses, "shelter in place", modified or phased economic reopening plans and other governmental orders and directives, and reduced consumer
spending due to both job losses and other effects attributable to COVID-19. Many unknowns remain surrounding this situation. Although the
Company has not experienced a decrease in demand from its customers for loan-related products, if the pandemic continues deep into 2021 and the
economy continues to be negatively impacted, including if additional governmental stimulus is not approved, the Company could experience a
decrease in demand for loans and the financial condition of the Company could be negatively impacted. Given the rapidly evolving nature of the
COVID-19 virus, and the unknowns which remain about it, the complete extent to which the COVID-19 outbreak will impact loan demand and
thus affect financial results remains uncertain.
Banking regulators define highly leveraged transactions to include leveraged buy-outs, acquisition loans and recapitalization loans of an existing
business. Under the regulatory definition, at December 31, 2020, the Company had no highly leveraged transactions, and there were no foreign
loans outstanding during any of the reporting periods. As of December 31, 2020, the Company had not underwritten any loans in connection with
capital leases.
The following table classifies the Company's fixed and variable rate loans at December 31, 2020 according to contractual maturities of: (1) one
year or less, (2) after one year through five years, and (3) after five years. The table also classifies the Company's variable rate loans pursuant to
the contractual repricing dates of the underlying loans (dollars in thousands):
Amounts at December 31, 2020
Based on contractual maturity:
Due within one year
Due in one year to five years
Due after five years
Totals
Based on contractual repricing dates:
Daily floating rate
Due within one year
Due in one year to five years
Due after five years
Totals
Fixed Rates
Variable Rates
Totals
$
$
$
$
157,447
304,801
91,049
553,297
—
157,447
304,801
91,049
553,297
129,963
123,708
1,523,632
1,777,303
24,872
582,426
921,096
248,909
1,777,303
287,410
428,509
1,614,681
2,330,600
24,872
739,873
1,225,897
339,958
2,330,600
At
December 31,
2020
12.3 %
18.4
69.3
100.0 %
1.1 %
31.7
52.6
14.6
100.0 %
WILSON BANK HOLDING COMPANY
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
The following table represents the contractual maturities of the loan portfolio as of December 31, 2020 (dollars in thousands):
Commercial, financial and agricultural $
Real estate—construction
Real estate—mortgage
Installment
$
Due Within
One
Year
Due in One to
Five
Years
Due After Five
Years
11,950
197,129
61,827
16,504
287,410
97,629
144,443
147,027
39,410
428,509
73,721
147,054
1,379,303
14,603
1,614,681
Total
183,300
488,626
1,588,157
70,517
2,330,600
The following schedule details selected information related to the allowance for loan loss account of the Company at December 31, 2020, 2019,
2018, 2017 and 2016 and for the years then ended:
Allowance for loan losses at beginning of period
$
Charge-offs:
Commercial, financial and agricultural
Real estate – construction
Real estate – mortgage
Installment
Recoveries:
Commercial, financial and agricultural
Real estate – construction
Real estate – mortgage
Installment
Net loan recoveries (charge-offs)
Provision for loan losses charged to expense
Allowance for loan losses at end of period
2020
28,726
(9 )
—
(7 )
(898 )
(914 )
—
173
394
464
1,031
117
9,696
38,539
In Thousands, Except Percentages
2018
2019
2017
2016
27,174
23,909
22,731
22,900
(15 )
—
(188 )
(1,160 )
(1,363 )
15
423
74
363
875
(488 )
2,040
28,726
—
(19 )
(492 )
(1,152 )
(1,663 )
3
88
116
423
630
(1,033 )
4,298
27,174
(16 )
—
(132 )
(1,074 )
(1,222 )
6
121
174
418
719
(503 )
1,681
23,909
(11 )
(66 )
(209 )
(674 )
(960 )
15
34
131
232
412
(548 )
379
22,731
Total loans, net of deferred fees, at end of year
2,321,305
2,085,901
2,043,179
1,751,162
1,689,819
Average total loans outstanding, net of deferred fees,
during year
2,236,815
2,030,861
1,898,772
1,727,499
1,571,528
Net recoveries (charge-offs) as a percentage of average
total loans outstanding, net of deferred fees, during year
(0.01 %)
0.02
0.05
0.03
0.04
Ending allowance for loan losses as a percentage of total
loans outstanding net of deferred fees, at end of year
1.66 %
1.38
1.33
1.37
1.35
The allowance for loan losses is an amount that management believes will be adequate to absorb possible losses on existing loans that may become
uncollectible. The provision for loan losses charged to operating expense is based on past loan loss experience and other factors which, in
management’s judgment, deserve current recognition in estimating possible loan losses. Such other factors considered by management include
growth and composition of the loan portfolio, review of specific problem loans, the relationship of the allowance for loan losses to outstanding
loans, adverse situations that may affect the borrower’s ability to repay, the estimated value of any underlying collateral and current economic
conditions that may affect the borrower’s ability to pay.
Management conducts a continuous review of all loans that are delinquent, previously charged down or which are determined to be potentially
uncollectible. Loan classifications are reviewed periodically by a person independent of the lending function. The Board of Directors of the
Company periodically reviews the adequacy of the allowance for loan losses.
The allowance for loan losses as a percentage of total loans outstanding at December 31, 2020, net of deferred fees, increased from each of the
years ended December 31, 2019 and December 31, 2018 largely due to increased provision expense in 2020 as a result of COVID-19 and the
uncertainty of its impact on our customers as discussed above.
WILSON BANK HOLDING COMPANY
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
The following detail provides a breakdown of the allocation of the allowance for loan losses:
December 31, 2020
December 31, 2019
Percent of
Loans In
Each Category
To Total Loans Thousands
In
Percent of
Loans In
Each Category
To Total Loans
In
Thousands
Commercial, financial and agricultural
Real estate—construction
Real estate—mortgage
Installment
$
$
1,459
7,936
27,697
1,447
38,539
7.9 % $
21.0
68.1
3.0
100 % $
1,058
5,997
20,574
1,097
28,726
5.2 %
20.3
71.9
2.6
100 %
December 31, 2018
December 31, 2017
Percent of
Loans In
Each Category
To Total Loans Thousands
In
Percent of
Loans In
Each Category
To Total Loans
In
Thousands
Commercial, financial and agricultural
Real estate—construction
Real estate—mortgage
Installment
$
$
682
7,084
18,601
807
27,174
4.3 % $
25.3
68.0
2.4
100 % $
411
6,094
16,738
666
23,909
3.4 %
22.3
71.9
2.4
100 %
December 31, 2016
Commercial, financial and agricultural
Real estate—construction
Real estate—mortgage
Installment
$
$
In
Thousands
Percent of Loans
In
Each Category
To Total Loans
3.0 %
17.5
76.9
2.6
100 %
386
5,387
16,396
562
22,731
WILSON BANK HOLDING COMPANY
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
The following table details selected information as to non-performing loans of the Company at December 31, 2020, 2019, 2018, 2017 and 2016:
Non-accrual loans:
Commercial, financial and agricultural
Real estate—construction
Real estate—mortgage
Installment
Total non-accrual
Loans 90 days past due still accruing:
Commercial, financial and agricultural
Real estate—construction
Real estate—mortgage
Installment
Total loans 90 days past due still accruing
Troubled debt restructurings, excluding those included in
non-accrual above
Total non-performing loans
Total loans, net of deferred fees
Percentage of total non-performing loans to total loans
outstanding, net of deferred fees
Other real estate owned
$
$
$
$
$
$
$
$
2020
—
—
1,333
—
1,333
—
44
945
60
1,049
In Thousands, Except Percentages
2018
2019
2017
—
—
2,610
—
2,610
—
594
1,867
46
2,507
—
—
2,050
—
2,050
24
32
1,058
95
1,209
—
—
2,039
1
2,040
—
113
716
148
977
2,366
4,748
2,886
8,003
2,492
5,751
4,084
7,101
2016
—
—
3,565
—
3,565
14
22
1,642
129
1,807
4,596
9,968
2,321,305
2,085,901
2,043,179
1,751,162
1,689,819
0.20 %
—
0.38
697
0.28
1,357
0.41
1,635
0.59
4,527
The accrual of interest income is discontinued when it is determined that collection of interest is less than probable or the collection of any amount
of principal is doubtful. The decision to place a loan on a non-accrual status is based on an evaluation of the borrower’s financial condition,
collateral liquidation value, economic and business conditions and other factors that affect the borrower’s ability to pay. At the time a loan is placed
on a non-accrual status, the accrued but unpaid interest is also evaluated as to collectability. If collectability is doubtful, the unpaid interest is
charged off. Thereafter, interest on non-accrual loans is recognized only as received. Non-accrual loans totaled $1,333,000 at December 31,
2020, $2,610,000 at December 31, 2019, $2,050,000 at December 31, 2018, $2,040,000 at December 31, 2017, and $3,565,000 at December 31,
2016. For the years ended December 31, 2020, 2019, 2018, 2017 and 2016, the amount of interest income on non-accrual loans that would have
been recognized if loans were on accruing status was insignificant. The amount of interest and fee income recognized on total loans during 2020
totaled $113,224,000 as compared to $105,783,000 in 2019, $94,917,000 in 2018, $83,120,000 in 2017 and $77,024,000 in 2016.
At December 31, 2020, loans, which include the above non-accrual loans, totaling $8,246,000 were included in the Company’s internal classified
loan list. Of these loans $7,978,000 are real estate secured and $268,000 are secured by various other types of collateral. The value collateralizing
these loans is estimated by management to be approximately $15,802,000 ($15,445,000 related to real property securing real estate loans and
$357,000 related to the various other types of loans). Such loans are listed as classified when information obtained about possible credit problems
of the borrowers has prompted management to question the ability of the borrower to comply with the repayment terms of the loan agreement. The
loan classifications do not represent or result from trends or uncertainties which management expects will materially impact future operating results,
liquidity or capital resources.
The Company’s loan portfolio includes certain loans that have been modified in a troubled debt restructuring (TDR), where economic, or other,
concessions have been granted to borrowers who have experienced or are expected to experience financial difficulties. The concessions typically
result from the Company’s loss mitigation activities and could include reduction in the interest rate, payment extensions, forgiveness of principal,
forbearance or other actions. Certain TDRs are classified as nonperforming at the time of restructure and may only be returned to performing status
after considering the borrower’s sustained repayment performance for a reasonable period, generally six months. Nonperforming TDRs as
of December 31, 2020 decreased $938,000 to $529,000 at December 31, 2020 when compared to December 31, 2019 due to the payoff of one large
TDR loan relationship and the pay down of one large TDR loan relationship that were non-performing at December 31, 2019. Total TDRs decreased
$1,871,000 to $2,676,000 from December 31, 2019 to December 31, 2020 due the payoff of 5 loan relationships that were classified as TDRs in
2019.
The CARES Act and interagency guidance provides financial institutions the option to temporarily suspend certain requirements under
GAAP related to TDRs for a limited period of time to account for those loans which have been granted deferrals due to the
effects of COVID-19. If the pandemic continues deep into 2021 and the economy continues to be negatively impacted, the Company anticipates
an increase in TDRs and the financial condition of the Company could be negatively impacted. The extent to which the COVID-19 outbreak will
impact the Company's financial results and asset quality in 2021 remains uncertain. For more information regarding the deferrals we have offered
to our customers, see "Impact of COVID-19" above.
At December 31, 2020, real estate construction and mortgage loans made up 21.0% and 68.1%, respectively, of the Company’s loan portfolio.
At December 31, 2020, there was no other real estate owned outstanding. At December 31, 2019, other real estate owned totaled $697,000.
WILSON BANK HOLDING COMPANY
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
The following table sets forth loans that were at least 30 days but less than 60 days past due, 60 days but less than 90 days past due and
nonaccrual loans and those loans past due greater than 90 days:
(In thousands)
Nonaccrual
and
Greater
Than 90
Days Past
Due
Past Due Current
Loans
Greater
Than 90
Days Past
Due and
Accruing
Interest
Total
Loans
30-59 Days
Past Due
60-89
Days Past
Due
December 31, 2020
Residential 1-4 family
Multifamily
Commercial real estate
Construction
Farmland
Second mortgages
Equity lines of credit
Commercial
Agricultural, installment and
other
Total
December 31, 2019
Residential 1-4 family
Multifamily
Commercial real estate
Construction
Farmland
Second mortgages
Equity lines of credit
Commercial
Agricultural, installment and
other
Total
$
$
$
2,634
—
—
768
—
265
31
114
363
4,175
4,760
—
500
1,535
57
—
143
71
511
—
—
—
—
—
302
104
81
998
799
—
—
147
—
—
—
30
1,818
—
460
44
—
—
—
—
4,963 531,031 535,994 $
— 111,646 111,646
460 837,306 837,766
812 487,814 488,626
15,429
—
8,433
265
333
78,889
218 172,593 172,811
15,429
8,168
78,556
796
—
149
44
—
—
—
—
60
2,382
504
81,006
80,502
7,555 2,323,045 2,330,600 $
60
1,049
2,336
—
1,661
594
8
100
372
—
—
7,895 503,355 511,250 $
97,104
97,104
2,161 791,218 793,379
2,276 422,909 425,185
19,268
19,203
10,760
10,660
72,379
71,864
98,265
98,164
65
100
515
101
1,387
—
—
594
8
100
372
—
46
2,507
517
7,583
116
1,092
46
5,117
679
65,452
64,773
13,792 2,079,250 2,093,042 $
$
Non-performing loans, which include nonaccrual loans and loans 90 days past due, totaled $2,382,000 at December 31, 2020, a decrease from
$5,117,000 at December 31, 2019, resulting from a $1,277,000, or 48.93%, decrease in nonaccrual loans and a $1,458,000, or 58.16%, decrease in
90 day past due and accruing loans. The decrease in non-performing loans during the year ended December 31, 2020 of $2,735,000 was due
primarily to a decrease in non-performing commercial real estate loans of $1,201,000, a decrease in non-performing construction loans of $550,000,
a decrease in non-performing residential 1-4 family loans of $518,000, and a decrease in non-performing equity lines of credit of $372,000. The
decrease in non-performing loans resulted primarily from the payoff of two large loan relationships that were greater than 90 days past due, and
the paydown of one large commercial real estate loan and payoff of one large commercial real estate loan that were on nonaccrual status.
Management believes that it is probable that it will incur losses on nonperforming loans but believes that these losses should not exceed the amount
in the allowance for loan losses already allocated to these loans, unless there is a deterioration of local real estate values or further, or greater than
anticipated, economic disruption resulting from COVID-19. Although deterioration of the real estate market is not currently apparent, the prolonged
coronavirus outbreak could have a material adverse impact on economic and market conditions and could potentially cause a negative impact on
the value of real estate being held as collateral. The initial rapid development and ongoing fluidity of this situation precludes any prediction as to
the ultimate material adverse impact to the value of real estate; however, the pandemic presents continued uncertainty and risk with respect to the
Company, its performance, and its financial results.
The net non-performing asset ratio (NPA) is used as a measure of the overall quality of the Company's assets. Our NPA ratio is calculated by taking
the total of our loans greater than 90 days past due and accruing interest, non-accrual loans, nonperforming TDRs, and other real estate owned
divided by our total assets outstanding. Our NPA ratio for the periods ended December 31, 2020 and December 31, 2019 were 0.08% and 0.22%,
respectively. The NPA ratio was favorably impacted by the payment deferrals we offered customers in connection with the pandemic and the
increase in our total assets as a result of PPP loans and the increase in deposits associated with the pandemic.
The Company also internally classifies loans which, although current, management questions the borrower’s ability to comply with the present
repayment terms of the loan agreement. As with other asset quality measures, prolonged economic disruption as a result of the ongoing COVID-
19 pandemic could result in increased levels of classified loans. These internally classified loans totaled $8,246,000, inclusive of the Company’s
non-performing loans, at December 31, 2020, as compared to $10,651,000 at December 31, 2019. Of the internally classified loans at December
31, 2020, $7,978,000 are real estate secured loans (including loans to home builders and developers of land, commercial real estate loans, as well
as multifamily mortgage loans) and $268,000 are various other types of loans. These loans have been graded accordingly considering bankruptcies,
inadequate cash flows and delinquencies. Overall, in 2020 Wilson Bank experienced a stabilization in internally graded loans as the cash flows
from home builders, land developers, and commercial real estate borrowers have stabilized. The COVID-19 pandemic has had a notable impact on
WILSON BANK HOLDING COMPANY
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
general economic conditions and there are many unknowns surrounding this situation. If the pandemic continues deep into 2021 and the economy
continues to be negatively impacted, including if no additional governmental stimulus is approved, the Company anticipates an increase in internally
graded loans and the financial condition of the Company could be negatively impacted. Management does not anticipate losses on these loans to
exceed the amount already allocated to loan losses for these loans, unless there is a deterioration of local real estate values.
The internally classified loans as a percentage of the allowance for loan losses were 21.4% and 37.1%, respectively, at December 31, 2020 and
2019.
The allowance for loan losses is discussed under “Critical Accounting Estimates” and “Provision for Loan Losses.” The Company maintains its
allowance for loan losses at an amount believed by management to be adequate to absorb probable loan losses inherent in the loan portfolio as of
December 31, 2020.
Substantially all of the Company’s loans are from Wilson, DeKalb, Smith, Putnam, Trousdale, Davidson, Rutherford, Williamson and adjacent
counties. Although the majority of the Company's loans are in the real estate market, the Company seeks to exercise prudent risk management in
lending through the diversification by loan category within the real estate segment, including 1-4 family residential real estate, commercial real
estate, multifamily, construction, second mortgages, farmland, and equity lines of credit. At December 31, 2020, no single industry segment
accounted for more than 10% of the Company’s portfolio other than construction, commercial real estate, and residential 1-4 family real estate
loans.
The Company’s management believes there is an opportunity to increase the loan portfolio in 2021 as economic conditions in the Company's
primary market areas continue to outperform other markets. The Company will target owner-occupied commercial real estate, residential real estate
lending and consumer lending as areas of emphasis in 2021. At December 31, 2020, the Company’s total loans equaled 78.4% of its total deposits.
As a practice, the Company generates its own loans and does not buy participations from other institutions. The Company may sell portions of the
loans it generates to other financial institutions for cash in order to improve the liquidity of the Company’s loan portfolio or extend its lending
capacity.
Many of the Bank's customers have been negatively impacted by the COVID-19 pandemic either through supply chain shortages, government
mandated closures, job loss, furloughs, salary decreases, reduced consumer spending and a reduced workforce, among many other factors. In an
effort to provide relief to those customers, the Bank proactively began providing relief to our customers in
mid March 2020 through a 90 day interest only payment option or a full 90 day payment deferral option. The first week of April
2020, the Bank expanded its efforts to provide a six-month interest only payment option in an effort to provide flexibility to our customers as they
navigate these uncertain economic times. As of December 31, 2020, the Bank had 13 loans, totaling $36.4 million in aggregate principal amount
for which principal or both principal and interest were being deferred, compared to 48 loans totaling $79.1 million on deferral at September 30,
2020. As of January 31, 2021, the Bank had 17 loans, totaling $49.9 million in aggregate principal amount for which principal or both principal
and interest were being deferred. The Bank is monitoring its loan portfolio on a weekly basis to identify the segments that are utilizing the COVID
relief efforts and the overall percentage of the loan portfolio that has taken advantage of the relief. These reports are being reviewed by executive
management and appropriately communicated to the Board of Directors.
Securities
Securities increased 37.85% to $580,543,000 at December 31, 2020 from $421,145,000 at December 31, 2019, and comprised the second largest
and other primary component of the Company’s earning assets. Securities increased as the result of deposit growth that outpaced loan growth and
increased liquidity during the pandemic resulting from, among other things, increased deposit balances. The current rate environment also caused
the fair market value on the securities portfolio to increase. The average yield, excluding tax equivalent adjustment, of the securities portfolio
at December 31, 2020 was 1.63% with a weighted average life of 8.00 years, as compared to an average yield of 2.42% and a weighted average
life of 7.08 years at December 31, 2019. The weighted average lives on mortgage-backed securities reflect the repayment rate used for book value
calculations.
Certain debt securities that management has the positive intent and ability to hold to maturity are classified as "held-to-maturity" and recorded at
amortized cost. Trading securities are recorded at fair value with changes in fair value included in earnings. Securities not classified as held to
maturity or trading, including equity securities with readily determinable fair values, are classified as “available-for-sale” and recorded at fair value,
with unrealized gains and losses excluded from earnings and reported in other comprehensive income. Purchase premiums and discounts are
recognized in interest income using the interest method over the terms of the securities. Gains and losses on the sale of securities are recorded on
the trade date and are determined using the specific identification method.
No securities have been classified as trading securities or held-to-maturity at December 31, 2020, December 31, 2019, or December 31, 2018.
WILSON BANK HOLDING COMPANY
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Investment securities at December 31, 2020, December 31, 2019, and December 31, 2018 consist of the following:
December 31, 2020
Securities Available-For-Sale
(In Thousands)
Gross
Gross
Amortized
Unrealized
Unrealized
Cost
Gains
Losses
Estimated
Market
Value
U.S. Government-sponsored enterprises
(GSEs)
Mortgage-backed securities
Asset-backed securities
Corporate bonds
Obligations of states and political
subdivisions
$
$
125,712
258,774
36,394
2,500
147,462
570,842
328
5,636
582
100
135
620
19
—
4,229
10,875
400
1,174
125,905
263,790
36,957
2,600
151,291
580,543
Securities Available-For-Sale
(In Thousands)
Gross
Gross
Amortized
Unrealized
Unrealized
Cost
Gains
Losses
Estimated
Market
Value
U.S. Government-sponsored enterprises
(GSEs)
Mortgage-backed securities
Asset-backed securities
Obligations of states and political
subdivisions
$
$
59,735
265,648
27,531
67,293
420,207
48
2,300
1
559
2,908
204
635
303
59,579
267,313
27,229
828
1,970
67,024
421,145
December 31, 2018
Securities Available-For-Sale
(In Thousands)
Gross
Gross
Amortized
Unrealized
Unrealized
Cost
Gains
Losses
Estimated
Market
Value
U.S. Government-sponsored enterprises
(GSEs)
Mortgage-backed securities
Asset-backed securities
Obligations of state and political
subdivisions
$
$
71,446
152,375
22,534
49,328
295,683
—
9
10
22
41
2,979
4,874
844
1,775
10,472
68,467
147,510
21,700
47,575
285,252
WILSON BANK HOLDING COMPANY
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
The following table details the contractual maturities and weighted average yields of investment securities of the Company. Actual maturities may
differ from contractual maturities of mortgage and asset-backed securities because the mortgages or other assets underlying such securities may be
called or prepaid with or without penalty. Therefore, these securities are not included in the maturity categories noted below as of December 31,
2020 and December 31, 2019:
December 31, 2020
December 31, 2019
Available-For-Sale Securities
Amortized
Cost
Estimated
Market
Value
Weighted
Average
Yields
Amortized
Cost
Estimated
Market
Value
Weighted
Average
Yields
(In Thousands, Except Yields)
Mortgage and asset-backed
securities
U.S. Government-sponsored
enterprises (GSEs):
Less than one year
One to three years
Three to five years
Five to ten years
More than ten years
Total U.S. Government-
sponsored enterprises
(GSEs)
Obligations of states and
political subdivisions*:
Less than one year
One to three years
Three to five years
Five to ten years
More than ten years
Total obligations of states
and political subdivisions
Corporate bonds:
Less than one year
One to three years
Three to five years
Five to ten years
More than ten years
Total corporate bonds
Total available-for-sale
securities
$
295,168
300,747
1.50 % $
293,179
294,542
2.33 %
—
9,500
9,750
67,622
38,840
—
9,507
9,753
67,657
38,988
—
0.33
0.52
1.16
1.41
—
8,950
8,746
35,505
6,534
—
8,944
8,737
35,402
6,496
—
1.77
1.96
2.41
2.65
125,712
125,905
1.12
59,735
59,579
2.27
1,196
1,632
2,943
39,719
101,972
1,198
1,637
3,045
40,527
104,884
147,462
151,291
—
—
2,500
—
—
2,500
—
—
2,600
—
—
2,600
0.79
0.69
1.92
1.95
2.51
2.32
—
—
4.25
—
—
4.25
472
—
636
21,120
45,065
471
—
638
21,220
44,695
67,293
67,024
—
—
—
—
—
—
—
—
—
—
—
—
1.54
—
2.25
2.39
3.24
2.95
—
—
—
—
—
—
$
570,842
580,543
1.64 % $
420,207
421,145
2.42 %
*
Weighted average yield is stated on a tax-equivalent basis, assuming a weighted average Federal income tax
rate of 21%.
WILSON BANK HOLDING COMPANY
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Deposits
The increase in assets in 2020 and 2019 were funded primarily by increases in deposits and the Company’s earnings. Total deposits, which are the
principal source of funds for the Company, totaled $2,960,595,000 at December 31, 2020 compared to $2,417,605,000 at December 31, 2019, an
increase of 22.46%. The Company has targeted local consumers, professionals and small businesses as its central clientele; therefore, deposit
instruments in the form of demand deposits, savings accounts, money market demand accounts, certificates of deposits and individual retirement
accounts are offered to customers. Management believes the Wilson County, Davidson County, DeKalb County, Putnam County, Smith County,
Sumner County, Rutherford County, Trousdale County and Williamson County areas are attractive economic markets offering growth opportunities
for the Company; however, the Company competes with several larger banks and community banks that have bank offices in these counties which
may negatively impact market growth or maintenance of current market share. Even though the Company is in a very competitive market,
management currently believes that its market share can be maintained or expanded.
The $542,990,000, or 22.46%, growth in deposits in 2020 was due to a $182,691,000, or 22.78%, increase in money market accounts, a
$106,749,000, or 37.51%, increase in demand deposit accounts, a $212,450,000, or 38.02%, increase in NOW accounts, and a $61,714,000, or
44.00%, increase in savings accounts, partially offset by a decrease in certificates of deposits of $19,126,000, or 3.43%, and a decrease in individual
retirement accounts of $1,488,000, or 1.99%. The decrease in certificates of deposits and the decrease in individual retirement accounts reflect the
reduction in short-term interest rates and a shift in deposits to lower paying transaction and money market accounts. The average rate paid on
average total interest-bearing deposits was 0.70% for 2020 compared to 1.07% for 2019. The average rate paid in 2018 was 0.75%. The increase
in total deposits since December 31, 2019 was primarily attributable to management's strategic decision to grow market share through targeted
marketing strategies in our newer markets that resulted in the opening of new accounts and the government issued economic stimulus relief
attributable to COVID-19. Deposit growth was also the result of PPP loan proceeds being deposited in the Bank pending use of the funds by the
borrower, reduced consumer spending as a result of the pandemic, and customers seeking to move their funds to deposit accounts with perceived
less risk. Additional stimulus relief could contribute to further deposit growth. Competitive pressure from other banks in our market area relating
to deposit pricing could adversely affect the rates paid on deposit accounts as it limits our ability to lower deposit rates as short-term interest rates
fall. It’s these same competitive pressures that may cause our deposit rates to rise more quickly than we are able to increase the rates we earn on
loans in a rising rate environment. If either of these scenarios were to happen, our net yield on earning assets would experience compression and
our results of operations would be negatively impacted, as was the case in 2020, during which the impact of the declining rate environment more
quickly impacted our earning assets than our interest-bearing liabilities, which consequently compressed our net yield on earning assets. The ratio
of average loans to average deposits was 83.1% in 2020, 87.4% in 2019, and 89.7% in 2018.
The average amounts and average interest rates for deposits for 2020, 2019 and 2018 are detailed in the following schedule:
2020
2019
2018
Average
Balance
In
Average
Average
Balance
In
Average
Average
Balance
In
Average
Thousands
$
348,677
Rate
Thousands
Rate
Thousands
Rate
— % $
270,136
— % $
250,328
— %
Non-interest bearing deposits
Negotiable order of withdrawal
accounts
Money market demand accounts
Time deposits
Other savings
669,224
881,669
619,387
171,849
2,690,806
0.20
0.40
1.77
0.39
0.61 % $
526,026
749,366
642,513
136,912
2,324,953
0.44
0.80
2.01
0.60
0.95 % $
503,312
668,007
556,054
139,664
2,117,365
0.36
0.52
1.43
0.53
0.66 %
$
The following schedule details the maturities of certificates of deposit and individual retirement accounts of $100,000 and more at December 31,
2020:
Less than three months
Three to six months
Six to twelve months
More than twelve months
Certificates
of
Deposit
Average
Rate
In Thousands
Individual
Retirement
Accounts
Average
Rate
$
$
50,726
32,531
105,151
144,157
332,565
1.44 %
1.34
1.60
1.82
1.64 %
3,751
4,353
9,938
16,976
35,018
0.87 %
1.26
1.55
1.47
1.40 %
Total
54,477
36,884
115,089
161,133
367,583
WILSON BANK HOLDING COMPANY
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Contractual Obligations
The Company’s contractual obligations at December 31, 2020 are as follows:
(In Thousands)
Federal Home Loan Bank Advances
Operating Leases
Deposits with stated maturity dates
Total
Less than
1 Year
1 –3 Years 3-5 Years
More
than 5
Years
Total
$
1,350 $
494
2,138 $
934
342,291 226,202
$ 344,135 $ 229,274 $
150 $
975
42,428
43,553 $
— $
2,521
3,638
4,924
458 611,379
2,979 $ 619,941
Long-term debt contractual obligations include advances from the Federal Home Loan Bank, and at December 31, 2020, the Company
had $3,638,000 in advances. The Company leases land for certain branch facilities and automatic teller machine locations. Future minimum rental
payments required under the terms of these non-cancellable leases are included in operating lease obligations.
Off Balance Sheet Arrangements
At December 31, 2020, the Company had unfunded lines of credit of $851 million and outstanding standby letters of credit of $82 million. Since
many of the commitments are expected to be drawn upon, the total commitment amounts generally represent future cash requirements. If needed
to fund these outstanding commitments, the Company’s bank subsidiary has the ability to liquidate Federal funds sold or securities available-for-
sale or on a short-term basis to borrow and purchase Federal funds from other financial institutions. Additionally, the Company’s bank subsidiary
could sell participations in these or other loans to correspondent banks. As mentioned below, Wilson Bank has been able to fund its ongoing
liquidity needs through its stable core deposit base, loan payments, its investment security maturities, and short-term borrowings.
Quantitative and Qualitative Disclosures About Market Risk
The Company’s primary component of market risk is interest rate volatility. Fluctuations in interest rates will ultimately impact both the level of
income and expense recorded on a large portion of the Company’s assets and liabilities, and the market value of all interest-earning assets and
interest-bearing liabilities, other than those which possess a short term to maturity. Based upon the nature of the Company’s operations, the
Company is not subject to foreign currency exchange or commodity price risk.
Interest rate risk (sensitivity) management focuses on the earnings risk associated with changing interest rates. Management seeks to maintain
profitability in both short term and long term earnings through funds management/interest rate risk management. The Company’s rate sensitivity
position has an important impact on earnings. Senior management of the Company meets quarterly to analyze the rate sensitivity position. These
meetings focus on the spread between the cost of funds and interest yields generated primarily through loans and investments.
The COVID-19 pandemic and the government response to such pandemic has materially changed the reported market risks during the
twelve months ended December 31, 2020. Since March 3, 2020, the Federal Reserve has lowered the Fed Funds benchmark rate by a full 1.5
percentage points to a target range of 0 percent to 0.25 percent. In the third quarter of 2020 the Federal Reserve announced they would not likely
be moving rates until the end of 2023 at the earliest. The Federal Reserve also announced it would purchase more Treasury securities to encourage
lending to try to offset the impact of the coronavirus outbreak. This was an emergency response as the coronavirus escalated sharply in the United
States, with stay-at-home orders and directives in nearly all states, mandatory business closures and mandatory work-from-home policies. Because
economic indicators suggested that a recession was impending, the Federal Reserve stepped in with a broad array of monetary policy actions
including direct lending to banks and corporations, expanding the scope of repurchase agreements, lowering the reserve requirements for banks at
the Federal Reserve and supporting small and mid size businesses. As discussed elsewhere herein, Wilson Bank has experienced compression to
its net yield on earning assets due to the rate cuts enacted by the Federal Reserve. The extent to which the COVID-19 pandemic and the response
by federal, state and local governments will ultimately impact the financial performance of Wilson Bank remains uncertain due to the evolving and
complex nature of the COVID-19 virus (including the uncertainty around the size and number of additional government stimulus programs that
may be adopted), and management continues to actively monitor and adapt to the rapid market changes.
Liquidity and Asset Management
The Company’s management seeks to maximize net interest income by managing the Company’s assets and liabilities within appropriate constraints
on capital, liquidity and interest rate risk. Liquidity is the ability to maintain sufficient cash levels necessary to fund operations, meet the
requirements of depositors and borrowers and fund attractive investment opportunities. Higher levels of liquidity, like those we built up in response
to the COVID-19 pandemic, bear corresponding costs, measured in terms of lower yields on short-term, more liquid earning assets and higher
interest expense involved in extending liability maturities. Liquid assets include cash, due from banks, interest bearing deposits in other financial
institutions and unpledged investment securities. At December 31, 2020, the Company’s liquid assets totaled approximately $627.8
million. Additionally, as of December 31, 2020, the Company had available approximately $95.5 million in unused federal funds lines of credit and,
subject to certain restrictions and collateral requirements, approximately $336.4 million of borrowing capacity with the Federal Home Loan Bank
of Cincinnati to meet short term funding needs.
The Company maintains a formal asset and liability management process to quantify, monitor and control interest rate risk, and to assist
management in maintaining stability in the net interest margin under varying interest rate environments. The Company accomplishes this process
WILSON BANK HOLDING COMPANY
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
through the development and implementation of lending, funding and pricing strategies designed to maximize net interest income under varying
interest rate environments subject to specific liquidity and interest rate risk guidelines.
Analysis of rate sensitivity and rate gap analysis are the primary tools used to assess the direction and magnitude of changes in net interest income
resulting from changes in interest rates. Included in the analysis are cash flows and maturities of financial instruments held for purposes other than
trading, changes in market conditions, loan volumes and pricing and deposit volume and mix. These assumptions are inherently uncertain, and, as
a result, net interest income can not be precisely estimated nor can the impact of higher or lower interest rates on net interest income be precisely
predicted. Actual results will differ due to timing, magnitude and frequency of interest rate changes and changes in market conditions and
management’s strategies, among other factors.
The Company’s primary source of liquidity is a stable core deposit base. In addition, short-term borrowings, loan payments and investment security
maturities provide a secondary source. At December 31, 2020, the Company had a liability sensitive position (a negative gap). Liability sensitivity
means that more of the Company’s liabilities are capable of re-pricing over certain time frames than its assets. The interest rates associated with
these liabilities may not actually change over this period but are capable of changing. Liability sensitivity generally should lead to an expansion in
net yield on earning assets in a declining rate environment, as we experienced during a portion of 2020, but for that to occur the Bank will need to
reprice its deposits more quickly than it reprices rates it earns on loans. Conversely, a rising rate environment could have a short-term negative
impact on net yield on earning assets, as deposits would likely re-price faster than assets. Management regularly monitors the deposit rates of the
Company’s competitors and these rates continue to put pressure on the Company’s deposit pricing, just as loan pricing pressure from competition
within our markets continues to negatively impact loan yields. This pressure could continue to negatively impact the Company’s net yield on
earning assets and earnings if short-term rates begin to rise or these competitive pressures limit the Company's ability to lower deposit rates in a
declining rate environment. As discussed elsewhere herein, the Bank anticipates that its net yield on earning assets is likely to contract further
in 2021 because of such competitive pressures in its markets and the ongoing impacts of the COVID-19 pandemic, including the continuation of
the historically low short-term interest rate environment we are experiencing.
The Company’s securities portfolio consists of earning assets that provide interest income. Securities classified as available-for-sale include
securities intended to be used as part of the Company’s asset/liability strategy and/or securities that may be sold in response to changes in interest
rates, prepayment risk, the need or desire to increase capital and similar economic factors. At December 31, 2020, securities totaling approximately
$45.1 million mature or will be subject to rate adjustments within the next twelve months.
A secondary source of liquidity is the Company’s loan portfolio. At December 31, 2020, loans totaling approximately $755.5 million either will
become due or will be subject to rate adjustments within twelve months from that date. Continued emphasis will be placed on structuring adjustable
rate loans.
As for liabilities, certificates of deposit and individual retirement accounts of $250,000 or greater totaling approximately $79.0 million will become
due or reprice during the next twelve months. Historically, there has been no significant reduction in immediately withdrawable accounts such as
negotiable order of withdrawal accounts, money market demand accounts, demand deposit accounts and regular savings accounts. Management
anticipates that there will be no significant withdrawals from these accounts in 2021.
At December 31, 2020, the scheduled maturities of the Federal Home Loan Bank advances and interest rates were as follows (scheduled maturities
will differ from scheduled repayments):
Scheduled Maturities
2021
2022
2023
2024
2025
Thereafter
Amount
$
Weighted
Average
Rates
—
—
1,688
1,950
—
—
3,638
— %
—
2.68
2.68
—
—
2.68 %
$
WILSON BANK HOLDING COMPANY
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Interest Rate Sensitivity Gaps
The following schedule details the Company's interest rate sensitivity gaps for different time periods at December 31, 2020:
Total
0-30 Days
31-90 Days
91-180 Days
181-365 Days Over 1 Year
Repricing Within
(In Thousands)
Earning assets:
Loans, net of deferred fees
Securities
Loans held for sale
Interest bearing deposits
Federal funds sold
Restricted equity securities
Total earning assets
Interest-bearing liabilities:
Negotiable order of withdrawal
accounts
Money market demand accounts
Individual retirement accounts
Other savings
Certificates of deposit
FHLB
Interest-sensitivity gap
$
$ 2,321,305
580,543
19,474
304,750
675
5,089
3,231,836
338,945
42,297
—
304,750
675
5,089
691,756
771,195
984,677
73,384
201,984
537,995
3,638
771,195
984,677
2,744
201,984
33,627
—
2,572,873 1,994,227
658,963 (1,302,471 )
48,375
32
—
—
—
—
48,407
—
—
7,086
—
49,274
—
56,360
(7,953 )
92,247
1,554
—
—
—
—
93,801
—
—
11,270
—
55,047
—
66,317
27,484
275,884
1,198
—
—
—
—
277,082
1,565,854
535,462
19,474
—
—
—
2,120,790
—
—
20,049
—
163,194
—
183,243
93,839
—
—
32,235
—
236,853
3,638
272,726
1,848,064
Cumulative gap
(1,302,471 )
(1,310,424 )
(1,282,940 )
(1,189,101 )
658,963
Interest-sensitivity gap as % of total
assets
Cumulative gap as % of total assets
(38.7 )%
(38.7 )%
(0.2 )%
0.8 %
2.8 %
(38.9 )%
(38.1 )%
(35.3 )%
54.8 %
19.6 %
As detailed in the chart, as of December 31, 2020, the Company is forecasted to maintain a liability sensitive position over the next twelve months.
However, management expects that liabilities of a demand nature will renew and that it will not be necessary to replace them with significantly
higher cost funds.
The Company also uses simulation modeling to evaluate both the level of interest rate sensitivity as well as potential balance sheet strategies. The
Asset Liability Committee meets quarterly to analyze the interest rate shock simulation. The interest rate simulation model is based on a number
of assumptions. The assumptions relate primarily to loan and deposit growth, asset and liability prepayments, the call features of investment
securities, interest rates and balance sheet management strategies. The Company also uses Economic Value of Equity (“EVE”) sensitivity analysis
to understand the impact of changes in interest rates on long-term cash flows, income and capital. EVE is calculated by discounting the cash flows
for all balance sheet instruments under different interest rate scenarios. The EVE is a longer term view of interest rate risk because it measures the
present value of the future cash flows. Presented below is the estimated impact on Wilson Bank’s net interest income and EVE as of December 31,
2020, assuming an immediate shift in interest rates:
Net interest income
EVE
% Change from Base Case for Immediate Parallel Changes in
Rates
-200 BP(1) -100 BP(1) +100 BP
+200 BP +300 BP
(4.75 )%
(3.42 )%
(13.05 )
(11.83 )
(0.48 )%
4.36
3.10 %
7.49
4.52 %
8.76
(1) Currently, some short term interest rates are below the standard down rate scenarios (100, 200, 300 bps).
The asset liability model does not calculate negative interest rates and will floor any index at 0.
Each of the above analyses may not, on its own, be an accurate indicator of how our net interest income will be affected by changes in interest
rates. Income associated with interest-earning assets and costs associated with interest-bearing liabilities may not be affected uniformly by changes
in interest rates. In addition, the magnitude and duration of changes in interest rates may have a significant impact on net interest income. For
example, although certain assets and liabilities may have similar maturities or periods of repricing, they may react in different degrees to changes
in market interest rates. Interest rates on certain types of assets and liabilities fluctuate in advance of changes in general market rates, while interest
rates on other types may lag behind changes in general market rates. In addition, certain assets, such as adjustable rate mortgage loans, have features
(generally referred to as interest rate caps and floors) which limit changes in interest rates. Prepayment and early withdrawal levels also could
deviate significantly from those assumed in calculating the maturity of certain instruments. The ability of many borrowers to service their debts
also may decrease during periods of rising interest rates. We review each of the above interest rate sensitivity analyses along with several different
WILSON BANK HOLDING COMPANY
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
interest rate scenarios as part of our responsibility to seek to provide a satisfactory, consistent level of profitability within the framework of
established liquidity, loan, investment, borrowing, and capital policies.
Management believes that with present maturities, the anticipated growth in deposit base, and the efforts of management in its asset/liability
management program, liquidity will not pose a problem in the near term future. The COVID-19 pandemic has presented overall uncertainty in the
financial markets and Wilson Bank has seen an increase in deposits as some customers have shifted funds from market based products to more
stable FDIC insured options. In addition, the CARES Act and the Coronavirus Relief Act included an economic stimulus package for individuals
who met the federal income qualifications in the form of a direct payment. Further stimulus checks may have the effect of further increasing the
Bank's deposit accounts, thus increasing liquidity. At the present time, management does not believe that the COVID-19 pandemic will result in
the Company’s liquidity changing in a materially adverse way other than the potential negative impact of the maintenance of higher levels of on-
balance sheet liquidity.
Impact of Inflation
Although interest rates are significantly affected by inflation, for the fiscal years ended December 31, 2020, 2019, and 2018, the inflation rate is
believed to have had an immaterial impact on the Company’s results of operations.
Capital Resources, Capital Position and Dividends
At December 31, 2020, total stockholders’ equity was $380,121,000, or 11.28% of total assets, which compares with $336,984,000, or 12.06% of
total assets, at December 31, 2019, and $295,667,000, or 11.62% of total assets, at December 31, 2018. The dollar increase in the Company’s
stockholders’ equity during 2020 reflects (i) net income of $38,492,000 less cash dividends of $1.20 per share totaling $13,013,000, (ii) the issuance
of 180,424 shares of common stock for $10,056,000, as reinvestment of cash dividends, (iii) the issuance of 19,981 shares of common stock
pursuant to exercise of stock options for $718,000, (iv) the net change in unrealized gain on available-for-sale securities of $6,472,000, and (v) a
stock-based compensation expense of $412,000.
For a discussion of the Company's and Wilson Bank's capital levels and required minimum levels of capital each is required to maintain under
applicable regulatory requirements see Note 17, Regulatory Matters and Restrictions on Dividends in the notes to the Company's consolidated
financial statements appearing elsewhere in this report.
WILSON
BANK HOLDING CO.
YOUR FAMILY FINANCIAL CENTER
REPORT OF MANAGEMENT OF INTERNAL CONTROL
OVER FINANCIAL REPORTING
The management of Wilson Bank Holding Company is responsible for establishing and
maintaining adequate internal control over financial reporting. This internal control
system was designed to provide reasonable assurance to the company’s management and
board of directors regarding the preparation and fair presentation of published financial
statements. All internal control systems, no matter how well designed, have inherent
limitations. Therefore, even those systems determined to be effective can provide only
reasonable assurance with respect to financial statement preparation and presentation.
Wilson Bank Holding Company’s management assessed the effectiveness of the
company’s internal control over financial reporting as of December 31, 2020. In making
this assessment, it used the criteria set forth by the Committee of Sponsoring
Organizations of the Treadway Commission (COSO) in Internal Control-Integrated
Framework (2013). Based on our assessment, we believe that, as of December 31, 2020,
the company’s internal control over financial reporting is effective based on those
criteria. Wilson Bank Holding Company’s independent auditors have issued an audit
report on our assessment of the company’s internal control over financial reporting.
February 12, 2021
John C. McDearman III
CEO
Lisa Pominski
Executive Vice President and CFO
623 WEST MAIN ST. • P.O. BOX 768 •LEBANON, TN 37088-0768 • 615-444-2265
Stephen M. Maggart, CPA, ABV, CFF
J. Mark Allen, CPA
Joshua K. Cundiff, CPA
Michael T. Holland, CPA, ABV, CFF
M. Todd Maggart, CPA, ABV, CFF
Michael F. Murphy, CPA
P. Jason Ricciardi, CPA, CGMA
David B. von Dohlen, CPA
T. Keith Wilson, CPA, CITP
To the Shareholders and the Board of Directors of
Wilson Bank Holding Company
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of Wilson Bank Holding Company (the
Company) as of December 31, 2020 and 2019, and the related consolidated statements of earnings,
comprehensive earnings, changes in stockholders’ equity and cash flows for each of the three years in the
period ended December 31, 2020, and the related notes (collectively referred to as the consolidated
financial statements). In our opinion, the consolidated financial statements present fairly, in all material
respects, the financial position of the Company at December 31, 2020 and 2019, and the results of its
operations and its cash flows for each of the three years in the period ended December 31, 2020, in
conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight
Board (United States) (PCAOB), the Company’s internal control over financial reporting as
of December 31, 2020, based on criteria established in Internal Control-Integrated Framework issued by
the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our
report dated February 12, 2021 expressed an unqualified opinion thereon.
Basis for Opinion
These financial statements are the responsibility of the Company’s management. Our responsibility is to
express an opinion on the Company’s financial statements based on our audits. We are a public
accounting firm registered with the PCAOB and are required to be independent with respect to the
Company in accordance with the U.S. federal securities laws and applicable rules and regulations of the
Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that
we plan and perform the audit to obtain reasonable assurance about whether the financial statements are
free of material misstatement, whether due to error or fraud. Our audits included performing procedures
to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and
performing procedures that respond to those risks. Such procedures included examining, on a test basis,
evidence regarding the amounts and disclosures in the financial statements. Our audits also included
evaluating the accounting principles used and significant estimates made by management, as well as
evaluating the overall presentation of the financial statements. We believe that our audits provide a
reasonable basis for our opinion.
1201 DEMONBREUN STREET ▪ SUITE 1220 ▪ NASHVILLE, TENNESSEE 37203-3140 ▪ (615) 252-6100 ▪ Fax ▪ (615) 252-6105
www.maggartpc.com
To the Shareholders and the Board of Directors of
Wilson Bank Holding Company
Page Two
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current period audit of the
financial statements that was communicated or required to be communicated to the audit committee and
that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our
especially challenging, subjective or complex judgments. The communication of the critical audit matter
does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we
are not, by communicating the critical audit matter below, providing a separate opinion on the critical
audit matter or on the account or disclosures to which it relates.
Allowance for Loan Losses
Description of the Matter
The Company’s loan portfolio totaled $2.3 billion as of December 31, 2020 and the associated allowance
for loan losses (ALL) was $38.5 million. As discussed in Notes 1 and 2 to the consolidated financial
statements, the ALL is established to absorb inherent losses that have been incurred within the existing
portfolio of loans. Management’s estimate of inherent losses within the loan portfolio is established using
quantitative, as well as qualitative, considerations. The Company’s methodology to determine the ALL
considers quantitative calculations including: specific valuation allowances determined in accordance
with ASC Topic 310 based on probable losses on specific loans, historical valuation allowances
determined in accordance with ASC Topic 450 based on historical loan loss experience for similar loans
with similar characteristics and trends, adjusted, as necessary, to reflect the impact of current conditions,
and general valuation allowances determined in accordance with ASC Topic 450 based on various risk
factors that are internal to the Company. The Company’s ALL methodology also includes qualitative
amounts that include valuation allowances based on general economic conditions and other risk factors to
the Company.
Management’s estimate of the ALL involves significant estimates and subjective assumptions, which
require a high degree of judgment. The level of the allowance is based upon management's evaluation of
the loan portfolio, loan loss experience, asset quality trends, known and inherent risks in the loan
portfolio, adverse situations that may affect the borrowers' ability to repay the loan (including the timing
of future payment), the estimated value of any underlying collateral, composition of the loan portfolio,
economic conditions, industry and peer bank loan quality indications and other pertinent factors,
including regulatory recommendations. Changes in these assumptions could have a material effect on the
Company’s financial results.
How We Addressed the Matter in Our Audit
We obtained an understanding of the Company’s process for establishing the ALL, including the
qualitative valuation allowances of the ALL. We evaluated the design and tested the operating
effectiveness of related controls over the reliability and accuracy of data used to calculate and estimate the
various components of the ALL, the accuracy of the calculation of the ALL, management’s review and
approval of methodologies used to establish the ALL, analysis of changes in various components of the
ALL relative to changes in the Company’s loan portfolio and economy and evaluation of the overall
reasonableness and appropriateness of the ALL. In doing so, we tested the operating effectiveness of
review and approval controls in the Company’s governance process designed to identify and assess the
qualitative valuation allowances which is meant to measure inherent loan losses associated with factors
not captured fully in the other components of the ALL.
To the Shareholders and the Board of Directors of
Wilson Bank Holding Company
Page Three
To test the reasonableness of the qualitative valuation allowances, we performed audit procedures that
included, among others testing the appropriateness of the methodologies used by the Company to estimate
the ALL, testing the completeness and accuracy of data and information used by the Company in
estimating the components of the ALL, evaluating the appropriateness of assumptions used in estimating
the qualitative valuation allowances, analyzing the changes in assumptions and various components of the
ALL relative to changes in the Company’s loan portfolio and the economy and evaluating the
appropriateness and level of the qualitative valuation allowances. For example, specific to the qualitative
valuation allowances, we 1) analyzed the changes, assumptions and adjustments made to the qualitative
valuation allowances; and 2) evaluated the appropriateness and completeness of risk factors used in
determining the amount of the qualitative valuation allowances. We also evaluated the data and
information utilized by management to estimate the qualitative valuation allowances by independently
obtaining internal and external data and information to assess the appropriateness of the data and
information used by management. In addition, we evaluated the overall ALL amount, inclusive of the
adjustments for the qualitative valuation allowances, and whether the amount appropriately reflects losses
incurred in the loan portfolio as of the consolidated balance sheet date by comparing the overall ALL to
those established by similar banking institutions with similar loan portfolios. We also reviewed
subsequent events and transactions and considered whether they corroborate or contradict the Company’s
conclusion.
We have served as the Company’s auditor since 1987.
Nashville, Tennessee
February 12, 2021
Stephen M. Maggart, CPA, ABV, CFF
J. Mark Allen, CPA
Joshua K. Cundiff, CPA
Michael T. Holland, CPA, ABV, CFF
M. Todd Maggart, CPA, ABV, CFF
Michael F. Murphy, CPA
P. Jason Ricciardi, CPA, CGMA
David B. von Dohlen, CPA
To the Shareholders and the Board of Directors of
Wilson Bank Holding Company
Opinion on Internal Control over Financial Reporting
We have audited Wilson Bank Holding Company’s internal control over financial reporting as
of December 31, 2020, based on criteria established in Internal Control - Integrated Framework issued by
the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO
criteria). In our opinion, Wilson Bank Holding Company (the Company) maintained, in all material
respects, effective internal control over financial reporting as of December 31, 2020, based on the COSO
criteria.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight
Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31,
2020 and 2019, and the related consolidated statements of earnings, comprehensive earnings, changes in
stockholders’ equity and cash flows for each of the three years in the period ended December 31, 2020,
and the related notes and our report dated February 12, 2021 expressed an unqualified opinion thereon.
Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial
reporting and for its assessment of the effectiveness of internal control over financial reporting included
in the accompanying Management’s Report on Internal Control Over Financial Reporting. Our
responsibility is to express an opinion on the Company’s internal control over financial reporting based
on our audit. We are a public accounting firm registered with the PCAOB and are required to be
independent with respect to the Company in accordance with the U.S. federal securities laws and the
applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we
plan and perform the audit to obtain reasonable assurance about whether effective internal control over
financial reporting was maintained in all material respects. Our audit included obtaining an
understanding of internal control over financial reporting, assessing the risk that a material weakness
exists, testing and evaluating the design and operating effectiveness of internal control based on the
assessed risk, and performing such other procedures as we considered necessary in the circumstances. We
believe that our audit provides a reasonable basis for our opinion.
1201 DEMONBREUN STREET ▪ SUITE 1220 ▪ NASHVILLE, TENNESSEE 37203-3140 ▪ (615) 252-6100 ▪ Fax ▪ (615) 252-6105
www.maggartpc.com
To the Shareholders and the Board of Directors of
Wilson Bank Holding Company
Page Two
Definition and Limitations of Internal Control over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable
assurance regarding the reliability of financial reporting and the preparation of financial statements for
external purposes in accordance with generally accepted accounting principles. A company’s internal
control over financial reporting includes those policies and procedures that (1) pertain to the maintenance
of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the
assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to
permit preparation of financial statements in accordance with generally accepted accounting principles,
and that receipts and expenditures of the company are being made only in accordance with authorizations
of management and directors of the company; and (3) provide reasonable assurance regarding prevention
or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could
have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect
misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk
that controls may become inadequate because of changes in conditions, or that the degree of compliance
with the policies or procedures may deteriorate.
Nashville, Tennessee
February 12, 2021
WILSON BANK HOLDING COMPANY
Consolidated Balance Sheets
December 31, 2020 and 2019
ASSETS
Loans, net of allowance for loan losses of $38,539 and $28,726, respectively
Available-for-sale securities, at market (amortized cost $570,842 and $420,207, respectively)
Loans held for sale
Interest bearing deposits
Federal funds sold
Restricted equity securities, at cost
Total earning assets
Cash and due from banks
Premises and equipment, net
Accrued interest receivable
Deferred income taxes
Other real estate
Bank owned life insurance
Goodwill
Other assets
Total assets
LIABILITIES AND STOCKHOLDERS’ EQUITY
Deposits
Federal Home Loan Bank advances
Accrued interest and other liabilities
Total liabilities
Stockholders’ equity:
Common stock, par value $2.00 per share, authorized 50,000,000 shares, 10,993,404 and
10,792,999 shares issued and outstanding, respectively
Additional paid-in capital
Retained earnings
Net unrealized gains on available-for-sale securities, net of taxes of $2,536 and $245, respectively
Total stockholders’ equity
COMMITMENTS AND CONTINGENCIES
Total liabilities and stockholders’ equity
$
$
$
Dollars in thousands
2020
2019
2,282,766
580,543
19,474
304,750
675
5,089
3,193,297
33,431
58,202
7,516
7,089
—
35,197
4,805
30,067
3,369,604
2,960,595
3,638
25,250
2,989,483
21,987
93,034
257,935
7,165
380,121
2,057,175
421,145
18,179
126,827
20,000
4,680
2,648,006
12,943
60,295
5,945
6,136
697
31,762
4,805
23,620
2,794,209
2,417,605
23,613
16,007
2,457,225
21,586
82,249
232,456
693
336,984
$
3,369,604
2,794,209
See accompanying notes to consolidated financial statements.
WILSON BANK HOLDING COMPANY
Consolidated Statements of Earnings
Three Years Ended December 31, 2020
Dollars In Thousands (except per share data)
2019
2018
2020
Interest income:
Interest and fees on loans
Interest and dividends on securities:
Taxable securities
Exempt from Federal income taxes
Interest on loans held for sale
Interest on Federal funds sold
Interest on interest bearing deposits
Interest and dividends on restricted equity securities
Total interest income
Interest expense:
Interest on negotiable order of withdrawal accounts
Interest on money market accounts and other savings accounts
Interest on certificates of deposit and individual retirement accounts
Interest on securities sold under repurchase agreements
Interest on Federal funds purchased
Interest on Federal Home Loan Bank advances
Total interest expense
Net interest income before provision for loan losses
Provision for loan losses
Net interest income after provision for loan losses
Non-interest income
Non-interest expense
Earnings before income taxes
Income taxes
Net earnings
Basic earnings per common share
Diluted earnings per common share
Weighted average common shares outstanding:
Basic
Diluted
$
113,224
105,783
94,917
7,272
1,102
616
56
582
116
122,968
1,314
4,163
10,939
—
—
967
17,383
105,585
9,696
95,889
33,140
80,919
48,110
9,618
38,492
3.52
3.51
8,559
773
325
275
2,164
198
118,077
2,311
6,855
12,896
—
4
581
22,647
95,430
2,040
93,390
28,349
74,628
47,111
11,067
36,044
3.36
3.35
6,158
1,020
184
83
979
184
103,525
1,823
4,231
7,944
16
4
—
14,018
89,507
4,298
85,209
25,248
69,080
41,377
8,783
32,594
3.09
3.08
10,927,065
10,743,269
10,953,746
10,761,467
10,564,172
10,572,221
$
$
$
See accompanying notes to consolidated financial statements.
WILSON BANK HOLDING COMPANY
Consolidated Statements of Comprehensive Earnings
Three Years Ended December 31, 2020
Net earnings
Other comprehensive earnings (losses), net of tax:
2020
Dollars In Thousands
2019
2018
$
38,492
36,044
32,594
Net unrealized gains (losses) on available-for-sale securities arising during
period, net of taxes of $2,522, $2,901, and $1,398, respectively
Reclassification adjustment for net losses (gains) included in net earnings,
7,123
8,200
(3,950 )
net of taxes of $231, $70, and $170, respectively
Other comprehensive earnings (losses)
Comprehensive earnings
(651 )
6,472
44,964
198
8,398
44,442
480
(3,470 )
29,124
$
See accompanying notes to consolidated financial statements.
WILSON BANK HOLDING COMPANY
Consolidated Statements of Changes in Stockholders’ Equity
Three Years Ended December 31, 2020
Dollars In Thousands
Balance December 31, 2017
Cash dividends declared, $.90 per share
Issuance of 161,514 shares of common stock pursuant to
$
dividend reinvestment plan
Issuance of 11,585 shares of common stock pursuant to
exercise of stock options
Share based compensation expense
Net change in fair value of available-for-sale securities
during the year, net of taxes of $1,228
Net earnings for the year
Balance December 31, 2018
Cash dividends declared, $1.10 per share
Issuance of 179,199 shares of common stock pursuant to
dividend reinvestment plan
Issuance of 21,764 shares of common stock pursuant to
exercise of stock options
Share based compensation expense
Net change in fair value of available-for-sale securities
during the year, net of taxes of $2,971
Reclassification adjustment for the adoption of lease
standard
Repurchase of 31,774 common shares
Net earnings for the year
Balance December 31, 2019
Cash dividends declared, $1.20 per share
Issuance of 180,424 shares of common stock pursuant to
dividend reinvestment plan
Issuance of 19,981 shares of common stock pursuant to
exercise of stock options
Share based compensation expense
Net change in fair value of available-for-sale securities
during the year, net of taxes of $2,291
Net earnings for the year
Balance December 31, 2020
Common
Stock
Additional
Paid In
Capital
Retained
Earnings
Net
Unrealized
Gain (Loss)
On Available
For Sale
Securities
Total
20,901
—
66,047
—
185,017
(9,447 )
(4,235 )
—
267,730
(9,447 )
324
7,146
23
—
371
396
—
—
—
—
7,470
—
—
394
396
—
—
21,248
—
—
—
73,960
—
—
32,594
208,164
(11,725 )
(3,470 )
—
(7,705 )
—
(3,470 )
32,594
295,667
(11,725 )
44
—
—
—
(64 )
—
21,586
—
358
8,776
731
347
—
—
—
—
9,134
—
—
775
347
—
—
8,398
8,398
—
(1,565 )
—
82,249
—
(27 )
—
36,044
232,456
(13,013 )
361
9,695
40
—
678
412
—
—
—
—
—
—
693
—
(27 )
(1,629 )
36,044
336,984
(13,013 )
—
10,056
—
—
718
412
—
—
21,987
—
—
93,034
—
38,492
257,935
6,472
—
7,165
6,472
38,492
380,121
$
See accompanying notes to consolidated financial statements.
WILSON BANK HOLDING COMPANY
Consolidated Statements of Cash Flows
Three Years Ended December 31, 2020
Increase (Decrease) in Cash and Cash Equivalents
$
2020
Dollars In Thousands
2019
2018
126,194
21,284
221,748
(213,483 )
(18,146 )
(75,082 )
(12,106 )
50,409
121,366
21,185
157,028
(160,921 )
(21,966 )
(69,412 )
(10,934 )
36,346
105,318
20,503
131,321
(129,060 )
(12,565 )
(64,351 )
(10,558 )
40,608
(409,996 )
(255,432 )
(9,118 )
200,785
54,870
(409 )
—
—
(236,402 )
(6,867 )
(2,220 )
9
2,307
(397,923 )
563,605
(20,615 )
—
(19,975 )
5,824
(13,013 )
10,056
718
—
526,600
179,086
159,770
338,856
90,805
37,325
(1,668 )
—
—
(43,568 )
—
(6,044 )
14
952
(177,616 )
163,720
18,230
—
23,613
(269 )
(11,725 )
9,134
775
(1,629 )
201,849
60,579
99,191
159,770
36,955
35,093
—
4,651
4,764
(293,655 )
(4,301 )
(7,752 )
4
796
(232,563 )
101,248
96,662
(864 )
—
165
(9,447 )
7,470
—
394
195,628
3,673
95,518
99,191
Cash flows from operating activities:
Interest received
Fees and other income received
Proceeds from sales of loans
Origination of loans held for sale
Interest paid
Cash paid to suppliers and employees
Income taxes paid
Net cash provided by operating activities
Cash flows from investing activities:
Purchase of available-for-sale securities
Proceeds from calls, maturities and paydowns of available-for-sale
securities
Proceeds from sale of available-for-sale securities
Purchase of restricted equity securities
Proceeds from maturities and paydowns of held-to-maturity securities
Proceeds from sale of held-to-maturity securities
Loans made to customers, net of repayments
Purchase of bank owned life insurance and annuity contracts
Purchase of premises and equipment
Proceeds from sale of other assets
Proceeds from sale of other real estate
Net cash used in investing activities
Cash flows from financing activities:
Net increase in non-interest bearing, savings, NOW and money market
deposit accounts
Net increase (decrease) in time deposits
Net decrease in securities sold under agreements to repurchase
Net increase (decrease) in Federal Home Loan Bank advances
Escrow payable, net
Common stock dividends paid
Proceeds from sale of common stock pursuant to dividend reinvestment
Proceeds from sale of common stock pursuant to exercise of stock options
Repurchase of common stock
Net cash provided by financing activities
Net increase in cash and cash equivalents
Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of year
$
See accompanying notes to consolidated financial statements.
WILSON BANK HOLDING COMPANY
Consolidated Statements of Cash Flows, Continued
Three Years Ended December 31, 2020
Increase (Decrease) in Cash and Cash Equivalents
2020
Dollars In Thousands
2019
2018
$
38,492
36,044
32,594
8,838
9,696
1,180
(3,304 )
(658 )
4
63
(882 )
209
(1,295 )
756
(3,023 )
(1,571 )
(763 )
2,667
11,917
50,409
6,494
2,040
786
(478 )
48
4
128
268
—
(10,695 )
339
(194 )
779
682
101
302
36,346
6,472
8,398
—
992
40
5
—
884
544
18
5,853
4,298
1,237
(248 )
80
3
2
650
—
(2,378 )
(1,526 )
(1,684 )
(458 )
1,453
732
8,014
40,608
(3,470 )
22,800
693
95
7
Reconciliation of net earnings to net cash provided by operating activities:
Net earnings
Adjustments to reconcile net earnings to net cash provided by operating
activities:
Depreciation, amortization and accretion
Provision for loan losses
Equity-based compensation expense
Provision for deferred tax benefit
Loss (gain) on sales of other real estate, net
Loss on sales of other assets
Loss on sales of premises and equipment
Security loss (gain)
Increase in derivative liability, net
Increase in loans held for sale
Increase (decrease) in taxes payable
Increase in other assets, bank owned life insurance and annuity contract
earnings
Decrease (increase) in accrued interest receivable
Increase (decrease) in interest payable
Increase in other liabilities
Total adjustments
Net cash provided by operating activities
Supplemental Schedule of Non-Cash Activities:
Change in fair value of securities available-for-sale, net of taxes of $2,291
in 2020, $2,971 in 2019, and $1,228 in 2018
Non-cash transfers from held-to-maturity to available-for-sale securities
Non-cash transfers from loans to other real estate
Non-cash transfers from other real estate to loans
Non-cash transfers from loans to other assets
$
$
$
$
$
$
See accompanying notes to consolidated financial statements.
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements
December 31, 2020, 2019 and 2018
(1)
Summary of Significant Accounting Policies
The accounting and reporting policies of Wilson Bank Holding Company (“the Company”) and Wilson Bank & Trust (“Wilson Bank” or
"the Bank") are in accordance with accounting principles generally accepted in the United States of America (“U.S.”) and conform to
general practices within the banking industry. The following is a brief summary of the significant policies.
(a)
Principles of Consolidation
The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary Wilson Bank. All significant
intercompany accounts and transactions have been eliminated in consolidation.
(b)
Nature of Operations
Wilson Bank operates under a state bank charter and provides full banking services. As a state-chartered bank that is not a member of the
Federal Reserve, Wilson Bank is subject to regulations of the Tennessee Department of Financial Institutions and the Federal Deposit
Insurance Corporation (“FDIC”). The areas served by Wilson Bank include Wilson County, DeKalb County, Rutherford County, Smith
County, Trousdale County, Putnam County, Sumner County, Davidson County and Williamson County, Tennessee and surrounding
counties in Middle Tennessee. Services are provided at the main office and twenty-seven branch locations.
(c)
Estimates
In preparing consolidated financial statements in conformity with accounting principles generally accepted in the United States of
America (“U.S. GAAP”), management is required to make estimates and assumptions that affect the reported amounts of assets and
liabilities as of the date of the balance sheet and reported amounts of revenues and expenses during the reporting period. Actual results
could differ from those estimates. Material estimates that are particularly susceptible to significant change in the near term relate to the
determination of the allowance for loan losses, the valuation of deferred tax assets and other real estate, other-than-temporary impairments
of securities, and the fair value of financial instruments.
(d)
Significant Group Concentrations of Credit Risk
Most of the Company’s activities are with customers located within Middle Tennessee. The types of securities in which the Company
invests are described in note 3. The types of lending in which the Company engages are described in note 2. The Company does not have
any significant concentrations to any one industry or customer other than as disclosed in note 2.
Residential 1-4 family, commercial real estate and construction mortgage loans, represented 23%, 36% and 21% and 24%, 38% and 20% of
the loan portfolio at December 31, 2020 and 2019, respectively.
(e)
Loans
The Company grants mortgage, commercial and consumer loans to customers. A substantial portion of the loan portfolio is represented by
mortgage loans throughout Middle Tennessee. The ability of the Company’s debtors to honor their contracts is dependent upon the real
estate and general economic conditions in this area.
Loans that management has the intent and ability to hold for the foreseeable future or until maturity or pay-off generally are reported at
their outstanding unpaid principal balances adjusted for unearned income, the allowance for loan losses, and any unamortized deferred fees
or costs on originated loans, and premiums or discounts on purchased loans.
Loan origination fees, net of certain direct origination costs, as well as premiums and discounts, are deferred and amortized on a straight
line basis over the respective term of the loan.
As part of its routine credit monitoring process, the Company performs regular credit reviews of the loan portfolio and loans receive risk
ratings by the assigned credit officer, which are subject to validation by the Company's independent loan review department. Risk ratings
are categorized as pass, special mention, substandard or doubtful. The Company believes that its categories follow those outlined by the
FDIC, Wilson Bank's primary federal regulator.
Generally the accrual of interest on mortgage and commercial loans is discontinued at the time the loan is 90 days past due unless the credit
is well-secured and in process of collection. Credit card loans and other personal loans are typically charged off no later than when they
become 180 days past due. Past due status is based on contractual terms of the loan. In all cases, loans are placed on nonaccrual or charged-
off at an earlier date if collection of principal or interest is considered doubtful.
All interest accrued but not collected for loans that are placed on nonaccrual or charged off is reversed against interest income. The interest
on these loans is accounted for on the cash-basis or cost-recovery method, until qualifying for return to accrual. Loans are returned to
accrual status when all the principal and interest amounts contractually due are brought current and future payments are reasonably assured.
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
(1)
Summary of Significant Accounting Policies, Continued
(f)
Allowance for Loan Losses
Management provides for loan losses by establishing an allowance. The allowance for loan losses is established as losses are estimated to
have occurred through a provision for loan losses charged to earnings. Loan losses are charged against the allowance when management
believes the uncollectability of a loan balance is confirmed. Subsequent recoveries, if any, are credited to the allowance.
The allowance for loan losses is evaluated on a quarterly basis by management and is based upon management’s quarterly review of the
collectability of the loans in light of historical experience, the nature and volume of the loan portfolio, adverse situations that may affect
the borrower’s ability to repay, estimated value of any underlying collateral and prevailing economic conditions. This evaluation is
inherently subjective as it requires estimates that are susceptible to significant revision as more information becomes available.
In assessing the adequacy of the allowance, we also consider the results of our ongoing independent loan review process. We undertake this
process both to ascertain whether there are loans in the portfolio whose credit quality has weakened over time and to assist in our overall
evaluation of the risk characteristics of the entire loan portfolio. Our loan review process includes the judgment of management, independent
loan reviewers, and reviews that may have been conducted by third-party reviewers. We incorporate relevant loan review results in the loan
impairment determination. In addition, regulatory agencies, as an integral part of their examination process, will periodically review the
Company’s allowance for loan losses and may require the Company to record adjustments to the allowance based on their judgment about
information available to them at the time of their examinations.
In addition to the independent loan review process, the aforementioned risk ratings are subject to continual review by loan officers to
determine that the appropriate risk ratings are being utilized in our allowance for loan loss process. Each risk rating is also subject to review
by our independent loan review department. Currently, our independent loan review department targets reviews of 100% of existing loan
relationships with aggregate debt of $2.0 million and greater and new loans with aggregate debt of $500,000 and greater. In addition, our
independent loan review department targets particular portfolio segments, loans assigned to a particular lending officer, past due loans, and
loans with four or more renewals.
The allowance consists of allocated and general components. The allocated component relates to loans that are classified as impaired. For
those loans that are individually classified as impaired, an allowance is established when the discounted cash flows (or collateral value or
observable market price) of the impaired loan is lower than the carrying value of that loan. The general component covers nonclassified
loans and is based on historical charge-off experience, historical loan loss factors, loss experience of various loan segments, and other
adjustments based on management’s assessment of internal or external influences on credit quality that are not fully reflected in the historical
loss or risk rating data.
A loan is 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 contractual terms of the loan agreement. Factors considered by
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 loan by loan basis for commercial, mortgage and agricultural loans by either the present value of 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.
Large groups of smaller balance homogeneous loans are collectively evaluated for impairment. Accordingly, the Company does not
separately identify individual consumer loans for impairment disclosures, unless such loans are the subject of a restructuring agreement due
to financial difficulties of the borrower.
(g)
Debt and Equity Securities
Certain debt securities that management has the positive intent and ability to hold to maturity are classified as “held-to-maturity” and
recorded at amortized cost. Trading securities are recorded at fair value with changes in fair value included in earnings. Securities not
classified as held-to-maturity or trading, including equity securities with readily determinable fair values, are classified as “available-for-
sale” and recorded at fair value based on available market prices, with unrealized gains and losses excluded from earnings and reported in
other comprehensive income on an after-tax basis. Securities classified as “available-for-sale” are held for indefinite periods of time and
may be sold in response to movements in market interest rates, changes in the maturity or mix of Company assets and liabilities or demand
for liquidity. Purchase premiums and discounts are recognized in interest income using the interest method over the terms of the securities.
Gains and losses on the sale of securities are recorded on the trade date and are determined using the specific identification method.
Other-than-temporary Impairment—Impaired securities are assessed quarterly for the presence of other-than-temporary impairment
(“OTTI”). A decline in the fair value of any available-for-sale or held-to-maturity security below cost that is deemed to be other-than-
temporary results in a reduction in the carrying amount of the security. To determine whether OTTI has occurred, management considers
factors such as (1) length of time and extent that fair value has been less than cost, (2) the financial condition and near term prospects of the
issuer, and (3) Wilson Bank’s ability and intent to hold the security for a period sufficient to allow for any anticipated recovery in fair value.
If management deems a security to be OTTI, management reviews the present value of the future cash flows associated with the security.
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
(1)
Summary of Significant Accounting Policies, Continued
(g)
Debt and Equity Securities, Continued
A shortfall of the present value of the cash flows expected to be collected in relation to the amortized cost basis is referred to as a credit
loss. If a credit loss is identified, the credit loss is recognized as a charge to earnings and a new cost basis for the security is established. If
management concludes that no credit loss exists and it is not “more-likely-than-not” that the Company will be required to sell the security
before the recovery of the security’s cost basis, then the security is not deemed OTTI and the shortfall is recorded as a component of equity.
No securities have been classified as trading securities or held-to-maturity securities at December 31, 2020 or 2019.
(h)
Federal Home Loan Bank Stock
The Company, as a member of the Federal Home Loan Bank (“FHLB”) Cincinnati system, is required to maintain an investment in capital
stock of the FHLB. Based on redemption provisions of the FHLB, the stock has no quoted market value and is carried at par value, which
approximates its fair value. Management reviews the investment for impairment based on the ultimate recoverability of the cost basis in the
FHLB stock. As of December 31, 2020, this minimum required investment was valued at approximately $4.4 million. Stock redemptions
are at the discretion of the FHLB.
(i)
Loans Held for Sale
Mortgage loans held for sale are carried at fair value. The fair value of loans held for sale is determined using quoted prices for similar
assets, adjusted for specific attributes of that loan.
(j)
Premises and Equipment
Premises and equipment are stated at cost. Depreciation is computed primarily by the straight-line method over the estimated useful lives
of the related assets. Gains or losses realized on items retired and otherwise disposed of are credited or charged to operations and cost and
related accumulated depreciation are removed from the asset and accumulated depreciation accounts.
Expenditures for major renovations and improvements of premises and equipment are capitalized and those for maintenance and repairs are
charged to earnings as incurred.
(k)
Other Real Estate
Assets acquired through, or in lieu of, loan foreclosure are held for sale and are initially recorded at fair value less the estimated cost to sell
at the date the Company acquires the property, establishing a new cost basis. Subsequent to their acquisition by the Company, valuations
of these assets are periodically performed by management, and the assets are carried at the lower of carrying amount or fair value less cost
to sell. Revenue and expenses from operations and changes in the valuation allowance [i.e. any direct write-downs] are included within
non-interest expense.
(l)
Goodwill and Intangible Assets
The Financial Accounting Standards Board “FASB” Accounting Standards Codification “ASC” 350, Goodwill and Other Intangible Assets
requires that management determine the allocation of intangible assets into identifiable groups at the date of acquisition and that appropriate
amortization periods be established. Under the provisions of FASB ASC 350, goodwill is not to be amortized; rather, it is to be monitored
for impairment and written down to the impairment value at the time impairment occurs. The Company determined that no impairment loss
needs to be recognized related to its goodwill at December 31, 2020 and December 31, 2019.
(m) Cash and Cash Equivalents
For purposes of reporting cash flows, cash and cash equivalents include cash on hand, interest-bearing deposits, amounts due from banks
and Federal funds sold. Generally, Federal funds sold are purchased and sold for one day periods. Management makes deposits only with
financial institutions it considers to be financially sound.
(n)
Long-Term Assets
Premises and equipment, intangible assets, and other long-term assets are reviewed for impairment when events indicate their carrying
amount may not be recoverable from future undiscounted cash flows. If impaired, the assets are recorded at fair value.
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
(1)
Summary of Significant Accounting Policies, Continued
(o)
Securities Sold Under Agreements to Repurchase
Substantially all repurchase agreement liabilities represent amounts advanced by various customers. Securities are pledged to cover these
liabilities, which are not covered by Federal deposit insurance.
(p)
Income Taxes
The Company accounts for Income Taxes in accordance with income tax accounting guidance (FASB ASC 740, Income Taxes). The
Company follows accounting guidance related to accounting for uncertainty in income taxes, which sets out a consistent framework to
determine the appropriate level of tax reserves to maintain for uncertain tax positions.
The income tax accounting guidance results in two components of income tax expense: current and deferred. Current income tax expense
reflects taxes to be paid or refunded for the current period by applying the provisions of the enacted tax law to the taxable income. The
Company determines deferred income taxes using the liability (or balance sheet) method. Under this method, the net deferred tax asset or
liability is based on the tax effects of the differences between the book and tax bases of assets and liabilities, and enacted changes in tax
rates and laws are recognized in the period in which they occur.
Deferred income tax expense results from changes in deferred tax assets and liabilities between periods. Deferred tax assets are recognized
if it is more likely than not, based on the technical merits, that the tax position will be realized or sustained upon examination. The term
"more-likely-than-not" means a likelihood of more than 50 percent. The terms "examined" and "upon examination" also include resolution
of the related appeals or litigation processes, if any. A tax position that meets the more-likely-than-not recognition threshold is initially and
subsequently measured as the largest amount of tax benefit that has a greater than 50 percent likelihood of being realized upon settlement
with a taxing authority that has full knowledge of all relevant information. The determination of whether or not a tax position has met the
more-likely-than-not recognition threshold considers the facts, circumstances, and information available at the reporting date and is subject
to management’s judgment. Deferred tax assets are reduced by a valuation allowance if, based on the weight of evidence available, it is
more-likely-than-not that some portion or all of a deferred tax asset will not be realized.
The Company recognizes interest and penalties on income taxes as a component of income tax expense.
(q)
Derivatives
Mortgage Banking Derivatives
Commitments to fund mortgage loans (interest rate locks) to be sold into the secondary market and forward commitments for the future
delivery of these mortgage loans are accounted for as free standing derivatives. The fair value of the interest rate lock is recorded at the
time the commitment to fund the mortgage loan is executed and is adjusted for the expected exercise of the commitment before the loan is
funded. Fair values of these mortgage derivatives are estimated based on changes in mortgage interest rates from the date the interest rate
on the loan is locked. The Company enters into forward commitments for the future delivery of mortgage loans when interest rate locks are
entered into, in order to hedge the change in interest rates resulting from its commitments to fund the loans. Changes in the fair values of
these derivatives are included in net gains on sale of mortgage loans.
Fair Value Hedges
For derivative instruments that are designated and qualify as a fair value hedge, the gain or loss on the derivative instrument as well as the
offsetting loss or gain on the hedged asset or liability attributable to the hedged risk are recognized in current earnings. The gain or loss on
the derivative instrument is presented on the same income statement line item as the earnings effect of the hedged item. The Company
utilizes interest rate swaps designated as fair value hedges to mitigate the effect of changing interest rates on the fair values of fixed rate
loans. The hedging strategy on loans converts the fixed interest rates to LIBOR-based variable interest rates. These derivatives are
designated as partial term hedges of selected cash flows covering specified periods of time prior to the maturity dates of the hedged loans.
(r)
Equity-Based Incentives
Stock compensation accounting guidance (FASB ASC 718, “Compensation—Stock Compensation”) requires that the compensation cost
relating to share-based payment transactions be recognized in financial statements. That cost will be measured based on the grant date fair
value of the equity or liability instruments issued. The stock compensation accounting guidance covers a wide range of share-based
compensation arrangements including stock options, restricted share plans, performance-based awards, cash-settled stock appreciation
rights (SARs), and employee share purchase plans. Because cash-settled SARs do not give the grantee the choice of receiving stock, all
cash-settled SARs are accounted for as liabilities, not equity, as compensation is accrued over the requisite service period.
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
(1)
Summary of Significant Accounting Policies, Continued
(r)
Equity-Based Incentives, Continued
The stock compensation accounting guidance requires that compensation cost for all stock awards be calculated and recognized over the
employees’ service period, generally defined as the vesting period. For awards with graded-vesting, compensation cost is recognized on a
straight-line basis over the requisite service period for the entire award. The Company uses the Black-Scholes option pricing model to
estimate the fair value of stock options and cash-settled SARs.
(s)
Advertising Costs
Advertising costs are expensed as incurred by the Company and totaled $2,487,000, $2,498,000 and $2,552,000 for 2020, 2019 and 2018,
respectively.
(t)
Earnings Per Share
Basic earnings per share represents income available to common stockholders divided by the weighted-average number of common shares
outstanding during the period. Diluted earnings per share reflects additional potential common shares that would have been outstanding if
dilutive potential common shares had been issued, as well as any adjustment to income that would result from the assumed issuance.
Potential common shares that may be issued by the Company relate solely to outstanding stock options and are determined using the treasury
stock method.
(u)
Fair Value of Financial Instruments
Fair values of financial instruments are estimated using relevant market information and other assumptions, as more fully disclosed in Note
22 - Disclosures About Fair Value of Financial Instruments of the consolidated financial statements. Fair value estimates involve
uncertainties and matters of significant judgment. Changes in assumptions or in market conditions could significantly affect the estimates.
(v)
Reclassification
Certain reclassifications have been made to the 2019 and 2018 figures to conform to the presentation for 2020.
(w) Off-Balance-Sheet Financial Instruments
In the ordinary course of business, Wilson Bank has entered into off-balance-sheet financial instruments consisting of commitments to
extend credit, commitments under credit card arrangements, commercial letters of credit and standby letters of credit. Such financial
instruments are recorded in the financial statements when they are funded or related fees are incurred or received.
(x)
Accounting Standard Updates
ASU 2016-13, “Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments.” ASU 2016-
13 along with several other subsequent codification updates related to accounting for credit losses, requires the measurement of all expected
credit losses for financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable
forecasts and requires enhanced disclosures related to the significant estimates and judgments used in estimating credit losses, as well as
the credit quality and underwriting standards of an organization’s portfolio. In addition, ASU 2016-13 amends the accounting for credit
losses on available-for-sale debt securities and purchased financial assets with credit deterioration.
ASU 2016-13 was originally to become effective for the Company on January 1, 2020. On March 27, 2020, President Trump signed into
law the Coronavirus Aid, Relief and Economic Security ("CARES") Act. The law contains several provisions applicable to companies like
the Company. Among others, it gives lenders, including the Company, the option to defer the implementation of ASU 2016-13, which is
known as the Current Expected Credit Losses (CECL) standard, until 60 days after the declaration of the end of the public health emergency
related to the COVID-19 pandemic or December 31, 2020, whichever comes first. On December 27, 2020, President Trump signed into
law the Coronavirus Response and Relief Supplemental Appropriations Act. The law contains several provisions applicable to companies
like the Company. Among them, it gives lenders, including the Company, the option to further defer the implementation of ASU 2016-13,
until January 1, 2022. In addition, the Securities and Exchange Commission (SEC) staff has stated that opting to delay the implementation
of CECL shall be considered to be in accordance with generally accepted accounting principles. As a result, the Company has elected to
delay implementation of CECL until January 1, 2022.
We currently believe the adoption of ASU 2016-13 would have resulted in an approximately 4 - 6% increase in our allowance for loan
losses as of January 1, 2020. That expected increase is a result of changing from an “incurred loss” model, which encompasses allowances
for current known and inherent losses within the portfolio, to an “expected loss” model, which encompasses allowances for losses expected
to be incurred over the life of the portfolio. As of December 31, 2020, we currently believe the adoption of ASU 2016-13 would have
resulted in an approximately 4 - 6% increase in our allowance for loan losses over the level recorded at December 31, 2020.
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
(1)
Summary of Significant Accounting Policies, Continued
(x)
Accounting Standard Updates, Continued
Prior to the CARES Act being signed and the Company’s decision to delay the implementation of CECL, the Company was completing its
CECL implementation plan with a cross-functional working group, under the direction of the Chief Credit Officer along with our Chief
Financial Officer. The working group also included individuals from various functional areas including credit, risk management, accounting
and information technology, among others. The Company’s implementation plan included assessment and documentation of processes,
internal controls and data sources; model development, documentation and validation; and system configuration, among other things. The
Company contracted with a third-party vendor to assist it in the implementation of CECL. Implementation efforts have been finalized and
controls and processes are in place. The ultimate impact of the adoption of ASU 2016-13 could differ from our current expectation.
Furthermore, ASU 2016-13 will necessitate that we establish an allowance for expected credit losses for available-for-sale securities and
other financial assets and it also applies to off-balance sheet credit exposure like loan commitments and other investments; however, we do
not expect these allowances to be significant. Pursuant to an interim final rule issued on March 27, 2020 by the federal banking regulatory
agencies, the Company has the option to phase in over a three-year period the transition adjustments to capital resulting from the adoption
of CECL for regulatory capital purposes. If adopted, the cumulative amount of the transition adjustments will become fixed at the start of
the three-year period, and will be phased out of the regulatory capital calculations evenly over such period, with 75% recognized in year
one, 50% recognized in year two, and 25% recognized in year three. The Company has not yet decided if it will take advantage of this
option. The adoption of ASU 2016-13 is not expected to have a significant impact on our regulatory capital ratios.
ASU 2017-04, “Intangibles - Goodwill and Other (Topic 350) - Simplifying the Test for Goodwill Impairment.” ASU 2017-04 eliminates
Step 2 from the goodwill impairment test which required entities to compute the implied fair value of goodwill. Under ASU 2017-04, an
entity should perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying
amount. An entity should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair
value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. ASU 2017-04 became
effective for us on January 1, 2020, and did not have a significant impact on our financial statements.
ASU 2018-13, "Fair Value Measurement (Topic 820) - Disclosure Framework-Changes to the Disclosure Requirements for Fair Value
Measurement." ASU 2018-13 modifies the disclosure requirements on fair value measurements in Topic 820. The amendments in this
update remove disclosures that no longer are considered cost beneficial, modify/clarify the specific requirements of certain disclosures, and
add disclosure requirements identified as relevant. ASU 2018-13 became effective for us on January 1, 2020 and did not have a significant
impact on our financial statements.
ASU 2020-4, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” ASU
2020-4 provides optional expedients and exceptions for accounting related to contracts, hedging relationships and other transactions affected
by reference rate reform if certain criteria are met. ASU 2020-04 applies only to contracts, hedging relationships, and other transactions
that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform and do not apply to contract
modifications made and hedging relationships entered into or evaluated after December 31, 2022, except for hedging relationships existing
as of December 31, 2022, that an entity has elected certain optional expedients for and that are retained through the end of the hedging
relationship. ASU 2020-4 was effective upon issuance and generally can be applied through December 31, 2022. The adoption of ASU
2020-4 did not significantly impact our financial statements.
Other than those previously discussed, there were no other recently issued accounting pronouncements that are expected to materially
impact the Company.
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
(2)
Loans and Allowance for Loan Losses
The classification of loans at December 31, 2020 and 2019 is as follows:
Mortgage loans on real estate:
Residential 1-4 family
Multifamily
Commercial
Construction
Farmland
Second mortgages
Equity lines of credit
Total mortgage loans on real estate
Commercial loans
Agricultural loans
Consumer installment loans:
Personal
Credit cards
Total consumer installment loans
Other loans
Net deferred loan fees
Total loans
Less: Allowance for loan losses
Loans, net
$
In Thousands
2020
2019
535,994
111,646
837,766
488,626
15,429
8,433
78,889
2,076,783
172,811
1,206
66,193
4,324
70,517
9,283
2,330,600
(9,295 )
2,321,305
(38,539 )
511,250
97,104
793,379
425,185
19,268
10,760
72,379
1,929,325
98,265
1,569
50,532
4,302
54,834
9,049
2,093,042
(7,141 )
2,085,901
(28,726 )
$
2,282,766
2,057,175
At December 31, 2020, variable rate and fixed rate loans totaled $1,777,303,000 and $553,297,000, respectively. At December 31, 2019,
variable rate and fixed rate loans totaled $1,640,991,000 and $452,051,000, respectively.
Risk characteristics relevant to each portfolio segment are as follows:
Construction and land development: Loans for non-owner-occupied real estate construction or land development are generally repaid
through cash flow related to the operation, sale or refinance of the property. The Company also finances construction loans for owner-
occupied properties. A portion of the Company’s construction and land portfolio segment is comprised of loans secured by residential
product types (residential land and single-family construction). With respect to construction loans to developers and builders that are secured
by non-owner occupied properties that the Company may originate from time to time, the Company generally requires the borrower to have
had an existing relationship with the Company and have a proven record of success. Construction and land development loans are
underwritten utilizing independent appraisal reviews, sensitivity analysis of absorption and lease rates, market sales activity, and financial
analysis of the developers and property owners. Construction loans are generally based upon estimates of costs and value associated with
the complete project. These estimates may be inaccurate. Construction loans often involve the disbursement of substantial funds with
repayment substantially dependent on the success of the ultimate project. Sources of repayment for these types of loans may be pre-
committed permanent loans from approved long-term lenders, sales of developed property or an interim loan commitment from the
Company until permanent financing is obtained. These loans are closely monitored by on-site inspections and are considered to have higher
risks than other real estate loans due to their ultimate repayment being sensitive to interest rate changes, governmental regulation of real
property, general economic conditions and the availability of long-term financing.
1-4 family residential real estate: Residential real estate loans represent loans to consumers or investors to finance a residence. These loans
are typically financed on 15 to 30 year amortization terms, but generally with shorter maturities of 5 to 15 years. Many of these loans are
extended to borrowers to finance their primary or secondary residence. Loans to an investor secured by a 1-4 family residence will be repaid
from either the rental income from the property or from the sale of the property. This loan segment also includes closed-end home equity
loans that are secured by a first or second mortgage on the borrower’s residence. This allows customers to borrow against the equity in their
home. Loans in this portfolio segment are underwritten and approved based on a number of credit quality criteria including limits on
maximum Loan-to-Value (LTV), minimum credit scores, and maximum debt to income. Real estate market values as of the time the loan
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
(2)
Loans and Allowance for Loan Losses, Continued
is made directly affect the amount of credit extended and, in addition, changes in these residential property values impact the depth of
potential losses in this portfolio segment.
1-4 family HELOC: This loan segment includes open-end home equity loans that are secured by a first or second mortgage on the borrower’s
residence. This allows customers to borrow against the equity in their home utilizing a revolving line of credit. These loans are underwritten
and approved based on a number of credit quality criteria including limits on maximum LTV, minimum credit scores, and maximum debt
to income. Real estate market values as of the time the loan is made directly affect the amount of credit extended and, in addition, changes
in these residential property values impact the depth of potential losses in this portfolio segment. Because of the revolving nature of these
loans, as well as the fact that many represent second mortgages, this portfolio segment can contain more risk than the amortizing 1-4 family
residential real estate loans.
Multi-family and commercial real estate: Multi-family and commercial real estate loans are subject to underwriting standards and processes
similar to commercial and industrial loans (which are discussed below), in addition to those of real estate loans. These loans are viewed
primarily as cash flow loans and secondarily as loans secured by real estate.
Commercial real estate lending typically involves higher loan principal amounts and the repayment of these loans is generally largely
dependent on the successful operation of the property securing the loan or the business conducted on the property securing the loan.
Commercial real estate loans may be more adversely affected by conditions in the real estate markets or in the general economy. The
properties securing the Company’s commercial real estate portfolio are diverse in terms of type. This diversity helps reduce the Company’s
exposure to adverse economic events that affect any single market or industry. Management monitors and evaluates commercial real estate
loans based on collateral, geography and risk grade criteria. The Company also utilizes third-party experts to provide insight and guidance
about economic conditions and trends affecting the market areas it serves. In addition, management tracks the level of owner-occupied
commercial real estate loans versus non-owner occupied loans. Non-owner occupied commercial real estate loans are loans secured by
multifamily and commercial properties where the primary source of repayment is derived from rental income associated with the property
(that is, loans for which 50 percent or more of the source of repayment comes from third party, nonaffiliated rental income) or the proceeds
of the sale, refinancing, or permanent financing of the property. These loans are made to finance income-producing properties such as
apartment buildings, office and industrial buildings, and retail properties. Owner-occupied commercial real estate loans are loans where the
primary source of repayment is the cash flow from the ongoing operations and business activities conducted by the party, or affiliate of the
party, who owns the property.
Commercial and industrial: The commercial and industrial loan portfolio segment includes commercial and industrial loans to commercial
customers for use in normal business operations to finance working capital needs, equipment purchases or other expansion projects. Also
included in this category are PPP loans guaranteed by the SBA, which totaled $62.4 million at December 31, 2020. Collection risk in this
portfolio is driven by the creditworthiness of underlying borrowers, particularly cash flow from customers’ business operations. Commercial
and industrial loans are primarily made based on the identified cash flows of the borrower and secondarily on the underlying collateral
provided by the borrower. The cash flows of borrowers, however, may not be as expected and the collateral securing these loans may
fluctuate in value. Most commercial and industrial loans are secured by the assets being financed or other business assets such as accounts
receivable or inventory and usually incorporates a personal guarantee; however, some short-term loans may be made on an unsecured basis.
In the case of loans secured by accounts receivable, the availability of funds for the repayment of these loans may be substantially dependent
on the ability of the borrower to collect amounts due from its customers.
Consumer: The consumer loan portfolio segment includes non-real estate secured direct loans to consumers for household, family, and
other personal expenditures. Consumer loans may be secured or unsecured and are usually structured with short or medium term maturities.
These loans are underwritten and approved based on a number of consumer credit quality criteria including limits on maximum LTV on
secured consumer loans, minimum credit scores, and maximum debt to income. Many traditional forms of consumer installment credit have
standard monthly payments and fixed repayment schedules of one to five years. These loans are made with either fixed or variable interest
rates that are based on specific indices. Installment loans fill a variety of needs, such as financing the purchase of an automobile, a boat, a
recreational vehicle or other large personal items, or for consolidating debt. These loans may be unsecured or secured by an assignment of
title, as in an automobile loan, or by money in a bank account. In addition to consumer installment loans, this portfolio segment also includes
secured and unsecured personal lines of credit as well as overdraft protection lines. Loans in this portfolio segment are sensitive to
unemployment and other key consumer economic measures.
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
(2)
Loans and Allowance for Loan Losses, Continued
Loans on Nonaccrual Status
The following tables present the Company’s nonaccrual loans, credit quality indicators and past due loans as of December 31, 2020 and
2019.
Residential 1-4 family
Multifamily
Commercial real estate
Construction
Farmland
Second mortgages
Equity lines of credit
Commercial
Agricultural, installment and other
Total
$
In Thousands
2020
2019
1,022
—
311
—
—
—
—
—
—
949
—
1,661
—
—
—
—
—
—
$
1,333
2,610
At December 31, 2020, the Company had two impaired loans totaling $1,333,000 which were on non-accruing interest status. At December
31, 2019, the Company had three impaired loans totaling $2,610,000 which were on non-accruing interest status. In each case, at the date
such loans were placed on nonaccrual status, the Company reversed all previously accrued interest income.
The impact on net interest income for these loans was not material to the Company’s results of operations for the years ended December
31, 2020, 2019 and 2018.
Potential problem loans, which include nonperforming loans, amounted to approximately $8.2 million at December 31, 2020 compared to
$10.7 million at December 31, 2019. Potential problem loans represent those loans with a well defined weakness and where information
about possible credit problems of borrowers has caused management to have serious doubts about the borrower’s ability to comply with
present repayment terms. This definition is believed to be substantially consistent with the standards established by the FDIC, the
Company’s primary federal regulator, for loans classified as special mention, substandard, or doubtful, excluding the impact of
nonperforming loans.
The following table presents our loan balances by primary loan classification and the amount classified within each risk rating category.
Pass rated loans include all credits other than those included in special mention, substandard and doubtful which are defined as follows:
Special mention loans have potential weaknesses that deserve management’s close attention. If left uncorrected, these potential weaknesses
may result in deterioration of the repayment prospects for the asset or in the Company’s credit position at some future date.
Substandard loans are inadequately protected by the current sound worth and paying capacity of the obligor or of the collateral pledged, if
any. Assets so classified must have a well-defined weakness or weaknesses that jeopardize liquidation of the debt. Substandard loans are
characterized by the distinct possibility that the Company will sustain some loss if the deficiencies are not corrected.
Doubtful loans have all the characteristics of substandard loans with the added characteristics that the weaknesses make collection or
liquidation in full, on the basis of currently existing facts, conditions and values, highly questionable and improbable. The Company
considers all doubtful loans to be impaired and places the loans on nonaccrual status.
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
(2)
Loans and Allowance for Loan Losses, Continued
Credit Quality Indicators
The following table presents loan balances classified within each risk rating category by primary loan type as of December 31, 2020 and December 31, 2019.
Commercial
Second
Equity Lines
In Thousands
Multifamily Real Estate Construction Farmland Mortgages of Credit
Commercial
Agricultural,
Installment and
Other
Total
Residential 1-4
Family
Credit Risk Profile by
Internally Assigned Grade
December 31, 2020
Pass
Special mention
Substandard
Total
December 31, 2019
Pass
Special mention
Substandard
Total
$
$
$
$
529,546
2,745
3,703
535,994
111,646
—
—
111,646
837,028
149
589
837,766
488,571
27
28
488,626
15,301
79
49
15,429
8,148
169
116
8,433
78,565
314
10
78,889
172,779
—
32
172,811
80,770 2,322,354
3,639
4,607
81,006 2,330,600
156
80
503,861
2,923
4,466
511,250
97,104
—
—
97,104
791,610
—
1,769
793,379
424,517
635
33
425,185
19,106
103
59
19,268
10,458
174
128
10,760
72,237
—
142
72,379
98,243
—
22
98,265
65,255 2,082,391
3,936
6,715
65,452 2,093,042
101
96
(2)
Loans and Allowance for Loan Losses, Continued
Age Analysis of Past Due Loans
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
30-59 Days
Past Due
60-89 Days Past
Due
Nonaccrual and
Greater Than
90 Days
Total
Nonaccrual and
Past Due
Current
Total Loans
Recorded
Investment
Greater Than
90 Days and
Accruing
In Thousands
$
$
$
December 31, 2020
Residential 1-4 family
Multifamily
Commercial real estate
Construction
Farmland
Second mortgages
Equity lines of credit
Commercial
Agricultural, installment and other
Total
December 31, 2019
Residential 1-4 family
Multifamily
Commercial real estate
Construction
Farmland
Second mortgages
Equity lines of credit
Commercial
Agricultural, installment and other
Total
$
2,634
—
—
768
—
265
31
114
363
4,175
4,760
—
500
1,535
57
—
143
71
517
7,583
511
—
—
—
—
—
302
104
81
998
799
—
—
147
—
—
—
30
116
1,092
1,818
—
460
44
—
—
—
—
60
2,382
2,336
—
1,661
594
8
100
372
—
46
5,117
4,963
—
460
812
—
265
333
218
504
7,555
7,895
—
2,161
2,276
65
100
515
101
679
13,792
531,031
111,646
837,306
487,814
15,429
8,168
78,556
172,593
80,502
2,323,045
503,355
97,104
791,218
422,909
19,203
10,660
71,864
98,164
64,773
2,079,250
535,994 $
111,646
837,766
488,626
15,429
8,433
78,889
172,811
81,006
2,330,600 $
511,250 $
97,104
793,379
425,185
19,268
10,760
72,379
98,265
65,452
2,093,042 $
796
—
149
44
—
—
—
—
60
1,049
1,387
—
—
594
8
100
372
—
46
2,507
(2)
Loans and Allowance for Loan Losses, Continued
Transactions in the allowance for loan losses for the years ended December 31, 2020 and 2019 are summarized as follows:
In Thousands
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
Residential 1-4
Family
Commercial
Second
Equity Lines
Multifamily Real Estate Construction Farmland Mortgages of Credit
Commercial
Agricultural,
Installment and
Other
Total
December 31, 2020
Allowance for loan losses:
$
Beginning balance
Provision
Charge-offs
Recoveries
Ending balance
$
Ending balance individually
evaluated for impairment
$
Ending balance collectively
evaluated for impairment
$
7,144
920
—
34
8,098
1,117
424
—
—
1,541
11,114
5,388
—
300
16,802
5,997
1,766
—
173
7,936
187
(33 )
—
—
154
123
(37 )
—
19
105
889
74
(7 )
41
997
1,044
343
(9 )
—
1,378
1,111
851
(898 )
464
1,528
28,726
9,696
(914)
1,031
38,539
594
—
148
—
—
—
—
—
—
742
7,504
1,541
16,654
7,936
154
105
997
1,378
1,528
37,797
Loans:
Ending balance
$
535,994
111,646
837,766
488,626
15,429
8,433
78,889
172,811
81,006 2,330,600
Ending balance individually
evaluated for impairment
$
Ending balance collectively
evaluated for impairment
$
2,399
—
970
—
—
—
—
—
—
3,369
533,595
111,646
836,796
488,626
15,429
8,433
78,889
172,811
81,006 2,327,231
(2)
Loans and Allowance for Loan Losses, Continued
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
Commercial
Second
Equity Lines
In Thousands
Residential 1-4
Family
Multifamily Real Estate Construction Farmland Mortgages of Credit
Commercial
Agricultural,
Installment and
Other
Total
December 31, 2019
Allowance for loan losses:
$
Beginning balance
Provision
Charge-offs
Recoveries
Ending balance
$
Ending balance individually
evaluated for impairment
$
Ending balance collectively
evaluated for impairment
$
6,297
838
(15 )
24
7,144
1,481
(364 )
—
—
1,117
9,753
1,484
(173 )
50
11,114
7,084
(1,510 )
—
423
5,997
221
(34 )
—
—
187
118
5
—
—
123
731
158
—
—
889
622
422
(15 )
15
1,044
867
1,041
(1,160 )
363
1,111
27,174
2,040
(1,363 )
875
28,726
795
—
341
—
—
—
—
—
—
1,136
6,349
1,117
10,773
5,997
187
123
889
1,044
1,111
27,590
Loans:
Ending balance
$
511,250
97,104
793,379
425,185
19,268
10,760
72,379
98,265
65,452 2,093,042
Ending balance individually
evaluated for impairment
$
Ending balance collectively
evaluated for impairment
$
2,569
—
2,471
—
—
—
—
—
—
5,040
508,681
97,104
790,908
425,185
19,268
10,760
72,379
98,265
65,452 2,088,002
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
(2)
Loans and Allowance for Loan Losses, Continued
The following tables present the Company’s impaired loans (including loans on nonaccrual status and loans past due 90 days or
more) at December 31, 2020 and 2019:
December 31, 2020
With no related allowance recorded:
Residential 1-4 family
Multifamily
Commercial real estate
Construction
Farmland
Second mortgages
Equity lines of credit
Commercial
Agricultural, installment and other
With allowance recorded:
Residential 1-4 family
Multifamily
Commercial real estate
Construction
Farmland
Second mortgages
Equity lines of credit
Commercial
Agricultural, installment and other
Total:
Residential 1-4 family
Multifamily
Commercial real estate
Construction
Farmland
Second mortgages
Equity lines of credit
Commercial
Agricultural, installment and other
Recorded
Investment
Unpaid
Principal
Balance
In Thousands
Related
Allowance
Average
Recorded
Investment
Interest
Income
Recognized
$
$
$
$
$
$
1,162
—
311
—
—
—
—
—
—
1,473
1,242
—
662
—
—
—
—
—
—
1,904
2,404
—
973
—
—
—
—
—
—
3,377
1,507
—
311
—
—
—
—
—
—
1,818
1,240
—
659
—
—
—
—
—
—
1,899
2,747
—
970
—
—
—
—
—
—
3,717
—
—
—
—
—
—
—
—
—
—
594
—
148
—
—
—
—
—
—
742
594
—
148
—
—
—
—
—
—
742
395
—
311
—
—
—
—
—
—
706
1,273
—
676
—
—
—
—
—
—
1,949
1,668
—
987
—
—
—
—
—
—
2,655
26
—
—
—
—
—
—
—
—
26
66
—
22
—
—
—
—
—
—
88
92
—
22
—
—
—
—
—
—
114
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
(2)
Loans and Allowance for Loan Losses, Continued
December 31, 2019
With no related allowance recorded:
Residential 1-4 family
Multifamily
Commercial real estate
Construction
Farmland
Second mortgages
Equity lines of credit
Commercial
Agricultural, installment and other
With allowance recorded:
Residential 1-4 family
Multifamily
Commercial real estate
Construction
Farmland
Second mortgages
Equity lines of credit
Commercial
Agricultural, installment and other
Total:
Residential 1-4 family
Multifamily
Commercial real estate
Construction
Farmland
Second mortgages
Equity lines of credit
Commercial
Agricultural, installment and other
Recorded
Investment
Unpaid
Principal
Balance
In Thousands
Related
Allowance
Average
Recorded
Investment
Interest
Income
Recognized
$
$
$
$
$
$
1,090
—
951
—
—
—
—
—
—
2,041
1,489
—
1,522
—
—
—
—
—
—
3,011
2,579
—
2,473
—
—
—
—
—
—
5,052
1,464
—
1,124
—
—
—
—
—
—
2,588
1,480
—
1,520
—
—
—
—
—
—
3,000
2,944
—
2,644
—
—
—
—
—
—
5,588
—
—
—
—
—
—
—
—
—
—
795
—
341
—
—
—
—
—
—
1,136
795
—
341
—
—
—
—
—
—
1,136
1,090
—
910
—
—
—
—
—
—
2,000
1,590
—
2,015
—
—
—
—
—
—
3,605
2,680
—
2,925
—
—
—
—
—
—
5,605
99
—
17
—
—
—
—
—
—
116
83
—
17
—
—
—
—
—
—
100
182
—
34
—
—
—
—
—
—
216
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
(2)
Loans and Allowance for Loan Losses, Continued
The Company’s loan portfolio includes certain loans that have been modified in a troubled debt restructuring (TDR), where economic or
other concessions have been granted to borrowers who have experienced or are expected to experience financial difficulties. The concessions
typically result from the Company’s loss mitigation activities and could include reductions in the interest rate, payment extensions,
forgiveness of principal, forbearance or other actions. Certain TDRs are classified as nonperforming at the time of restructure and may only
be returned to performing status after considering the borrower’s sustained repayment performance for a reasonable period, generally six
months.
The following table summarizes the carrying balances of TDRs at December 31, 2020 and December 31, 2019 (dollars in thousands):
Performing TDRs
Nonperforming TDRs
Total TDRs
2020
2019
$
$
2,147
529
2,676
3,080
1,467
4,547
The following table outlines the amount of each TDR categorized by loan classification for the years ended December 31, 2020 and 2019
(dollars in thousands):
December 31, 2020
December 31, 2019
Post
Modification
Outstanding
Recorded
Investment,
Net of Related
Allowance
Pre
Modification
Outstanding
Recorded
Investment
Number of
Contracts
Post
Modification
Outstanding
Recorded
Investment,
Net of Related
Allowance
Pre
Modification
Outstanding
Recorded
Investment
Number of
Contracts
— $
—
1
—
—
—
—
—
—
1 $
— $
—
111
—
—
—
—
—
—
111 $
—
—
132
—
—
—
—
—
—
132
1 $
—
4
—
—
—
—
—
—
5 $
1,338 $
—
2,677
—
—
—
—
—
—
4,015 $
619
—
2,399
—
—
—
—
—
—
3,018
Residential 1-4 family
Multifamily
Commercial real estate
Construction
Farmland
Second mortgages
Equity lines of credit
Commercial
Agricultural, installment
and other
Total
As of December 31, 2020 and 2019 the Company did not have any loan previously classified as a TDR default within twelve months of the
restructuring. A default is defined as an occurrence which violates the terms of the receivable’s contract.
In response to the COVID-19 pandemic and its economic impact to the Bank’s customers, the Bank proactively began providing relief to
its customers in the middle of March 2020 through a 90-day interest-only payment option or a full 90-day payment deferral option.
Following the passage of the CARES Act, the Bank expanded this program to provide a six-month interest only payment option in an effort
to provide flexibility to its customers as they navigate uncertainties resulting from the pandemic. Pursuant to interagency regulatory
guidance and the CARES Act, the Bank may elect to not classify loans as troubled debt restructurings for which these deferrals are granted
between March 1, 2020 and the earlier of (i) January 1, 2022 or (ii) 60 days after the end of the COVID-19 national emergency. As of
December 31, 2020, the Bank had 13 loans, totaling $36.4 million in aggregate principal amount for which principal or both principal and
interest were being deferred and not classified as TDRs. Under the applicable guidance, none of these deferrals required a troubled debt
restructuring designation as of December 31, 2020.
As of December 31, 2020 the Bank had $301,000 of consumer mortgage loans in the process of foreclosure. As of December 31, 2019 the
Bank did not have any consumer mortgage loans in the process of foreclosure.
The Company’s principal customers are primarily in the Middle Tennessee area with a concentration in Wilson County, Tennessee. Credit
is extended to businesses and individuals and is evidenced by promissory notes. The terms and conditions of the loans including collateral
vary depending upon the purpose of the credit and the borrower’s financial condition.
In the normal course of business, Wilson Bank has made loans at prevailing interest rates and terms to directors and executive officers of
the Company and to their affiliates. The aggregate amount of these loans was $7,675,000 and $12,878,000 at December 31, 2020 and 2019,
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
(2)
Loans and Allowance for Loan Losses, Continued
respectively. None of these loans were restructured, charged-off or involved more than the normal risk of collectability or presented other
unfavorable features during the three years ended December 31, 2020.
An analysis of the activity with respect to such loans to related parties is as follows:
Balance, January 1
New loans and renewals during the year
Repayments (including loans paid by renewal) during the year
Balance, December 31
In Thousands
December 31,
2020
2019
$
$
12,878
11,153
(16,356 )
7,675
13,019
31,548
(31,689 )
12,878
In 2020, 2019 and 2018, Wilson Bank originated mortgage loans for sale into the secondary market of $213,483,000, $160,921,000 and
$129,060,000, respectively. The fees and gain on sale of these loans totaled $9,560,000, $6,802,000 and $4,639,000 in 2020, 2019 and
2018, respectively. All of these loan sales transfer servicing rights to the buyer.
In some instances, Wilson Bank sells loans that contain provisions which permit the buyer to seek recourse against Wilson Bank in certain
circumstances. At December 31, 2020 and 2019, total mortgage loans sold with recourse in the secondary market aggregated $181,700,000
and $115,789,000, respectively. At December 31, 2020, Wilson Bank has not been required to repurchase a significant amount of the
mortgage loans originated by Wilson Bank and sold in the secondary market. Management expects no material losses to result from these
recourse provisions.
(3)
Debt and Equity Securities
Debt and equity securities have been classified in the consolidated balance sheet according to management’s intent. Debt and equity
securities at December 31, 2020 consist of the following:
Government-sponsored enterprises (GSEs)
Mortgage-backed securities
Asset-backed securities
Corporate bonds
Obligations of states and political subdivisions
Securities Available-For-Sale
In Thousands
Amortized
Cost
125,712
258,774
36,394
2,500
147,462
570,842
$
$
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Estimated
Market
Value
328
5,636
582
100
4,229
10,875
135
620
19
—
400
1,174
125,905
263,790
36,957
2,600
151,291
580,543
The Company’s classification of securities at December 31, 2019 was as follows:
Government-sponsored enterprises (GSEs)
Mortgage-backed securities
Asset-backed securities
Corporate bonds
Obligations of states and political subdivisions
Securities Available-For-Sale
In Thousands
Amortized
Cost
$
$
59,735
265,648
27,531
—
67,293
420,207
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Estimated
Market
Value
48
2,300
1
—
559
2,908
204
635
303
—
828
1,970
59,579
267,313
27,229
—
67,024
421,145
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
(3)
Debt and Equity Securities, Continued
Included in mortgage-backed securities are collateralized mortgage obligations totaling $88,472,000 (fair value of $89,116,000) and
$46,994,000 (fair value of $47,442,000) at December 31, 2020 and 2019, respectively.
The amortized cost and estimated market value of debt securities at December 31, 2020, by contractual maturity, are shown below. Expected
maturities will differ from contractual maturities of mortgage and asset-backed securities because borrowers may have the right to call or
prepay obligations with or without call or prepayment penalties.
In Thousands
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
Mortgage and asset-backed securities
Amortized Cost
$
Estimated Market
Value
1,196
26,325
107,341
140,812
275,674
295,168
570,842
1,198
26,542
108,184
143,872
279,796
300,747
580,543
Results from sales of debt and equity securities are as follows:
$
Gross proceeds
Gross realized gains
Gross realized losses
Net realized gains (losses)
2020
In Thousands
2019
2018
54,870
37,325
39,857
901
(19 )
882
75
(343 )
(268 )
102
(752 )
(650 )
$
$
$
Securities carried on the balance sheet of approximately $282,028,000 (approximate market value of $288,013,000) and $256,300,000
(approximate market value of $256,598,000) were pledged to secure public deposits and for other purposes as required or permitted by law
at December 31, 2020 and 2019, respectively.
Included in the securities above are $78,931,000 (approximate market value of $80,713,000) at December 31, 2020 in obligations of
political subdivisions located within the states of Tennessee, Alabama, and Texas.
Securities that have rates that adjust prior to maturity totaled $48,215,000 (approximate market value of $48,439,000) and $48,018,000
(approximate market value of $47,784,000) at December 31, 2020 and 2019, respectively.
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
(3)
Debt and Equity Securities, Continued
Temporarily Impaired Securities
The following table shows the gross unrealized losses and fair value of the Company’s available-for-sale securities with unrealized losses
that are not deemed to be other-than-temporarily impaired, aggregated by investment category and length of time that individual securities
have been in a continuous unrealized loss position at December 31, 2020 and 2019.
Less than 12 Months
12 Months or More
Total
In Thousands, Except Number of Securities
2020
Available-for-Sale Securities:
Debt securities:
GSEs
Fair Value
Unrealized
Losses
Number of
Securities
Included
Fair
Value
Unrealized
Losses
Number of
Securities
Included
Fair Value
Unrealized
Losses
$ 47,991 $
135
18 $ — $
—
— $ 47,991 $
135
Mortgage-backed securities
78,381
573
29 6,776
47
12
85,157
620
Asset-backed securities
4,950
19
3 —
—
—
4,950
Corporate bonds
—
—
— —
—
—
—
19
—
Obligations of states and
political subdivisions
44,061
$ 175,383 $
394
1,121
689
33
83 $ 7,465 $
6
53
44,750
1
13 $ 182,848 $
400
1,174
Less than 12 Months
12 Months or More
Total
In Thousands, Except Number of Securities
Fair Value
Unrealized
Losses
Number of
Securities
Included
Fair Value
Unrealized
Losses
Number of
Securities
Included
Fair Value
Unrealized
Losses
$ 16,507 $ 114
5 $ 24,658 $ 90
9 $ 41,165 $ 204
2019
Available-for-Sale Securities:
Debt securities:
GSEs
Mortgage-backed securities
45,862
182
21
56,917
Asset-backed securities
17,807
161
10
7,317
453
142
52
102,779
4
25,124
Corporate bonds
—
—
—
—
—
—
—
635
303
—
Obligations of states and
political subdivisions
30,423
$ 110,599 $
783
1,240
3,858
26
45
62 $ 92,750 $ 730
10
34,281
75 $ 203,349 $ 1,970
828
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
(3)
Debt and Equity Securities, Continued
As of December 31, 2020, management does not have the intent to sell any of the securities classified as available-for-sale in the table above
and believes that it is more likely than not the Company will not have to sell any such securities before a recovery of cost. Any unrealized
losses are largely due to increases in market interest rates over the yields available at the time the underlying securities were purchased. The
fair value is expected to recover as the bonds approach their maturity date or repricing date or if market yields for such investments decline.
Management does not believe any of the securities are impaired due to reasons of credit quality. Accordingly, as of December 31, 2020,
management believes the impairments detailed in the table above are temporary and no impairment loss has been realized in our
consolidated statement of earnings.
(4)
Leases
Lessee Accounting
The majority of leases in which the Company is the lessee are comprised of real estate property for branches and office space and are
recorded as operating leases with terms extending beyond 2025. These leases are classified as operating leases at commencement. Right-
of-use assets representing the right to use the underlying asset and lease liabilities representing the obligation to make future lease payments
are recognized on the balance sheet. These assets and liabilities are estimated based on the present value of future lease payments discounted
using the Company's incremental secured borrowing rates as of the commencement date of the lease. Certain lease agreements contain
renewal options which are considered in the determination of the lease term if they are deemed reasonably certain to be exercised. The
Company has elected not to recognize leases with an original term of less than 12 months on the balance sheet.
The following table represents lease assets and lease liabilities as of December 31, 2020 and December 31, 2019 (in thousands).
Lease right-of-use assets
Operating lease right-of-use assets
Classification
Other Assets
December 31, 2020 December 31, 2019
$
3,825
2,573
Lease liabilities
Operating lease liabilities
Classification
December 31, 2020 December 31, 2019
Other Liabilities
$
3,947
2,614
The total lease cost related to operating leases and short term leases is recognized on a straight-line basis over the lease term. The
components of the Bank's total least cost were as follows for the year ended December 31, 2020 and 2019.
Operating lease cost
Short-term lease cost
Net lease cost
In Thousands
2020
2019
$
$
535
4
539
372
21
393
The weighted average remaining lease term and weighted average discount rate for operating leases at December 31, 2020 and 2019 were
as follows:
Operating Leases
Weighted average remaining lease term (in years)
Weighted average discount rate
11.31
4.00 %
11.79
4.00 %
2020
2019
Cash flows related to operating leases during the year ended December 31, 2020 and 2019 were as follows:
Operating cash flows related to operating leases
$
426
360
In Thousands
2020
2019
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
(4)
Leases, Continued
Future undiscounted lease payments for operating leases with initial terms of more than 12 months at December 31, 2020 and 2019 were
as follows:
2021
2022
2023
2024
2025
Thereafter
Total undiscounted lease payments
Less: imputed interest
Net lease liabilities
(5)
Restricted Equity Securities
In Thousands
2020
$
$
494
463
471
485
490
2,521
4,924
(977 )
3,947
Restricted equity securities consists of stock of the FHLB of Cincinnati amounting to $5,089,000 and $4,680,000 at December 31, 2020
and 2019, respectively. The stock can be sold back only at par or a value as determined by the issuing institution and only to the respective
financial institution or to another member institution. These securities are recorded at cost.
(6)
Premises and Equipment
The detail of premises and equipment at December 31, 2020 and 2019 is as follows:
Land
Buildings
Leasehold improvements
Furniture and equipment
Automobiles
Construction-in-progress
Less accumulated depreciation
In Thousands
2020
2019
$
$
17,093
46,584
573
13,861
175
317
78,603
(20,401 )
58,202
17,093
46,389
533
13,000
243
1,339
78,597
(18,302 )
60,295
During 2020, 2019 and 2018, payments of $571,000, $2,207,000 and $2,633,000, respectively, were made to an entity owned by a director
for the construction of buildings and repair work on existing buildings.
Depreciation expense was $4,250,000, $3,984,000 and $3,602,000 for the years ended December 31, 2020, 2019 and 2018, respectively.
(7)
Goodwill
The Company's intangible assets result from the excess of purchase price over the applicable book value of the net assets acquired related
to outside ownership of two previously 50% owned subsidiaries that the Company acquired 100% of in 2005.
Goodwill:
Balance at January 1,
Goodwill acquired during year
Impairment loss
Balance at December 31,
In Thousands
2020
2019
$
$
4,805
—
—
4,805
4,805
—
—
4,805
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
(8)
Deposits
Deposits at December 31, 2020 and 2019 are summarized as follows:
Demand deposits
Savings accounts
Negotiable order of withdrawal accounts
Money market demand accounts
Certificates of deposit $250,000 or greater
Other certificates of deposit
Individual retirement accounts $250,000 or greater
Other individual retirement accounts
In Thousands
2020
391,360
201,984
771,195
984,677
112,696
425,299
10,323
63,061
2,960,595
2019
284,611
140,270
558,745
801,986
131,899
425,222
10,646
64,226
2,417,605
$
$
Principal maturities of certificates of deposit and individual retirement accounts at December 31, 2020 are as follows:
Maturity
2021
2022
2023
2024
2025
Thereafter
(In Thousands)
Total
$
$
342,291
138,959
87,243
23,157
19,271
458
611,379
The aggregate amount of overdrafts reclassified as loans receivable was $284,000 and $529,000 at December 31, 2020 and 2019,
respectively.
As of December 31, 2020 and 2019, Wilson Bank was not required to maintain a cash balance with the Federal Reserve.
(9)
Federal Home Loan Bank Advances
At December 31, 2020 and 2019, the Company had $3,638,000 and $23,613,000 in outstanding advances from the FHLB of Cincinnati.
Each advance is amortized and payable monthly with a prepayment penalty for fixed rate advances. The weighted average rate of the total
borrowings at December 31, 2020 was 2.68%. The advances are collateralized by a blanket security agreement which includes
Wilson Bank's 1-4 family loans. The Company’s additional borrowing capacity was $336,432,000 at December 31, 2020.
Required future principal payments on Federal Home Loan Bank borrowings are as follows:
Maturity
2021
2022
2023
2024
2025
Thereafter
Total
(In Thousands)
Total
$
$
1,350
1,350
788
150
—
—
3,638
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
(10) Non-Interest Income and Non-Interest Expense
The significant components of non-interest income and non-interest expense for the years ended December 31, 2020, 2019 and 2018 are
presented below:
Non-interest income:
Service charges on deposits
Brokerage income
Debit and credit card interchange income
Other fees and commissions
BOLI and annuity earnings
Security gain (loss), net
Fees and gains on sales of mortgage loans
Gain (loss) on sale of other real estate, net
Loss on sale of fixed assets, net
Loss on sale of other assets, net
Other income
Non-interest expense:
Employee salaries and benefits
Equity-based compensation
Occupancy expenses
Furniture and equipment expenses
Data processing expenses
Advertising expenses
ATM & interchange fees
Accounting, legal & consulting expenses
FDIC insurance
Directors’ fees
Other operating expenses
(11)
Income Taxes
The components of the net deferred tax asset are as follows:
Deferred tax asset:
Federal
State
Deferred tax liability:
Federal
State
Net deferred tax asset
$
2020
In Thousands
2019
2018
5,659
4,837
9,187
1,540
823
882
9,560
658
(63 )
(4 )
61
6,952
4,411
8,301
1,521
810
(268 )
6,802
(48 )
(128 )
(4 )
—
6,799
4,255
7,325
2,124
841
(650 )
4,639
(80 )
(2 )
(3 )
—
$
33,140
28,349
25,248
2020
In Thousands
2019
2018
$
45,661
42,541
39,590
1,180
5,216
3,267
5,101
2,487
3,880
909
598
634
11,986
80,919
786
4,789
3,110
4,495
2,498
3,439
1,382
373
586
10,629
74,628
1,237
4,403
2,767
2,900
2,552
3,091
977
843
543
10,177
69,080
$
In Thousands
2020
2019
$
$
9,500
2,913
12,413
(4,000 )
(1,324 )
(5,324 )
7,089
7,444
2,240
9,684
(2,666 )
(882 )
(3,548 )
6,136
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
(11)
Income Taxes, Continued
The tax effects of each type of significant item that gave rise to deferred tax assets (liabilities) are:
Financial statement allowance for loan losses in excess of tax allowance
Excess of depreciation deducted for tax purposes over the amounts deducted in the financial
statements
Financial statement deduction for deferred compensation in excess of deduction for tax
purposes
Writedown of other real estate not deductible for income tax purposes until sold
Financial statement income on FHLB stock dividends not recognized for tax purposes
Unrealized gain on securities available-for-sale
Equity based compensation
Other items, net
Net deferred tax asset
The components of income tax expense (benefit) are summarized as follows:
In Thousands
2020
2019
$
9,840
7,283
(2,461 )
(2,976 )
1,253
—
(327 )
(2,535 )
854
465
7,089
1,193
157
(327 )
(245 )
625
426
6,136
$
2020
Current
Deferred
Total
2019
Current
Deferred
Total
2018
Current
Deferred
Total
Federal
In Thousands
State
Total
$
$
$
$
$
$
11,383
(2,503 )
8,880
10,134
(335 )
9,799
8,310
(136 )
8,174
1,539
(801 )
738
1,411
(143 )
1,268
721
(112 )
609
12,922
(3,304 )
9,618
11,545
(478 )
11,067
9,031
(248 )
8,783
A reconciliation of actual income tax expense of $9,618,000, $11,067,000 and $8,783,000 for the years ended December 31, 2020, 2019
and 2018, respectively, to the “expected” tax expense (computed by applying the statutory rate of 21% for 2020, 2019 and 2018 to earnings
before income taxes) is as follows:
Computed “expected” tax expense
State income taxes, net of Federal income tax benefit
Tax exempt interest, net of interest expense exclusion
Earnings on cash surrender value of life insurance
Expenses not deductible for tax purposes
Equity based compensation
Other
2020
$
10,103
552
(245 )
(173 )
14
(6 )
(627 )
In Thousands
2019
2018
9,893
1,056
(186 )
(170 )
37
15
422
8,689
432
(226 )
(177 )
16
(39 )
88
$
9,618
11,067
8,783
Total income tax expense for 2020, 2019 and 2018, includes $231,000, $70,000 and $170,000 of benefit related to the realized gain and
loss on sale of securities, respectively.
As of December 31, 2020, 2019 and 2018 the Company has not accrued or recognized interest or penalties related to uncertain tax positions.
It is the Company’s policy to recognize interest and/or penalties related to income tax matters in income tax expense.
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
(11)
Income Taxes, Continued
There were no unrecognized tax benefits at December 31, 2020.
Wilson Bank does not expect that unrecognized tax benefits will significantly increase or decrease within the next 12 months. Included in
the balance at December 31, 2020, were approximately $12.4 million of tax positions (deferred tax assets) for which the ultimate
deductibility is highly certain but for which there is uncertainty about the timing of such deductibility. Because of the impact of deferred
tax accounting, other than interest, the disallowance of the shorter deductibility period would not affect the annual effective tax rate but
would accelerate the payment of cash to the taxing authority to an earlier period.
The Company and Wilson Bank file income tax returns in the United States (“U.S.”), as well as in the State of Tennessee. The Company is
no longer subject to U.S. federal or state income tax examinations by tax authorities for years before 2017. The Company’s Federal tax
returns have been audited through December 31, 2005 with no changes.
(12) Commitments and Contingent Liabilities
The Company is party to litigation and claims arising in the normal course of business. Management, after consultation with legal counsel,
believes that the liabilities, if any, arising from such litigation and claims will not be material to the Company's consolidated financial
position.
At December 31, 2020 and 2019, respectively, the Company has lines of credit with other correspondent banks totaling $95,488,000 and
$93,616,000. At December 31, 2020 and 2019, respectively, there was no balance outstanding under these lines of credit.
The Company also has a Cash Management Advance ("CMA") Line of Credit agreement. The CMA is a component of the Company's
Blanket Agreement for advances with the FHLB. The purpose of the CMA is to assist with short-term liquidity management. Under the
terms of the CMA, the Company may borrow a maximum of $25,000,000, selecting a variable rate of interest for up to 90 days or a fixed
rate for a maximum of 30 days. There were no borrowings outstanding under the CMA at December 31, 2020 or December 31, 2019.
(13) Financial Instruments with Off-Balance-Sheet Risk
The Company is party to financial instruments with off-balance-sheet risk in the normal course of business to meet the financing needs of
its customers. These financial instruments consist primarily of commitments to extend credit. These instruments involve, to varying degrees,
elements of credit risk in excess of the amount recognized in the consolidated balance sheets. The contract or notional amounts of those
instruments reflect the extent of involvement the Company has in particular classes of financial instruments.
The Company's exposure to credit loss in the event of nonperformance by the other party to the financial instrument for commitments to
extend credit is represented by the contractual notional amount of those instruments. The Company uses the same credit policies in making
commitments and conditional obligations as it does for on-balance-sheet instruments.
Financial instruments whose contract amounts represent credit risk:
Unused commitments to extend credit
Standby letters of credit
Total
In Thousands
Contract or Notional Amount
2020
2019
$
$
851,196
81,952
933,148
632,686
72,901
705,587
Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the
contract. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. Since many of
the commitments are expected to be drawn upon, the total commitment amounts generally represent future cash requirements. The Company
evaluates each customer's credit-worthiness on a case-by-case basis. The amount of collateral, if deemed necessary by the Company upon
extension of credit, is based on management's credit evaluation of the counterparty. Collateral normally consists of real property.
Standby letters of credit are conditional commitments issued by the Company to guarantee the performance of a customer to a third party.
Those guarantees are primarily issued to support public and private borrowing arrangements, including commercial paper, bond financing,
and similar transactions. Most guarantees extend from one to two years. The credit risk involved in issuing letters of credit is essentially the
same as that involved in extending loan facilities to customers. The fair value of standby letters of credit is estimated using the fees currently
charged to enter into similar agreements, taking into account the remaining terms of the agreements, the likelihood of the counterparties
drawing on such financial instruments and the present creditworthiness of such counterparties. Such commitments have been made on terms
which are competitive in the markets in which the Company operates; thus, the fair value of standby letters of credit equals the carrying
value for the purposes of this disclosure. The maximum potential amount of future payments that the Company could be required to make
under the guarantees totaled $81,952,000 at December 31, 2020.
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
(14) Concentration of Credit Risk
Practically all of the Company’s loans, commitments, and commercial and standby letters of credit have been granted to customers in the
Company’s market area. Practically all such customers are depositors of Wilson Bank. The concentrations of credit by type of loan are set
forth in note 2 - Loans and Allowance for Loan Losses.
Interest bearing deposits totaling $238,226,000 were deposited with five commercial banks at December 31, 2020. Included in interest
bearing deposits is $1,200,000 of collateral deposits related to our fixed rate loan hedging program deposited with one commercial bank.
In addition, the Bank has funds deposited with the Federal Home Loan Bank (FHLB) in the amount of $313,000. Funds deposited with the
FHLB are not insured by the FDIC.
Federal funds sold in the amount of $675,000 were deposited with one commercial bank at December 31, 2020.
(15) Employee Benefit Plan
Wilson Bank has in effect a 401(k) plan (the “401(k) Plan”) which covers eligible employees. To be eligible an employee must have
obtained the age of 18. The provisions of the 401(k) Plan provide for both employee and employer contributions. For the years ended
December 31, 2020, 2019 and 2018, Wilson Bank contributed $2,926,000, $2,540,000 and $2,383,000, respectively, to the 401(k) Plan.
(16) Dividend Reinvestment Plan
Under the terms of the Company’s dividend reinvestment plan (the “DRIP”) holders of common stock may elect to automatically reinvest
cash dividends in additional shares of common stock. The Company may elect to sell original issue shares or to purchase shares in the open
market for the account of participants. Original issue shares of 180,424 in 2020, 179,199 in 2019 and 161,514 in 2018 were sold to
participants under the terms of the DRIP.
(17) Regulatory Matters and Restrictions on Dividends
Banks and bank holding companies are subject to regulatory capital requirements administered by federal banking agencies. Capital
adequacy guidelines and, additionally for banks, prompt corrective action regulations, involve quantitative measures of assets, liabilities,
and certain off-balance-sheet items calculated under regulatory accounting practices. Capital amounts and classifications are also subject to
qualitative judgments by regulators. Failure to meet capital requirements can initiate regulatory action. The final rules implementing Basel
Committee on Banking Supervision's capital guidelines for U.S. Banks (Basel III rules) became effective for the Company on January 1,
2015 with full compliance with all of the requirements being phased in over a multi-year schedule, and fully phased in by January 1, 2019.
Under the Basel III rules, in order to avoid limitations on capital distributions, including dividend payments and certain discretionary bonus
payments to executive officers, a banking organization must hold a capital conservation buffer composed of Common Equity Tier 1 Capital
above its minimum risk-based capital requirements. The buffer is measured relative to risk weighted assets. Phase-in of the capital
conservation buffer requirements began on January 1, 2016 and the requirements were fully phased in on January 1, 2019. The capital
conservation buffer threshold for 2019 and 2020 was 2.5%. A banking organization with a buffer greater than 2.5% will not be subject to
limits on capital distributions or discretionary bonus payments; however, a banking organization with a buffer of less than 2.5% will be
subject to increasingly stringent limitations as the buffer approaches zero. The rule also prohibits a banking organization from making
distributions or discretionary bonus payments during any quarter if its eligible retained income is negative in that quarter and its capital
conservation buffer ratio was less than 2.5% at the beginning of the quarter. The eligible retained income of a banking organization is
defined as its net income for the four calendar quarters preceding the current calendar quarter, based on the organization's quarterly
regulatory reports, net of any distributions and associated tax effects not already reflected in net income. The minimum capital requirements
plus the capital conservation buffer now exceed the prompt corrective action ("PCA") well-capitalized thresholds. PCA regulations provide
five classifications: well capitalized, adequately capitalized, undercapitalized, significantly undercapitalized, and critically
undercapitalized, although these terms are not used to represent overall financial condition. If adequately capitalized, regulatory approval
is required to accept brokered deposits. If undercapitalized, capital distributions are limited, as is asset growth and expansion, and capital
restoration plans are required. At December 31, 2019, the most recent regulatory notifications categorized the Bank as well capitalized
under the regulatory framework for prompt corrective action.
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
(17) Regulatory Matters and Restrictions on Dividends, Continued
The Company's and Wilson Bank's actual capital amounts and ratios as of December 31, 2019 are presented in the following table:
December 31, 2019
Total capital to risk weighted assets:
Consolidated
Wilson Bank
Tier 1 capital to risk weighted assets:
Consolidated
Wilson Bank
Common equity Tier 1 capital to risk weighted assets:
Consolidated
Wilson Bank
Tier 1 capital to average assets:
Consolidated
Wilson Bank
Actual
Regulatory Minimum Capital
Requirement with Basel III
Capital Conservation Buffer
Amount
Amount
Ratio
(dollars in thousands)
Ratio
$
360,645
359,576
15.0 % $
14.9
253,215
252,675
10.5 %
10.5
331,485
330,416
13.7
13.7
204,984
204,547
331,485
330,416
331,485
330,416
13.7
13.7
12.4
11.9
168,810
168,451
106,565
110,764
8.5
8.5
7.0
7.0
4.0
4.0
In 2018, the U.S. Congress passed, and the President signed into law, the Economic Growth, Regulatory Relief, and Consumer Protection
Act of 2018 (the "Growth Act"). The Growth Act, among other things, requires the federal banking agencies to issue regulations allowing
community bank organizations with total assets of less than $10.0 billion in assets and limited amounts of certain assets and off-balance
sheet exposures to access a simpler capital regime focused on a bank's Tier 1 leverage capital levels rather than risk-based capital levels
that are the focus of the capital rules issued under the Dodd-Frank Act implementing Basel III.
In October 2019, the federal banking agencies approved final rules under the Growth Act that exempt a qualifying community bank and its
holding company that have Community Bank Leverage Ratios, calculated as Tier 1 capital over average total consolidated assets (the
"Community Bank Leverage Ratio"), of greater than 9 percent from the risk-based capital requirements of the capital rules issued under the
Dodd-Frank Act. A qualifying community banking organization and its holding company that have chosen the proposed framework are not
required to calculate the existing risk-based and leverage capital requirements. Such a bank would also be considered to have met the capital
ratio requirements to be well capitalized for the agencies' prompt corrective action rules provided it has a Community Bank Leverage Ratio
greater than 9 percent. Tier 1 capital for purposes of calculating the Community Bank Leverage Ratio is defined as total equity less
accumulated other comprehensive income, less goodwill, less all other intangible assets, less deferred tax assets that arise from net operating
loss and tax carryforwards, net of any related valuation allowances. Institutions seeking to utilize the Community Bank Leverage Ratio
must not have total off-balance sheet exposures equal to 25% or more of total consolidated assets. For purposes of this test, off-balance
sheet exposures include, among other items, unused portions of commitments, securities lent or borrowed, credit enhancements and financial
standby letters of credit. The federal regulators when establishing the Community Bank Leverage Ratio also established a grace period of
two fiscal quarters during which a qualifying financial institution that temporarily failed to meet any of the qualifying criteria for use of the
Community Bank Leverage Ratio would nonetheless be considered well capitalized so long as the institution maintained a Community
Bank Leverage Ratio of greater than 7%.
Pursuant to the CARES Act the required Community Bank Leverage Ratio was lowered to 8% until the earlier of December 31, 2020 and
60 days following the end of the national emergency declared with respect to COVID-19. A banking organization that temporarily failed to
meet this, or any other requirement necessary to qualify to utilize the Community Bank Leverage Ratio, would still be considered well
capitalized so long as it maintained a Community Bank Leverage Ratio of at least 7%.
The Company opted to take advantage of this rule effective January 1, 2020. As a result, the capital conservation buffer applicable under
the Basel III capital guidelines was not applicable to the Company or the Bank as of December 31, 2020.
Effective November 9, 2020, the federal banking regulatory agencies approved rules raising the Community Bank Leverage Ratio to 8.5%
for 2021 and 9% thereafter. The regulatory agencies also modified the two-quarter grace period to require a Community Bank Leverage
Ratio of 7.5% or greater in 2021 and 8% thereafter.
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
(17) Regulatory Matters and Restrictions on Dividends, Continued
The Company and the Bank may subsequently opt out of utilizing the Community Bank Leverage Ratio and again calculate their capital
ratios under those ratios that the Company and the Bank utilized prior to January 1, 2020.
Failure to meet statutorily mandated capital guidelines or more restrictive ratios separately established for a financial institution could
subject a banking institution to a variety of enforcement remedies available to federal regulatory authorities, including issuance of a capital
directive, the termination of deposit insurance by the FDIC, a prohibition on accepting or renewing brokered deposits, limitations on the
rates of interest that the institution may pay on its deposits, and other restrictions on its business.
The Company's and Wilson Bank's Community Bank Leverage Ratio as of December 31, 2020 are presented in the following table:
Regulatory Minimum
Capital Requirement
Community Bank Leverage
Ratio
Actual
Amount
Ratio
Amount
Ratio
(dollars in thousands)
$
368,150
364,976
11.2 % $
11.1
230,993
230,929
7.0 %
7.0
December 31, 2020
Community Bank Leverage Ratio:
Consolidated
Wilson Bank
(18) Salary Deferral Plans
The Company provides some of its officers certain non-qualified pension benefits through an Executive Salary Continuation Plan ("the
Plan") and Supplemental Executive Retirement Plan (SERP) Agreements ("SERP Agreements"). The Plan and SERP agreements were
established by the Board of Directors to reward executive management for past performance and to provide additional incentive to retain
the service of executive management. The Plan and SERP Agreements generally provide executives with benefits of a portion of their salary
beginning at retirement through life. As a result, the Company has accrued a liability for future obligations under the Plan and SERP
Agreements. At December 31, 2020 and 2019, the liability related to the Plan totaled $1,742,000 and $1,786,000, respectively. At December
31, 2020 and 2019 the liability related to the SERP Agreements totaled $3,052,000 and $2,778,000, respectively.
The Company has purchased life insurance policies to provide the benefits related to the Plan, which at December 31, 2020 and 2019 had
an aggregate cash surrender value of $5,547,000 and $4,657,000, respectively, and an aggregate face value of insurance policies in force of
$15,499,000 and $13,526,000, respectively. The life insurance policies remain the sole property of the Company and are payable to the
Company.
The Company has also purchased bank owned life insurance policies on some of its officers. The insurance policies remain the sole property
of the Company and are payable to the Company. The cash surrender value of the life insurance contracts totaled $29,650,000 and
$27,105,000 and the face amount of the insurance policies in force approximated $68,827,000 and $61,067,000 at December 31, 2020 and
2019, respectively.
The Company has also purchased Flexible Premium Indexed Deferred Annuity Contracts (“Annuity Contracts”) to provide benefits related
to the SERP Agreements. The Annuity Contracts remain the sole property of the Company and are payable to the Company. Included in
other assets at December 31, 2020 and 2019 are the Annuity Contracts with an aggregate value of $18,682,000 and $14,471,000,
respectively.
(19) Equity Incentive Plan
In April 2009, the Company’s shareholders approved the Wilson Bank Holding Company 2009 Stock Option Plan (the “2009 Stock Option
Plan”). The 2009 Stock Option Plan was effective as of April 14, 2009. Under the 2009 Stock Option Plan, awards could be in the form of
options to acquire common stock of the Company. Subject to adjustment as provided by the terms of the 2009 Stock Option Plan, the
maximum number of shares of common stock with respect to which awards could be granted under the 2009 Stock Option Plan was 100,000
shares. The 2009 Stock Option Plan terminated on April 13, 2019, and no additional awards may be issued under the 2009 Stock Option
Plan. The awards granted under the 2009 Stock Option Plan prior to the Plan's expiration will remain outstanding until exercised or otherwise
terminated. As of December 31, 2020, the Company had outstanding 12,436 options under the 2009 Stock Option Plan with a weighted
average exercise price of $33.99.
During the second quarter of 2016, the Company’s shareholders approved the Wilson Bank Holding Company 2016 Equity Incentive Plan,
which authorizes awards of up to 750,000 shares of common stock. The 2016 Equity Incentive Plan was approved by the Board of Directors
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
(19) Equity Incentive Plan, Continued
and effective as of January 25, 2016 and approved by the Company’s shareholders on April 12, 2016. On September 26, 2016, the Board
of Directors approved an amendment and restatement of the 2016 Equity Incentive Plan (as amended and restated the “2016 Equity Incentive
Plan”) to make clear that directors who are not also employees of the Company may be awarded stock appreciation rights. The primary
purpose of the 2016 Equity Incentive Plan is to promote the interest of the Company and its shareholders by, among other things, (i)
attracting and retaining key officers, employees and directors of, and consultants to, the Company and its subsidiaries and affiliates, (ii)
motivating those individuals by means of performance-related incentives to achieve long-range performance goals, (iii) enabling such
individuals to participate in the long-term growth and financial success of the Company, (iv) encouraging ownership of stock in the
Company by such individuals, and (v) linking their compensation to the long-term interests of the Company and its shareholders. Except
for certain limitations, awards can be in the form of stock options (both incentive stock options and non-qualified stock options), stock
appreciation rights, restricted shares and restricted share units, performance awards and other stock-based awards. As of December 31,
2020, the Company had 430,271 shares remaining available for issuance under the 2016 Equity Incentive Plan. As of December 31, 2020,
the Company had outstanding 141,007 stock options with a weighted average exercise price of $45.41 and 131,148 cash-settled stock
appreciation rights with a weighted average exercise price of $42.80.
As of December 31, 2020 the Company had outstanding 153,443 stock options with a weighted average exercise price of $44.49 and
131,148 cash-settled stock appreciation rights with a weighted average exercise price of $42.80. Included in other liabilities at December
31, 2020 and 2019 were $2,303,000 and $1,587,000 in accrued stock appreciation rights, respectively.
The fair value of each stock option and cash-settled SAR grant is estimated on the date of grant using the Black-Scholes option-pricing
model with the following weighted average assumptions used for grants in 2020, 2019 and 2018:
Expected dividends
Expected term (in years)
Expected stock price volatility
Risk-free rate
2020
2019
2018
1.56 %
7.38
31 %
0.52 %
1.60 %
7.14
25 %
1.90 %
1.22 %
9.35
24 %
2.83 %
The expected stock price volatility is based on historical volatility adjusted for consideration of other relevant factors. The risk-free interest
rates for periods within the contractual life of the awards are based on the U.S. Treasury yield curve in effect at the time of the grant. The
dividend yield and forfeiture rate assumptions are based on the Company’s history and expectation of dividend payouts and forfeitures.
A summary of the stock option and cash-settled SAR activity for 2020, 2019 and 2018 is as follows:
2020
2019
2018
Weighted
Average
Weighted
Average
Weighted
Average
Outstanding at beginning of
year
Granted
Exercised
Forfeited or expired
Shares
Exercise Price
Shares
Exercise Price
Shares
Exercise Price
273,039 $
43,833
(24,881 )
(7,400 )
41.19
55.72
37.84
41.70
277,820 $
17,833
(22,614 )
—
40.11
51.16
35.78
—
285,780 $
21,666
(22,460 )
(7,166 )
39.31
46.59
37.07
37.53
Outstanding at end of year
284,591 $
43.71
273,039 $
41.19
277,820 $
40.11
Options and cash-settled SARs
exercisable at year end
151,695 $
40.89
122,932 $
40.19
94,951 $
39.14
The weighted average fair value at the grant date of options and cash-settled SARs granted during the years 2020, 2019 and 2018 was
$14.92, $13.43 and $14.41, respectively. The total intrinsic value of options and cash-settled SARs exercised during the years 2020, 2019
and 2018 was $463,000, $369,000 and $200,000, respectively.
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
(19) Equity Incentive Plan, Continued
The following table summarizes information about outstanding and exercisable stock options and cash-settled SARs at December 31, 2020:
Options and Cash-Settled SARs
Outstanding
Options and Cash-Settled SARs
Exercisable
Number
Outstanding
at 12/31/20
Weighted
Average
Exercise
Price
Weighted
Average
Remaining
Contractual
Term (In
Years)
Number
Outstanding
at 12/31/20
Weighted
Average
Exercise
Price
Weighted
Average
Remaining
Contractual
Term (In
Years)
205,692 $
78,899 $
284,591
40.26
52.68
4.96
8.67
141,195 $
10,500 $
151,695
40.34
48.32
4.64
7.53
Range of Exercise Prices
$29.81 - $44.75
$46.00 - $69.00
Aggregate intrinsic value
(in thousands)
$
4,281
$
2,709
As of December 31, 2020, there was $1,477,000 of total unrecognized cost related to non-vested share-based compensation arrangements
granted under the Company’s equity incentive plans. The cost is expected to be recognized over a weighted-average period of 2.70 years.
(20) Earnings Per Share
The computation of basic earnings per share is based on the weighted average number of common shares outstanding during the period.
The computation of diluted earnings per share for the Company begins with the basic earnings per share plus the effect of common shares
contingently issuable from stock options.
The following is a summary of the components comprising basic and diluted earnings per share (“EPS”):
Basic EPS Computation:
Numerator – Earnings available to common stockholders
Denominator – Weighted average number of common shares
outstanding
Basic earnings per common share
Diluted EPS Computation:
Numerator – Earnings available to common stockholders
Denominator – Weighted average number of common shares
outstanding
Dilutive effect of stock options
Diluted earnings per common share
(21) Derivatives
Derivatives Designated as Fair Value Hedges
2020
Years Ended December 31,
2019
2018
$
38,492
36,044
32,594
10,927,065
3.52
10,743,269
3.36
10,564,172
3.09
38,492
36,044
32,594
10,927,065
26,681
10,953,746
3.51
10,743,269
18,198
10,761,467
3.35
10,564,172
8,049
10,572,221
3.08
$
$
$
For derivative instruments that are designated and qualify as a fair value hedge, the gain or loss on the derivative instrument as well as the
offsetting loss or gain on the hedged asset or liability attributable to the hedged risk are recognized in current earnings. The gain or loss on
the derivative instrument is presented on the same income statement line item as the earnings effect of the hedged item. The Company
utilizes interest rate swaps designated as fair value hedges to mitigate the effect of changing interest rates on the fair values of fixed rate
loans. The hedging strategy on loans converts the fixed interest rates to LIBOR-based variable interest rates. These derivatives are
designated as partial term hedges of selected cash flows covering specified periods of time prior to the maturity dates of the hedged loans.
During the second quarter of 2020, the Company entered into one swap transaction with a notional amount of $30,000,000 pursuant to
which the Company pays the counter-party a fixed interest rate and receives a floating rate equal to 1 month LIBOR. The derivative
transaction is designated as a fair value hedge.
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
(21) Derivatives, Continued
A summary of the Company's fair value hedge relationships as of December 31, 2020 and December 31, 2019 are as follows (in thousands):
December 31, 2020
December 31, 2019
Balance
Sheet
Location
Weighted Average
Remaining
Maturity (In Years)
Weighted
Average
Pay Rate
Receive
Rate
Notional
Amount
Estimated
Fair Value
Notional
Amount
Estimated
Fair Value
Liability derivative
Interest rate swap
agreements - loans
Other
liabilities
9.42
0.65%
1 month
LIBOR $ 29,575
(51 )
—
—
The effects of fair value hedge relationships reported in interest income on loans on the consolidated statements of income for the twelve
months ended December 31, 2020 and 2019 were as follows (in thousands):
Gain (loss) on fair value hedging relationship
Interest rate swap agreements - loans:
Hedged items
Derivative designated as hedging instruments
Twelve Months Ended
December 31,
2020
2019
$
(158 )
(51 )
—
—
The following amounts were recorded on the balance sheet related to cumulative basis adjustments for fair value hedges at December 31,
2020 and December 31, 2019 (in thousands):
Carrying Amount of the Hedged
Assets
December 31,
2020
December 31,
2019
Cumulative Amount of Fair
Value Hedging Adjustment
Included in the Carrying
Amount of the Hedged Assets
December 31,
December 31,
2019
2020
$
29,575
—
(158 )
—
Line item on the balance sheet
Loans
Mortgage Banking Derivatives
Commitments to fund certain mortgage loans (interest rate locks) to be sold into the secondary market and forward commitments for the
future delivery of mortgage loans to third party investors are considered derivatives. It is the Company's practice to enter into forward
commitments for the future delivery of residential mortgage loans when interest rate lock commitments are entered into in order to
economically hedge the effect of changes in interest rates resulting from its commitments to fund the loans. At December 31, 2020
and December 31, 2019, the Company had approximately $20,981,000 and $10,307,000, respectively, of interest rate lock commitments
and approximately $21,250,000 and $14,000,000, respectively, of forward commitments for the future delivery of residential mortgage
loans. The fair value of these mortgage banking derivatives was reflected by derivative assets of $714,000 and $328,000 and
derivative liabilities of $157,000 and $23,000, respectively, at December 31, 2020 and December 31, 2019. Changes in the fair values of
these mortgage-banking derivatives are included in net gains on sale of loans.
The net gains (losses) relating to free-standing derivative instruments used for risk management is summarized below (in thousands):
Interest rate contracts for customers
Forward contracts related to mortgage loans held for sale and
interest rate contracts
$
386
(134 )
(7 )
65
In Thousands
2020
2019
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
(21) Derivatives, Continued
The following table reflects the amount and fair value of mortgage banking derivatives included in the consolidated balance sheet as
of December 31, 2020 and December 31, 2019 (in thousands):
In Thousands
2020
2019
Notional Amount
Fair Value
Notional Amount
Fair Value
Included in other assets (liabilities):
Interest rate contracts for customers
Forward contracts related to mortgage
loans held-for-sale
$
20,981
714
10,307
21,250
(157 )
14,000
328
(23 )
(22) Disclosures About Fair Value of Financial Instruments
Fair Value of Financial Instruments
FASB ASC 820, Fair Value Measurements and Disclosures (“ASC 820”), which defines fair value, establishes a framework for measuring
fair value in U.S. GAAP and expands disclosures about fair value measurements. The definition of fair value focuses on the exit price, i.e.,
the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the
measurement date, not the entry price, i.e., the price that would be paid to acquire the asset or received to assume the liability at the
measurement date. The statement emphasizes that fair value is a market-based measurement; not an entity-specific measurement. Therefore,
the fair value measurement should be determined based on the assumptions that market participants would use in pricing the asset or
liability.
Valuation Hierarchy
FASB ASC 820 establishes a three-level valuation hierarchy for disclosure of fair value measurements. The valuation hierarchy is based
upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. The three levels are defined as follows:
•
•
•
Level 1 - inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets
Level 2 - inputs to the valuation methodology include all prices for similar assets and liabilities in active markets, and inputs that
are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.
Level 3 - inputs to the valuation methodology that are unobservable and significant to the fair value measurement.
A financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair
value measurement. Following is a description of the valuation methodologies used for assets and liabilities measured at fair value, as well
as the general classification of such assets and liabilities pursuant to the valuation hierarchy.
Asset
Securities available-for-sale - Where quoted prices are available for identical securities in an active market, securities are classified within
Level 1 of the valuation hierarchy. Level 1 securities include highly liquid government securities and certain other financial products. If
quoted market prices are not available, then fair values are estimated by using pricing models that use observable inputs or quoted prices of
securities with similar characteristics and are classified within Level 2 of the valuation hierarchy. In certain cases where there is limited
activity or less transparency around inputs to the valuation and more complex pricing models or discounted cash flows are used, securities
are classified within Level 3 of the valuation hierarchy. From time to time, we will validate prices supplied by our third party vendor by
comparison to prices obtained from third parties.
Hedged Loans - The fair value of our hedged loan portfolio is intended to approximate the fair value that a market participant would realize
in a hypothetical orderly transaction.
Impaired loans - A loan is considered to be impaired when it is probable the Company will be unable to collect all principal and interest
payments due in accordance with the contractual terms of the loan agreement. Impaired loans are measured based on the present value of
expected payments using the loan’s original effective rate as the discount rate, the loan’s observable market price, or the fair value of the
collateral less selling costs if the loan is collateral dependent. If the recorded investment in the impaired loan exceeds the measure of fair
value, a valuation allowance may be established as a component of the allowance for loan losses or the expense is recognized as a charge-
off. Impaired loans are classified within Level 3 of the hierarchy due to the unobservable inputs used in determining their fair value such as
collateral values and the borrower’s underlying financial condition.
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
(22) Disclosures About Fair Value of Financial Instruments, Continued
Other real estate owned - Other real estate owned (“OREO”) represents real estate foreclosed upon by the Company through loan defaults
by customers or acquired in lieu of foreclosure. Upon acquisition, the property is recorded at the lower of cost or fair value, based on
appraised value, less selling costs estimated as of the date acquired with any loss recognized as a charge-off through the allowance for loan
losses. Additional OREO losses for subsequent valuation downward adjustments are determined on a specific property basis and are
included as a component of noninterest expense along with holding costs. Any gains or losses realized at the time of disposal are also
reflected in noninterest income. OREO is included in Level 3 of the valuation hierarchy due to the lack of observable market inputs into the
determination of fair value. Appraisal values are property-specific and sensitive to the changes in the overall economic environment.
Bank Owned Life Insurance - The cash surrender value of bank owned life insurance policies is carried at fair value. The Company uses
financial information received from insurance carriers indicating the performance of the insurance policies and cash surrender values in
determining the carrying value of life insurance. The Company reflects these assets within Level 3 of the valuation hierarchy due to the
unobservable inputs included in the valuation of these items. The Company does not consider the fair values of these policies to be materially
sensitive to changes in these unobservable inputs.
Mortgage loans held for sale - Mortgage loans held for sale are carried at fair value. The fair value of mortgage loans held for sale is
determined using quoted prices for similar assets, adjusted for specific attributes of that loan and mortgage loans held for sale are included
in Level 2 of the valuation hierarchy.
Derivatives - The fair values of derivatives are based on valuation models using observable market data as of the measurement date (Level
2).
The following tables present the financial instruments carried at fair value as of December 31, 2020 and December 31, 2019, by caption on
the consolidated balance sheet and by FASB ASC 820 valuation hierarchy (as described above) (in thousands):
Measured on a Recurring Basis
Total
Carrying
Value in the
Consolidated
Balance Sheet
Quoted
Market Prices
in an Active
Market (Level
1)
Models with
Significant
Observable
Market
Parameters
(Level 2)
Models with
Significant
Unobservable
Market
Parameters
(Level 3)
$
29,417
—
29,417
—
125,905
263,790
36,957
2,600
151,291
580,543
19,474
714
35,197
665,345
208
208
$
$
$
—
—
—
—
—
—
—
—
—
—
—
—
125,905
263,790
36,957
2,600
151,291
580,543
19,474
714
—
630,148
—
—
—
—
—
—
—
—
35,197
35,197
208
208
—
—
December 31, 2020
Hedged Loans
Investment securities available-for-sale:
U.S. Government sponsored enterprises
Mortgage-backed securities
Asset-backed securities
Corporate bonds
State and municipal securities
Total investment securities available-for-sale
Mortgage loans held for sale
Derivatives
Bank owned life insurance
Total assets
Derivatives
Total liabilities
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
(22) Disclosures About Fair Value of Financial Instruments, Continued
Measured on a Recurring Basis
Total
Carrying
Value in the
Consolidated
Balance Sheet
Quoted
Market Prices
in an Active
Market (Level
1)
Models with
Significant
Observable
Market
Parameters
(Level 2)
Models with
Significant
Unobservable
Market
Parameters
(Level 3)
$
—
—
—
—
59,579
267,313
27,229
—
67,024
421,145
18,179
328
31,762
471,414
23
23
$
$
$
—
—
—
—
—
—
—
—
—
—
—
—
59,579
267,313
27,229
—
67,024
421,145
18,179
328
—
439,652
—
—
—
—
—
—
—
—
31,762
31,762
23
23
—
—
Measured on a Non-Recurring Basis
Total Carrying
Value in the
Consolidated
Balance Sheet
Quoted
Market
Prices in
an Active
Market
(Level 1)
Models with
Significant
Observable
Market
Parameters
(Level 2)
Models with
Significant
Unobservable
Market
Parameters
(Level 3)
$
$
$
$
—
2,635
2,635
697
3,916
4,613
—
—
—
—
—
—
—
—
—
—
—
—
—
2,635
2,635
697
3,916
4,613
December 31, 2019
Hedged Loans
Investment securities available-for-sale:
U.S. Government sponsored enterprises
Mortgage-backed securities
Asset-backed securities
Corporate bonds
State and municipal securities
Total investment securities available-for-sale
Mortgage loans held for sale
Derivatives
Bank owned life insurance
Total assets
Derivatives
Total liabilities
December 31, 2020
Other real estate owned
Impaired loans, net (¹)
Total
December 31, 2019
Other real estate owned
Impaired loans, net (¹)
Total
(1)
Amount is net of a valuation allowance of $742,000 at December 31, 2020 and $1,136,000 at December 31, 2019 as required
by ASC 310, “Receivables.”
The following table presents additional quantitative information about assets measured at fair value on a nonrecurring basis and for which
we have utilized Level 3 inputs to determine fair value at December 31, 2020 and 2019:
Impaired loans
Other real estate owned
Valuation Techniques (2)
Appraisal
Appraisal
Significant Unobservable Inputs
Estimated costs to sell
Estimated costs to sell
Range (Weighted
Average)
10 %
10 %
(2) The fair value is generally determined through independent appraisals of the underlying collateral, which may include Level 3 inputs
that are not identifiable, or by using the discounted cash flow method if the loan is not collateral dependent.
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
(22) Disclosures About Fair Value of Financial Instruments, Continued
In the case of its investment securities portfolio, the Company monitors the valuation technique utilized by various pricing agencies to
ascertain when transfers between levels have been affected. The nature of the remaining assets and liabilities is such that transfers in and
out of any level are expected to be rare. For the twelve months ended December 31, 2020, there were no transfers between Levels 1, 2 or 3.
The table below includes a rollforward of the balance sheet amounts for the year ended December 31, 2020 and 2019 (including the change
in fair value) for financial instruments classified by the Company within Level 3 of the valuation hierarchy for assets and liabilities measured
at fair value on a recurring basis. When a determination is made to classify a financial instrument within Level 3 of the valuation hierarchy,
the determination is based upon the significance of the unobservable factors to the overall fair value measurement. However, since Level 3
financial instruments typically include, in addition to the unobservable or Level 3 components, observable components (that is, components
that are actively quoted and can be validated to external sources), the gains and losses in the table below include changes in fair value due
in part to observable factors that are part of the valuation methodology (in thousands):
For the Year Ended December 31,
2020
2019
Fair value, January 1
Total realized gains included in income
Change in unrealized gains/losses included in other comprehensive income for assets and
liabilities still held at December 31
Purchases, issuances and settlements, net
Transfers out of Level 3
Fair value, December 31
Total realized gains included in income related to financial assets and liabilities still on the
consolidated balance sheet at December 31
$
$
Other Assets
$
Other Assets
31,762 $
823
—
2,612
—
35,197 $
30,952
810
—
—
—
31,762
823 $
810
The following methods and assumptions were used by the Company in estimating its fair value disclosures for financial instruments that
are not measured at fair value. In cases where quoted market prices are not available, fair values are based on estimates using discounted
cash flow models. Those models are significantly affected by the assumptions used, including the discount rates, estimates of future cash
flows and borrower creditworthiness. The fair value estimates presented herein are based on pertinent information available to management
as of December 31, 2020 and December 31, 2019. Such amounts have not been revalued for purposes of these consolidated financial
statements since those dates and, therefore, current estimates of fair value may differ significantly from the amounts presented herein.
Cash and cash equivalents - The carrying amounts of cash and short-term instruments approximate fair values and are classified as Level
1.
Loans - The fair value of our loan portfolio includes a credit risk factor in the determination of the fair value of our loans. This credit risk
assumption is intended to approximate the fair value that a market participant would realize in a hypothetical orderly transaction. Our loan
portfolio is initially fair valued using a segmented approach. We divide our loan portfolio into the following categories: variable rate loans,
impaired loans and all other loans. The results are then adjusted to account for credit risk.
For variable-rate loans that reprice frequently and have no significant change in credit risk, fair values approximate carrying values. Fair
values for impaired loans are estimated using discounted cash flow models or based on the fair value of the underlying collateral. For other
loans, fair values are estimated using discounted cash flow models, using current market interest rates offered for loans with similar terms
to borrowers of similar credit quality. The values derived from the discounted cash flow approach for each of the above portfolios are then
further discounted to incorporate credit risk to determine the exit price.
Deposits and Federal Home Loan Bank advances - Fair values for deposits are estimated using discounted cash flow models, using
current market interest rates offered on deposits with similar remaining maturities.
Restricted equity securities - It is not practical to determine the fair value of Federal Home Loan Bank or Federal Reserve Bank stock due
to restrictions placed on its transferability.
Accrued interest receivable/payable - The carrying amounts of accrued interest approximate fair value resulting in a Level 1, Level 2 or
Level 3 classification based on the asset/liability with which they are associated.
Off-balance sheet instruments - The fair values of the Company’s off-balance-sheet financial instruments are based on fees charged to
enter into similar agreements. However, commitments to extend credit do not represent a significant value to the Company until such
commitments are funded.
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
(22) Disclosures About Fair Value of Financial Instruments, Continued
The following table presents the carrying amounts, estimated fair value and placement in the fair value hierarchy of the Company’s financial
instruments at December 31, 2020 and December 31, 2019. This table excludes financial instruments for which the carrying amount
approximates fair value. For short-term financial assets such as cash and cash equivalents, the carrying amount is a reasonable estimate of
fair value due to the relatively short time between the origination of the instrument and its expected realization.
(in Thousands)
December 31, 2020
Financial assets:
Cash and cash equivalents
Loans, net
Restricted equity securities
Accrued interest receivable
Financial liabilities:
Deposits
Federal Home Loan Bank borrowings
Accrued interest payable
December 31, 2019
Financial assets:
Cash and cash equivalents
Loans, net
Restricted equity securities
Accrued interest receivable
Financial liabilities:
Deposits
Federal Home Loan Bank borrowings
Accrued interest payable
Carrying/Notional
Amount
Estimated
Fair Value (¹)
Quoted
Market
Prices in an
Active
Market
(Level 1)
Models with
Significant
Observable
Market
Parameters
(Level 2)
Models with
Significant
Unobservable
Market
Parameters
(Level 3)
$
$
338,856
338,856
2,282,766 2,302,530
NA
7,516
5,089
7,516
338,856
—
NA
1
—
—
NA
2,210
—
2,302,530
NA
5,305
2,960,595 2,796,339
3,755
3,051
3,638
3,051
—
—
—
—
—
—
2,796,339
3,755
3,051
159,770
159,770
2,057,175 2,053,212
NA
5,945
4,680
5,945
159,770
—
NA
5
—
—
NA
1,647
—
2,053,212
NA
4,293
2,417,605 2,210,038
23,860
3,814
23,613
3,814
—
—
—
—
—
—
2,210,038
23,860
3,814
(1)
Estimated fair values are consistent with an exit-price concept. The assumptions used to estimate the fair values are intended to
approximate those that a market-participant would realize in a hypothetical orderly transaction.
(23) Pandemic Impact (COVID-19)
In March 2020, the World Health Organization declared the outbreak of a novel coronavirus (COVID-19) as a pandemic, which continues
to spread throughout the United States. On April 2, 2020 the Governor of Tennessee declared a health emergency and issued an order to
close all nonessential businesses until further notice. As a financial institution, Wilson Bank was deemed to be an essential business and
accordingly, our operations were sustained. Nonetheless, out of concerns for our employees and customers and pursuant to government
orders, branch operations were temporarily limited to drive through access and in-person appointments only. To the extent possible, a
portion of our staff was moved to remote working locations and video and teleconferencing practices were established. Starting in late
May 2020, the governor of Tennessee and mayors and county executives of the communities in which we operate issued procedures to
begin a phased reopening for nonessential businesses. As a part of this reopening our bank transitioned branch operations back to normal
procedures. To date, the operations of our company and the services offered to our customers have not been adversely affected in a
material manner. The extent to which COVID-19 impacts our future operations will depend on further developments, which remain
highly uncertain and cannot be predicted with confidence, including the duration and severity of the outbreak and the actions that may be
required to contain COVID-19 or treat its impact, including potential new shutdowns or strict social distancing measures, and the speed
with which vaccines can be widely distributed, those vaccines' efficacy against the virus and public acceptance of the vaccines.
The coronavirus outbreak and government responses are creating disruption in global supply chains and adversely impacting many
industries. The outbreak has had and may continue to have a material adverse impact on economic and market conditions and trigger a
prolonged period of global economic slowdown. While the Company believes this matter could negatively impact its results of
operations, cash flows and financial position, the related impact cannot be reasonably estimated at this time. Nevertheless, the
outbreak continues to present uncertainty and risk with respect to the Company, its performance and its financial results. Management's
ongoing evaluation of the events and conditions as well as management's plans to continue to mitigate these matters are described in the
Management's Discussion and Analysis section elsewhere in this report.
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
(23) Pandemic Impact (COVID-19), Continued
As a result of the pandemic, many states and municipalities are facing a strain on resources and a reduction in tax collections. As a result,
certain states and municipalities have asked for potential assistance from the Federal government to cover the cost of resource depletion
and tax shortfalls. The ability of states and municipalities to fund shortfalls could have an effect on their ability to sustain debt maintenance,
which would consequently impact the value of our municipal bond portfolio.
(24) Wilson Bank Holding Company -
Parent Company Financial Information
WILSON BANK HOLDING COMPANY
(Parent Company Only)
Balance Sheets
Three Years Ended December 31, 2020
ASSETS
Cash
Investment in wholly-owned commercial bank subsidiary
Deferred income taxes
Refundable income taxes
Total assets
LIABILITIES AND STOCKHOLDERS’ EQUITY
Stock appreciation rights payable
Total liabilities
Stockholders’ equity:
Common stock, par value $2.00 per share, authorized 50,000,000 shares,
10,993,404 and 10,792,999 shares issued and outstanding, respectively
Additional paid-in capital
Retained earnings
Net unrealized gains on available-for-sale securities, net of income taxes of
$2,536 and $245, respectively
Total stockholders’ equity
Total liabilities and stockholders’ equity
Dollars In Thousands
2020
2019
4,381 *
376,947
854
242
382,424
1,899 *
335,915
625
132
338,571
2,303
2,303
1,587
1,587
21,987
93,034
257,935
7,165
380,121
382,424
21,586
82,249
232,456
693
336,984
338,571
$
$
$
$
*
Eliminated in consolidation.
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
(24) Wilson Bank Holding Company -
Parent Company Financial Information, Continued
WILSON BANK HOLDING COMPANY
(Parent Company Only)
Statements of Earnings
Three Years Ended December 31, 2020
Income:
Dividends from commercial bank subsidiary
Other income
$
Expenses:
Directors’ fees
Other
Income before Federal income tax benefits and
equity in undistributed earnings of commercial
bank subsidiary
Federal income tax benefits
Equity in undistributed earnings of commercial bank subsidiary
Net earnings
$
*
Eliminated in consolidation.
2020
Dollars In Thousands
2019
2018
5,000
61
5,061
335
1,264
1,599
2,800
—
2,800
283
885
1,168
3,462
471
3,933
34,559 *
38,492
1,632
287
1,919
34,125 *
36,044
3,000
—
3,000
254
1,351
1,605
1,395
468
1,863
30,731 *
32,594
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
(24) Wilson Bank Holding Company -
Parent Company Financial Information, Continued
WILSON BANK HOLDING COMPANY
(Parent Company Only)
Statements of Cash Flows
Three Years Ended December 31, 2020
Increase (Decrease) in Cash and Cash Equivalents
2020
Dollars In Thousands
2019
2018
Cash flows from operating activities:
Other income received
Cash paid to suppliers and other
Tax benefits received
Net cash used in operating activities
Cash flows from investing activities:
Dividends received from commercial bank subsidiary
Net cash provided by investing activities
Cash flows from financing activities:
$
61
(418 )
131
(226 )
5,000
5,000
—
(383 )
177
(206 )
2,800
2,800
Payments made to stock appreciation rights holders
Dividends paid
(53 )
(13,013 )
(9 )
(11,725 )
Proceeds from sale of stock pursuant to dividend reinvestment
plan
Proceeds from exercise of common shares
Repurchase of stock options
Net cash used in financing activities
Net increase (decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of year
$
10,056
718
—
(2,292 )
2,482
1,899
4,381
9,134
775
(1,629 )
(3,454 )
(860 )
2,759
1,899
—
(367 )
181
(186 )
3,000
3,000
(61 )
(9,447 )
7,470
394
—
(1,644 )
1,170
1,589
2,759
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
(24) Wilson Bank Holding Company -
Parent Company Financial Information, Continued
WILSON BANK HOLDING COMPANY
(Parent Company Only)
Statements of Cash Flows, Continued
Three Years Ended December 31, 2020
Increase (Decrease) in Cash and Cash Equivalents
2020
Dollars in Thousands
2019
2018
Reconciliation of net earnings to net cash used in operating
activities:
Net earnings
$
38,492
36,044
32,594
Adjustments to reconcile net earnings to net cash used in operating
activities:
Equity in earnings of commercial bank subsidiary
Decrease (increase) in refundable income taxes
Increase in deferred taxes
Share based compensation expense
Total adjustments
Net cash used in operating activities
(39,559 )
(110 )
(229 )
1,180
(38,718 )
(226 )
(36,925 )
45
(156 )
786
(36,250 )
(206 )
(33,731 )
5
(291 )
1,237
(32,780 )
(186 )
$
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
(25) Quarterly Financial Data (Unaudited)
Selected quarterly results of operations for the four quarters ended December 31 are as follows:
Fourth Third
Quarter Quarter
2020
Second
Quarter
(In Thousands, except per share data)
2019
2018
First
Quarter
Fourth
Quarter
Third
Quarter
Second
Quarter
First
Quarter
Fourth
Quarter
Third
Quarter
Second
Quarter
First
Quarter
Interest income
$ 30,351
30,961
31,569
30,087
$ 29,897
30,329
29,567
28,284
$ 27,585
26,298
25,548
24,094
Interest expense
3,969
4,112
4,308
4,994
5,522
5,991
5,923
5,211
4,606
3,656
3,097
2,659
Net interest income
26,382
26,849
27,261
25,093
24,375
24,338
23,644
23,073
22,979
22,642
22,451
21,435
Provision for loan losses
3,065
1,038
4,124
1,469
686
167
154
1,033
1,097
1,088
1,090
1,023
Earnings before income
taxes
10,771
14,669
11,313
11,357
10,222
13,556
12,451
10,882
10,708
10,718
9,798
10,153
Net earnings
8,902
11,532
9,027
9,031
7,972
10,266
9,516
8,290
9,833
7,972
7,309
7,480
Basic earnings per common
share
0.81
1.05
0.83
0.83
0.74
0.95
0.89
0.77
0.93
0.75
0.69
0.71
Diluted earnings per
common share
0.81
1.05
0.83
0.83
0.74
0.95
0.89
0.77
0.92
0.75
0.69
0.71
WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements, Continued
December 31, 2020, 2019 and 2018
(26) Subsequent Events
ASC Topic 855, Subsequent Events, as amended by ASU No. 2010-90, establishes general standards of accounting for and disclosure of
events that occur after the balance sheet date but before financial statements are issued. The Company evaluated all events or transactions
that occurred after December 31, 2020, through the date of the issued financial statements. During this period there were no material
recognizable subsequent events that required recognition in the disclosures to the Company's December 31, 2020 financial statements.
This financial information has not been reviewed for accuracy or relevance by the FDIC.