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Note 13 - Fair Value Measurements and Fair Value of Financial Instruments

9 Months Ended

Sep. 30, 2023

Notes to Financial Statements

Fair Value Disclosures [Text Block]

13. Fair Value Measurements and Fair Value of Financial Instruments

The Company uses fair value to measure certain assets and liabilities on a recurring basis, primarily securities available-for-sale and derivatives. For assets measured at the lower of cost or fair value, the fair value measurement criteria may or may not be met during a reporting period and such measurements are therefore considered “nonrecurring” for purposes of disclosing our fair value measurements. Fair value is used on a nonrecurring basis to adjust carrying values for individually evaluated loans and other real estate owned and also to record impairment on certain assets, such as goodwill, CDI, and other long-lived assets.

The Company used valuation methodologies to measure assets at fair value under ASC Topic 820 and ASC Topic 825, as amended by ASU 2016-01 and ASU 2018-03, to estimate the fair value of financial instruments not recorded at fair value. The fair value of the Company’s assets and liabilities is classified and disclosed in one of the following three categories:

●

Level 1 – Quoted prices in active markets for identical assets or liabilities.

●

Level 2 – Observable prices in active markets for similar assets or liabilities; prices for identical or similar assets or liabilities in markets that are not active; directly observable market inputs for substantially the full term of the asset and liability; market inputs that are not directly observable but are derived from or corroborated by observable market data.

●

Level 3 – Unobservable inputs based on the Company’s own judgment about the assumptions that a market participant would use.

The classification of assets and liabilities within the hierarchy is based on whether inputs to the valuation methodology used are observable or unobservable, and the significance of those inputs in the fair value measurement. The Company’s assets and liabilities are classified in their entirety based on the lowest level of input that is significant to their fair value measurements.

Financial assets and liabilities measured at fair value on a recurring basis:

The Company uses the following methodologies to measure the fair value of its financial assets and liabilities on a recurring basis:

Securities Available-for-Sale and Equity Securities - For certain actively traded agency preferred stocks, mutual funds, U.S. Treasury securities, and other equity securities, the Company measures the fair value based on quoted market prices in active exchange markets at the reporting date, a Level 1 measurement. The Company also measures securities by using quoted market prices for similar securities or dealer quotes, a Level 2 measurement. This category generally includes U.S. Government agency securities, U.S. Government sponsored entities, state and municipal securities, mortgage-backed securities (“MBS”), collateralized mortgage obligations and corporate bonds.

Warrants - The Company measures the fair value of warrants based on unobservable inputs based on assumptions and management judgment, a Level 3 measurement.

Interest Rate Swaps – The Company measures the fair value of interest rate swaps using third party models with observable market data, a Level 2 measurement.

Currency Option Contracts and Foreign Exchange Contracts - The Company measures the fair value of currency option contracts and foreign exchange contracts based on observable market rates on a recurring basis, a Level 2 measurement.

The following tables present financial assets and liabilities that are measured at fair value on a recurring basis as of September 30, 2023 and December 31, 2022:

		*September 30, 2023*
		*Fair Value Measurements Using*												*Total Fair Value*
		*Level 1*				*Level 2*				*Level 3*				*Measurements*
		(In thousands)
Assets
Securities available-for-sale
U.S. Treasury securities		$	392,842			$	—			$	—			$	392,842
U.S. government agency entities			—				51,001				—				51,001
U.S. government sponsored entities			—				33,620				—				33,620
Mortgage-backed securities			—				761,803				—				761,803
Collateralized mortgage obligations			—				27,698				—				27,698
Corporate debt securities			—				231,872				—				231,872
Foreign debt securities			—				9,962				—				9,962
Total securities available-for-sale			392,842				1,115,956				—				1,508,798

Equity securities
Mutual funds			5,337				—				—				5,337
Preferred stock of government sponsored entities			1,378				—				—				1,378
Other equity securities			24,741				—				—				24,741
Total equity securities			31,456				—				—				31,456

Warrants			—				—				42				42
Interest rate swaps			—				83,434				—				83,434
Foreign exchange contracts			—				858				—				858
Total assets		$	424,298			$	1,200,248			$	42			$	1,624,588

Liabilities
Interest rate swaps		$	—			$	56,058			$	—			$	56,058
Foreign exchange contracts			—				939				—				939
Total liabilities		$	—			$	56,997			$	—			$	56,997

		December 31, 2022
		Fair Value Measurements Using												Total Fair Value
		Level 1				Level 2				Level 3				Measurements
		(In thousands)
Assets
Securities available-for-sale
U.S. Treasury securities		$	240,500			$	—			$	—			$	240,500
U.S. government agency entities			—				63,610				—				63,610
U.S. government sponsored entities			—				30,000				—				30,000
Mortgage-backed securities			—				867,094				—				867,094
Collateralized mortgage obligations			—				31,061				—				31,061
Corporate debt securities			—				241,083				—				241,083
Total securities available-for-sale			240,500				1,232,848				—				1,473,348

Equity securities
Mutual funds			5,509				—				—				5,509
Preferred stock of government sponsored entities			1,289				—				—				1,289
Other equity securities			15,360				—				—				15,360
Total equity securities			22,158				—				—				22,158

Warrants			—				—				50				50
Interest rate swaps			—				44,443				—				44,443
Foreign exchange contracts			—				448				—				448
Total assets		$	262,658			$	1,277,739			$	50			$	1,540,447

Liabilities
Interest rate swaps		$	—			$	51,864			$	—			$	51,864
Foreign exchange contracts			—				942				—				942
Total liabilities		$	—			$	52,806			$	—			$	52,806

Financial assets and liabilities measured at estimated fair value on a non-recurring basis:

Certain assets or liabilities are required to be measured at estimated fair value on a nonrecurring basis subsequent to initial recognition. Generally, these adjustments are the result of lower-of-cost-or-fair value or other impairment write-downs of individual assets. In determining the estimated fair values during the period, the Company determined that substantially all the changes in estimated fair value were due to declines in market conditions versus instrument specific credit risk. For the periods ended September 30, 2023, and December 31, 2022, there were no material adjustments to fair value for the Company’s assets and liabilities measured at fair value on a nonrecurring basis in accordance with GAAP.

For financial assets measured at fair value on a nonrecurring basis that were still reflected in the Consolidated Balance Sheets as of September 30, 2023, the following tables set forth the level of valuation assumptions used to determine each adjustment, the carrying value of the related individual assets as of September 30, 2023, and December 31, 2022, and the total losses for the periods indicated:

		*As of September 30, 2023*																*Total Losses*
		*Fair Value Measurements Using*												*Total Fair Value*				*For the Three Months Ended*								*For the Nine Months Ended*
		*Level 1*				*Level 2*				*Level 3*				*Measurements*				*September 30, 2023*				*September 30, 2022*				*September 30, 2023*				*September 30, 2022*
		(In thousands)
Assets
Non accrual loans by type:
Commercial loans		$	—			$	—			$	—			$	—			$	—			$	1,786			$	—			$	1,786
Commercial mortgage loans			—				—				7,051				7,051				252				—				4,069				—
Real estate construction loans			—				—				5,034				5,034				—				—				—				—
Total non accrual loans			—				—				12,085				12,085				252				1,786				4,069				1,786
Other real estate owned ⁽¹⁾			—				—				15,328				15,328				—				—				—				—
Investments in venture capital			—				—				447				447				—				—				—				—
Total assets		$	—			$	—			$	27,860			$	27,860			$	252			$	1,786			$	4,069			$	1,786

(1) Other real estate owned balance of $14.4 million in the Consolidated Balance Sheets is net of estimated disposal costs.

		As of December 31, 2022																Total Losses
		Fair Value Measurements Using												Total Fair Value				For the Twelve Months Ended
		Level 1				Level 2				Level 3				Measurements				December 31, 2022				December 31, 2021
		(In thousands)
Assets
Non accrual loans by type:
Commercial loans		$	—			$	—			$	12,950			$	12,950			$	1,786			$	1,012
Commercial mortgage loans			—				—				32,205				32,205				2,091				—
Residential mortgage loans and equity lines			—				—				8,978				8,978				—				—
Installment and other loans			—				—				8				8				—				—
Total non accrual loans			—				—				54,141				54,141				3,877				1,012
Other real estate owned ⁽¹⁾			—				—				4,328				4,328				—				17
Investments in venture capital			—				—				689				689				268				143
Total assets		$	—			$	—			$	59,158			$	59,158			$	4,145			$	1,172

(1) Other real estate owned balance of $4.1 million in the Consolidated Balance Sheets is net of estimated disposal costs.

The significant unobservable (Level 3) inputs used in the fair value measurement of collateral for collateral-dependent individually evaluated loans are primarily based on the appraised value of collateral adjusted by estimated sales cost and commissions. The Company generally obtains new appraisal reports every twelve months as appropriate. As the Company’s primary objective in the event of default would be to monetize the collateral to settle the outstanding balance of the loan, less marketable collateral would receive a larger discount. In the current year, the Company used borrower specific collateral discounts with various discount levels.

The fair value of individually evaluated loans is calculated based on the net realizable fair value of the collateral or the observable market price of the most recent sale or quoted price from loans held for sale. The Company does not record loans at fair value on a recurring basis. Nonrecurring fair value adjustments to collateral dependent individually evaluated loans are recorded based on the current appraised value of the collateral, a Level 2 measurement, or management’s judgment and estimation of value using discounted future cash flows or old appraisals which are then adjusted based on recent market trends, a Level 3 measurement.

The significant unobservable inputs (Level 3) used in the fair value measurement of other real estate owned (“OREO”) are primarily based on the appraised value of OREO adjusted by estimated sales cost and commissions. The Company applies estimated sales cost and commissions ranging from 3% to 6% of the collateral value of individually evaluated loans, quoted price, or loan sale price of loans held for sale, and appraised value of OREO.

The significant unobservable inputs in the Black-Scholes option pricing model for the fair value of warrants are their expected life ranging from one to six years, risk-free interest rate from 4.25% to 5.11%, and stock volatility from 20.14% to 27.69% as of September 30, 2023 and December 31, 2022.

Fair value is estimated in accordance with ASC Topic 825. Fair value estimates are made at specific points in time, based on relevant market information and information about the financial instrument. These estimates do not reflect any premium or discount that could result from offering for sale at one time the Bank’s entire holdings of a particular financial instrument. Because no market exists for a significant portion of the Bank’s financial instruments, fair value estimates are based on judgments regarding future expected loss experience, current economic conditions, risk characteristics of various financial instruments, and other factors. These estimates are subjective in nature and involve uncertainties and matters of significant judgment and therefore cannot be determined with precision. Changes in assumptions could significantly affect the estimates.

The following table sets forth the carrying and notional amounts and estimated fair value of financial instruments as of September 30, 2023, and December 31, 2022 :

		*September 30, 2023*								*December 31, 2022*
		*Carrying*								*Carrying*
		*Amount*				*Fair Value*				*Amount*				*Fair Value*
		(In thousands)
Financial Assets
Cash and due from banks		$	145,580			$	145,580			$	195,440			$	195,440
Short-term investments			1,017,354				1,017,354				966,962				966,962
Securities available-for-sale			1,508,798				1,508,798				1,473,348				1,473,348
Loans, net			18,859,682				18,838,004				18,100,898				17,944,588
Equity securities			31,456				31,456				22,158				22,158
Investment in Federal Home Loan Bank stock			17,250				17,250				17,250				17,250
Warrants			42				42				50				50

		*Notional*								*Notional*
		*Amount*				*Fair Value*				*Amount*				*Fair Value*
Foreign exchange contracts		$	220,784			$	858			$	72,996			$	448
Interest rate swaps			1,502,403				83,434				817,615				44,443

		*Carrying*								*Carrying*
		*Amount*				*Fair Value*				*Amount*				*Fair Value*
Financial Liabilities
Deposits		$	19,635,588			$	19,746,224			$	18,505,279			$	18,572,387
Advances from Federal Home Loan Bank			15,000				14,186				485,000				482,737
Other borrowings			22,374				18,282				22,600				18,385
Long-term debt			119,136				68,536				119,136				68,231

		*Notional*								*Notional*
		*Amount*				*Fair Value*				*Amount*				*Fair Value*
Foreign exchange contracts		$	64,971			$	939			$	170,213			$	942
Interest rate swaps			642,054				56,058				595,426				51,864

		*Notional*								*Notional*
		*Amount*				*Fair Value*				*Amount*				*Fair Value*
Off-Balance Sheet Financial Instruments
Commitments to extend credit		$	3,989,855			$	(15,038	)		$	3,630,304			$	(14,797	)
Standby letters of credit			329,789				(2,308	)			315,821				(2,738	)
Other letters of credit			10,214				(10	)			29,416				(33	)
Bill of lading guarantees			—				—				—				—

The following tables set forth the level in the fair value hierarchy for the estimated fair values of financial instruments as of September 30, 2023, and December 31, 2022, excluding financial instruments recorded at fair value on a recurring basis already presented in other tables in this note:

		*As of September 30, 2023*
		*Estimated*
		*Fair Value*
		*Measurements*				*Level 1*				*Level 2*				*Level 3*
		(In thousands)
Financial Assets
Cash and due from banks		$	145,580			$	145,580			$	—			$	—
Short-term investments			1,017,354				1,017,354				—				—
Loans, net			18,838,004				—				—				18,838,004
Investment in Federal Home Loan Bank stock			17,250				—				17,250				—
Financial Liabilities
Deposits			19,746,224				—				—				19,746,224
Advances from Federal Home Loan Bank			14,186				—				14,186				—
Other borrowings			18,282				—				—				18,282
Long-term debt			68,536				—				68,536				—

		*As of December 31, 2022*
		*Estimated*
		*Fair Value*
		*Measurements*				*Level 1*				*Level 2*				*Level 3*
		(In thousands)
Financial Assets
Cash and due from banks		$	195,440			$	195,440			$	—			$	—
Short-term investments			966,962				966,962				—				—
Loans, net			17,944,588				—				—				17,944,588
Investment in Federal Home Loan Bank stock			17,250				—				17,250				—
Warrants			50				—				—				50
Financial Liabilities
Deposits			18,572,387				—				—				18,572,387
Advances from Federal Home Loan Bank			482,737				—				482,737				—
Other borrowings			18,385				—				—				18,385
Long-term debt			68,231				—				68,231				—

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

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