FAIR VALUE MEASUREMENTS

Below is a description of certain assets and liabilities measured at fair value.

The following table summarizes financial instruments measured at fair value on a recurring basis as of March 31, 2017 and December 31, 2016, segregated by the level of the valuation inputs within the fair value hierarchy utilized to measure fair value:



	March 31, 2017
(in thousands)	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total Fair Value
Assets
Securities available for sale
Obligations of U.S. Government-sponsored enterprises	$	—	$	105,175	$	—	$	105,175
Obligations of states and political subdivisions	—		31,417		3,093		34,510
Residential mortgage-backed securities	—		429,001		—		429,001
U.S. Treasury Bills	24,999		—		—		24,999
Total securities available for sale	$	24,999	$	565,593	$	3,093	$	593,685
State tax credits held for sale	—		—		1,458		1,458
Derivative financial instruments	—		5,403		—		5,403
Total assets	$	24,999	$	570,996	$	4,551	$	600,546

Liabilities
Derivative financial instruments	$	—	$	5,403	$	—	$	5,403
Total liabilities	$	—	$	5,403	$	—	$	5,403



	December 31, 2016
(in thousands)	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total Fair Value
Assets
Securities available for sale
Obligations of U.S. Government-sponsored enterprises	$	—	$	107,660	$	—	$	107,660
Obligations of states and political subdivisions	—		33,542		3,089		36,631
Residential mortgage-backed securities	—		316,506		—		316,506
Total securities available for sale	$	—	$	457,708	$	3,089	$	460,797
State tax credits held for sale	—		—		3,585		3,585
Derivative financial instruments	—		4,016		—		4,016
Total assets	$	—	$	461,724	$	6,674	$	468,398

Liabilities
Derivative financial instruments	$	—	$	4,016	$	—	$	4,016
Total liabilities	$	—	$	4,016	$	—	$	4,016

•

Securities available for sale. Securities classified as available for sale are reported at fair value utilizing Level 2 and Level 3 inputs. U.S. Treasury Bills at March 31, 2017 were valued using Level 1 inputs. Fair values for Level 2 securities are based upon dealer quotes, market spreads, the U.S. Treasury yield curve, trade execution data, market consensus prepayment speeds, credit information and the bond's terms and conditions at the security level. At March 31, 2017, Level 3 securities available for sale consist primarily of three Auction Rate Securities that are valued based on the securities' estimated cash flows, yields of comparable securities, and live trading levels.


•	State tax credits held for sale. At March 31, 2017, of the $35.4 million of state tax credits held for sale on the condensed consolidated balance sheet, approximately $1.5 million were carried at fair value. The remaining $34.0 million of state tax credits were accounted for at cost.

The Company is not aware of an active market that exists for the 10-year streams of state tax credit financial instruments. However, the Company’s principal market for these tax credits consists of Missouri state residents who buy these credits and local and regional accounting firms who broker them. As such, the Company employed a discounted cash flow analysis (income approach) to determine the fair value.

The fair value measurement is calculated using an internal valuation model with market data including discounted cash flows based upon the terms and conditions of the tax credits. If the underlying project remains in compliance with the various federal and state rules governing the tax credit program, each project will generate about 10 years of tax credits. The inputs to the discounted cash flow calculation include: the amount of tax credits generated each year, the anticipated sale price of the tax credit, the timing of the sale and a discount rate. The discount rate is estimated using the LIBOR swap curve at a point equal to the remaining life in years of credits plus a 205 basis point spread. With the exception of the discount rate, the other inputs to the fair value calculation are observable and readily available. The discount rate is considered a Level 3 input because it is an “unobservable input” and is based on the Company’s assumptions. An increase in the discount rate utilized would generally result in a lower estimated fair value of the tax credits. Alternatively, a decrease in the discount rate utilized would generally result in a higher estimated fair value of the tax credits. Given the significance of this input to the fair value calculation, the state tax credit assets are reported as Level 3 assets.

•

Derivatives. Derivatives are reported at fair value utilizing Level 2 inputs. The Company obtains counterparty quotations to value its interest rate swaps. In addition, the Company validates the counterparty quotations with third party valuation sources. Derivatives with negative fair values are included in Other liabilities in the consolidated balance sheets. Derivatives with positive fair value are included in Other assets in the consolidated balance sheets.

Level 3 financial instruments

The following table presents the changes in Level 3 financial instruments measured at fair value on a recurring basis as of March 31, 2017 and 2016.


•	Purchases, sales, issuances and settlements. There were no Level 3 purchases during the quarters ended March 31, 2017 or 2016.


•	Transfers in and/or out of Level 3. There were no Level 3 transfers during the quarters ended March 31, 2017 and 2016.



	Securities available for sale, at fair value
	Three months ended March 31,
(in thousands)	2017		2016
Beginning balance	$	3,089	$	3,077
Total gains:
Included in other comprehensive income	4		8
Purchases, sales, issuances and settlements:
Purchases	—		—
Ending balance	$	3,093	$	3,085

Change in unrealized gains relating to assets still held at the reporting date	$	4	$	8



	State tax credits held for sale
	Three months ended March 31,
(in thousands)	2017			2016
Beginning balance	$	3,585		$	5,941
Total gains:
Included in earnings	40			76
Purchases, sales, issuances and settlements:
Sales	(2,167		)	(1,284		)
Ending balance	$	1,458		$	4,733

Change in unrealized gains (losses) relating to assets still held at the reporting date	$	(606	)	$	(305	)

From time to time, the Company measures certain assets at fair value on a nonrecurring basis. These include assets that are measured at the lower of cost or fair value that were recognized at fair value below cost at the end of the period. The following table presents financial instruments and non-financial assets measured at fair value on a non-recurring basis as of March 31, 2017.



	(1)		(1)		(1)		(1)
(in thousands)	Total Fair Value		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total losses for the three months ended March 31, 2017
Impaired loans	$	—	$	—	$	—	$	—	$	157
Other real estate	177		—		—		177		18
Total	$	177	$	—	$	—	$	177	$	175

(1) The amounts represent only balances measured at fair value during the period and still held as of the reporting date.

Impaired loans are reported at the fair value of the underlying collateral for collateral dependent loans. Fair values for impaired loans are obtained from current appraisals by qualified licensed appraisers or independent valuation specialists. Other real estate owned is adjusted to fair value upon foreclosure of the underlying loan. Subsequently, foreclosed assets are carried at the lower of carrying value or fair value less costs to sell. Fair value of other real estate is based upon the current appraised values of the properties as determined by qualified licensed appraisers and the Company’s judgment of other relevant market conditions. Certain state tax credits are reported at cost.

Following is a summary of the carrying amounts and fair values of the Company’s financial instruments on the consolidated balance sheets at March 31, 2017 and December 31, 2016.



	March 31, 2017				December 31, 2016
(in thousands)	Carrying Amount		Estimated fair value		Carrying Amount		Estimated fair value
Balance sheet assets
Cash and due from banks	$	73,387	$	73,387	$	54,288	$	54,288
Federal funds sold	1,112		1,112		446		446
Interest-bearing deposits	137,197		137,197		145,048		145,048
Securities available for sale	593,685		593,685		460,797		460,797
Securities held to maturity	79,236		78,617		80,463		79,639
Other investments, at cost	24,222		24,222		14,840		14,840
Loans held for sale	5,380		5,380		9,562		9,562
Derivative financial instruments	5,403		5,403		4,016		4,016
Loans, net	3,846,439		3,852,858		3,114,752		3,125,701
State tax credits, held for sale	35,431		37,041		38,071		41,264
Accrued interest receivable	12,229		12,229		11,117		11,117

Balance sheet liabilities
Deposits	4,031,620		4,029,423		3,233,361		3,232,414
Subordinated debentures and notes	118,067		99,517		105,540		86,052
Federal Home Loan Bank advances	151,115		151,020		—		—
Other borrowings	235,052		234,964		276,980		276,905
Derivative financial instruments	5,403		5,403		4,016		4,016
Accrued interest payable	1,914		1,914		1,105		1,105

For information regarding the methods and assumptions used to estimate the fair value of each class of financial instruments for which it is practical to estimate such value, refer to Note 19 – Fair Value Measurements in the Company's Annual Report on Form 10-K for the year ended December 31, 2016.

The following table presents the level in the fair value hierarchy for the estimated fair values of only the Company’s financial instruments that are not already presented on the condensed consolidated balance sheets at fair value at March 31, 2017, and December 31, 2016.



	Estimated Fair Value Measurement at Reporting Date Using						Balance at March 31, 2017
(in thousands)	Level 1		Level 2		Level 3
Financial Assets:
Securities held to maturity	$	—	$	78,617	$	—	$	78,617
Portfolio loans, net	—		—		3,852,858		3,852,858
State tax credits, held for sale	—		—		—		—
Financial Liabilities:
Deposits	3,425,513		—		603,910		4,029,423
Subordinated debentures and notes	—		99,517		—		99,517
Federal Home Loan Bank advances	—		151,020		—		151,020
Other borrowings	—		234,964		—		234,964

	Estimated Fair Value Measurement at Reporting Date Using						Balance at December 31, 2016
(in thousands)	Level 1		Level 2		Level 3
Financial Assets:
Securities held to maturity	$	—	$	79,639	$	—	$	79,639
Portfolio loans, net	—		—		3,125,701		3,125,701
State tax credits, held for sale	—		—		37,679		37,679
Financial Liabilities:
Deposits	2,760,202		—		472,212		3,232,414
Subordinated debentures and notes	—		86,052		—		86,052
Other borrowings	—		276,905		—		276,905