XML 39 R19.htm IDEA: XBRL DOCUMENT v3.8.0.1
Borrowings
12 Months Ended
Dec. 31, 2017
Debt Disclosure [Abstract]  
Borrowings
Borrowings

The following table summarizes the Company's short term and long term borrowings, and subordinated debentures as presented on the consolidated statements of condition for the periods indicated:
 
December 31,
2017
 
Contractual Maturity
 
December 31,
2016
 
Outstanding Balance
 
Weighted
Average
Rate
 
2018
 
2019
 
2020
 
2021
 
2022
 
Thereafter
 
Outstanding Balance
 
Weighted
Average
Rate
Short-Term Borrowings:
  

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  

 
 
FHLBB borrowings
$
250,000

 
 
 
$
250,000

 
$

 
$

 
$

 
$

 
$

 
$
210,000

 
 
Customer repurchase agreements
244,646

 
 
 
244,646

 

 

 

 

 

 
225,605

 
 
FHLBB and correspondent bank overnight borrowings
47,150

 
 
 
47,150

 

 

 

 

 

 
89,450

 
 
Wholesale repurchase agreements

 
 
 

 

 

 

 

 

 
5,007

 
 
Capital lease obligation
71

 
 
 
71

 

 

 

 

 

 
67

 
 
Total short-term borrowings
$
541,867

 
1.10
%
 
$
541,867

 
$

 
$

 
$

 
$

 
$

 
$
530,129

 
0.74
%
Long-Term Borrowings:
  

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  

 
 
FHLBB borrowings
$
10,000

 
1.87
%
 
$

 
$

 
$
10,000

 
$

 
$

 
$

 
$
10,000

 
1.87
%
Capital lease obligation
720

 
4.18
%
 

 
76

 
81

 
90

 
98

 
375

 
791

 
4.31
%
Total long-term borrowings
$
10,720

 
2.03
%
 
$

 
$
76

 
$
10,081

 
$
90

 
$
98

 
$
375

 
$
10,791

 
2.05
%
Subordinated Debentures:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Subordinated debentures(1)
$
14,580

 
5.50
%
 
$

 
$

 
$

 
$

 
$

 
$
14,580

 
$
14,526

 
5.50
%
CCTA
36,083

 
5.48
%
 

 

 

 

 

 
36,083

 
36,083

 
5.50
%
UBCT
8,248

 
6.75
%
 

 

 

 

 

 
8,248

 
8,146

 
6.85
%
Total subordinated debentures
$
58,911

 
5.66
%
 
$

 
$

 
$

 
$

 
$

 
$
58,911

 
$
58,755

 
5.69
%
(1)
Presented net of debt issuance costs of $420,000 and $474,000 at December 31, 2017 and 2016, respectively.

Short-Term Borrowings

Short-term borrowings consist of customer repurchase agreements, FHLBB advances due in less than 90 days, FHLBB and correspondent bank overnight borrowings, and other short-term borrowings due within one year. The Bank had an available line of credit with the FHLBB of $9.9 million at December 31, 2017 and 2016. This line of credit serves as overdraft protection should the Company overdraw its account with the FHLBB. The interest rate for this line of credit is set daily by the FHLBB. The Company had no outstanding balance on the line of credit with the FHLBB at December 31, 2017 or 2016.

Long-Term Borrowings

Long-term borrowings represent securities sold under repurchase agreements with major brokerage firms and notes payable with maturity dates over one year. Both wholesale and retail repurchase agreements are secured by mortgage-backed securities and securities of government sponsored enterprises.

At December 31, 2017, the Company has the following lines of credit available to it, for which it had no outstanding balances:
The Company has an unsecured $10.0 million line of credit with PNC Bank that has a maturity date of December 20, 2018 for which the interest rate is LIBOR-based and is set daily by PNC Bank.
The Company, through the Bank, has an unsecured $50.0 million line of credit with PNC Bank for which the interest rate is set daily by PNC Bank.
The Company, through the Bank, has a secured line of credit of $99.8 million through the FRB's Discount Window for which the interest rate is set by the FRB daily. At December 31, 2017, the Bank pledged commercial loans with a carrying value of $144.4 million and investment securities of $31,000.

FHLBB Borrowings

At December 31, 2017, the terms of the Company's outstanding FHLBB borrowings were as follows:
Balance Sheet Classification
 
Outstanding Balance
 
Maturity Date
 
Interest Rate Range
 
Next Call Date
 
Call Amount
Short-Term Borrowings
 
$
200,000

 
January 2018
 
1.45% - 1.63%
 
N/A
 
$

Short-Term Borrowings
 
$
50,000

 
February 2018
 
1.54%
 
N/A
 
$

Long-Term Borrowings
 
$
10,000

 
April 2020
 
1.87%
 
N/A
 
$


FHLBB borrowings are collateralized by a blanket lien on qualified collateral consisting primarily of loans with first mortgages secured by one- to four-family properties, certain commercial real estate loans, certain pledged investment securities and other qualified assets. The carrying value of residential real estate and commercial loans pledged as collateral was $1.1 billion at December 31, 2017 and 2016. The carrying value of securities pledged as collateral at the FHLBB was $215,000 and $400,000 at December 31, 2017 and 2016, respectively.

Subordinated Debentures

The Company issued $15.0 million of subordinated debt on October 8, 2015, which qualifies as Tier II regulatory capital. The interest rate on the subordinated debt is 5.50% per annum, fixed for the ten-year term and payable semi-annually on April 15 and October 15 each year. The Company can redeem the subordinated debt at par starting on October 15, 2020 plus accrued and unpaid interest, or earlier if (i) they no longer qualify as Tier II capital for regulatory capital purposes; (ii) a change in law that prevents the Company from deducting interest payable for U.S. federal income tax purposes, or (iii) the Company is required to register as an investment company pursuant to the Investment Company Act of 1940. The subordinated debt is schedule to mature on October 15, 2025.

The Company incurred issuance costs of $536,000 associated with this debt issuance. The Company capitalized these costs and they have been presented within subordinated debentures on the consolidated statements of condition. The Company will amortize the issuance costs over the ten-year term of the subordinated debt. The amortization costs incurred for the year ended December 31, 2017 and 2016 associated with the debt issuance was $54,000, and was recognized as an increase to interest expense within the consolidated statements of income.

In April 2006, the Company formed CCTA, which issued and sold trust preferred securities to the public. The Company received $36.1 million from the issuance of the trust preferred securities in return for junior subordinated debentures issued by the Company to CCTA. The Company owns all of the $1.1 million of outstanding common securities of CCTA. The interest rate of the trust preferred securities was fixed at 6.71% through June 2011 and now floats at the 3 month LIBOR plus 140 basis points. The proceeds from the offering were used to repurchase Company common stock under the tender offer completed in May 2006. The trust preferred securities, which pay interest quarterly at the same rate as the junior subordinated debentures held by CCTA, are mandatorily redeemable on June 30, 2036, or may be redeemed by CCTA at par any time on or after June 30, 2011.

In connection with the acquisition of Union Bankshares Company in 2008, the Company assumed $8.0 million of trust preferred securities, held through a Delaware trust affiliate, UBCT. In 2006, Union Bankshares Company issued an aggregate principal amount of $8.2 million of 30-year junior subordinated deferrable interest debt securities to UBCT. The Company owns all of the $248,000 of outstanding common securities of UBCT. The debt securities obligate the Company to pay interest on their principal sum quarterly in arrears on January 7, April 7, July 7, and October 7 of each year. The interest rate of the trust preferred securities until April 7, 2011 was a blended rate equal to the sum of (1) the product of 50% times the average three-month LIBOR plus 1.42%, plus (2) the product of 50% times 6.4725%. The rate is now the average three-month LIBOR plus 1.42%. The debt securities mature on April 7, 2036, but may be redeemed by the Company, in whole or in part, beginning on April 7, 2011, on any interest payment date. The debt securities may also be redeemed by the Company in whole or in part, within 90 days of the occurrence of certain special redemption events as defined in the Indenture.

CCTA and UBCT are Delaware statutory trusts created for the sole purpose of issuing trust preferred securities and investing the proceeds in junior subordinated debentures of the Company. The junior subordinated debentures are the sole assets of the trusts. The Company is the owner of all of the common securities of CCTA and UBCT and fully and unconditionally guarantees each trust’s securities obligations. In accordance with GAAP, CCTA and UBCT are treated as unconsolidated subsidiaries. The common stock investment in the statutory trusts is included in other assets on the consolidated statements of condition. At December 31, 2017, $43.0 million of the trust preferred securities were included in the Company’s total Tier I capital and amounted to 12.0% of Tier I capital of the Company.

The Company has a notional amount of $43.0 million in interest rate swap agreements on its junior subordinated debentures. Further discussion on the terms and accounting for the interest rate swap agreements is included within Note 18 of the consolidated financial statements.

Interest expense on the subordinated debentures, including the effective portion of the associated interest rate swaps on these debt instruments reclassified from OCI into earnings, totaled $3.4 million, $3.4 million and $2.7 million for the year ended December 31, 2017, 2016 and 2015, respectively. Refer to Note 18 of the consolidated financial statements for information pertaining to the reclassification of OCI into earnings on the interest rate swaps.