NOTE 5, Loans and Allowance for Loan Losses

The following is a summary of the balances in each class of the Company’s loan portfolio as of the dates indicated:

(dollars in thousands)	December 31, 2019		December 31, 2018
Mortgage loans on real estate:
Residential 1-4 family	$	118,561	$	110,009
Commercial - owner occupied		141,743		155,245
Commercial - non-owner occupied		135,798		131,287
Multifamily		25,865		28,954
Construction		40,716		32,383
Second mortgages		13,941		17,297
Equity lines of credit		52,286		57,649
Total mortgage loans on real estate		528,910		532,824
Commercial and industrial loans		75,383		63,398
Consumer automobile loans		97,294		120,796
Other consumer loans		39,713		48,342
Other ⁽¹⁾		6,565		8,649
Total loans, net of deferred fees		747,865		774,009
Less: Allowance for loan losses		9,660		10,111
Loans, net of allowance and deferred fees ⁽²⁾	$	738,205	$	763,898

(1) Overdrawn accounts are reclassified as loans and included in the Other catergory in the table above. Overdrawn deposit accounts, excluding internal use accounts, totaled $449 thousand and $628 thousand at December 31, 2019 and 2018, respectively.

(2) Net deferred loan costs totaled $557 thousand and $864 thousand at December 31, 2019 and 2018, respectively.

ACQUIRED LOANS

The outstanding principal balance and the carrying amount of total acquired loans included in the consolidated balance sheets are as follows:

(dollars in thousands)	December 31, 2019		December 31, 2018
Outstanding principal balance	$	16,850	$	31,940
Carrying amount		16,561		31,497

The outstanding principal balance and related carrying amount of acquired impaired loans, for which the Company applies FASB ASC 310-30 to account for interest earned are as follows:

(dollars in thousands)	December 31, 2019		December 31, 2018
Outstanding principal balance	$	227	$	246
Carrying amount		85		91

The following table presents changes in the accretable yield on acquired impaired loans, for which the Company applies FASB ASC 310-30:

(dollars in thousands)	December 31, 2019			December 31, 2018
Balance at January 1	$	12		$	-
Additions from acquisition of Citizens		-			110
Accretion		(27	)		(98	)
Reclassification from nonaccretable difference		125			-
Other changes, net		(38	)		-
Balance at end of period	$	72		$	12

CREDIT QUALITY INFORMATION

The Company uses internally-assigned risk grades to estimate the capability of borrowers to repay the contractual obligations of their loan agreements as scheduled or at all. The Company’s internal risk grade system is based on experiences with similarly graded loans. Credit risk grades are updated at least quarterly as additional information becomes available, at which time management analyzes the resulting scores to track loan performance.

The Company’s internally assigned risk grades are as follows:

·	Pass: Loans are of acceptable risk.

·	Other Assets Especially Mentioned (OAEM): Loans have potential weaknesses that deserve management’s close attention.

·	Substandard: Loans reflect significant deficiencies due to several adverse trends of a financial, economic or managerial nature.

·	Doubtful: Loans have all the weaknesses inherent in a substandard loan with added characteristics that make collection or liquidation in full based on currently existing facts, conditions and values highly questionable or improbable.

·	Loss: Loans have been identified for charge-off because they are considered uncollectible and of such little value that their continuance as bankable assets is not warranted.

The following tables present credit quality exposures by internally assigned risk ratings as of the dates indicated:

Credit Quality Information As of December 31, 2019
(dollars in thousands)	Pass		OAEM		Substandard		Doubtful		Total
Mortgage loans on real estate:
Residential 1-4 family	$	116,380	$	-	$	2,181	$	-	$	118,561
Commercial - owner occupied		134,570		1,618		5,555		-		141,743
Commercial - non-owner occupied		132,851		1,622		1,325		-		135,798
Multifamily		25,865		-		-		-		25,865
Construction		40,716		-		-		-		40,716
Second mortgages		13,837		-		104		-		13,941
Equity lines of credit		52,286		-		-		-		52,286
Total mortgage loans on real estate	$	516,505	$	3,240	$	9,165	$	-	$	528,910
Commercial and industrial loans		74,963		66		354		-		75,383
Consumer automobile loans		96,907		-		387		-		97,294
Other consumer loans		39,713		-		-		-		39,713
Other		6,565		-		-		-		6,565
Total	$	734,653	$	3,306	$	9,906	$	-	$	747,865

Credit Quality Information As of December 31, 2018
(dollars in thousands)	Pass		OAEM		Substandard		Doubtful		Total
Mortgage loans on real estate:
Residential 1-4 family	$	108,274	$	-	$	1,735	$	-	$	110,009
Commercial - owner occupied		140,664		4,067		10,514		-		155,245
Commercial - non-owner occupied		121,523		3,937		5,827		-		131,287
Multifamily		28,954		-		-		-		28,954
Construction		31,896		71		416		-		32,383
Second mortgages		17,007		-		290		-		17,297
Equity lines of credit		56,893		-		756		-		57,649
Total mortgage loans on real estate	$	505,211	$	8,075	$	19,538	$	-	$	532,824
Commercial and industrial loans		60,967		1,987		444		-		63,398
Consumer automobile loans		120,365		-		431		-		120,796
Other consumer loans		48,298		-		44		-		48,342
Other		8,649		-		-		-		8,649
Total	$	743,490	$	10,062	$	20,457	$	-	$	774,009

As of December 31, 2019 and 2018 the Company did not have any loans internally classified as Loss or Doubtful.

AGE ANALYSIS OF PAST DUE LOANS BY CLASS

All classes of loans are considered past due if the required principal and interest payments have not been received as of the date such payments were due. Interest and fees continue to accrue on past due loans until the date the loan is placed in nonaccrual status, if applicable. The following table includes an aging analysis of the recorded investment in past due loans as of the dates indicated. Also included in the table below are loans that are 90 days or more past due as to interest and principal and still accruing interest, because they are well-secured and in the process of collection.

Age Analysis of Past Due Loans as of December 31, 2019
(dollars in thousands)	30 - 59 Days Past Due		60 - 89 Days Past Due		90 or More Days Past Due and still Accruing		PCI		Nonaccrual ⁽¹⁾		Total Current Loans		Total Loans
Mortgage loans on real estate:
Residential 1-4 family	$	891	$	-	$	-	$	-	$	1,459	$	116,211	$	118,561
Commercial - owner occupied		-		319		-		85		2,795		138,544		141,743
Commercial - non-owner occupied		-		-		-		-		1,422		134,376		135,798
Multifamily		-		-		-		-		-		25,865		25,865
Construction		100		-		-		-		-		40,616		40,716
Second mortgages		49		-		-		-		104		13,788		13,941
Equity lines of credit		25		-		-		-		-		52,261		52,286
Total mortgage loans on real estate	$	1,065	$	319	$	-	$	85	$	5,780	$	521,661	$	528,910
Commercial and industrial loans		211		-		-		-		257		74,915		75,383
Consumer automobile loans		1,115		299		203		-		-		95,677		97,294
Other consumer loans		1,032		891		888		-		-		36,902		39,713
Other		81		9		-		-		-		6,475		6,565
Total	$	3,504	$	1,518	$	1,091	$	85	$	6,037	$	735,630	$	747,865

(1) For purposes of this table, Total Current Loans includes loans that are 1 - 29 days past due.

In the table above, the past due totals include student and small business loans with principal and interest amounts that are 97 - 100% guaranteed by the federal government. The past due principal portion of these guaranteed loans totaled $1.8 million at December 31, 2019.

Age Analysis of Past Due Loans as of December 31, 2018
(dollars in thousands)	30 - 59 Days Past Due		60 - 89 Days Past Due		90 or More Days Past Due and still Accruing		PCI		Nonaccrual⁽¹⁾		Total Current Loans		Total Loans
Mortgage loans on real estate:
Residential 1-4 family	$	1,165	$	553	$	180	$	-	$	1,386	$	106,725	$	110,009
Commercial - owner occupied		1,059		83		-		91		5,283		148,729		155,245
Commercial - non-owner occupied		-		-		-		-		4,371		126,916		131,287
Multifamily		-		-		-		-		-		28,954		28,954
Construction		-		-		205		-		417		31,761		32,383
Second mortgages		17		-		135		-		155		16,990		17,297
Equity lines of credit		60		-		-		-		231		57,358		57,649
Total mortgage loans on real estate	$	2,301	$	636	$	520	$	91	$	11,843	$	517,433	$	532,824
Commercial and industrial loans		1,595		-		-		-		298		61,505		63,398
Consumer automobile loans		1,645		291		114		-		-		118,746		120,796
Other consumer loans		1,333		621		1,851		-		-		44,537		48,342
Other		133		8		12		-		-		8,496		8,649
Total	$	7,007	$	1,556	$	2,497	$	91	$	12,141	$	750,717	$	774,009

(1) For purposes of this table, Total Current Loans includes loans that are 1 - 29 days past due.

NONACCRUAL LOANS

The Company generally places commercial loans (including construction loans and commercial loans secured and not secured by real estate) in nonaccrual status when the full and timely collection of interest or principal becomes uncertain, part of the principal balance has been charged off and no restructuring has occurred or the loan reaches 90 days past due, unless the credit is well-secured and in the process of collection.

Under regulatory rules, consumer loans, which are loans to individuals for household, family and other personal expenditures, and consumer loans secured by real estate (including residential 1 - 4 family mortgages, second mortgages, and equity lines of credit) are not required to be placed in nonaccrual status. Although consumer loans and consumer loans secured by real estate are not required to be placed in nonaccrual status, the Company may elect to place these loans in nonaccrual status, if necessary to avoid a material overstatement of interest income. Generally, consumer loans secured by real estate are placed in nonaccrual status only when payments are 120 days past due.

Generally, consumer loans not secured by real estate are placed in nonaccrual status only when part of the principal has been charged off. If a charge-off has not occurred sooner for other reasons, a consumer loan not secured by real estate will generally be placed in nonaccrual status when payments are 120 days past due. These loans are charged off or written down to the net realizable value of the collateral when deemed uncollectible, when classified as a "loss," when repayment is unreasonably protracted, when bankruptcy has been initiated, or when the loan is 120 days or more past due unless the credit is well-secured and in the process of collection.

When management places a loan in nonaccrual status, the accrued unpaid interest receivable is reversed against interest income and the loan is accounted for by the cash basis or cost recovery method, until it qualifies for return to accrual status or is charged off. Generally, loans are returned to accrual status when all the principal and interest amounts contractually due are brought current and future payments are reasonably assured, or when the borrower has resumed paying the full amount of the scheduled contractual interest and principal payments for at least six months.

The following table presents loans in nonaccrual status by class of loan as of the dates indicated:

Nonaccrual Loans by Class

(dollars in thousands)	December 31, 2019		December 31, 2018
Mortgage loans on real estate:
Residential 1-4 family	$	1,459	$	1,386
Commercial - owner occupied		2,795		5,283
Commercial - non-owner occupied		1,422		4,371
Construction		-		417
Second mortgages		104		155
Equity lines of credit		-		231
Total mortgage loans on real estate	$	5,780	$	11,843
Commercial and industrial loans		257		298
Total	$	6,037	$	12,141

The following table presents the interest income that the Company would have earned under the original terms of its nonaccrual loans and the actual interest recorded by the Company on nonaccrual loans for the periods presented:

	Years Ended December 31,
(dollars in thousand)	2019		2018
Interest income that would have been recorded under original loan terms	$	283	$	533
Actual interest income recorded for the period		115		336
Reduction in interest income on nonaccrual loans	$	168	$	197

TROUBLED DEBT RESTRUCTURINGS

The Company’s loan portfolio includes certain loans classified as TDRs, where economic concessions have been granted to borrowers who are experiencing financial difficulties. These concessions typically result from the Company’s loss mitigation activities and could include reduction in the interest rate below current market rates for borrowers with similar risk profiles, payment extensions, forgiveness of principal, forbearance or other actions intended to maximize collection. The Company defines a TDR as nonperforming if the TDR is in nonaccrual status or is 90 days or more past due and still accruing interest at the report date. When the Company modifies a loan, management evaluates any possible impairment as discussed further below under Impaired Loans.

The following tables present TDRs during the periods indicated, by class of loan:

(dollars in thousand)	Number of Modifications		Recorded Investment Prior to Modification		Recorded Investment After Modification		Current Investment on December 31, 2019
Mortgage loans on real estate:
Residential 1-4 family		2	$	512	$	512	$	506
Commercial and industrial		1		75		75		75
Total		3	$	587	$	587	$	581

(dollars in thousand)	Number of Modifications		Recorded Investment Prior to Modification		Recorded Investment After Modification		Current Investment on December 31, 2018
Mortgage loans on real estate:
Residential 1-4 family		1	$	296	$	187	$	188
Equity lines of credit		1		248		231		231
Total mortgage loans on real estate		2		544		418		419
Commercial and industrial		1		146		138		139
Total		3	$	690	$	556	$	558

In 2019, the loans restructured were granted terms that the Company would not otherwise extend to borrowers with similar risk characteristics. Of the loans restructured in 2018, one was given a below-market rate for debt with similar risk characteristics and two were granted terms that the Company would not otherwise extend to borrowers with similar risk characteristics.

At December 31, 2019 and 2018, the Company had no outstanding commitments to disburse additional funds on any TDR. At December 31, 2019, the Company had $272 thousand in loans secured by residential 1 - 4 family real estate that were in the process of foreclosure. There were no loans secured by residential 1 - 4 family real estate that were in the process of foreclosure at December 31, 2018.

In the years ended December 31, 2019 and 2018 there were no defaulting TDRs where the default occurred within twelve months of restructuring. The Company considers a TDR in default when any of the following occurs: the loan, as restructured, becomes 90 days or more past due; the loan is moved to nonaccrual status following the restructure; the loan is restructured again under terms that would qualify it as a TDR if it were not already so classified; or any portion of the loan is charged off.

All TDRs are factored into the determination of the allowance for loan losses and included in the impaired loan analysis, as discussed below.

IMPAIRED LOANS

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. Impaired loans include nonperforming loans and loans modified in a TDR. When management identifies a loan as impaired, the impairment is measured based on the present value of expected future cash flows, discounted at the loan’s effective interest rate, except when the sole or remaining source of repayment for the loan is the operation or liquidation of the collateral. In these cases, management uses the current fair value of the collateral, less selling costs, when foreclosure is probable, instead of the discounted cash flows. If management determines that the value of the impaired loan is less than the recorded investment in the loan (net of previous charge-offs, deferred loan fees or costs and unamortized premium or discount), impairment is recognized through an allowance estimate or a charge-off to the allowance.

When the ultimate collectability of the total principal of an impaired loan is in doubt and the loan is in nonaccrual status, all payments are applied to principal under the cost recovery method. For financial statement purposes, the recorded investment in the loan is the actual principal balance reduced by payments that would otherwise have been applied to interest. When reporting information on these loans to the applicable customers, the unpaid principal balance is reported as if payments were applied to principal and interest under the original terms of the loan agreements. Therefore, the unpaid principal balance reported to the customer would be higher than the recorded investment in the loan for financial statement purposes. When the ultimate collectability of the total principal of the impaired loan is not in doubt and the loan is in nonaccrual status, contractual interest is credited to interest income when received under the cash basis method.

The following table includes the recorded investment and unpaid principal balances (a portion of which may have been charged off) for impaired loans, exclusive of purchased credit-impaired loans, with the associated allowance amount, if applicable, as of the dates presented. Also presented are the average recorded investments in the impaired loans and the related amount of interest recognized for the periods presented. The average balances are calculated based on daily average balances.

Impaired Loans by Class
	As of December 31, 2019								For the Year Ended December 31, 2019
(Dollars in thousands)	Unpaid Principal Balance		Without Valuation Allowance		With Valuation Allowance		Associated Allowance		Average Recorded Investment		Interest Income Recognized
Mortgage loans on real estate:
Residential 1-4 family	$	1,542	$	1,519	$	89	$	39	$	1,416	$	11
Commercial		9,333		4,538		1,611		317		6,822		123
Construction		89		-		88		14		88		4
Second mortgages		247		-		245		111		246		6
Total mortgage loans on real estate		11,211		6,057		2,033		481		8,572		144
Commercial and industrial loans		362		354		-		-		273		4
Other consumer loans		22		-		-		-		21		1
Total	$	11,595	$	6,411	$	2,033	$	481	$	8,866	$	149

Impaired Loans by Class
	As of December 31, 2018								For the Year Ended December 31, 2018
(Dollars in thousands)	Unpaid Principal Balance		Without Valuation Allowance		With Valuation Allowance		Associated Allowance		Average Recorded Investment		Interest Income Recognized
Mortgage loans on real estate:
Residential 1-4 family	$	2,057	$	1,686	$	239	$	51	$	2,073	$	66
Commercial		15,254		12,721		-		-		14,232		455
Construction		509		417		92		18		665		7
Second mortgages		496		347		148		33		508		15
Equity lines of credit		232		-		232		3		301		1
Total mortgage loans on real estate		18,548		15,171		711		105		17,779		544
Commercial and industrial loans		384		78		220		11		446		5
Other consumer loans		38		-		-		-		43		-
Total	$	18,970	$	15,249	$	931	$	116	$	18,268	$	549

ALLOWANCE FOR LOAN LOSSES

Loans are either individually evaluated for impairment or pooled with like loans and collectively evaluated for impairment. Also, various qualitative factors are applied to each segment of the loan portfolio. The allowance for loan losses is the accumulation of these components. Management’s estimate is based on certain observable, historical data and other factors that management believes are most reflective of the underlying credit losses being estimated.

Management provides an allocated component of the allowance for loans that are individually evaluated for impairment. An allocated allowance is established when the discounted value of expected future cash flows from the impaired loan (or the collateral value or observable market price of the impaired loan) is lower than the carrying value of that loan. This allocation represents the sum of management’s estimated losses on each loan.

Loans collectively evaluated for impairment are pooled, with a historical loss rate, based on migration analysis, applied to each pool, segmented by risk grade or days past due, depending on the type of loan. Based on credit risk assessments and management’s analysis of qualitative factors, additional loss factors are applied to loan balances. These additional qualitative factors include: economic conditions, trends in growth, loan concentrations, changes in certain loans, changes in underwriting, changes in management and changes in the legal and regulatory environment.

ALLOWANCE FOR LOAN LOSSES BY SEGMENT

The following table presents, by portfolio segment, the changes in the allowance for loan losses and the recorded investment in loans for the periods presented. Allocation of a portion of the allowance to one category of loans does not preclude its availability to absorb losses in other categories.

ALLOWANCE FOR LOAN LOSSES AND RECORDED INVESTMENT IN LOANS For the Year ended December 31, 2019
(Dollars in thousands)	Commercial and Industrial			Real Estate Construction		Real Estate - Mortgage ⁽¹⁾			Consumer ⁽²⁾			Other			Total
Allowance for loan losses:
Balance, beginning	$	2,340		$	156	$	5,956		$	1,354		$	305		$	10,111
Charge-offs		-			-		(197	)		(776	)		(425	)		(1,398	)
Recoveries		10			-		200			351			68			629
Provision for loan losses		(1,106	)		102		209			765			348			318
Ending Balance	$	1,244		$	258	$	6,168		$	1,694		$	296		$	9,660

Individually evaluated for impairment	$	-		$	14	$	467		$	-		$	-		$	481
Collectively evaluated for impairment		1,244			244		5,701			1,694			296			9,179
Purchased credit-impaired loans		-			-		-			-			-			-

Ending Balance	$	1,244		$	258	$	6,168		$	1,694		$	296		$	9,660

Loans Balances:
Individually evaluated for impairment		354			88		8,002			-			-			8,444
Collectively evaluated for impairment		74,944			40,628		480,192			137,007			6,565			739,336
Purchased credit-impaired loans		85			-		-			-			-			85
Ending Balance	$	75,383		$	40,716	$	488,194		$	137,007		$	6,565		$	747,865

For the Year ended December 31, 2018
(Dollars in thousands)	Commercial and Industrial			Real Estate Construction			Real Estate - Mortgage ⁽¹⁾			Consumer ⁽²⁾			Other			Total
Allowance for loan losses:
Balance, beginning	$	1,889		$	541		$	5,217		$	1,644		$	157		$	9,448
Charge-offs		(81	)		-			(1,625	)		(769	)		(367	)		(2,842	)
Recoveries		140			-			158			262			84			644
Provision for loan losses		392			(385	)		2,206			217			431			2,861
Ending Balance	$	2,340		$	156		$	5,956		$	1,354		$	305		$	10,111

Individually evaluated for impairment	$	11		$	18		$	87		$	-		$	-		$	116
Collectively evaluated for impairment		2,329			138			5,869			1,354			305			9,995
Purchased credit-impaired loans		-			-			-			-			-			-

Ending Balance	$	2,340		$	156		$	5,956		$	1,354		$	305		$	10,111

Loans Balances:
Individually evaluated for impairment		298			509			15,373			-			-			16,180
Collectively evaluated for impairment		63,009			31,874			485,068			169,138			8,649			757,738
Purchased credit-impaired loans		91			-			-			-			-			91
Ending Balance	$	63,398		$	32,383		$	500,441		$	169,138		$	8,649		$	774,009

(1)	The real estate – mortgage segment included residential 1-4 family, commercial real estate, second mortgages and equity lines of credit.

(2)	The consumer segment includes consumer automobile loans.