Loans and Allowance for Loan Losses

The allowance for loan losses is maintained by the Corporation at a level considered by management to be adequate to cover probable incurred credit losses in the loan portfolio. The amount of the provision for loan losses charged to operating expenses is the amount necessary, in the estimation of management, to maintain the allowance for loan losses at an adequate level. While management’s periodic analysis of the allowance for loan losses may dictate portions of the allowance be allocated to specific problem loans, the entire amount is available for any loan charge-offs that may occur. Loan losses are charged off against the allowance when management believes that the full collectability of the loan is unlikely. Recoveries of amounts previously charged-off are credited to the allowance.

The allowance is comprised of a general allowance and a specific allowance for identified problem loans. The general allowance is determined by applying estimated loss factors to the credit exposures from outstanding loans. For residential real estate, installment and other loans, loss factors are applied on a portfolio basis. Loss factors are based on the Corporation’s historical loss experience and are reviewed for appropriateness on a quarterly basis, along with other factors affecting the collectability of the loan portfolio. These other factors include but are not limited to: changes in lending policies and procedures, including underwriting standards and collection, charge-off and recovery practices; changes in national and local economic and business conditions, including the condition of various market segments; changes in the nature and volume of the portfolio; changes in the experience, ability, and depth of lending management and staff; changes in the volume and severity of past due and classified loans, the volume of nonaccrual loans, troubled debt restructurings and other loan modifications; the existence and effect of any concentrations of credit, and changes in the level of such concentrations; and the effect of external factors, such as legal and regulatory requirements, on the level of estimated credit losses in the Corporation’s current portfolio. Specific allowances are established for all impaired loans when management has determined that, due to identified significant conditions, it is probable that a loss will be incurred.

The general component covers non‑impaired loans and is based on historical loss experience adjusted for current factors. The historical loss experience is determined by portfolio segment and is based on the actual loss history experienced by the Corporation over the most recent three years. This actual loss experience is supplemented with other economic factors based on the risks present for each portfolio segment. These economic factors include consideration of the following: levels of and trends in delinquencies and impaired loans; levels of and trends in charge-offs and recoveries; trends in volume and terms of loans; effects of any changes in risk selection and underwriting standards; other changes in lending policies, procedures, and practices; experience, ability, and depth of lending management and other relevant staff; national and local economic trends and conditions; industry conditions; and effects of changes in credit concentrations.

Activity in the allowance for loan losses by portfolio segment for the three and six months ended June 30, 2014 and 2013 are summarized as follows:



Six Months Ended June 30, 2014
	Commercial Real Estate			Commercial			Residential Real Estate			Home Equity Loans			Indirect			Consumer			Total
	(Dollars in thousands)
Allowance for loan losses:
Balance, beginning of period	$	10,122		$	497		$	1,411		$	3,484		$	1,593		$	398		$	17,505
Losses charged off	(700		)	—			(150		)	(895		)	(177		)	(109		)	(2,031		)
Recoveries	21			2			6			19			97			18			163
Provision charged to expense	501			(23		)	179			1,181			20			(65		)	1,793
Balance, end of period	$	9,944		$	476		$	1,446		$	3,789		$	1,533		$	242		$	17,430

Three Months Ended June 30, 2014
	Commercial Real Estate			Commercial			Residential Real Estate			Home Equity Loans			Indirect			Consumer			Total
	(Dollars in thousands)
Allowance for loan losses:
Balance, beginning of period	$	10,244		$	464		$	1,483		$	3,478		$	1,513		$	315		$	17,497
Losses charged off	(155		)	—			(73		)	(672		)	(108		)	(25		)	(1,033		)
Recoveries	14			1			3			8			40			7			73
Provision charged to expense	(159		)	11			33			975			88			(55		)	893
Balance, end of period	$	9,944		$	476		$	1,446		$	3,789		$	1,533		$	242		$	17,430

As of June 30, 2014
Ending allowance balance attributable to loans:
Individually evaluated for impairment	$	772		$	85		$	—		$	—		$	—		$	—		$	857
Collectively evaluated for impairment	9,172			391			1,446			3,789			1,533			242			16,573
Total ending allowance balance	$	9,944		$	476		$	1,446		$	3,789		$	1,533		$	242		$	17,430
Loans:
Individually evaluated for impairment	$	16,193		$	1,646		$	1,237		$	953		$	165		$	64		$	20,258
Collectively evaluated for impairment	389,392			83,929			66,132			122,295			212,537			12,822			887,107
Total ending loans balance	$	405,585		$	85,575		$	67,369		$	123,248		$	212,702		$	12,886		$	907,365



Six Months Ended June 30, 2013
	Commercial Real Estate			Commercial			Residential Real Estate			Home Equity Loans			Indirect			Consumer			Total
Allowance for loan losses:
Balance, beginning of period	$	11,386		$	835		$	1,559		$	2,357		$	1,230		$	270		$	17,637
Losses charged off	(844		)	(120		)	(643		)	(1,029		)	(350		)	(109		)	(3,095		)
Recoveries	500			5			100			54			171			43			873
Provision charged to expense	(618		)	(282		)	590			2,126			530			54			2,400
Balance, end of period	$	10,424		$	438		$	1,606		$	3,508		$	1,581		$	258		$	17,815

Three Months Ended June 30, 2013
	Commercial Real Estate			Commercial			Residential Real Estate			Home Equity Loans			Indirect			Consumer			Total
	(Dollars in thousands)
Allowance for loan losses:
Balance, beginning of period	$	10,784		$	534		$	1,664		$	2,948		$	1,610		$	266		$	17,806
Losses charged off	(721		)	(58		)	(130		)	(593		)	(134		)	(31		)	(1,667		)
Recoveries	494			1			35			8			77			11			626
Provision charged to expense	(133		)	(39		)	37			1,145			28			12			1,050
Balance, end of period	$	10,424		$	438		$	1,606		$	3,508		$	1,581		$	258		$	17,815

Year Ended December 31, 2013
Ending allowance balance attributable to loans:
Individually evaluated for impairment	$	865		$	73		$	—		$	—		$	—		$	—		$	938
Collectively evaluated for impairment	9,257			$	424		$	1,411		$	3,484		$	1,593		$	398		16,567
Total ending allowance balance	$	10,122		$	497		$	1,411		$	3,484		$	1,593		$	398		$	17,505
Loans:
Individually evaluated for impairment	$	17,842		$	472		$	1,731		$	1,111		$	195		$	160		$	21,511
Collectively evaluated for impairment	383,749			88,174			64,776			121,965			206,128			15,996			880,788
Total ending loans balance	$	401,591		$	88,646		$	66,507		$	123,076		$	206,323		$	16,156		$	902,299

Delinquencies

Management monitors delinquency and potential problem loans on an on going basis. Bank-wide delinquency at June 30, 2014 was 1.47% of total loans. Total 30-59 day delinquency and 60-89 day delinquency was 0.23% and 0.16% of total loans at June 30, 2014, respectively. Bank-wide delinquency at December 31, 2013 was 1.69% of total loans. Total 30-59 day delinquency and 60-89 day delinquency was 0.26% and 0.19% of total loans at December 31, 2013, respectively. Information regarding delinquent loans as of June 30, 2014 and December 31, 2013 is as follows:

Age Analysis of Past Due Loans as of June 30, 2014



(Dollars in thousands)	30-59 Days Past Due		60-89 Days Past Due		90 Days and Greater		Total Past Due		Current		Total Loans		Recorded Investment > 90 Days and Accruing
Commercial real estate	$	761	$	641	$	6,081	$	7,483	$	398,102	$	405,585	$	—
Commercial	20		—		145		165		85,410		85,575		—
Residential real estate	541		508		1,911		2,960		64,409		67,369		—
Home equity loans	434		130		1,563		2,127		121,121		123,248		—
Indirect	269		89		22		380		212,322		212,702
Consumer	77		80		107		264		12,622		12,886		—
Total	$	2,102	$	1,448	$	9,829	$	13,379	$	893,986	$	907,365	$	—

Age Analysis of Past Due Loans as of December 31, 2013



(Dollars in thousands)	30-59 Days Past Due		60-89 Days Past Due		90 Days and Greater		Total Past Due		Current		Total Loans		Recorded Investment > 90 Days and Accruing
Commercial real estate	$	525	$	4	$	7,401	$	7,930	$	393,661	$	401,591	$	—
Commercial	—		18		219		237		88,409		88,646		—
Residential real estate	347		960		2,252		3,559		62,948		66,507		158
Home equity loans	932		707		1,078		2,717		120,359		123,076		43
Indirect	332		30		23		385		205,938		206,323
Consumer	183		25		191		399		15,757		16,156		—
Total	$	2,319	$	1,744	$	11,164	$	15,227	$	887,072	$	902,299	$	201

Impaired Loans

A loan is considered impaired when it is probable that not all principal and interest amounts will be collected according to the loan contract. Consumer residential mortgage, installment and other consumer loans are evaluated collectively for impairment. Individual commercial loans are evaluated for impairment. Impaired loans are written down by the establishment of a specific allowance where necessary. Interest income recognized on impaired loans while the loan was considered impaired was immaterial for all periods.

Impaired loans for the Period Ended June 30, 2014, December 31, 2013 and June 30, 2013 are as follows:



	At June 30, 2014						Three Months Ended June 30, 2014		Six Months Ended June 30, 2014
	Recorded Investment		Unpaid Principal Balance		Related Allowance		Average Recorded Balance		Average Recorded Balance
	(Dollars in thousands)
With no related allowance recorded:
Commercial real estate	$	13,276	$	18,712	$	—	$	12,894	$	13,772
Commercial	1,353		1,577		—		778		590
Residential real estate	1,237		1,439		—		1,235		1,401
Home equity loans	953		1,535		—		967		1,015
Indirect	165		231		—		178		183
Consumer	64		103		—		65		97
With allowance recorded:
Commercial real estate	2,917		3,907		772		3,290		2,964
Commercial	293		293		85		275		269
Residential real estate	—		—		—		11		7
Home equity loans	—		—		—		—		—
Indirect	—		—		—		—		—
Consumer	—		—		—		—		—
Total	$	20,258	$	27,797	$	857	$	19,693	$	20,298

Note: The differences between the recorded investment and unpaid principal balance amounts represents partial charge offs.



	At December 31, 2013
	Recorded Investment		Unpaid Principal Balance		Related Allowance		Average Recorded Balance
	(Dollars in thousands)
With no related allowance recorded:
Commercial real estate	$	15,530	$	20,438	$	—	$	16,705
Commercial	214		267		—		186
Residential real estate	1,731		1,940		—		1,832
Home equity loans	1,111		1,623		—		847
Indirect	195		268		—		178
Consumer	160		204		—		111
With allowance recorded:
Commercial real estate	2,312		2,319		865		4,374
Commercial	258		258		73		346
Residential real estate	—		—		—		—
Home equity loans	—		—		—		—
Indirect	—		—		—		—
Consumer	—		—		—		—
Total	$	21,511	$	27,317	$	938	$	24,579

Note: The differences between the recorded investment and unpaid principal balance amounts represents partial charge offs.



	At June 30, 2013							Three Months Ended June 30, 2013		Six Months Ended June 30, 2013
	Recorded Investment		Unpaid Principal Balance		Related Allowance			Average Recorded Balance		Average Recorded Balance
	(Dollars in thousands)
With no related allowance recorded:
Commercial real estate	$	17,629	$	24,502	$	—		$	18,332	$	17,347
Commercial	161		213		—			142		141
Residential real estate	1,991		2,298		—			1,991		1,864
Home equity loans	686		870		—			584		522
Indirect	225		248		—			162		108
Consumer	74		74		—			67		65
With allowance recorded:
Commercial real estate	4,754		5,173		1,566		Commercial real estate	4,830		5,867
Commercial	342		342		103			392		414
Residential real estate	—		—		—			—		60
Home equity loans	—		—		—			—		—
Indirect	—		—		—			—		—
Consumer	—		—		—			—		—
Total	$	25,862	$	33,720	$	1,669		$	26,500	$	26,388

*Impaired loans shown in the tables above included loans that were classified as troubled debt restructurings ("TDRs"). The restructuring of a loan is considered a TDR if both (i) the borrower is experiencing financial difficulties and (ii) the creditor has granted a concession.

Troubled Debt Restructuring

A restructuring of debt constitutes a troubled debt restructuring (“TDR”) if the creditor, for economic or legal reasons related to the debtor’s financial difficulties, grants a concession to the debtor that it would not otherwise consider. That concession either stems from an agreement between the creditor and the debtor or is imposed by law or a court. The Corporation adheres to ASC 310-40, Troubled Debt Restructurings by Creditors, to determine whether a troubled debt restructuring applies in a particular instance. Prior to loans being modified and classified as a TDR, specific reserves are generally assessed, as most of these loans have been specifically allocated for as part of the Corporation's normal loan loss provisioning methodology. The Corporation has allocated reserves of $18 for the TDR loans at June 30, 2014.

The following table provides the number of loans modified in a TDR and the recorded investment and unpaid principal balance by loan segment as of June 30, 2014 and June 30, 2013.



	Three Months Ended As of June 30, 2014			Six Months Ended As of June 30, 2014
	(Dollars in thousands)
	Number of Contracts	Recorded Investment	Unpaid Principal	Number of Contracts	Recorded Investment	Unpaid Principal
Commercial real estate	1	$500	$500	19	$6,630	$8,940
Commercial	—	—	—	1	—	170
Residential real estate	—	—	—	13	948	1,052
Home equity loans	—	—	—	28	761	1,296
Indirect Loans	—	—	—	39	164	231
Consumer Loans	—	—	—	1	64	64
Total	1	$500	$500	101	$8,567	$11,753

Note: The differences between the recorded investment and unpaid principal balance amounts represents partial charge offs.



	Three Months Ended As of June 30, 2013			Six Months Ended As of June 30, 2013
	(Dollars in thousands)
	Number of Contracts	Recorded Investment	Unpaid Principal	Number of Contracts	Recorded Investment	Unpaid Principal
Commercial real estate	4	$104	$110	4	$104	$110
Residential real estate	1	109	109	2	132	143
Home equity loans	8	233	325	16	476	686
Indirect Loans	19	173	188	32	272	349
Total	32	$619	$732	54	$984	$1,288

Note 1: The differences between the recorded investment and unpaid principal balance amounts represents partial charge offs.

The pre-modification and post-modification outstanding recorded investments of loans modified as TDRs during the six months ended June 30, 2014 were not materially different. Loans modified during the six months ended June 30, 2014 did not involve the forgiveness of principal at the modification date.

There were no loans modified in a TDR that subsequently defaulted during the twelve months periods ended June 30, 2014 and 2013 respectively (i.e., 90 days or more past due following a modification).

A modification of a loan constitutes a TDR when a borrower is experiencing financial difficulty and the modification constitutes a concession. The Corporation offers various types of concessions when modifying a loan, however, forgiveness of principal is rarely granted. Commercial loans modified in a TDR often involve temporary interest-only payments, term extensions, and converting revolving credit lines to term loans. Additional collateral, a co-borrower, or a guarantor may be requested. Commercial mortgage and construction loans modified in a TDR often involve reducing the interest rate for the remaining term of the loan, extending the maturity date at an interest rate lower than the current market rate for new debt with similar risk, or substituting or adding a new borrower or guarantor. Construction loans modified in a TDR may also involve extending the interest-only payment period. Land loans are also included in the class of commercial real estate loans. Land loans are typically structured as interest-only monthly payments with a balloon payment due at maturity. Land loans modified in a TDR typically involve extending the balloon payment by one to three years and changing the monthly payments from interest-only to principal and interest, while leaving the interest rate unchanged.

Loans modified in a TDR are typically already on nonaccrual status and partial charge-offs have in some cases already been taken against the outstanding loan balance. As a result, loans modified in a TDR for the Corporation may have the financial effect of increasing the specific allowance associated with the loan. The allowance for impaired loans that have been modified in a TDR is measured based on the estimated fair value of the collateral, less any selling costs, if the loan is collateral dependent or on the present value of expected future cash flows discounted at the loan’s effective interest rate. Management exercises significant judgment in developing these estimates.

The OCC regulatory guidance requires loans to be accounted for as collateral-dependent loans when borrowers have filed Chapter 7 bankruptcy, the debt has been discharged and the borrower has not reaffirmed the debt, regardless of the delinquency status of the loan. The filing of bankruptcy by the borrower is evidence of financial difficulty and the discharge of the obligation by the bankruptcy court is deemed to be a concession granted to the borrower.

The Corporation had approximately $310 of additional commitments to lend additional funds to the related debtors whose terms have been modified in a TDR at June 30, 2014.

Nonaccrual Loans

Nonaccrual loan balances at June 30, 2014 and December 31, 2013 are as follows:



Loans On Nonaccrual Status	June 30, 2014		December 31, 2013
	(Dollars in thousands)
Commercial real estate	$	9,853	$	11,241
Commercial	1,412		289
Residential real estate	4,234		5,231
Home equity loans	3,838		4,464
Indirect	367		443
Consumer	203		318
Total Nonaccrual Loans	$	19,907	$	21,986

Credit Risk Grading

Sound credit systems, practices and procedures such as credit risk grading systems; effective credit review and examination processes; effective loan monitoring, problem identification, and resolution processes; and a conservative loss recognition process and charge-off policy are integral to management’s proper assessment of the adequacy of the allowance. Many factors are considered when grades are assigned to individual loans such as current and historic delinquency, financial statements of the borrower, current net realizable value of collateral and the general economic environment and specific economic trends affecting the portfolio. Commercial, commercial real estate and residential construction loans are assigned internal credit risk grades. The loan’s internal credit risk grade is reviewed on at least an annual basis and more frequently if needed based on specific borrower circumstances. Credit quality indicators used in management’s periodic analysis of the adequacy of the allowance include the Corporation’s internal credit risk grades which are described below and are included in the table below for June 30, 2014 and December 31, 2013:


•	Grades 1 -5: defined as “Pass” credits — loans which are protected by the borrower’s current net worth and paying capacity or by the value of the underlying collateral. Pass credits are current or have not displayed a significant past due history.


•	Grade 6: defined as “Special Mention” credits — loans where a potential weakness or risk exists, which could cause a more serious problem if not monitored. Loans listed for special mention generally demonstrate a history of repeated delinquencies, which may indicate a deterioration of the repayment abilities of the borrower.


•	Grade 7: defined as “Substandard” credits — loans that have a well-defined weakness based on objective evidence and are characterized by the distinct possibility that the Corporation will sustain some loss if the deficiencies are not corrected.


•	Grade 8: defined as “Doubtful” credits — loans classified as doubtful have all the weaknesses inherent in a substandard asset. In addition, these weaknesses make collection or liquidation in full highly questionable and improbable.


•	Grade 9: defined as “Loss” credits — loans classified as a loss are considered uncollectible, or of such value that continuance as an asset is not warranted.

For the residential real estate segment, the Corporation monitors credit quality using a combination of the delinquency status of the loan and/or the Corporation’s internal credit risk grades as indicated above.

The following tables present the recorded investment of commercial real estate, commercial and residential real estate loans by internal credit risk grade and the recorded investment of residential real estate, home equity, indirect and consumer loans based on delinquency status as of June 30, 2014 and December 31, 2013:



Commercial Credit Exposure	Commercial Real Estate		Commercial		Residential Real Estate*		Home Equity Loans		Indirect		Consumer		Total
Commercial Credit Exposure	June 30, 2014
	(Dollars in thousands)
Loans graded by internal credit risk grade:
Grade 1 — Minimal	$	—	$	71	$	—	$	—	$	—	$	—	$	71
Grade 2 — Modest	—		39		—		—		—		—		39
Grade 3 — Better than average	1,229		—		—		—		—		—		1,229
Grade 4 — Average	80,085		20,425		400		—		—		—		100,910
Grade 5 — Acceptable	300,734		62,030		5,443		—		—		—		368,207
Total Pass Credits	382,048		82,565		5,843		—		—		—		470,456
Grade 6 — Special mention	2,788		81		239		—		—		—		3,108
Grade 7 — Substandard	20,749		2,929		775		—		—		—		24,453
Grade 8 — Doubtful	—		—		—		—		—		—		—
Grade 9 — Loss	—		—		—		—		—		—		—
Total loans internally credit risk graded	405,585		85,575		6,857		—		—		—		498,017
Loans not monitored by internal risk grade:
Current loans not internally risk graded	—		—		57,775		121,121		212,322		12,622		403,840
30-59 days past due loans not internally risk graded	—		—		333		434		269		77		1,113
60-89 days past due loans not internally risk graded	—		—		508		130		89		80		807
90+ days past due loans not internally risk graded	—		—		1,896		1,563		22		107		3,588
Total loans not internally credit risk graded	—		—		60,512		123,248		212,702		12,886		409,348
Total loans internally and not internally credit risk graded	$	405,585	$	85,575	$	67,369	$	123,248	$	212,702	$	12,886	$	907,365


*	Residential loans with an internal commercial credit risk grade include loans that are secured by non owner occupied 1-4 family residential properties and conventional 1-4 family residential properties.



Commercial Credit Exposure	Commercial Real Estate		Commercial		Residential Real Estate*		Home Equity Loans		Indirect		Consumer		Total
Commercial Credit Exposure	December 31, 2013
	(Dollars in thousands)
Loans graded by internal credit risk grade:
Grade 1 — Minimal	$	—	$	52	$	—	$	—	$	—	$	—	$	52
Grade 2 — Modest	—		37		—		—		—		—		37
Grade 3 — Better than average	857		—		—		—		—		—		857
Grade 4 — Average	22,580		271		613		—		—		—		23,464
Grade 5 — Acceptable	352,781		84,979		5,589		—		—		—		443,349
Total Pass Credits	376,218		85,339		6,202		—		—		—		467,759
Grade 6 — Special mention	2,146		2,891		35		—		—		—		5,072
Grade 7 — Substandard	23,227		416		625		—		—		—		24,268
Grade 8 — Doubtful	—		—		—		—		—		—		—
Grade 9 — Loss	—		—		—		—		—		—		—
Total loans internally credit risk graded	401,591		88,646		6,862		—		—		—		497,099
Loans not monitored by internal risk grade:
Current loans not internally risk graded	—		—		56,390		120,359		205,938		15,757		398,444
30-59 days past due loans not internally risk graded	—		—		64		932		332		183		1,511
60-89 days past due loans not internally risk graded	—		—		960		707		30		25		1,722
90+ days past due loans not internally risk graded	—		—		2,231		1,078		23		191		3,523
Total loans not internally credit risk graded	—		—		59,645		123,076		206,323		16,156		405,200
Total loans internally and not internally credit risk graded	$	401,591	$	88,646	$	66,507	$	123,076	$	206,323	$	16,156	$	902,299

* Residential loans with an internal commercial credit risk grade include loans that are secured by non owner occupied 1-4 family residential properties and conventional 1-4 family residential properties.

The Corporation adheres to underwriting standards consistent with its Loan Policy for indirect and consumer loans. Final approval of a consumer credit depends on the repayment ability of the borrower. Repayment ability generally requires the determination of the borrower’s capacity to meet current and proposed debt service requirements. A borrower’s repayment ability is monitored based on delinquency, generally for time periods of 30 to 59 days past due, 60 to 89 days past due and 90 days or greater past due. This information is provided in the above past due loans table.