GLACIER BANCORP, INC. (GBCI)
SIC breadcrumb: Finance, Insurance, And Real Estate > Depository Institutions > SIC 6022 State Commercial Banks
SEC company page: https://www.sec.gov/edgar/browse/?CIK=868671. Latest filing source: 0000868671-26-000023.
Informational only - descriptive public-record data, not investment advice.
Business
Read GBCI's verbatim Item 1 Business section from its latest 10-K: Business.
Risk Factors
Read GBCI's verbatim Item 1A Risk Factors from its latest 10-K: Risk Factors.
Selected Fundamentals
| Metric | Value | Unit | FY | Filed |
|---|---|---|---|---|
| Revenue | 1,295,797,000 | USD | 2025 | 2026-02-25 |
| Net income | 239,028,000 | USD | 2025 | 2026-02-25 |
| Assets | 31,978,063,000 | USD | 2025 | 2026-02-25 |
Financials
Annual standardized facts from SEC companyfacts as of latest extracted filing date 2026-02-25. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0000868671.json. Derived margins, ratios, and free cash flow are computed from the extracted annual SEC facts.
| Metric | 2010 | 2011 | 2012 | 2013 | 2014 | 2015 | 2016 | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Revenue | 344,153,000 | 375,022,000 | 468,996,000 | 546,177,000 | 627,064,000 | 681,074,000 | 829,640,000 | 1,017,655,000 | 1,139,850,000 | 1,295,797,000 | ||||||
| Net income | 121,131,000 | 116,377,000 | 181,878,000 | 210,544,000 | 266,400,000 | 284,757,000 | 303,202,000 | 222,927,000 | 190,144,000 | 239,028,000 | ||||||
| Diluted EPS | 1.59 | 1.50 | 2.17 | 2.38 | 2.81 | 2.86 | 2.74 | 2.01 | 1.68 | 1.99 | ||||||
| Operating cash flow | 193,087,000 | 254,741,000 | 280,711,000 | 226,649,000 | 189,545,000 | 572,049,000 | 470,660,000 | 500,715,000 | 258,037,000 | 374,399,000 | ||||||
| Capital expenditures | 22,652,000 | 17,492,000 | 10,730,000 | 8,977,000 | 14,389,000 | 18,224,000 | 33,763,000 | 49,534,000 | 48,277,000 | 26,848,000 | ||||||
| Dividends paid | 84,040,000 | 111,720,000 | 85,493,000 | 124,468,000 | 131,263,000 | 145,557,000 | 157,540,000 | 146,690,000 | 150,034,000 | 162,736,000 | ||||||
| Assets | 9,450,600,000 | 9,706,349,000 | 12,115,484,000 | 13,683,999,000 | 18,504,206,000 | 25,940,645,000 | 26,635,375,000 | 27,742,629,000 | 27,902,987,000 | 31,978,063,000 | ||||||
| Liabilities | 8,333,731,000 | 8,507,292,000 | 10,599,630,000 | 11,723,266,000 | 16,197,165,000 | 22,763,023,000 | 23,792,070,000 | 24,722,348,000 | 24,679,133,000 | 27,764,242,000 | ||||||
| Stockholders' equity | 1,116,869,000 | 1,199,057,000 | 1,515,854,000 | 1,960,733,000 | 2,307,041,000 | 3,177,622,000 | 2,843,305,000 | 3,020,281,000 | 3,223,854,000 | 4,213,821,000 | ||||||
| Free cash flow | 436,897,000 | 451,181,000 | 209,760,000 | 347,551,000 |
Ratios
| Metric | 2010 | 2011 | 2012 | 2013 | 2014 | 2015 | 2016 | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Net margin | 35.20% | 31.03% | 38.78% | 38.55% | 42.48% | 41.81% | 36.55% | 21.91% | 16.68% | 18.45% | ||||||
| Return on equity | 10.85% | 9.71% | 12.00% | 10.74% | 11.55% | 8.96% | 10.66% | 7.38% | 5.90% | 5.67% | ||||||
| Return on assets | 1.28% | 1.20% | 1.50% | 1.54% | 1.44% | 1.10% | 1.14% | 0.80% | 0.68% | 0.75% | ||||||
| Liabilities / equity | 7.46 | 7.09 | 6.99 | 5.98 | 7.02 | 7.16 | 8.37 | 8.19 | 7.66 | 6.59 |
Industry Peer Context
Net margin peer context
ROE peer context
ROA peer context
Financial Bridges
Free cash flow = operating cash flow - capital expenditures
Figure provenance: SEC companyfacts FY 2025. Operating cash flow: accession 0000868671-26-000023; concept NetCashProvidedByUsedInOperatingActivities; source concepts us-gaap:NetCashProvidedByUsedInOperatingActivities | Capital expenditures: accession 0000868671-26-000023; concept PaymentsToAcquirePropertyPlantAndEquipment; source concepts us-gaap:PaymentsToAcquirePropertyPlantAndEquipment | Free cash flow: accession 0000868671-26-000023; concept NetCashProvidedByUsedInOperatingActivities - PaymentsToAcquirePropertyPlantAndEquipment; source concepts us-gaap:NetCashProvidedByUsedInOperatingActivities; us-gaap:PaymentsToAcquirePropertyPlantAndEquipment
Financial Charts
Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000868671-26-000023; filed 2026-02-25. Concept: InterestAndDividendIncomeOperating. Source concepts: us-gaap:InterestAndDividendIncomeOperating.
Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000868671-26-000023; filed 2026-02-25. Concept: NetIncomeLoss. Source concepts: us-gaap:NetIncomeLoss.
Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000868671-26-000023; filed 2026-02-25. Concept: EarningsPerShareDiluted. Source concepts: us-gaap:EarningsPerShareDiluted.
Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000868671-26-000023; filed 2026-02-25. Concept: NetCashProvidedByUsedInOperatingActivities. Source concepts: us-gaap:NetCashProvidedByUsedInOperatingActivities.
Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000868671-26-000023; filed 2026-02-25. Concept: PaymentsToAcquirePropertyPlantAndEquipment. Source concepts: us-gaap:PaymentsToAcquirePropertyPlantAndEquipment.
Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000868671-26-000023; filed 2026-02-25. Concept: PaymentsOfDividendsCommonStock. Source concepts: us-gaap:PaymentsOfDividendsCommonStock.
Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000868671-26-000023; filed 2026-02-25. Concept: Assets. Source concepts: us-gaap:Assets.
Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000868671-26-000023; filed 2026-02-25. Concept: Liabilities. Source concepts: us-gaap:Liabilities.
Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000868671-26-000023; filed 2026-02-25. Concept: StockholdersEquity. Source concepts: us-gaap:StockholdersEquity.
Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000868671-26-000023; filed 2026-02-25. Concept: NetCashProvidedByUsedInOperatingActivities - PaymentsToAcquirePropertyPlantAndEquipment. Source concepts: us-gaap:NetCashProvidedByUsedInOperatingActivities; us-gaap:PaymentsToAcquirePropertyPlantAndEquipment.
Quarterly
Quarterly standardized facts from SEC companyfacts as of latest extracted filing date 2026-05-01. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0000868671.json.
| Quarter | End Date | Revenue | Net Income | Diluted EPS | Method |
|---|---|---|---|---|---|
| 2022-Q2 | 2022-06-30 | 0.69 | reported discrete quarter | ||
| 2022-Q3 | 2022-09-30 | 0.72 | reported discrete quarter | ||
| 2023-Q1 | 2023-03-31 | 0.55 | reported discrete quarter | ||
| 2023-Q2 | 2023-06-30 | 247,365,000 | 54,955,000 | 0.50 | reported discrete quarter |
| 2023-Q3 | 2023-09-30 | 264,906,000 | 52,445,000 | 0.47 | reported discrete quarter |
| 2023-Q4 | 2023-12-31 | 273,496,000 | 54,316,000 | derived Q4 = FY annual - nine-month YTD | |
| 2024-Q1 | 2024-03-31 | 279,402,000 | 32,627,000 | 0.29 | reported discrete quarter |
| 2024-Q2 | 2024-06-30 | 273,834,000 | 44,708,000 | 0.39 | reported discrete quarter |
| 2024-Q3 | 2024-09-30 | 289,578,000 | 51,055,000 | 0.45 | reported discrete quarter |
| 2024-Q4 | 2024-12-31 | 297,036,000 | 61,754,000 | derived Q4 = FY annual - nine-month YTD | |
| 2025-Q1 | 2025-03-31 | 289,925,000 | 54,568,000 | 0.48 | reported discrete quarter |
| 2025-Q2 | 2025-06-30 | 308,115,000 | 52,781,000 | 0.45 | reported discrete quarter |
| 2025-Q3 | 2025-09-30 | 325,003,000 | 67,900,000 | 0.57 | reported discrete quarter |
| 2025-Q4 | 2025-12-31 | 372,754,000 | 63,779,000 | derived Q4 = FY annual - nine-month YTD | |
| 2026-Q1 | 2026-03-31 | 362,337,000 | 82,144,000 | 0.63 | reported discrete quarter |
Quarterly Charts
Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-03-31; accession 0000868671-26-000053; filed 2026-05-01. Concept: InterestAndDividendIncomeOperating. Source concepts: us-gaap:InterestAndDividendIncomeOperating.
Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-03-31; accession 0000868671-26-000053; filed 2026-05-01. Concept: NetIncomeLoss. Source concepts: us-gaap:NetIncomeLoss.
Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-03-31; accession 0000868671-26-000053; filed 2026-05-01. Concept: EarningsPerShareDiluted. Source concepts: us-gaap:EarningsPerShareDiluted.
Macro Cross-References
- CPIAUCSL - Consumer Price Index for All Urban Consumers: All Items in U.S. City Average
- UNRATE - Unemployment Rate
- FEDFUNDS - Federal Funds Effective Rate
- CES0500000003 - Average Hourly Earnings of All Employees, Total Private
- DFEDTARU - Federal Funds Target Range - Upper Limit
- DFEDTARL - Federal Funds Target Range - Lower Limit
- DGS3MO - Market Yield on U.S. Treasury Securities at 3-Month Constant Maturity
- DGS2 - Market Yield on U.S. Treasury Securities at 2-Year Constant Maturity
- DGS10 - Market Yield on U.S. Treasury Securities at 10-Year Constant Maturity
- DGS30 - Market Yield on U.S. Treasury Securities at 30-Year Constant Maturity
- T10Y2Y - 10-Year Treasury Constant Maturity Minus 2-Year Treasury Constant Maturity
- CPILFESL - Consumer Price Index for All Urban Consumers: All Items Less Food and Energy
- CPIUFDSL - Consumer Price Index for All Urban Consumers: Food
- CPIENGSL - Consumer Price Index for All Urban Consumers: Energy
- CUSR0000SAH1 - Consumer Price Index for All Urban Consumers: Shelter
- PCEPI - Personal Consumption Expenditures: Chain-type Price Index
- PCEPILFE - Personal Consumption Expenditures Excluding Food and Energy: Chain-type Price Index
- PPIACO - Producer Price Index by Commodity: All Commodities
- T10YIE - 10-Year Breakeven Inflation Rate
- U6RATE - Total Unemployed, Plus All Marginally Attached Workers Plus Total Employed Part Time for Economic Reasons
- PAYEMS - All Employees, Total Nonfarm
- CIVPART - Labor Force Participation Rate
- EMRATIO - Employment-Population Ratio
- UNEMPLOY - Unemployed
- CE16OV - Employment Level
- ICSA - Initial Claims
- JTSJOL - Job Openings: Total Nonfarm
- JTSQUR - Quits: Total Nonfarm
- GDPC1 - Real Gross Domestic Product
- A191RL1Q225SBEA - Real Gross Domestic Product: Percent Change from Preceding Period
- INDPRO - Industrial Production: Total Index
- TCU - Capacity Utilization: Total Index
- HOUST - New Privately-Owned Housing Units Started: Total Units
- PERMIT - New Privately-Owned Housing Units Authorized in Permit-Issuing Places: Total Units
- RSAFS - Advance Retail Sales: Retail Trade
- PCE - Personal Consumption Expenditures
- DSPIC96 - Real Disposable Personal Income
- PSAVERT - Personal Saving Rate
- M2SL - M2
- BOPGSTB - U.S. International Trade in Goods and Services: Balance
- MSPUS - Median Sales Price of Houses Sold for the United States
- HSN1F - New One Family Houses Sold: United States
- RHORUSQ156N - Homeownership Rate in the United States
- TTLCONS - Total Construction Spending: Total Construction in the United States
- RRVRUSQ156N - Rental Vacancy Rate in the United States
- TOTALSL - Total Consumer Credit Owned and Securitized
- REVOLSL - Revolving Consumer Credit Owned and Securitized
- DRCCLACBS - Delinquency Rate on Credit Card Loans, All Commercial Banks
- GDP - Gross Domestic Product
- GPDI - Gross Private Domestic Investment
- GCE - Government Consumption Expenditures and Gross Investment
- PCEC - Personal Consumption Expenditures
- NETEXP - Net Exports of Goods and Services
- GFDEBTN - Federal Debt: Total Public Debt
- GFDEGDQ188S - Federal Debt: Total Public Debt as Percent of Gross Domestic Product
- FYFSD - Federal Surplus or Deficit
- FGRECPT - Federal Government Current Receipts
- FGEXPND - Federal Government: Current Expenditures
- MANEMP - All Employees, Manufacturing
- USCONS - All Employees, Construction
- USTRADE - All Employees, Retail Trade
- USFIRE - All Employees, Financial Activities
- USGOVT - All Employees, Government
- AWHAETP - Average Weekly Hours of All Employees, Total Private
- DGORDER - Manufacturers' New Orders: Durable Goods
- NEWORDER - Manufacturers' New Orders: Nondefense Capital Goods Excluding Aircraft
- BUSINV - Total Business Inventories
- EXPGS - Exports of Goods and Services
- IMPGS - Imports of Goods and Services
- IR - Import Price Index (End Use): All Commodities
- PPIFIS - Producer Price Index by Commodity: Final Demand
Latest quarter (10-Q)
Latest 10-Q source: 0000868671-26-000053.
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
The following management’s discussion and analysis is intended to provide a more comprehensive review of the Company’s operating results and financial condition than can be obtained from reading the Consolidated Financial Statements alone. The discussion should be read in conjunction with the Consolidated Financial Statements and the notes thereto included in “Part I. Item 1. Financial Statements.”
FORWARD-LOOKING STATEMENTS
This Form 10-Q may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, but are not limited to, statements about the Company’s plans, objectives, expectations and intentions that are not historical facts, and other statements identified by words such as “expects,” “anticipates,” “will” “intends,” “plans,” “believes,” “should,” “projects,” “seeks,” “estimates” or other comparable words or phrases of a future or forward-looking nature. These forward-looking statements are based on current beliefs and expectations of management and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond the Company’s control. In addition, these forward-looking statements are based on assumptions that are subject to change. The following factors, among others, including additional factors identified in the sections titled “Risk Factors,” “Business” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” as applicable, in this report and in the Company’s 2025 Annual Report on Form 10-K, could cause actual results to differ materially from the anticipated results (express or implied) or other expectations in the forward-looking statements:
•risks associated with lending and potential adverse changes in the credit quality of the Company’s loan portfolio;
•changes in monetary and fiscal policies, including interest rate policies of the Federal Reserve Board, which could adversely affect the Company’s net interest income and margin, the fair value of its financial instruments, profitability, and stockholders’ equity;
•legislative or regulatory changes, including the possibility of increases in FDIC insurance rates and assessments, changes in the review and regulation of bank mergers, or increases or changes in banking and consumer protection regulations, that may adversely affect the Company’s business and strategies;
•risks related to overall economic conditions, including the impact on the economy of an uncertain interest rate environment, inflationary pressures, recently passed legislation and the potential for significant additional changes in economic and trade policies in the current administration;
•risks to the Company’s business and the business of the Company’s customers arising from current or future tariffs or other trade restrictions, labor or supply chain issues, change in labor force, or geopolitical instability, including the wars in Iran and Ukraine, further conflicts in the Middle East, and potential for future conflicts or disruptions in other parts of the world;
•risks associated with the Company’s ability to negotiate, complete, and successfully integrate acquisitions;
•costs or difficulties related to the completion and integration of future or recently completed acquisitions;
•impairment of the goodwill recorded by the Company in connection with acquisitions, which may have an adverse impact on earnings and capital;
•reduction in demand for banking products and services, whether as a result of changes in customer behavior, economic conditions, banking environment, or competition;
•deterioration of the reputation of banks and the financial services industry, which could adversely affect the Company's ability to obtain and maintain customers;
•changes in the competitive landscape, including as may result from new market entrants, additional competition from internet-based financial institutions operating nationally, or further consolidation in the financial services industry, resulting in increased competition, including the creation of larger competitors with greater financial resources;
•risks presented by public stock market volatility, which could adversely affect the market price of the Company’s common stock and the ability to raise additional capital or grow through acquisitions;
•Risks related to rapidly evolving artificial intelligence technologies;
•risks associated with dependence on the Chief Executive Officer, the senior management team and the Presidents of Glacier Bank’s divisions;
•material failure, potential interruption or breach in security of the Company’s systems or changes in technology which could expose the Company to cybersecurity risks, fraud, system failures, or direct liabilities;
•risks related to natural disasters, including droughts, fires, floods, earthquakes, pandemics, and other unexpected events;
•success in managing risks involved in any of the foregoing; and
•effects of any reputational damage to the Company resulting from any of the foregoing.
47
Forward looking statements speak only as of the date of this Form 10-Q. The Company does not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
Non-GAAP Financial Measures
Certain financial measures and ratios the Company presents are supplemental measures that are not required by, or are not presented in accordance with, U.S. generally accepted accounting principles (“GAAP”). The Company refers to these financial measures and ratios as “non-GAAP financial measures.” A reconciliation of non-GAAP financial measures to the comparable GAAP financial measures is provided within this Form 10Q. The Company considers the use of select non-GAAP financial measures and ratios to be useful for financial and operational decision making and in evaluating period-to-period comparisons. The Company believes that these non-GAAP financial measures provide meaningful supplemental information regarding the Company’s performance by excluding certain income or intangible items that the Company believes are not indicative of its primary business operating results.
These non-GAAP financial measures should not be considered a substitute for financial information presented in accordance with GAAP and investors should not rely on non-GAAP financial measures alone as measures of our performance. The non-GAAP financial measures presented may differ from non-GAAP financial measures used by the Company’s peers or other companies. The Company compensates for these differences by providing the equivalent GAAP measures whenever the Company presents the non-GAAP financial measures and by including a reconciliation of the impact of the components adjusted for in the non-GAAP financial measure so that both measures and the individual components may be considered when analyzing our performance.
MANAGEMENT’S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Financial Highlights
| At or for the Three Months ended | ||||||||
|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands, except per share and market data) | Mar 31, 2026 | Dec 31, 2025 | Mar 31, 2025 | |||||
| Operating results | ||||||||
| Net income | $ | 82,144 | 63,779 | 54,568 | ||||
| Basic earnings per share | $ | 0.63 | 0.49 | 0.48 | ||||
| Diluted earnings per share | $ | 0.63 | 0.49 | 0.48 | ||||
| Operating diluted earnings per share 1 | $ | 0.70 | 0.69 | 0.47 | ||||
| Dividends declared per share | $ | 0.33 | 0.33 | 0.33 | ||||
| Market value per share | ||||||||
| Closing | $ | 44.67 | 44.05 | 44.22 | ||||
| High | $ | 53.99 | 49.56 | 52.81 | ||||
| Low | $ | 41.87 | 39.90 | 43.18 | ||||
| Selected ratios and other data | ||||||||
| Number of common stock shares outstanding | 130,124,378 | 129,971,712 | 113,517,944 | |||||
| Average outstanding shares - basic | 130,052,858 | 129,950,587 | 113,451,199 | |||||
| Average outstanding shares - diluted | 130,242,765 | 130,145,104 | 113,546,365 | |||||
| Return on average assets (annualized) | 1.05 | % | 0.78 | % | 0.80 | % | ||
| Return on average equity (annualized) | 7.82 | % | 6.05 | % | 6.77 | % | ||
| Efficiency ratio | 63.05 | % | 61.04 | % | 65.49 | % | ||
| Loan to deposit ratio | 85.18 | % | 85.26 | % | 83.64 | % | ||
| Number of full time equivalent employees | 4,139 | 4,087 | 3,457 | |||||
| Number of locations | 282 | 281 | 227 | |||||
| Number of ATMs | 337 | 337 | 286 |
48
______________________________
1 Represents a non-GAAP financial measure. Supplemental “Non-GAAP Financial Measures and Reconciliations” tables are provided to reconcile the most directly comparable financial measure calculated and presented in accordance with GAAP.
The Company reported net income of $82.1 million for the current quarter, an increase of $18.4 million, or 29 percent, from the prior quarter net income of $63.8 million and an increase of $27.6 million, or 51 percent, from the prior year first quarter net income of $54.6 million. Diluted earnings per share for the current quarter was $0.63 per share, an increase of $0.14 per share, or 29 percent, from the prior quarter diluted earnings per share of $0.49 and an increase of $0.15 per share, or 31 percent, from the prior year first quarter diluted earnings per share of $0.48. Diluted operating earnings per share for the current quarter was $0.70 per share, an increase of $0.01 per share, or 1 percent, from the prior quarter diluted operating earnings per share of $0.69 and an increase of $0.23 per share, or 49 percent, from the prior year first quarter diluted operating earnings per share of $0.47. The current quarter included $8.9 million in acquisition-related expenses and $2.8 million of compensation from acquisition-related employment agreements.
Market Conditions
The current macroeconomic and geopolitical environment is subject to a number of uncertainties, including geopolitical conflicts, tariffs (or the threat thereof) or other changes in trade policies, capital markets volatility, and inflation. These and other factors may contribute to slower or negative economic growth and a challenging business environment for banking customers. The Company continues to monitor the changing macroeconomic and geopolitical environment and any potential future negative impact on our financial condition or results of operations. For more information about these risks, see “Part II, Item 1A, Risk Factors” below.”
Financial Condition Analysis
Assets
The following table summarizes the Company’s assets as of the dates indicated:
[[GREPCENT_TABLE]]
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[Excerpt truncated for page length; source filing is linked above.]
Latest 10-K MD&A
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
The following discussion is intended to provide a more comprehensive review of the Company’s operating results and financial condition from management’s perspective than can be obtained from reading the Consolidated Financial Statements alone. The information includes management’s assessment of material information relevant to the Company’s financial condition and results of operations, material events and uncertainties that are reasonably likely to cause reported information not to be indicative of future operating results or financial condition, and material financial and statistical information that the Company believes will enhance the investors’ understanding of the Company and its financial results. The discussion should be read in conjunction with the Consolidated Financial Statements and the notes thereto included in “Item 8. Financial Statements and Supplementary Data.”
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
This Annual Report on Form 10-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, but are not limited to, statements about the Company’s plans, objectives, expectations and intentions that are not historical facts, and other statements identified by words such as “expects,” “anticipates,” “will,” “intends,” “plans,” “believes,” “should,” “projects,” “seeks,” “estimates” or the negative version of those words or other comparable words or phrases of a future or forward-looking nature. These forward-looking statements are based on current beliefs and expectations of management and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond the Company’s control. In addition, these forward-looking statements are subject to assumptions with respect to future business strategies and decisions that are subject to change. The following factors, among others, could cause actual results to differ materially from the anticipated results (express or implied) or other expectations in the forward-looking statements, including those factors set forth under “Risk Factors” and in other sections in this Annual Report on Form 10-K, or the documents incorporated by reference:
•risks associated with lending and potential adverse changes in the credit quality of the Company’s loan portfolio;
•changes in monetary and fiscal policies, including interest rate policies of the Federal Reserve Board, which could adversely affect the Company’s net interest income and margin, the fair value of its financial instruments, profitability, and stockholders’ equity;
•legislative or regulatory changes, including the possibility of increases in FDIC insurance rates and assessments, changes in the review and regulation of bank mergers, or increases or changes in banking and consumer protection regulations, that may adversely affect the Company’s business and strategies;
•risks related to overall economic conditions, including the impact on the economy of a current or future government shutdown, an uncertain interest rate environment, inflationary pressures, future or recently passed legislation and the potential for significant additional changes in economic and trade policies in the current administration;
•risks to the Company’s business and the business of the Company’s customers arising from current or future tariffs or other trade restrictions, labor or supply chain issues, changes in labor force, or geopolitical instability, including the war in Ukraine, conflicts in the Middle East, and the potential for future conflicts or disruptions in other parts of the world;
•risks associated with the Company’s ability to negotiate, complete, and successfully integrate acquisitions;
•costs or difficulties related to the completion and integration of future or recently completed acquisitions;
•impairment of the goodwill recorded by the Company in connection with acquisitions, which may have an adverse impact on earnings and capital;
•reduction in demand for banking products and services, whether as a result of changes in customer behavior, economic conditions, banking environment, or competition;
•deterioration of the reputation of banks and the financial services industry, which could adversely affect the Company's ability to obtain and maintain customers;
•changes in the competitive landscape, including as may result from new market entrants, additional competition from internet-based financial institutions operating nationally, or further consolidation in the financial services industry, resulting in increased competition, including the creation of larger competitors with greater financial resources;
•risks presented by public stock market volatility, which could adversely affect the market price of the Company’s common stock and the ability to raise additional capital or grow through acquisitions;
•risks associated with dependence on the Chief Executive Officer, the senior management team and the Presidents of Glacier Bank’s divisions;
•material failure, potential interruption or breach in security of the Company’s systems or changes in technology which could expose the Company to cybersecurity risks, fraud, system failures, or direct liabilities;
•risks related to natural disasters, including droughts, fires, floods, earthquakes, pandemics, and other unexpected events;
•success in managing risks involved in any of the foregoing; and effects of any reputational damage to the Company resulting from any of the foregoing.
Additional factors that could cause actual results to differ materially from those expressed in the forward-looking statements are discussed in “Item 1A. Risk Factors.” Please take into account that forward-looking statements speak only as of the date of this Annual Report on Form 10-K (or documents incorporated by reference, if applicable). Given the described uncertainties and risks, the Company cannot guarantee its future performance or results of operations and you should not place undue reliance on these forward-looking statements. The Company does not undertake any obligation to publicly correct, revise, or update any forward-looking
23
statement if it later becomes aware that actual results are likely to differ materially from those expressed in such forward-looking statement, except as may be required under federal securities laws.
FIVE YEAR SELECTED FINANCIAL DATA
Selected Financial Data
The selected financial data of the Company is derived from the Company’s historical audited financial statements and related notes. The information set forth below should be read in conjunction with “Item 8. Financial Statements and Supplementary Data” contained elsewhere in this Annual Report on Form 10-K.
| December 31, | Compounded Annual Growth Rate | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands, except per share data) | 2025 | 2024 | 2023 | 2022 | 2021 | 1-Year | 5-Year | ||||||||||||||||||
| Selected Statements of Financial Condition Information | |||||||||||||||||||||||||
| Total assets | $ | 31,978,063 | $ | 27,902,987 | $ | 27,742,629 | $ | 26,635,375 | $ | 25,940,645 | 14.6 | % | 4.3 | % | |||||||||||
| Debt securities | 7,117,728 | 7,540,052 | 8,288,130 | 9,022,359 | 10,370,013 | (5.6) | % | (7.3) | % | ||||||||||||||||
| Loans receivable, net | 20,672,477 | 17,055,808 | 16,005,325 | 15,064,529 | 13,259,366 | 21.2 | % | 9.3 | % | ||||||||||||||||
| Allowance for credit losses | (255,319) | (206,041) | (192,757) | (182,283) | (172,665) | 23.9 | % | 8.1 | % | ||||||||||||||||
| Goodwill and intangibles | 1,483,552 | 1,102,500 | 1,017,263 | 1,026,994 | 1,037,652 | 34.6 | % | 7.4 | % | ||||||||||||||||
| Deposits | 24,591,096 | 20,546,994 | 19,929,167 | 20,606,555 | 21,337,249 | 19.7 | % | 2.9 | % | ||||||||||||||||
| Securities sold under agreements to repurchase | 2,084,113 | 1,777,475 | 1,486,850 | 945,916 | 1,020,794 | 17.3 | % | 15.3 | % | ||||||||||||||||
| Federal Home Loan Bank advances | 440,000 | 1,800,000 | — | 1,800,000 | — | (75.6) | % | n/m | |||||||||||||||||
| FRB Bank Term Funding | — | — | 2,740,000 | — | — | n/m | n/m | ||||||||||||||||||
| Stockholders’ equity | 4,213,821 | 3,223,854 | 3,020,281 | 2,843,305 | 3,177,622 | 30.7 | % | 5.8 | % | ||||||||||||||||
| Equity per share | 32.42 | 28.43 | 27.24 | 25.67 | 28.71 | 14.0 | % | 2.5 | % | ||||||||||||||||
| Equity as a percentage of total assets | 13.2 | % | 11.6 | % | 10.9 | % | 10.7 | % | 12.3 | % | 14.1 | % | 1.5 | % |
________________________
n/m - not measurable
| Years ended December 31, | Compounded Annual Growth Rate | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands, except per share data) | 2025 | 2024 | 2023 | 2022 | 2021 | 1-Year | 5-Year | ||||||||||||||||||
| Summary Statements of Operations | |||||||||||||||||||||||||
| Interest income | $ | 1,295,797 | $ | 1,139,850 | $ | 1,017,655 | $ | 829,640 | $ | 681,074 | 13.7 | % | 13.7 | % | |||||||||||
| Interest expense | 406,757 | 435,218 | 325,973 | 41,261 | 18,558 | (6.5) | % | 85.4 | % | ||||||||||||||||
| Net interest income | 889,040 | 704,632 | 691,682 | 788,379 | 662,516 | 26.2 | % | 6.1 | % | ||||||||||||||||
| Provision for credit losses | 71,400 | 28,306 | 14,795 | 19,963 | 23,076 | 152.2 | % | 25.3 | % | ||||||||||||||||
| Non-interest income | 141,385 | 128,446 | 118,079 | 120,732 | 144,820 | 10.1 | % | (0.5) | % | ||||||||||||||||
| Non-interest expense | 668,777 | 578,468 | 527,358 | 518,868 | 434,822 | 15.6 | % | 9.0 | % | ||||||||||||||||
| Income before income taxes | 290,248 | 226,304 | 267,608 | 370,280 | 349,438 | 28.3 | % | (3.6) | % | ||||||||||||||||
| Federal and state income tax expense | 51,220 | 36,160 | 44,681 | 67,078 | 64,681 | 41.6 | % | (4.6) | % | ||||||||||||||||
| Net income | $ | 239,028 | $ | 190,144 | $ | 222,927 | $ | 303,202 | $ | 284,757 | 25.7 | % | (3.4) | % | |||||||||||
| Basic earnings per share | $ | 2.00 | $ | 1.68 | $ | 2.01 | $ | 2.74 | $ | 2.87 | 19.0 | % | (7.0) | % | |||||||||||
| Diluted earnings per share | $ | 1.99 | $ | 1.68 | $ | 2.01 | $ | 2.74 | $ | 2.86 | 18.5 | % | (7.0) | % | |||||||||||
| Dividends declared per share | $ | 1.32 | $ | 1.32 | $ | 1.32 | $ | 1.32 | $ | 1.37 | — | % | (0.7) | % |
24
| At or for the Years ended December 31, | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | 2025 | 2024 | 2023 | 2022 | 2021 | |||||||||
| Selected Ratios and Other Data | ||||||||||||||
| Return on average assets | 0.81 | % | 0.68 | % | 0.81 | % | 1.15 | % | 1.33 | % | ||||
| Return on average equity | 6.59 | % | 6.02 | % | 7.64 | % | 10.43 | % | 11.08 | % | ||||
| Dividend payout ratio | 66.00 | % | 78.57 | % | 65.67 | % | 48.18 | % | 47.74 | % | ||||
| Average equity to average asset ratio | 12.31 | % | 11.33 | % | 10.65 | % | 11.01 | % | 11.99 | % | ||||
| Total capital (to risk-weighted assets) | 14.76 | % | 14.49 | % | 14.61 | % | 14.02 | % | 14.21 | % | ||||
| Tier 1 capital (to risk-weighted assets) | 12.71 | % | 12.69 | % | 12.85 | % | 12.34 | % | 12.49 | % | ||||
| Common Equity Tier 1 (to risk-weighted assets) | 12.71 | % | 12.69 | % | 12.85 | % | 12.34 | % | 12.49 | % | ||||
| Tier 1 capital (to average assets) | 9.36 | % | 8.93 | % | 8.71 | % | 8.79 | % | 8.64 | % | ||||
| Net interest margin on average earning assets (tax-equivalent) | 3.32 | % | 2.77 | % | 2.73 | % | 3.27 | % | 3.42 | % | ||||
| Efficiency ratio 1 | 62.50 | % | 66.71 | % | 62.85 | % | 54.64 | % | 51.35 | % | ||||
| Allowance for credit losses as a percent of loans | 1.22 | % | 1.19 | % | 1.19 | % | 1.20 | % | 1.29 | % | ||||
| Allowance for credit losses as a percent of nonperforming loans | 373 | % | 774 | % | 799 | % | 557 | % | 255 | % | ||||
| Non-performing assets as a percentage of subsidiary assets | 0.22 | % | 0.10 | % | 0.09 | % | 0.12 | % | 0.26 | % | ||||
| Non-performing assets | $68,895 | 27,786 | 25,631 | 32,742 | 67,691 | |||||||||
| Loans originated | $6,528,926 | 5,151,138 | 4,449,350 | 8,039,623 | 8,551,419 | |||||||||
| Number of full time equivalent employees | 4,087 | 3,441 | 3,294 | 3,390 | 3,436 | |||||||||
| Number of locations | 281 | 227 | 221 | 221 | 224 |
______________________________
1 Non-interest expense before OREO expenses, core deposit intangibles amortization, goodwill impairment charges, and non-recurring expense items as a percentage of tax-equivalent net interest income and non-interest income, excluding gains or losses on sale of investments, OREO income, and non-recurring income items.
25
YEAR ENDED DECEMBER 31, 2025 COMPARED TO DECEMBER 31, 2024
Highlights and Overview
The Company experienced a strong performance year with an overall increase in net income of 26 percent over the prior year. The year also included two strategic acquisitions with a total of $4.7 billion in assets. The acquisitions expanded the Company’s footprint in existing and new market areas, including its first entrance into the state of Texas. The Company’s total assets exceeded $30 billion at year end which was a milestone for the Company.
Net income for the current year was $239 million, an increase of $48.9 million, or 26 percent, over the prior year net income of $190 million. The increase was primarily driven by the increase in net interest income which more than offset the increase in non-interest expense. Diluted earnings per share for the year was $1.99, an increase of 18 percent, from the 2024 diluted earnings per share of $1.68. Net interest income of $889 million for 2025 increased $184 million, or 26 percent, over 2024 and was primarily driven by increased interest income. Non-interest expense of $669 million for 2025 increased $90.3 million, or 16 percent, during the current year and was primarily driven by increased operating expenses from the current year acquisitions and a $6.7 million increase in acquisition-related expenses. The Company’s increase in credit loss expense of $43.1 million during the current year was primarily driven by a $43.9 million provision for credit losses associated with the current year acquisitions.
The Company's net interest margin for 2025 was 3.32 percent, a 55 basis points increase from the net interest margin of 2.77 percent from 2024, which was primarily driven by the increased loan yields and decreased funding costs combined with a shift in earning asset mix to higher yielding loans and a shift in funding liabilities to lower cost deposits. The earning asset yield of 4.81 percent for the current year increased 37 basis points over the prior year and the total cost of funding yield of 1.60 percent for the current year decreased 19 basis points over the prior year.
The Company ended the year at $31.978 billion in assets, which was a $4.075 billion, or 15 percent, increase over the prior year end and was primarily driven by the increase in the loan portfolio. Loan growth was $3.666 billion, or 21 percent, during 2025 which was driven by both acquisitions and internal loan growth. Total deposits of $24.591 billion increased $4.044 billion, or 20 percent, from the prior year end and was driven by both acquisitions and internal deposit growth. Stockholders’ equity increased $990 million, or $3.99 per share, which was the combined result of earnings retention, $759 million of Company common stock issued for acquisitions and the decrease in the unrealized loss on AFS debt securities in 2025. The Company declared quarterly dividends totaling $1.32 per share during 2025 and 2024.
The Company’s credit risk quality remains at historically low levels, ending the current year with $68.9 million in non-performing assets, or 0.22 percent of subsidiary assets, compared to $27.8 million, or 0.10 percent of subsidiary assets, at prior year end. Net charge-offs for 2025 remained low at 0.06 percent of loans compared to 0.08 percent of loans during the prior year. The Company also continues to maintain an adequate allowance for credit losses at 1.22 percent of loans at year end 2025 compared to 1.19 at prior year end.
During 2025, the Company acquired Guaranty Bancshares, Inc., the parent company of Guaranty Bank & Trust, N.A., a leading community bank headquartered in Mount Pleasant, Texas with total assets of $3.357 billion. In 2025, the Company also acquired Bank of Idaho Holding Co., the bank holding company for Bank of Idaho with total assets of $1.364 billion. For additional information on the acquisitions, see Note 23 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
Looking forward, the Company believes its future performance will depend on many factors including economic conditions in the markets the Company serves, interest rate changes, the level of competition for deposits and loans, loan quality and the ability to increase loans, the impact and successful integration of acquisitions, and managing regulatory requirements and expenses.
26
Financial Highlights
| At or for the Years ended | |||||
|---|---|---|---|---|---|
| (Dollars in thousands, except per share and market data) | December 31, 2025 | December 31, 2024 | |||
| Operating results | |||||
| Net income | $ | 239,028 | 190,144 | ||
| Basic earnings per share | $ | 2.00 | 1.68 | ||
| Diluted earnings per share | $ | 1.99 | 1.68 | ||
| Dividends declared per share | $ | 1.32 | 1.32 | ||
| Market value per share | |||||
| Closing | $ | 44.05 | 50.22 | ||
| High | $ | 52.81 | 60.67 | ||
| Low | $ | 36.76 | 34.35 | ||
| Selected ratios and other data | |||||
| Number of common stock shares outstanding | 129,971,712 | 113,401,955 | |||
| Average outstanding shares - basic | 119,753,227 | 113,170,157 | |||
| Average outstanding shares - diluted | 119,935,056 | 113,243,427 | |||
| Return on average assets | 0.81 | % | 0.68 | % | |
| Return on average equity | 6.59 | % | 6.02 | % | |
| Efficiency ratio | 62.50 | % | 66.71 | % | |
| Dividend payout ratio | 66.00 | % | 78.57 | % | |
| Loan to deposit ratio | 85.26 | % | 84.17 | % | |
| Number of full time equivalent employees | 4,087 | 3,441 | |||
| Number of locations | 281 | 227 | |||
| Number of automated teller machines (“ATMs”) | 337 | 285 |
27
Financial Condition Analysis
Assets
The following table summarizes the Company’s assets as of the dates indicated:
| (Dollars in thousands) | December 31, 2025 | December 31, 2024 | $ Change | % Change | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Cash and cash equivalents | $ | 1,235,261 | $ | 848,408 | $ | 386,853 | 46 | % | ||||||
| Debt securities, available-for-sale | 4,007,512 | 4,245,205 | (237,693) | (6 | %) | |||||||||
| Debt securities, held-to-maturity | 3,110,216 | 3,294,847 | (184,631) | (6 | %) | |||||||||
| Total debt securities | 7,117,728 | 7,540,052 | (422,324) | (6 | %) | |||||||||
| Loans receivable | ||||||||||||||
| Residential real estate | 2,457,907 | 1,858,929 | 598,978 | 32 | % | |||||||||
| Commercial real estate | 13,565,512 | 10,963,713 | 2,601,799 | 24 | % | |||||||||
| Other commercial | 3,497,829 | 3,119,535 | 378,294 | 12 | % | |||||||||
| Home equity | 977,206 | 930,994 | 46,212 | 5 | % | |||||||||
| Other consumer | 429,342 | 388,678 | 40,664 | 10 | % | |||||||||
| Loans receivable | 20,927,796 | 17,261,849 | 3,665,947 | 21 | % | |||||||||
| Allowance for credit losses | (255,319) | (206,041) | (49,278) | 24 | % | |||||||||
| Loans receivable, net | 20,672,477 | 17,055,808 | 3,616,669 | 21 | % | |||||||||
| Other assets | 2,952,597 | 2,458,719 | 493,878 | 20 | % | |||||||||
| Total assets | $ | 31,978,063 | $ | 27,902,987 | $ | 4,075,076 | 15 | % |
The Company continues to maintain a strong cash position of $1.235 billion at December 31, 2025, which was an increase of $387 million, or 46 percent, over the prior year. Total debt securities of $7.118 billion at December 31, 2025 decreased $422 million, or 6 percent, from the prior year end. Debt securities represented 22 percent of total assets at December 31, 2025 compared to 27 percent at December 31, 2024.
The loan portfolio of $20.928 billion at December 31, 2025 increased $3.666 billion, or 21 percent, during 2025. Excluding the Guaranty and BOID acquisitions, the loan portfolio increased $488 million, or 3 percent, during 2025 and the loan category with the largest dollar increase during 2025 was commercial real estate, which increased $474 million, or 4 percent, from the prior year end.
28
Liabilities
The following table summarizes the Company’s liabilities as of the dates indicated:
| (Dollars in thousands) | December 31, 2025 | December 31, 2024 | $ Change | % Change | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Deposits | ||||||||||||||
| Non-interest bearing deposits | $ | 7,314,779 | $ | 6,136,709 | $ | 1,178,070 | 19 | % | ||||||
| NOW and DDA accounts | 6,236,551 | 5,543,512 | 693,039 | 13 | % | |||||||||
| Savings accounts | 3,158,939 | 2,845,124 | 313,815 | 11 | % | |||||||||
| Money market deposit accounts | 3,948,201 | 2,878,213 | 1,069,988 | 37 | % | |||||||||
| Certificate accounts | 3,928,550 | 3,139,821 | 788,729 | 25 | % | |||||||||
| Core deposits, total | 24,587,020 | 20,543,379 | 4,043,641 | 20 | % | |||||||||
| Wholesale deposits | 4,076 | 3,615 | 461 | 13 | % | |||||||||
| Deposits, total | 24,591,096 | 20,546,994 | 4,044,102 | 20 | % | |||||||||
| Securities sold under agreements to repurchase | 2,084,113 | 1,777,475 | 306,638 | 17 | % | |||||||||
| Federal Home Loan Bank advances | 440,000 | 1,800,000 | (1,360,000) | (76 | %) | |||||||||
| Other borrowed funds | 51,473 | 62,062 | (10,589) | (17 | %) | |||||||||
| Finance lease liabilities | 28,808 | 21,279 | 7,529 | 35 | % | |||||||||
| Subordinated debentures | 187,492 | 133,105 | 54,387 | 41 | % | |||||||||
| Other liabilities | 381,260 | 338,218 | 43,042 | 13 | % | |||||||||
| Total liabilities | $ | 27,764,242 | $ | 24,679,133 | $ | 3,085,109 | 13 | % |
Total deposits of $24.591 billion at December 31, 2025 increased $4.044 billion, or 20 percent, from the prior year end. Excluding acquisitions, total deposits increased $259 million, or 1 percent, from the prior year end.
Non-interest bearing deposits of $7.315 billion at December 31, 2025 increased $1.178 billion, or 19 percent, from the prior year end. Excluding acquisitions, total non-interest bearing deposits increased $74.8 million or 1 percent, from the prior year end. Non-interest bearing deposits represented 30 percent of total deposits at December 31, 2025 and December 31, 2024, respectively.
Federal Home Loan Bank (“FHLB”) advances of $440 million decreased $1.360 billion, or 76 percent, from the prior year end. Subordinated debentures of $187 million increased $54.4 million, or 41 percent, from the prior year and included an increase of $23.8 million and $39.6 million from the acquisitions of BOID and Guaranty, respectively.
Stockholders’ Equity
The following table summarizes the stockholders’ equity balances as of the dates indicated:
| (Dollars in thousands, except per share data) | December 31, 2025 | December 31, 2024 | $ Change | % Change | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Common equity | $ | 4,380,931 | $ | 3,533,150 | $ | 847,781 | 24 | % | ||||||
| Accumulated other comprehensive loss | (167,110) | (309,296) | 142,186 | (46 | %) | |||||||||
| Total stockholders’ equity | 4,213,821 | 3,223,854 | 989,967 | 31 | % | |||||||||
| Goodwill and core deposit intangible, net | (1,483,552) | (1,102,500) | (381,052) | 35 | % | |||||||||
| Tangible stockholders’ equity | $ | 2,730,269 | $ | 2,121,354 | $ | 608,915 | 29 | % | ||||||
| Stockholders’ equity to total assets | 13.18 | % | 11.55 | % | ||||||||||
| Tangible stockholders’ equity to total tangible assets | 8.95 | % | 7.92 | % | ||||||||||
| Book value per common share | $ | 32.42 | $ | 28.43 | $ | 3.99 | 14 | % | ||||||
| Tangible book value per common share | $ | 21.01 | $ | 18.71 | $ | 2.30 | 12 | % |
Tangible stockholders’ equity of $2.730 billion at December 31, 2025 increased $609 million, or 29 percent, compared to the prior year end and was primarily due to the $759 million of Company common stock issued in connection with the acquisitions of BOID and Guaranty and a $142 million decrease in other comprehensive loss. The increase was partially offset by the increase in goodwill and core deposit intangible associated with the BOID and Guaranty acquisitions. Tangible book value per common share of $21.01 at December 31, 2025 increased $2.30 per share, or 12 percent, from the prior year end.
29
Results of Operations
In this section, the Company’s results of operations are discussed for the year ended December 31, 2025 compared to the year ended December 31, 2024. For a discussion of the year ended December 31, 2024 compared to the year ended December 31, 2023, please refer to Part II, Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations" in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.
Income Summary
The following table summarizes income for the time periods indicated:
| Years ended | $ Change | % Change | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2025 | December 31, 2024 | ||||||||||||
| Net interest income | ||||||||||||||
| Interest income | $ | 1,295,797 | $ | 1,139,850 | $ | 155,947 | 14 | % | ||||||
| Interest expense | 406,757 | 435,218 | (28,461) | (7 | %) | |||||||||
| Total net interest income | 889,040 | 704,632 | 184,408 | 26 | % | |||||||||
| Non-interest income | ||||||||||||||
| Service charges and other fees | 85,070 | 78,894 | 6,176 | 8 | % | |||||||||
| Miscellaneous loan fees and charges | 20,443 | 18,694 | 1,749 | 9 | % | |||||||||
| Gain on sale of loans | 18,205 | 16,855 | 1,350 | 8 | % | |||||||||
| Gain on sale of investments | — | 30 | (30) | (100 | %) | |||||||||
| Other income | 17,667 | 13,973 | 3,694 | 26 | % | |||||||||
| Total non-interest income | 141,385 | 128,446 | 12,939 | 10 | % | |||||||||
| Total income | $ | 1,030,425 | $ | 833,078 | $ | 197,347 | 24 | % | ||||||
| Net interest margin (tax-equivalent) | 3.32 | % | 2.77 | % |
Net Interest Income
Net interest income of $889 million for 2025 increased $184 million, or 26 percent, from the prior year and was primarily driven by increased interest income and decreased interest expense. Interest income of $1.296 billion for 2025 increased $156 million, or 14 percent, from the prior year and was primarily attributable to the increase in the loan portfolio and an increase in loan yields. The loan yield was 5.93 percent for 2025, an increase of 32 basis points from the prior year loan yield of 5.61 percent.
Interest expense of $407 million for 2025 decreased $28 million, or 7 percent, from the prior year and was primarily the result of lower interest rates on deposits and a decrease in higher cost borrowings. Deposit cost (including non-interest bearing deposits) was 1.25 percent for 2025, which was a decrease of 9 basis points from the prior year deposit costs of 1.34 percent. The total funding cost (including non-interest bearing deposits) for 2025 was 1.60 percent, which was a decrease of 19 basis points over the prior year funding cost of 1.79 percent.
The net interest margin as a percentage of earning assets, on a tax-equivalent basis, during 2025 was 3.32 percent, a 55 basis points increase from the net interest margin of 2.77 percent for the prior year. Excluding the 5 basis points from discount accretion, the core net interest margin was 3.27 percent in the current year compared to 2.72 percent in the prior year. The increase in net interest margin from the prior year was primarily driven by increased loan yields and decreased funding costs combined with a shift in earning asset mix to higher yielding loans and a shift in funding liabilities to lower cost deposits.
Non-interest Income
Non-interest income of $141 million for 2025 increased $12.9 million, or 10 percent, over the prior year. Service charges and other fees of $85.1 million for 2025 increased $6.2 million, or 8 percent, over the prior year. Gain on sale of residential loans of $18.2 million for 2025 increased by $1.4 million, or 8 percent, over the prior year. Other income of $17.7 million for 2025 increased $3.7 million over the prior year. Included in the current year other income was $2.8 million of income related to bank owned life insurance proceeds.
30
Non-interest Expense
The following table summarizes non-interest expense for the periods indicated:
| Years ended | $ Change | % Change | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2025 | December 31, 2024 | ||||||||||||
| Compensation and employee benefits | $ | 393,295 | $ | 336,906 | $ | 56,389 | 17 | % | ||||||
| Occupancy and equipment | 55,617 | 47,055 | 8,562 | 18 | % | |||||||||
| Advertising and promotions | 17,767 | 16,132 | 1,635 | 10 | % | |||||||||
| Data processing | 42,744 | 36,887 | 5,857 | 16 | % | |||||||||
| Other real estate owned and foreclosed assets | 292 | 217 | 75 | 35 | % | |||||||||
| Regulatory assessments and insurance | 22,675 | 24,194 | (1,519) | (6 | %) | |||||||||
| Core deposit intangibles amortization | 15,887 | 12,757 | 3,130 | 25 | % | |||||||||
| Other expenses | 120,500 | 104,320 | 16,180 | 16 | % | |||||||||
| Total non-interest expense | $ | 668,777 | $ | 578,468 | $ | 90,309 | 16 | % |
Total non-interest expense of $669 million for 2025 increased $90.3 million, or 16 percent, over the same period in the prior year and was primarily driven by increased costs from recent acquisitions. Compensation and employee benefits expense of $393 million in 2025 increased $56.4 million, or 17 percent, over the prior year and was primarily driven by annual salary increases and staffing increases from acquisitions. Regulatory assessment and insurance expense of $22.7 million for 2025 decreased $1.5 million, or 6 percent, from the prior year primarily as a result of adjustments to the FDIC special assessment. Other expenses of $121 million for 2025 increased $16.2 million, or 16 percent, from the prior year. Included in other expenses was $16.6 million of acquisition-related expenses in the current year compared to $9.9 million in the prior year. Other expenses also included gains from the sale of former branch facilities of $2.8 million in the current year and $5.6 million in the prior year.
Provision for Credit Losses
The following table summarizes the provision for credit losses on the loan portfolio, net charge-offs and select ratios relating to the provision for credit losses on loans for the previous eight quarters:
| (Dollars in thousands) | Provision for Credit Losses on Loans | Net Charge-Offs (Recoveries) | ACL as a Percent of Loans | Accruing Loans 30-89 Days Past Due as a Percent of Loans | Non-Performing Assets to Total Sub-sidiary Assets | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Fourth quarter 2025 | $ | 32,491 | $ | 6,368 | 1.22 | % | 0.38 | % | 0.22 | % | ||||||
| Third quarter 2025 | 5,192 | 2,914 | 1.22 | % | 0.21 | % | 0.19 | % | ||||||||
| Second quarter 2025 | 18,009 | 1,645 | 1.22 | % | 0.29 | % | 0.17 | % | ||||||||
| First quarter 2025 | 6,154 | 1,795 | 1.22 | % | 0.27 | % | 0.14 | % | ||||||||
| Fourth quarter 2024 | 6,041 | 5,170 | 1.19 | % | 0.19 | % | 0.10 | % | ||||||||
| Third quarter 2024 | 6,981 | 2,766 | 1.19 | % | 0.33 | % | 0.10 | % | ||||||||
| Second quarter 2024 | 5,066 | 2,890 | 1.19 | % | 0.29 | % | 0.06 | % | ||||||||
| First quarter 2024 | 9,091 | 3,072 | 1.19 | % | 0.37 | % | 0.09 | % |
The provision for credit loss expense was $71.4 million for 2025, an increase of $43.1 million, or 152 percent, over the same period in the prior year. Included in the current year provision for credit losses was $43.9 million from current year acquisitions and included in the prior year provision for credit losses was $9.7 million from acquisitions in the prior year. Net charge-offs for 2025 were $12.7 million compared to $13.9 million in 2024.
Efficiency Ratio
The efficiency ratio was 62.50 percent for 2025 compared to 66.71 percent for 2024. The improvement from the prior year was primarily attributable to the increase in net interest income that outpaced the increase in non-interest expense.
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ADDITIONAL MANAGEMENT’S DISCUSSION AND ANALYSIS
Investment Activity
The Company’s investment securities primarily consist of debt securities classified as either available-for-sale (“AFS”) or held-to-maturity (“HTM”). Equity securities primarily consist of capital stock issued by the FHLB of Des Moines. For additional information on debt and equity securities, see Notes 1 and 2 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
Debt Securities
Debt securities classified as AFS are carried at estimated fair value and debt securities classified as HTM are carried at amortized cost. Unrealized gains or losses, net of tax, on available-for-sale debt securities are reflected as an adjustment to other comprehensive income. The Company’s debt securities are summarized below:
| December 31, 2025 | December 31, 2024 | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Carrying Amount | Percent | Carrying Amount | Percent | |||||||||
| Available-for-sale | |||||||||||||
| U.S. government and federal agency | $ | 255,930 | 4 | % | $ | 468,433 | 6 | % | |||||
| U.S. government sponsored enterprises | 312,488 | 4 | % | 310,154 | 4 | % | |||||||
| State and local governments | 164,084 | 2 | % | 68,680 | 1 | % | |||||||
| Corporate bonds | 33,949 | 1 | % | 14,503 | 1 | % | |||||||
| Residential mortgage-backed securities | 2,215,119 | 31 | % | 2,355,516 | 31 | % | |||||||
| Commercial mortgage-backed securities | 1,025,942 | 14 | % | 1,027,919 | 14 | % | |||||||
| Total available-for-sale | 4,007,512 | 56 | % | 4,245,205 | 57 | % | |||||||
| Held-to-maturity | |||||||||||||
| U.S. government and federal agency | 865,696 | 12 | % | 859,432 | 11 | % | |||||||
| State and local governments | 1,587,673 | 23 | % | 1,619,850 | 21 | % | |||||||
| Residential mortgage-backed securities | 656,847 | 9 | % | 815,565 | 11 | % | |||||||
| Total held-to-maturity | 3,110,216 | 44 | % | 3,294,847 | 43 | % | |||||||
| Total debt securities | $ | 7,117,728 | 100 | % | $ | 7,540,052 | 100 | % |
The Company’s debt securities were primarily comprised of U.S. government and federal agency and mortgage-backed securities. State and local government securities are largely exempt from federal income tax and the Company’s federal statutory income tax rate of 21 percent is used in calculating the tax-equivalent yields on the tax-exempt securities. Mortgage-backed securities largely consists of short, weighted-average life U.S. agency guaranteed residential and commercial mortgage pass-through securities and to a lesser extent, short, weighted-average life U.S. agency guaranteed residential collateralized mortgage obligations. Combined, the mortgage-backed securities provide the Company with ongoing liquidity as scheduled and pre-paid principal is received on the securities.
State and local government securities carry different risks that are not as prevalent in other security types. The Company evaluates the investment grade quality of these securities in accordance with regulatory guidance. Investment grade securities are those where the issuer has an adequate capacity to meet the financial commitments under the security for the projected life of the investment. An issuer has an adequate capacity to meet financial commitments if the risk of default by the obligor is low and the full and timely payment of principal and interest are expected. In assessing credit risk, the Company may use credit ratings from Nationally Recognized Statistical Rating Organizations (“NRSRO”) entities such as S&P and Moody’s as support for the evaluation; however, they are not solely relied upon. There have been no significant differences in the Company’s internal evaluation of the creditworthiness of any issuer when compared with the ratings assigned by the NRSROs.
The following table stratifies the state and local government securities by the associated NRSRO ratings. The highest issued rating was used to categorize the securities in the table for those securities where the NRSRO ratings were not at the same level.
32
| December 31, 2025 | December 31, 2024 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Amortized Cost | Fair Value | Amortized Cost | Fair Value | |||||||
| S&P: AAA / Moody’s: Aaa | $ | 470,591 | 430,538 | 429,267 | 379,793 | ||||||
| S&P: AA+, AA, AA- / Moody’s: Aa1, Aa2, Aa3 | 1,228,601 | 1,093,684 | 1,207,309 | 1,046,083 | |||||||
| S&P: A+, A, A- / Moody’s: A1, A2, A3 | 45,339 | 45,083 | 48,143 | 47,345 | |||||||
| Not rated by either entity | 8,447 | 8,170 | 6,868 | 6,617 | |||||||
| Total | $ | 1,752,978 | 1,577,475 | 1,691,587 | 1,479,838 |
State and local government securities largely consist of both taxable and tax-exempt general obligation and revenue bonds. The following table stratifies the state and local government securities by the associated security type.
| December 31, 2025 | December 31, 2024 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Amortized Cost | Fair Value | Amortized Cost | Fair Value | |||||||
| General obligation - unlimited | $ | 368,095 | 348,356 | 348,129 | 322,414 | ||||||
| General obligation - limited | 204,370 | 185,810 | 172,537 | 151,445 | |||||||
| Revenue | 1,142,091 | 1,008,112 | 1,135,421 | 974,076 | |||||||
| Certificate of participation | 35,134 | 31,854 | 35,443 | 31,846 | |||||||
| Other | 3,288 | 3,343 | 57 | 57 | |||||||
| Total | $ | 1,752,978 | 1,577,475 | 1,691,587 | 1,479,838 |
The following table outlines the five states in which the Company owns the highest concentrations of state and local government securities.
| December 31, 2025 | December 31, 2024 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Amortized Cost | Fair Value | Amortized Cost | Fair Value | |||||||
| New York | $ | 367,478 | 332,746 | 370,189 | 329,252 | ||||||
| Texas | 204,775 | 194,031 | 118,219 | 104,938 | |||||||
| California | 108,915 | 101,273 | 111,324 | 101,021 | |||||||
| Washington | 86,633 | 78,960 | 92,198 | 82,872 | |||||||
| Colorado | 77,665 | 68,872 | 79,987 | 69,527 | |||||||
| All other states | 907,512 | 801,593 | 919,670 | 792,228 | |||||||
| Total | $ | 1,752,978 | 1,577,475 | 1,691,587 | 1,479,838 |
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The following table presents the carrying amount and weighted-average yield of AFS and HTM debt securities by contractual maturity at December 31, 2025. Weighted-average yields are based upon the amortized cost of securities and are calculated using the interest method which takes into consideration premium amortization, discount accretion and mortgage-backed securities’ prepayment provisions. Weighted-average yields on tax-exempt debt securities exclude the related federal income tax benefit.
| One Year or Less | After One through Five Years | After Five through Ten Years | After Ten Years | Mortgage-Backed Securities 1 | Total | ||||||||||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Amount | Yield | Amount | Yield | Amount | Yield | Amount | Yield | Amount | Yield | Amount | Yield | |||||||||||||||||||||||||||||
| Available-for-sale | |||||||||||||||||||||||||||||||||||||||||
| U.S. government and federal agency | $ | 193,130 | 1.39 | % | $ | 55,664 | 3.66 | % | $ | 1,052 | 4.81 | % | $ | 6,084 | 3.80 | % | $ | — | — | % | $ | 255,930 | 1.96 | % | |||||||||||||||||
| U.S. government sponsored enterprises | 241,761 | 1.32 | % | 70,727 | 1.56 | % | — | — | % | — | — | % | — | — | % | 312,488 | 1.37 | % | |||||||||||||||||||||||
| State and local governments | 15,550 | 1.79 | % | 26,341 | 2.45 | % | 73,623 | 2.65 | % | 48,570 | 3.72 | % | — | — | % | 164,084 | 2.85 | % | |||||||||||||||||||||||
| Corporate bonds | 11,993 | 5.22 | % | 14,902 | 5.49 | % | 6,328 | 5.58 | % | 726 | 0.46 | % | — | — | % | 33,949 | 5.30 | % | |||||||||||||||||||||||
| Residential mortgage-backed securities | — | — | % | — | — | % | — | — | % | — | — | % | 2,215,119 | 1.41 | % | 2,215,119 | 1.41 | % | |||||||||||||||||||||||
| Commercial mortgage-backed securities | — | — | % | — | — | % | — | — | % | — | — | % | 1,025,942 | 3.64 | % | 1,025,942 | 3.64 | % | |||||||||||||||||||||||
| Total available-for-sale | 462,434 | 1.47 | % | 167,634 | 2.73 | % | 81,003 | 2.90 | % | 55,380 | 3.69 | % | 3,241,061 | 2.10 | % | 4,007,512 | 2.09 | % | |||||||||||||||||||||||
| Held-to-maturity | |||||||||||||||||||||||||||||||||||||||||
| U.S. government and federal agency | 288,833 | 1.08 | % | 576,863 | 1.20 | % | — | — | % | — | — | % | — | — | % | 865,696 | 1.16 | % | |||||||||||||||||||||||
| State and local governments | 8,923 | 3.65 | % | 108,034 | 3.63 | % | 274,562 | 3.37 | % | 1,196,154 | 3.02 | % | — | — | % | 1,587,673 | 3.13 | % | |||||||||||||||||||||||
| Residential mortgage-backed securities | — | — | % | — | — | % | — | — | % | — | — | % | 656,847 | 0.99 | % | 656,847 | 0.99 | % | |||||||||||||||||||||||
| Total held-to-maturity | 297,756 | 1.16 | % | 684,897 | 1.58 | % | 274,562 | 3.37 | % | 1,196,154 | 3.02 | % | 656,847 | 0.99 | % | 3,110,216 | 2.31 | % | |||||||||||||||||||||||
| Total debt securities | $ | 760,190 | 1.35 | % | $ | 852,531 | 1.81 | % | $ | 355,565 | 3.26 | % | $ | 1,251,534 | 3.05 | % | $ | 3,897,908 | 1.92 | % | $ | 7,117,728 | 2.11 | % |
______________________________
1 Mortgage-backed securities, which have prepayment provisions, are not assigned to maturity categories due to fluctuations in their prepayment speeds.
Based on an analysis of its AFS debt securities with unrealized losses as of December 31, 2025, the Company determined their decline in value was unrelated to credit loss and was primarily the result of interest rate changes and market spreads subsequent to acquisition. The fair value of the debt securities is expected to recover as payments are received and the debt securities approach maturity. In addition, the Company determined an insignificant amount of credit losses is expected on the HTM debt securities portfolio; therefore, no ACL has been recognized at December 31, 2025.
34
Lending Activity
The Company focuses its lending activities primarily on the following types of loans: 1) first-mortgage, conventional loans secured by residential properties, particularly single-family; 2) commercial lending, including agriculture and public entities; and 3) installment lending for consumer purposes (e.g., home equity, automobile, etc.).
Loan information is based on the Company’s loan segments, which are based on the purpose of the loan, unless otherwise noted as a regulatory classification. Supplemental information regarding the Company’s loan portfolio and credit quality based on regulatory classification is provided in the section captioned “Loans by Regulatory Classification” included in “Part II. Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.” The regulatory classification of loans is based primarily on the type of collateral for the loans.
The following table summarizes the Company’s loan portfolio as of the dates indicated:
| December 31, 2025 | December 31, 2024 | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Amount | Percent | Amount | Percent | |||||||||
| Residential real estate | $ | 2,457,907 | 12 | % | $ | 1,858,929 | 11 | % | |||||
| Commercial real estate | 13,565,512 | 65 | % | 10,963,713 | 64 | % | |||||||
| Other commercial | 3,497,829 | 17 | % | 3,119,535 | 18 | % | |||||||
| Home equity | 977,206 | 5 | % | 930,994 | 6 | % | |||||||
| Other consumer | 429,342 | 2 | % | 388,678 | 2 | % | |||||||
| Loans receivable | 20,927,796 | 101 | % | 17,261,849 | 101 | % | |||||||
| Allowance for credit losses | (255,319) | (1 | %) | (206,041) | (1 | %) | |||||||
| Loans receivable, net | $ | 20,672,477 | 100 | % | $ | 17,055,808 | 100 | % |
The stated maturities or first repricing term (if applicable) for the loan portfolio at December 31, 2025 was as follows:
| (Dollars in thousands) | Residential Real Estate | Commercial | Consumer and Other | Total | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Variable rate maturing or repricing | |||||||||||
| In one year or less | $ | 507,135 | 5,162,116 | 748,330 | 6,417,581 | ||||||
| After one through five years | 1,005,376 | 5,726,899 | 246,816 | 6,979,091 | |||||||
| After five through fifteen years | 187,612 | 174,758 | 36 | 362,406 | |||||||
| Thereafter | — | — | — | — | |||||||
| Fixed rate maturing | |||||||||||
| In one year or less | 242,651 | 1,856,951 | 162,160 | 2,261,762 | |||||||
| After one through five years | 254,730 | 3,105,926 | 204,401 | 3,565,057 | |||||||
| After five through fifteen years | 259,794 | 1,005,237 | 7,048 | 1,272,079 | |||||||
| Thereafter | 609 | 31,454 | 37,757 | 69,820 | |||||||
| Total | $ | 2,457,907 | 17,063,341 | 1,406,548 | 20,927,796 |
Residential Real Estate Lending
The Company’s residential lending activities consist of the origination of both construction and permanent loans on residential real estate. The Company actively solicits residential real estate loan applications from real estate brokers, contractors, existing customers, customer referrals, and online applications. The Company’s lending policies generally limit the maximum loan-to-value ratio on residential mortgage loans to 80 percent of the lesser of the appraised value or purchase price. Policies allow for higher loan-to-values with appropriate risk mitigation such as documented compensating factors, credit enhancement, and other factors. For loans held for sale, the Company complies with each investor’s loan-to-value guidelines. The Company also provides interim construction financing for single-family dwellings. These loans are supported by a term take-out commitment that may be subject to certain contingencies.
35
Consumer Land or Lot Loans
The Company originates land and lot acquisition loans to borrowers who intend to construct their primary residence on the respective land or lot. These loans are generally for a term of three to five years and are secured by the developed land or lot with the loan-to-value limited to the lesser of 75 percent of the appraised value or 75 percent of the cost.
Unimproved Land and Land Development Loans
Although the Company has originated very few unimproved land and land development loans since the economic downturn in 2008, the Company may originate such loans on properties intended for residential and commercial use where real estate market conditions show significant strength. These loans are typically made for a term of 18 months to two years and are secured by the developed property with a loan-to-value not to exceed the lesser of 75 percent of cost or 65 percent of the appraised discounted estimated bulk sale value upon completion of the improvements. The projects under development are inspected on a regular basis and advances are made on a percentage-of-completion basis. The loans are made to borrowers with real estate development experience and appropriate financial strength. Generally, the Company requires that a certain percentage of the development be pre-sold or that construction and term take-out commitments are in place prior to funding the loan. Loans made on unimproved land are generally made for a term of five to ten years with a loan-to-value not to exceed the lesser of 50 percent of appraised value or 50 percent of cost.
Residential Builder Guidance Lines
The Company provides Builder Guidance Lines that are comprised of pre-sold and spec-home construction and lot acquisition loans. The spec-home construction and lot acquisition loans are limited to a specific number and maximum amount. Generally, the individual loans will not exceed a one year maturity. The homes under construction are inspected on a regular basis and advances made on a percentage-of-completion basis.
Construction Loans
During the construction loan term, all construction loan collateral properties are inspected at least monthly, or more frequently as needed, until completion. Draws on construction loans are predicated upon the results of the inspection and advanced on a percentage-of-completion basis versus original budget percentages. When construction loans become non-performing and the associated project is not complete, the Company on a case-by-case basis makes the decision to advance additional funds or to initiate collection/foreclosure proceedings. Such decision includes obtaining “as-is” and “at completion” appraisals for consideration of potential increases or decreases in the collateral’s value. The Company also considers the increased costs of monitoring progress to completion, and the related collection/holding period costs should collateral ownership be transferred to the Company.
Commercial Real Estate Loans
Loans are made to purchase, construct and finance commercial real estate properties. These loans are generally made to borrowers who will own and occupy the property, but may include loans to finance investment or income properties. Commercial real estate loans generally have a loan-to-value up to the lesser of 75 percent of the appraised value or 75 percent of the cost and require a minimum 1.2 times debt service coverage margin.
Agricultural Lending
Agricultural lending is conducted on a conservative basis and consists of operating credits, term real estate loans for the acquisition or refinance of agricultural real estate or equipment, and term livestock loans for the acquisition or refinance of livestock. Loan-to-value on equipment, livestock and agricultural real estate is generally limited to 75 percent.
Home Equity Loans
Home equity lines of credit are generally originated with maturity terms of 15 years. At origination, borrowers can choose a variable interest rate that changes quarterly, or after the first 3 or 5 years from the origination date. The draw period for home equity lines of credit usually exists from origination to maturity. During the draw period, the Company has home equity lines of credit where the borrowers pay interest only and home equity lines of credit where borrowers pay principal and interest.
Consumer Lending
The majority of consumer loans are secured by real estate, automobiles, or other assets. The Company intends to continue making such loans because of their short-term nature, generally between three months and five years. Moreover, interest rates on consumer loans are generally higher than on residential mortgage loans.
States and Political Subdivisions Lending
The Company lends directly to state and local political subdivisions. The loans are typically secured by the full faith and credit of the municipality or a specific revenue stream such as water or sewer fees. In general, state and local political subdivision loans carry a low risk of default and offer other complementary business opportunities such as deposits and cash management. The loans are generally long-term in nature and interest on many of these loans is tax-exempt for federal income tax purposes.
36
Credit Risk Management
The Company is committed to a conservative management of the credit risk within the loan portfolio, including the early recognition of problem loans. The Company’s credit risk management includes stringent credit policies, individual loan approval limits, limits on concentrations of credit, and committee approval of larger loan requests. Management practices also include regular internal and external credit examinations, identification and review of individual loans and leases experiencing deterioration of credit quality, procedures for the collection of non-performing assets, quarterly monitoring of the loan portfolio, semi-annual review of loans by industry, and periodic stress testing of the loans secured by real estate. Federal and state regulatory safety and soundness examinations are conducted annually.
The Company’s loan policy and credit administration practices establish standards and limits for all extensions of credit that are secured by interests in or liens on real estate, or made for the purpose of financing the construction of real property or other improvements. Ongoing monitoring and review of the loan portfolio is based on current information, including: the borrowers’ and guarantors’ creditworthiness, value of the real estate and other collateral, the project’s performance against projections, and monthly inspections by Company employees or external parties until the real estate project is complete.
Monitoring of the junior lien and home equity lines of credit portfolios includes evaluating payment delinquency, collateral values, bankruptcy notices and foreclosure filings. Additionally, the Company places junior lien mortgages and junior lien home equity lines of credit on non-accrual status when there is evidence that the associated senior lien is 90 days past due or is in the process of foreclosure, regardless of the junior lien delinquency status.
Due to the recent trends in the banking industry, there has been increased risk associated with commercial real estate loans, including with respect to the higher vulnerability of these credits to pressure as interest rates remain elevated and market conditions in many large metropolitan areas continue to show signs of stress. The Company has limited exposure to the office building sector in central business districts as the office portfolio is generally diversified in suburban and rural markets with strong occupancy levels.
The Company maintains a practice of regular and ongoing loan reviews, stress tests, and sensitivity analyses to assess the level of risk in the loan portfolio. Loan reviews include monitoring past due rates, non-performing trends, concentrations, LTV’s, among other qualitative factors. Loan policies are robust and are updated as needed to meet the strategic and risk mitigation goals of the company.
The largest category of the Company’s loan portfolio is Commercial Real Estate (“CRE”). An additional breakdown of the Company’s CRE portfolio based on the use of the property follows:
| December 31, 2025 | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Owner Occupied | Non-Owner Occupied | Total | Percent of total CRE | ||||||||||
| Office | $ | 701,819 | $ | 894,540 | $ | 1,596,359 | 11.8 | % | ||||||
| Retail | 534,898 | 943,711 | 1,478,609 | 10.9 | % | |||||||||
| Industrial and warehouse | 845,214 | 465,135 | 1,310,349 | 9.7 | % | |||||||||
| Multi-family | — | 1,246,632 | 1,246,632 | 9.2 | % | |||||||||
| Mini and RV Storage | 20,063 | 633,310 | 653,373 | 4.8 | % | |||||||||
| Agriculture real estate | 740,858 | — | 740,858 | 5.5 | % | |||||||||
| Hotel | — | 752,960 | 752,960 | 5.6 | % | |||||||||
| Medical and nursing | 329,169 | 311,758 | 640,927 | 4.7 | % | |||||||||
| Land | 92,063 | 569,789 | 661,852 | 4.9 | % | |||||||||
| Automotive and transportation | 341,760 | 68,772 | 410,532 | 3.0 | % | |||||||||
| Restaurant and entertainment | 268,512 | 113,896 | 382,408 | 2.8 | % | |||||||||
| Other commercial real estate | 3,094,970 | 595,683 | 3,690,653 | 27.2 | % | |||||||||
| Total commercial real estate | $ | 6,969,326 | $ | 6,596,186 | $ | 13,565,512 | 100 | % |
37
The following table summarizes the Company’s CRE portfolio by geographic location as of the dates indicated:
| (Dollars in thousands) | December 31, 2025 | |||||
|---|---|---|---|---|---|---|
| Amount | Percent of total CRE | |||||
| Montana | $ | 3,127,299 | 23.1 | % | ||
| Utah | 2,113,864 | 15.6 | % | |||
| Idaho | 1,916,550 | 14.1 | % | |||
| Arizona | 1,364,234 | 10.1 | % | |||
| Texas | 1,316,271 | 9.7 | % | |||
| Colorado | 1,131,223 | 8.3 | % | |||
| Washington | 988,627 | 7.3 | % | |||
| Wyoming | 840,252 | 6.2 | % | |||
| Nevada | 767,192 | 5.7 | % | |||
| Total commercial real estate | $ | 13,565,512 | 100 | % |
The CRE portfolio is comprised of loans made to purchase, construct and finance commercial real estate properties. On average, the balances are small and geographically disbursed across our nine-state footprint. Specifically, our CRE portfolio has an average loan balance of $795 thousand with an average loan-to-value ratio (“LTV”) of 57% as of December 31, 2025.
Loan Approval Limits
Individual loan approval limits have been established for each lender based on the loan types and experience of the individual. There are four additional loan approval levels: 1) the Bank divisions’ Officer Loan Committees, consisting of senior lenders and members of senior management; 2) the Bank divisions’ advisory boards; 3) the Bank’s Executive Loan Committee, consisting of the Bank divisions’ senior loan officers and the Company’s Chief Credit Administrator; and 4) the Bank’s Board of Directors. Under banking laws, loans-to-one-borrower and related entities are limited to a prescribed percentage of the unimpaired capital and surplus of the Bank.
Interest Reserves
Interest reserves are used to periodically advance loan funds to pay interest charges on the outstanding balance of the related loan. As with any extension of credit, the decision to establish a loan-funded interest reserve upon origination of construction loans, including residential construction and land, lot and other construction loans, is based on prudent underwriting, including the feasibility of the project, expected cash flow, creditworthiness of the borrower and guarantors, and the protection provided by the real estate and other underlying collateral. Interest reserves provide an effective means for addressing the cash flow characteristics of construction loans. In response to the downturn in the housing market and potential impact upon construction lending, the Company discourages the creation or continued use of interest reserves.
Interest reserves are advanced provided the related construction loan is performing as expected. Loans with interest reserves may be extended, renewed or restructured only when the related loan continues to perform as expected and meets the prudent underwriting standards identified above. Such renewals, extension or restructuring are not permitted in order to keep the related loan current.
In monitoring the performance and credit quality of a construction loan, the Company assesses the adequacy of any remaining interest reserve, and whether the use of an interest reserve remains appropriate in the presence of emerging weakness and associated risks in the construction loan.
The ongoing accrual and recognition of uncollected interest as income continues only when facts and circumstances continue to reasonably support the contractual payment of principal or interest. Loans are typically designated as non-accrual when the collection of the contractual principal or interest is unlikely and has remained unpaid for ninety days or more. For such loans, the accrual of interest and its capitalization into the loan balance will be discontinued.
The Company had $450 million and $388 million of loans with remaining interest reserves of $33.7 million and $31.3 million as of December 31, 2025 and 2024, respectively. During 2025 and 2024, the Company extended, renewed or modified six loans and four loans, respectively, with interest reserves. Such loans had an aggregate outstanding principal balance of $20.5 million and $1.5 million as of December 31, 2025 and 2024, respectively. As of December 31, 2025, the Company had no construction loans with interest reserves that are currently non-performing or that are designated potential problem loans.
38
Loan Purchases, Sales, and Servicing
Fixed rate, long-term mortgage loans are generally sold in the secondary market. The Company is active in the secondary market, primarily through the origination of conventional, Rural Development, Federal Housing Administration and Department of Veterans Affairs residential mortgages. The sale of loans in the secondary mortgage market reduces the Company’s risk of holding long-term, fixed rate loans during periods of rising interest rates. In connection with conventional loan sales, the Company typically sells the majority of mortgage loans originated with servicing released. In certain circumstances, the Company strategically retains servicing and in the current year has been more active in retaining the servicing. For the loans that are sold with servicing retained, the Company records a servicing right asset that is subsequently amortized over the life of the loan. The servicing assets are also evaluated for impairment based on the fair value of the servicing asset compared to the carrying value.
The Company has also been active in generating commercial SBA loans, and other commercial loans, with a portion of those loans sold to investors. The Company has not originated any type of subprime mortgages, either for the loan portfolio or for sale to investors. In addition, the Company has not purchased debt securities collateralized with subprime mortgages. The Company does not actively purchase loans from other financial institutions, and substantially all of the Company’s loans receivable are with customers in the Company’s geographic market areas.
Loan Origination and Other Fees
In addition to interest earned on loans, the Company receives fees for originating loans. Loan fees generally are a percentage of the principal amount of the loan and are charged to the borrower, and are normally deducted from the proceeds of the loan. Loan origination fees are generally 1.0 to 1.5 percent on residential mortgages and 0.5 to 1.5 percent on commercial loans. Consumer loans generally require a fixed fee amount. The Company also receives other fees and charges relating to existing loans, which include charges and fees collected in connection with loan modifications.
Appraisal and Evaluation Process
The Company’s loan policy and credit administration practices have adopted and implemented the applicable legal and regulatory requirements, which establishes criteria for obtaining appraisals or evaluations (new or updated), including transactions that are otherwise exempt from the appraisal requirements.
Each of the Bank divisions monitor conditions, including supply and demand factors, in the real estate markets served so they can react quickly to changing market conditions to mitigate potential losses from specific credit exposures within the loan portfolio. Evidence of the following real estate market conditions and trends is obtained from lending personnel and third party sources:
•demographic indicators, including employment and population trends;
•foreclosures, vacancy, construction and absorption rates;
•property sales prices, rental rates, and lease terms;
•current tax assessments;
•economic indicators, including trends within the lending areas; and
•valuation trends, including discount and capitalization rates.
Third party information sources include federal, state, and local governments and agencies thereof, private sector economic data vendors, real estate brokers, licensed agents, sales, rental and foreclosure data tracking services.
The time between ordering an appraisal or evaluation and receipt from third party vendors is typically two to six weeks for residential property depending on geographic market and four to eight weeks for non-residential property. For real estate properties that are of highly specialized or limited use, significantly complex or large, additional time beyond the typical times may be required for new appraisals or evaluations (new or updated).
As part of the Company’s credit administration and portfolio monitoring practices, the Company’s regular internal and external credit examinations review a significant number of individual loan files. Appraisals and evaluations (new or updated) are reviewed to determine whether the timeliness, methods, assumptions, and findings are reasonable and in compliance with the Company’s loan policy and credit administration practices. Such reviews include the adequacy of the steps taken by the Company to ensure that the individuals who perform appraisals and evaluations (new or updated) are appropriately qualified and are not subject to conflicts of interest. If there are any deficiencies noted in the reviews, they are reported to Bank management and prompt corrective action is taken.
39
Non-performing Assets
The following table summarizes information regarding non-performing assets at the dates indicated:
| At or for the Years ended | ||||||||
|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2025 | December 31, 2024 | December 31, 2023 | |||||
| Other real estate owned and foreclosed assets | $ | 411 | 1,164 | 1,503 | ||||
| Accruing loans 90 days or more past due | 5,997 | 6,177 | 3,312 | |||||
| Non-accrual loans | 62,487 | 20,445 | 20,816 | |||||
| Total non-performing assets | $ | 68,895 | 27,786 | 25,631 | ||||
| Non-performing assets as a percentage of subsidiary assets | 0.22 | % | 0.10 | % | 0.09 | % | ||
| ACL as a percentage of non-performing loans | 373 | % | 774 | % | 799 | % | ||
| Accruing loans 30-89 days past due | $ | 78,826 | 32,228 | 49,967 | ||||
| U.S. government guarantees on loans included in non-performing assets | $ | 8,733 | 748 | 1,503 | ||||
| Interest income 1 | $ | 3,669 | 1,142 | 1,085 |
______________________________
1Amounts represent estimated interest income that would have been recognized on loans accounted for on a non-accrual basis as of the end of each period had such loans performed pursuant to contractual terms.
Non-performing assets of $68.9 million at December 31, 2025 increased $41.1 million, or 148 percent, over the prior year end. Excluding $18.8 million from the acquisition of Guaranty, non-performing assets were $50.1 million, or 17 basis points as a percentage of subsidiary assets, at December 31, 2025.
Early stage delinquencies (accruing loans 30-89 days past due) of $78.8 million at December 31, 2025 increased $46.6 million from the prior year end. Excluding $10.0 million from the acquisition of Guaranty, early stage delinquencies were $68.8 million, or 0.37 percent of loans, at December 31, 2025, and increased $29.2 million from the prior quarter. Early stage delinquencies as a percentage of loans at December 31, 2025 were 0.38 percent compared to 0.19 percent for the prior year end and remain at historically low levels for the Company.
Most of the Company’s non-performing assets are secured by real estate, and based on the most current information available to management, including updated appraisals or evaluations (new or updated), the Company believes the value of the underlying real estate collateral is adequate to minimize significant charge-offs or losses to the Company. Through pro-active credit administration, the Company works closely with its borrowers to seek favorable resolution to the extent possible, thereby attempting to minimize net charge-offs or losses to the Company. With very limited exceptions, the Company does not disburse additional funds on non-performing loans. Instead, the Company proceeds to collection and foreclosure actions in order to reduce the Company’s exposure to loss on such loans.
For additional information on accounting policies relating to non-performing assets, see Note 1 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
40
Modified Loans
If a loan is modified in response to a borrower’s financial difficulties such modification is known as a modification to a borrower experiencing financial difficulty (“MBFD”), and if the underlying loan is characterized as a loan. Each modified loan is separately negotiated with the borrower and includes terms and conditions that reflect the borrower’s prospective ability to service their obligations as modified. The Company had MBFD loans of $14.8 million and $55.0 million at December 31, 2025 and 2024, respectively. For additional information on MBFDs, see Note 3 to the Consolidated Financial Statement in “Item 8. Financial Statements and Supplementary Data.”
Other Real Estate Owned and Foreclosed Assets
The book value of loans prior to the acquisition of collateral and transfer of the loans into other real estate owned (“OREO”) and other foreclosed assets during 2025 was $2.7 million. The fair value of the loan collateral acquired in foreclosure during 2025 was $2.4 million. The following table sets forth the changes in OREO for the periods indicated:
| Years ended | |||||
|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2025 | December 31, 2024 | |||
| Balance at beginning of period | $ | 1,164 | 1,503 | ||
| Additions | 2,367 | 880 | |||
| Write-downs | (76) | (16) | |||
| Sales | (3,044) | (1,203) | |||
| Balance at end of period | $ | 411 | 1,164 |
Allowance for Credit Losses - Loans Receivable
The following table summarizes the allocation of the ACL as of the dates indicated:
| December 31, 2025 | December 31, 2024 | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | ACL | Percent of Loans in Category | ACL | Percent of Loans in Category | |||||||||
| Residential real estate | $ | 31,875 | 12 | % | $ | 25,181 | 11 | % | |||||
| Commercial real estate | 166,803 | 65 | % | 138,545 | 64 | % | |||||||
| Other commercial | 37,954 | 15 | % | 24,400 | 18 | % | |||||||
| Home equity | 11,645 | 5 | % | 11,402 | 5 | % | |||||||
| Other consumer | 7,042 | 3 | % | 6,513 | 2 | % | |||||||
| Total | $ | 255,319 | 100 | % | $ | 206,041 | 100 | % |
41
The following table summarizes the ACL experience for the periods indicated:
| At or for the Years ended | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2025 | December 31, 2024 | December 31, 2023 | |||||||
| Balance at beginning of period | $ | 206,041 | $ | 192,757 | $ | 182,283 | ||||
| Acquisitions | 154 | 3 | — | |||||||
| Provision for credit losses | 61,846 | 27,179 | 20,790 | |||||||
| Net (charge-offs) recoveries | ||||||||||
| Residential real estate | 273 | (6) | (3) | |||||||
| Commercial real estate | (1,827) | (2,828) | (1,640) | |||||||
| Other commercial | (3,568) | (3,956) | (2,256) | |||||||
| Home equity | (28) | 5 | 38 | |||||||
| Other consumer | (7,572) | (7,113) | (6,455) | |||||||
| Net Charge-offs | (12,722) | (13,898) | (10,316) | |||||||
| Balance at end of period | $ | 255,319 | $ | 206,041 | $ | 192,757 | ||||
| ACL as a percentage of total loans | 1.22 | % | 1.19 | % | 1.19 | % | ||||
| Non-accrual loans as a percentage of total loans | 0.30 | % | 0.12 | % | 0.13 | % | ||||
| ACL as a percentage of non-accrual loans | 408.60 | % | 1,007.78 | % | 926.01 | % |
The following table summarizes net (charge-offs) recoveries as a percentage of average loans for the periods indicated:
| December 31, 2025 | December 31, 2024 | December 31, 2023 | ||||||
|---|---|---|---|---|---|---|---|---|
| Residential real estate | 0.01 | % | — | % | — | % | ||
| Commercial real estate | (0.02) | % | (0.03) | % | (0.02) | % | ||
| Other commercial | (0.11) | % | (0.13) | % | (0.08) | % | ||
| Home equity | — | % | — | % | — | % | ||
| Other consumer | (1.91) | % | (1.79) | % | (1.64) | % | ||
| Total net charge-offs | (0.07) | % | (0.08) | % | (0.07) | % |
The ACL as a percentage of total loans outstanding at December 31 2025 was 1.22 percent, which was an increase of 3 basis points from the prior year end. The Company’s ACL of $255 million is considered by management to be adequate to absorb the estimated credit losses from any segment of its loan portfolio based upon management’s best estimate of current expected credit losses within the existing portfolio of loans. Should any of the factors considered by management in making this estimate change, the Company’s estimate of current expected credit losses could also change, which could affect the level of future provision for credit losses related to loans. For the periods ended December 31, 2025, 2024, and 2023, the Company believes the ACL is commensurate with the risk in the Company’s loan portfolio and is directionally consistent with the change in the quality of the Company’s loan portfolio. During 2025 and 2024, provision for credit losses exceeded the charge-offs, net of recoveries, by $49.1 million and $13.3 million, respectively.
At the end of each quarter, the Company analyzes its loan portfolio and maintains an ACL at a level that is appropriate and determined in accordance with accounting principles generally accepted in the United States of America (“GAAP”). Determining the adequacy of the ACL involves a high degree of judgment and is inevitably imprecise as the risk of loss is difficult to quantify. The ACL methodology is designed to reasonably estimate the probable credit losses within the Company’s loan portfolio. Accordingly, the ACL is maintained within a range of estimated losses. The determination of the ACL on loans, including credit loss expense and net charge-offs, is a critical accounting estimate that involves management’s judgments about the loan portfolio that impact credit losses, including the credit risk inherent in the loan portfolio, economic forecasts nationally and in the local markets in which the Company operates, trends and changes in collateral values, delinquencies, non-performing assets, net charge-offs, credit-related policies and personnel, and other factors.
42
In determining the allowance, the loan portfolio is separated into pools of loans that share similar risk characteristics which are the Company’s loan segments. The Company then derives estimated loss assumptions from its model by loan segment. The loss assumptions are then applied to each segment of loan to estimate the ACL on the pooled loans. For any loans that do not share similar risk characteristics, the estimated credit losses are determined on an individual loan basis and such loans primarily consist of non-accrual loans. An estimated credit loss is recorded on individually reviewed loans when the fair value of a collateral-dependent loan or the present value of the loan’s expected future cash flows (discounted at the loans original effective interest rate) is less than the amortized cost of the loan.
The Company provides commercial banking services to individuals, small to medium-sized businesses, community organizations and public entities from 281 locations, including 236 branches, across Montana, Idaho, Utah, Washington, Wyoming, Colorado, Arizona, Nevada, and Texas. The states in which the Company operates have diverse economies and markets that are tied to commodities (crops, livestock, minerals, oil and natural gas), tourism, real estate and land development and an assortment of industries, both manufacturing and service-related. Thus, the changes in the global, national, and local economies are not uniform across the Company’s geographic locations. The geographic dispersion of these market areas helps to mitigate the risk of credit loss. The Company’s model of eighteen Bank divisions with separate management teams is also a significant benefit in mitigating and managing the Company’s credit risk. This model provides substantial local oversight to the lending and credit management function and requires multiple reviews of larger loans before credit is extended.
The primary responsibility for credit risk assessment and identification of problem loans rests with the loan officer of the account. This continuous process of identifying non-performing loans is necessary to support management’s evaluation of the ACL adequacy. An independent loan review function verifying credit risk ratings evaluates the loan officer and management’s evaluation of the loan portfolio credit quality. The ACL evaluation is well documented and approved by the Company’s Board. In addition, the policy and procedures for determining the balance of the ACL are reviewed annually by the Company’s Board, the internal audit department, independent credit reviewers and state and federal bank regulatory agencies.
Although the Company continues to actively monitor economic trends and regulatory developments, no assurance can be given that the Company will not, in any particular period, sustain losses that are significant relative to the ACL amount, or that subsequent evaluations of the loan portfolio applying management’s judgment about then current factors will not require significant changes in the ACL. Under such circumstances, additional credit loss expense could result.
For additional information regarding the ACL, its relation to credit loss expense and risk related to asset quality, see Note 3 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
43
Loans by Regulatory Classification
Supplemental information regarding identification of the Company’s loan portfolio and credit quality based on regulatory classification is provided in the following tables. The regulatory classification of loans is based primarily on the type of collateral for the loans. There may be differences when compared to loan tables and loan amounts appearing elsewhere which reflect the Company’s internal loan segments which are based on the purpose of the loan.
The following table summarizes the Company’s loan portfolio by regulatory classification:
| (Dollars in thousands) | December 31, 2025 | December 31, 2024 | $ Change | % Change | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Custom and owner occupied construction | $ | 263,713 | $ | 242,844 | $ | 20,869 | 9 | % | ||||||
| Pre-sold and spec construction | 255,542 | 191,926 | 63,616 | 33 | % | |||||||||
| Total residential construction | 519,255 | 434,770 | 84,485 | 19 | % | |||||||||
| Land development | 263,262 | 197,369 | 65,893 | 33 | % | |||||||||
| Consumer land or lots | 247,769 | 187,024 | 60,745 | 32 | % | |||||||||
| Unimproved land | 167,796 | 113,532 | 54,264 | 48 | % | |||||||||
| Developed lots for operative builders | 69,786 | 61,661 | 8,125 | 13 | % | |||||||||
| Commercial lots | 155,631 | 99,243 | 56,388 | 57 | % | |||||||||
| Other construction | 1,122,350 | 693,461 | 428,889 | 62 | % | |||||||||
| Total land, lot, and other construction | 2,026,594 | 1,352,290 | 674,304 | 50 | % | |||||||||
| Owner occupied | 3,950,726 | 3,197,138 | 753,588 | 24 | % | |||||||||
| Non-owner occupied | 4,859,173 | 4,053,996 | 805,177 | 20 | % | |||||||||
| Total commercial real estate | 8,809,899 | 7,251,134 | 1,558,765 | 21 | % | |||||||||
| Commercial and industrial | 1,649,101 | 1,395,997 | 253,104 | 18 | % | |||||||||
| Agriculture | 1,282,861 | 1,024,520 | 258,341 | 25 | % | |||||||||
| 1st lien | 3,098,023 | 2,481,918 | 616,105 | 25 | % | |||||||||
| Junior lien | 106,205 | 76,303 | 29,902 | 39 | % | |||||||||
| Total 1-4 family | 3,204,228 | 2,558,221 | 646,007 | 25 | % | |||||||||
| Multifamily residential | 1,019,484 | 895,242 | 124,242 | 14 | % | |||||||||
| Home equity lines of credit | 1,076,201 | 1,005,783 | 70,418 | 7 | % | |||||||||
| Other consumer | 237,393 | 209,457 | 27,936 | 13 | % | |||||||||
| Total consumer | 1,313,594 | 1,215,240 | 98,354 | 8 | % | |||||||||
| States and political subdivisions | 964,591 | 983,601 | (19,010) | (2 | %) | |||||||||
| Other | 177,375 | 183,894 | (6,519) | (4 | %) | |||||||||
| Total loans receivable, including loans held for sale | 20,966,982 | 17,294,909 | 3,672,073 | 21 | % | |||||||||
| Less loans held for sale 1 | (39,186) | (33,060) | (6,126) | 19 | % | |||||||||
| Total loans receivable | $ | 20,927,796 | $ | 17,261,849 | $ | 3,665,947 | 21 | % |
______________________________
1 Loans held for sale are primarily 1st lien 1-4 family loans.
44
The following table summarizes the Company’s non-performing assets by regulatory classification:
| Non-performing Assets, by Loan Type | Non- Accrual Loans | Accruing Loans 90 Days or More Past Due | OREO | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2025 | December 31, 2024 | December 31, 2025 | December 31, 2025 | December 31, 2025 | |||||||||
| Custom and owner occupied construction | $ | 183 | 198 | 183 | — | — | ||||||||
| Pre-sold and spec construction | 919 | 2,132 | 919 | — | — | |||||||||
| Total residential construction | 1,102 | 2,330 | 1,102 | — | — | |||||||||
| Land development | 898 | 966 | 898 | — | — | |||||||||
| Consumer land or lots | 79 | 78 | 79 | — | — | |||||||||
| Developed lots for operative builders | 456 | 531 | — | 456 | — | |||||||||
| Commercial lots | 556 | 47 | 556 | — | — | |||||||||
| Other construction | 129 | — | — | — | 129 | |||||||||
| Total land, lot and other construction | 2,118 | 1,622 | 1,533 | 456 | 129 | |||||||||
| Owner occupied | 3,969 | 2,979 | 3,360 | 609 | — | |||||||||
| Non-owner occupied | 7,606 | 2,235 | 7,606 | — | — | |||||||||
| Total commercial real estate | 11,575 | 5,214 | 10,966 | 609 | — | |||||||||
| Commercial and industrial | 27,308 | 2,069 | 26,147 | 1,143 | 18 | |||||||||
| Agriculture | 3,549 | 2,335 | 2,436 | 1,113 | — | |||||||||
| 1st lien | 15,816 | 9,053 | 13,583 | 2,233 | — | |||||||||
| Junior lien | 1,776 | 315 | 1,776 | — | — | |||||||||
| Total 1-4 family | 17,592 | 9,368 | 15,359 | 2,233 | — | |||||||||
| Multifamily residential | 395 | 389 | 395 | — | — | |||||||||
| Home equity lines of credit | 3,968 | 3,465 | 3,600 | 213 | 155 | |||||||||
| Other consumer | 1,229 | 955 | 949 | 171 | 109 | |||||||||
| Total consumer | 5,197 | 4,420 | 4,549 | 384 | 264 | |||||||||
| Other | 59 | 39 | — | 59 | — | |||||||||
| Total | $ | 68,895 | 27,786 | 62,487 | 5,997 | 411 |
45
The following table summarizes the Company’s accruing loans 30-89 days past due by regulatory classification:
| Accruing 30-89 Days Delinquent Loans, by Loan Type | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2025 | December 31, 2024 | $ Change | % Change | ||||||||||
| Custom and owner occupied construction | $ | 533 | $ | 969 | $ | (436) | (45 | %) | ||||||
| Pre-sold and spec construction | 1,189 | 564 | 625 | 111 | % | |||||||||
| Total residential construction | 1,722 | 1,533 | 189 | 12 | % | |||||||||
| Land development | 3,994 | 1,450 | 2,544 | 175 | % | |||||||||
| Consumer land or lots | 1,162 | 402 | 760 | 189 | % | |||||||||
| Unimproved land | — | 36 | (36) | (100 | %) | |||||||||
| Developed lots for operative builders | 2,300 | 214 | 2,086 | 975 | % | |||||||||
| Commercial lots | 965 | — | 965 | n/m | ||||||||||
| Other construction | 4,787 | — | 4,787 | n/m | ||||||||||
| Total land, lot and other construction | 13,208 | 2,102 | 11,106 | 528 | % | |||||||||
| Owner occupied | 6,103 | 2,867 | 3,236 | 113 | % | |||||||||
| Non-owner occupied | 15,388 | 5,037 | 10,351 | 205 | % | |||||||||
| Total commercial real estate | 21,491 | 7,904 | 13,587 | 172 | % | |||||||||
| Commercial and industrial | 10,215 | 6,194 | 4,021 | 65 | % | |||||||||
| Agriculture | 2,390 | 744 | 1,646 | 221 | % | |||||||||
| 1st lien | 19,699 | 6,326 | 13,373 | 211 | % | |||||||||
| Junior lien | 20 | 214 | (194) | (91 | %) | |||||||||
| Total 1-4 family | 19,719 | 6,540 | 13,179 | 202 | % | |||||||||
| Multifamily residential | 150 | — | 150 | n/m | ||||||||||
| Home equity lines of credit | 5,415 | 3,731 | 1,684 | 45 | % | |||||||||
| Other consumer | 1,866 | 1,775 | 91 | 5 | % | |||||||||
| Total consumer | 7,281 | 5,506 | 1,775 | 32 | % | |||||||||
| Other | 2,650 | 1,705 | 945 | 55 | % | |||||||||
| Total | $ | 78,826 | $ | 32,228 | $ | 46,598 | 145 | % |
_________________
n/m - not measurable
46
The following table summarizes the Company’s charge-offs and recoveries by regulatory classification:
| Net Charge-Offs (Recoveries), Years ended, By Loan Type | Charge-Offs | Recoveries | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2025 | December 31, 2024 | December 31, 2025 | December 31, 2025 | |||||||
| Pre-sold and spec construction | $ | — | (4) | 51 | 51 | ||||||
| Total residential construction | — | (4) | 51 | 51 | |||||||
| Land development | (358) | 1,095 | — | 358 | |||||||
| Consumer land or lots | (5) | (22) | — | 5 | |||||||
| Unimproved land | — | 1,338 | — | — | |||||||
| Developed lots for operative builders | (8) | — | — | 8 | |||||||
| Commercial lots | — | 319 | — | — | |||||||
| Total land, lot and other construction | (371) | 2,730 | — | 371 | |||||||
| Owner occupied | (2) | (73) | — | 2 | |||||||
| Non-owner occupied | 2,232 | 2 | 2,243 | 11 | |||||||
| Total commercial real estate | 2,230 | (71) | 2,243 | 13 | |||||||
| Commercial and industrial | 2,104 | 1,422 | 3,056 | 952 | |||||||
| Agriculture | (112) | 64 | — | 112 | |||||||
| 1st lien | (182) | 32 | 1 | 183 | |||||||
| Junior lien | (38) | (65) | 126 | 164 | |||||||
| Total 1-4 family | (220) | (33) | 127 | 347 | |||||||
| Home equity lines of credit | 43 | 69 | 106 | 63 | |||||||
| Other consumer | 1,600 | 1,078 | 1,922 | 322 | |||||||
| Total consumer | 1,643 | 1,147 | 2,028 | 385 | |||||||
| Other | 7,448 | 8,643 | 11,177 | 3,729 | |||||||
| Total | $ | 12,722 | 13,898 | 18,682 | 5,960 |
47
Sources of Funds
The Company’s deposits have traditionally been the principal source of funds for use in lending and other business purposes. The Company also obtains funds from repayment of loans and debt securities, securities sold under agreements to repurchase (“repurchase agreements”), wholesale deposits, advances from FHLB, Federal Reserve facilities, and other borrowings. Loan repayments are a relatively stable source of funds, while interest bearing deposit inflows and outflows are significantly influenced by general interest rate levels and market conditions. Borrowings and advances may be used on a short-term basis to compensate for reductions in normal sources of funds such as deposit inflows at less than projected levels. Borrowings also may be used on a long-term basis to support expanded activities, match maturities of longer-term assets or manage interest rate risk.
Deposits
The Company has several deposit programs designed to attract both short-term and long-term deposits from the general public by providing a wide selection of accounts and rates. These programs include non-interest bearing deposit accounts and interest bearing deposit accounts such as NOW, DDA, savings, money market deposits, fixed rate certificates of deposit with maturities ranging from three months to five years, negotiated-rate jumbo certificates, and individual retirement accounts. These deposits are obtained primarily from individual and business residents in the Bank’s geographic market areas. Wholesale deposits are obtained through various programs and include brokered deposits classified as NOW, DDA, money market deposits and certificate accounts. The Company’s deposits are summarized below:
| December 31, 2025 | December 31, 2024 | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Amount | Percent | Amount | Percent | |||||||||
| Non-interest bearing deposits | $ | 7,314,779 | 30 | % | $ | 6,136,709 | 30 | % | |||||
| NOW and DDA accounts | 6,236,551 | 25 | % | 5,543,512 | 27 | % | |||||||
| Savings accounts | 3,158,939 | 13 | % | 2,845,124 | 14 | % | |||||||
| Money market deposit accounts | 3,948,201 | 16 | % | 2,878,213 | 14 | % | |||||||
| Certificate accounts | 3,928,550 | 16 | % | 3,139,821 | 15 | % | |||||||
| Wholesale deposits | 4,076 | — | % | 3,615 | — | % | |||||||
| Total interest bearing deposits | 17,276,317 | 70 | % | 14,410,285 | 70 | % | |||||||
| Total deposits | $ | 24,591,096 | 100 | % | $ | 20,546,994 | 100 | % |
Total estimated uninsured deposits were $8.111 billion and $6.544 billion at December 31, 2025 and December 31, 2024, respectively. The following table summarizes the estimated amounts outstanding at December 31, 2025 for uninsured time deposits according to the time remaining to maturity.
| (Dollars in thousands) | Certificates of Deposit | |
|---|---|---|
| Within three months | $ | 791,458 |
| Three months to six months | 400,206 | |
| Seven months to twelve months | 155,416 | |
| Over twelve months | 97,050 | |
| Total | $ | 1,444,130 |
For additional information on deposits, see Note 9 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
48
Borrowings
The Company borrows money through repurchase agreements. This process involves the selling of one or more of the securities in the Company’s investment portfolio and simultaneously entering into an agreement to repurchase the same securities at an agreed upon later date, typically overnight. A rate of interest is paid for the agreed period of time. The Bank enters into repurchase agreements with local municipalities, and certain customers, and has adopted procedures designed to ensure proper transfer of title and safekeeping of the underlying securities. In addition to retail repurchase agreements, the Company periodically enters into wholesale repurchase agreements as additional funding sources. The Company has not entered into reverse repurchase agreements.
The Bank is a member of the FHLB of Des Moines, which is one of eleven banks that comprise the FHLB system. The Bank is required to maintain a certain level of activity-based stock in order to borrow or to engage in other transactions with the FHLB of Des Moines. Additionally, the Bank is subject to a membership capital stock requirement that is based upon an annual calculation tied to the total assets of the Bank. The borrowings are collateralized by eligible categories of loans and debt securities (principally, securities which are obligations of, or guaranteed by, the U.S. government and its agencies), provided certain standards related to credit-worthiness have been met. Advances are made pursuant to several different credit programs, each of which has its own interest rates and range of maturities. The Bank’s maximum amount of FHLB advances is limited to the lesser of a fixed percentage of the Bank’s total assets or the discounted value of eligible collateral. FHLB advances fluctuate to meet seasonal and other withdrawals of deposits and to expand lending or investment opportunities of the Company.
During the first quarter of 2023, the Federal Reserve Bank (“FRB”) offered a new Bank Term Funding Program (“BTFP”) for eligible depository institutions. The BTFP offered loans of up to one year in length to institutions pledging collateral eligible for purchase by the FRB in open market operations such as U.S. Treasuries, U.S. Agency securities, and U.S. agency mortgage-backed securities. These assets were valued at par value. During 2023 the Company borrowed $2.740 billion from the BTFP which enabled the Company to pay off higher rate FHLB advances and support its liquidity position at that time. In the first quarter of 2024, the Company paid off all of the BTFP borrowings through a combination of the FHLB borrowings, cash, and additional sources of liquidity.
Additionally, the Company has other sources of secured and unsecured borrowing lines from various sources that may be used from time to time. For additional information concerning the Company’s borrowings, see Note 10 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
Short-term borrowings
A critical component of the Company’s liquidity and capital resources is access to short-term borrowings to fund its operations. Short-term borrowings are accompanied by increased risks managed by the Bank’s Asset Liability Committee (“ALCO”) such as rate increases or unfavorable changes in terms which would make it more costly to obtain future short-term borrowings. The Company’s short-term borrowing sources include FHLB advances, federal funds purchased and retail and wholesale repurchase agreements. The Company also has access to the short-term discount window borrowing programs (i.e., primary credit) of the FRB as well as a line of credit with a large national banking institution. FHLB advances and certain other short-term borrowings may be renewed as long-term borrowings to decrease certain risks such as liquidity or interest rate risk; however, the reduction in risks are weighed against the increased cost of funds and other risks.
Subordinated Debentures
In addition to funds obtained in the ordinary course of business, the Company formed or acquired unconsolidated financing subsidiaries for the purpose of issuing or holding trust preferred securities that entitle the investor to receive cumulative cash distributions thereon. Subordinated debentures were issued in conjunction with the trust preferred securities and the terms of the subordinated debentures and trust preferred securities are the same. For regulatory capital purposes, the trust preferred securities are included in Tier 2 capital at December 31, 2025. The subordinated debentures outstanding as of December 31, 2025 were $187 million, including fair value adjustments from acquisitions. For additional information regarding the subordinated debentures, see Note 11 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
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Liquidity Risk
In the normal course of business, the Company has commitments that require significant cash availability for customer deposits outflows, repurchase agreements, borrowed funds, lease obligations, off-balance sheet obligations, operating expenses and other contractual obligations. The source of funding for such requirements includes loan repayments, customer deposit inflows, borrowings, revenue from operations, and capital resources. Liquidity risk is the possibility that the Company will not be able to fund present and future obligations as they come due because of an inability to liquidate assets or obtain adequate funding at a reasonable cost.
The objective of liquidity management is to maintain cash flows adequate to meet current and future needs for credit demand, deposit withdrawals, maturing liabilities and corporate operating expenses. Effective liquidity management entails three elements:
1.assessing on an ongoing basis, the current and expected future needs for funds, and ensuring that sufficient funds or access to funds exist to meet those needs at the appropriate time;
2.providing for an adequate cushion of liquidity to meet unanticipated cash flow needs that may arise from potential adverse circumstances ranging from high probability/low severity events to low probability/high severity; and
3.balancing the benefits between providing for adequate liquidity to mitigate potential adverse events and the cost of that liquidity.
The Company has a wide range of versatility in managing the liquidity and asset/liability mix. The Bank’s ALCO meets regularly to assess liquidity risk, among other matters. The Company monitors liquidity and contingency funding alternatives through management reports of liquid assets (e.g., debt securities), both unencumbered and pledged, as well as borrowing capacity, both secured and unsecured, including off-balance sheet funding sources. The Company evaluates its potential funding needs across alternative scenarios and maintains contingency funding plans consistent with the Company’s access to diversified sources of contingent funding.
The following table identifies certain liquidity sources and capacity available to the Company as of the dates indicated:
| (Dollars in thousands) | December 31, 2025 | December 31, 2024 | |||
|---|---|---|---|---|---|
| FHLB advances | |||||
| Borrowing capacity | $ | 4,872,433 | 4,355,976 | ||
| Amount utilized | (440,000) | (1,800,000) | |||
| Letters of credit and other pledged collateral | (10,224) | (6,165) | |||
| Amount available | $ | 4,422,209 | 2,549,811 | ||
| FRB discount window | |||||
| Borrowing capacity | $ | 2,048,309 | 1,860,932 | ||
| Amount utilized | — | — | |||
| Amount available | $ | 2,048,309 | 1,860,932 | ||
| Unsecured lines of credit available | $ | 530,000 | 525,000 | ||
| Unencumbered debt securities | |||||
| U.S. government and federal agency | $ | 90,783 | 608,979 | ||
| U.S. government sponsored enterprises | 13,758 | 301,990 | |||
| State and local governments | 929,248 | 907,832 | |||
| Corporate bonds | 33,949 | 14,503 | |||
| Residential mortgage-backed securities | 160,623 | 615,310 | |||
| Commercial mortgage-backed securities | 794,427 | 837,169 | |||
| Total unencumbered debt securities 1 | $ | 2,022,788 | 3,285,783 |
____________________________
1 Total unencumbered debt securities at December 31, 2025, included $1.2 billion classified as AFS and $828.1 million classified as HTM. Total unencumbered debt securities at December 31, 2024, included $1.6 billion classified as AFS, and $1.6 billion classified as HTM. AFS debt securities are reported at fair value and HTM debt securities are reported at amortized cost.
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Contractual Obligations and Off-Balance Sheet Arrangements
In the normal course of business, there may be various outstanding commitments to obtain funding and to extend credit, such as letters of credit and unfunded loan commitments, which are not reflected in the accompanying condensed consolidated financial statements. The Company assessed the off-balance sheet credit exposures as of December 31, 2025 and determined its allowance for credit losses (“ACL”) of $30.0 million was adequate to absorb the estimated credit losses. Such ACL is included in other liabilities. For additional information regarding the Company’s ACL, see “Allowance for Credit Losses - Loans Receivable” above.
Capital Resources
Maintaining capital strength continues to be a long-term objective of the Company. High levels of capital are necessary to sustain growth, provide protection against unanticipated declines in asset values, and to safeguard the funds of depositors. Capital is also a source of funds for loan demand and enables the Company to effectively manage its assets and liabilities. The Company has the capacity to issue 234,000,000 shares of common stock of which 129,971,712 have been issued as of December 31, 2025. The Company also has the capacity to issue 1,000,000 shares of preferred stock of which none have been issued as of December 31, 2025. Conversely, the Company may in the future decide to utilize a portion of its strong capital position, as it has done in the past, to repurchase shares of its outstanding common stock, depending on market price and other relevant considerations.
The Federal Reserve has adopted capital adequacy guidelines that are used to assess the adequacy of capital in supervising a bank holding company. The guidelines require the Company to hold a 2.5 percent capital conservation buffer designed to absorb losses during periods of economic stress. As of December 31, 2025, management believes the Company and Bank meet all capital adequacy requirements to which they are subject and there are no conditions or events subsequent to this date that management believes have changed the Company’s or Bank’s risk-based capital category.
The following table illustrates the Bank’s regulatory capital ratios and the Federal Reserve’s capital adequacy guidelines as of December 31, 2025:
| Total Capital (To Risk-Weighted Assets) | Tier 1 Capital (To Risk-Weighted Assets) | Common Equity Tier 1 (To Risk-Weighted Assets) | Leverage Ratio/ Tier 1 Capital (To Average Assets) | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Glacier Bank actual regulatory ratios | 13.91 | % | 12.67 | % | 12.67 | % | 9.33 | % | |||
| Minimum capital requirements | 8.00 | % | 6.00 | % | 4.50 | % | 4.00 | % | |||
| Minimum capital requirements plus capital conservation buffer | 10.50 | % | 8.50 | % | 7.00 | % | N/A | ||||
| Well capitalized requirements | 10.00 | % | 8.00 | % | 6.50 | % | 5.00 | % |
For additional information regarding regulatory capital, see Note 13 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
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Federal and State Income Taxes
The Company files a consolidated federal income tax return using the accrual method of accounting. All required tax returns have been timely filed. Financial institutions are subject to the provisions of the Internal Revenue Code of 1986, as amended, in the same general manner as other corporations. The federal statutory corporate income tax rate is 21 percent.
Within the Company’s geographic footprint under Montana, Idaho, Utah, Colorado and Arizona law, financial institutions are subject to a corporation income tax, which incorporates or is substantially similar to applicable provisions of the Internal Revenue Code. The corporation income tax is imposed on federal taxable income, subject to certain adjustments. State taxes are incurred at the rate of 6.75 percent in Montana, 5.30 percent in Idaho, 4.50 percent in Utah, 4.40 percent in Colorado and 4.90 percent in Arizona. Washington, Wyoming, Nevada, and Texas do not impose a corporate income tax. The Company is also required to file in states other than the nine states in which it has properties.
Income tax expense for the years ended December 31, 2025 and 2024 was $51.2 million and $36.2 million, respectively. The Company’s effective income tax rate for the years ended December 31, 2025 and 2024 was 17.6 percent and 16.0 percent, respectively. The current and prior year’s low effective income tax rates were due to income from tax-exempt debt securities, municipal loans and leases and benefits from federal income tax credits. Income from tax-exempt debt securities, loans and leases was $84.7 million and $84.2 million for the years ended December 31, 2025 and 2024, respectively. Benefits from Low-Income Housing Tax Credits (“LIHTC”) federal income tax credits were $30.9 million and $25.4 million for the years ended December 31, 2025 and 2024, respectively.
The Company has equity investments in Certified Development Entities (“CDE”) which have received allocations of New Markets Tax Credits (“NMTC”). Administered by the Community Development Financial Institutions Fund (“CDFI Fund”) of the U.S. Department of the Treasury, the NMTC program is aimed at stimulating economic and community development and job creation in low-income communities. The federal income tax credits received are claimed over a seven-year credit allowance period. The Company also has equity investments in LIHTC’s which are indirect federal subsidies used to finance the development of affordable rental housing for low-income households. The federal income tax credits are claimed over a ten-year credit allowance period. The Company has investments of $9.5 million in Qualified School Construction bonds whereby the Company receives quarterly federal income tax credits in lieu of taxable interest income. The federal income tax credits on these debt securities are subject to federal and state income tax. The Company has investments in historic tax credits that are claimed over a five-year credit allowance period.
Following is a list of expected federal income tax credits to be received in the years indicated.
| (Dollars in thousands) | New Markets Tax Credits | Low-Income Housing Tax Credits | Debt Securities Tax Credits | Historic Tax Credits | Total | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2026 | $ | 5,192 | 31,567 | 205 | 564 | 37,528 | ||||||||
| 2027 | 5,370 | 32,360 | 43 | 564 | 38,337 | |||||||||
| 2028 | 3,354 | 30,012 | 43 | — | 33,409 | |||||||||
| 2029 | 1,758 | 28,634 | 43 | — | 30,435 | |||||||||
| 2030 | 1,068 | 27,134 | 43 | — | 28,245 | |||||||||
| Thereafter | — | 90,115 | 64 | — | 90,179 | |||||||||
| $ | 16,742 | 239,822 | 441 | 1,128 | 258,133 |
For additional information on income taxes, see Note 17 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data”.
Average Balance Sheet
The following schedule provides 1) the total dollar amount of interest and dividend income of the Company for earning assets and the average yields; 2) the total dollar amount of interest expense on interest bearing liabilities and the average rates; 3) net interest and dividend income and interest rate spread; and 4) net interest margin (tax-equivalent).
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| Years ended | ||||||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| December 31, 2025 | December 31, 2024 | December 31, 2023 | ||||||||||||||||||||||||||||||
| (Dollars in thousands) | Average Balance | Interest and Dividends | Average Yield/ Rate | Average Balance | Interest and Dividends | Average Yield/ Rate | Average Balance | Interest and Dividends | Average Yield/ Rate | |||||||||||||||||||||||
| Assets | ||||||||||||||||||||||||||||||||
| Residential real estate loans | $ | 2,077,431 | $ | 111,135 | 5.35 | % | $ | 1,820,057 | $ | 89,596 | 4.92 | % | $ | 1,603,600 | $ | 71,328 | 4.45 | % | ||||||||||||||
| Commercial loans 1 | 15,355,275 | 906,309 | 5.90 | % | 13,818,805 | 772,496 | 5.59 | % | 12,982,708 | 675,549 | 5.20 | % | ||||||||||||||||||||
| Consumer and other loans | 1,354,121 | 97,509 | 7.20 | % | 1,305,716 | 89,160 | 6.83 | % | 1,247,114 | 74,734 | 5.99 | % | ||||||||||||||||||||
| Total loans 2 | 18,786,827 | 1,114,953 | 5.93 | % | 16,944,578 | 951,252 | 5.61 | % | 15,833,422 | 821,611 | 5.19 | % | ||||||||||||||||||||
| Tax-exempt investment securities 3 | 1,612,206 | 56,192 | 3.49 | % | 1,675,732 | 59,479 | 3.55 | % | 1,740,746 | 59,716 | 3.43 | % | ||||||||||||||||||||
| Taxable investment securities 4,5 | 6,833,546 | 138,547 | 2.03 | % | 7,400,887 | 145,128 | 1.96 | % | 8,297,203 | 152,003 | 1.83 | % | ||||||||||||||||||||
| Total earning assets | 27,232,579 | 1,309,692 | 4.81 | % | 26,021,197 | 1,155,859 | 4.44 | % | 25,871,371 | 1,033,330 | 3.99 | % | ||||||||||||||||||||
| Goodwill and intangibles | 1,221,592 | 1,079,404 | 1,022,052 | |||||||||||||||||||||||||||||
| Non-earning assets | 989,532 | 773,322 | 504,698 | |||||||||||||||||||||||||||||
| Total assets | $ | 29,443,703 | $ | 27,873,923 | $ | 27,398,121 | ||||||||||||||||||||||||||
| Liabilities | ||||||||||||||||||||||||||||||||
| Non-interest bearing deposits | $ | 6,584,700 | $ | — | — | % | $ | 6,144,268 | $ | — | — | % | $ | 6,642,339 | $ | — | — | % | ||||||||||||||
| NOW and DDA accounts | 5,764,971 | 64,584 | 1.12 | % | 5,326,296 | 63,635 | 1.19 | % | 5,167,117 | 37,357 | 0.72 | % | ||||||||||||||||||||
| Savings accounts | 2,985,007 | 22,418 | 0.75 | % | 2,866,908 | 22,684 | 0.79 | % | 2,908,584 | 9,918 | 0.34 | % | ||||||||||||||||||||
| Money market deposit accounts | 3,247,640 | 66,660 | 2.05 | % | 2,904,461 | 58,140 | 2.00 | % | 3,166,914 | 42,254 | 1.33 | % | ||||||||||||||||||||
| Certificate accounts | 3,379,326 | 120,344 | 3.56 | % | 3,106,755 | 128,081 | 4.12 | % | 1,949,206 | 64,176 | 3.29 | % | ||||||||||||||||||||
| Total core deposits | 21,961,644 | 274,006 | 1.25 | % | 20,348,688 | 272,540 | 1.34 | % | 19,834,160 | 153,705 | 0.77 | % | ||||||||||||||||||||
| Short-term borrowings | ||||||||||||||||||||||||||||||||
| Wholesale deposits 6 | 4,029 | 181 | 4.49 | % | 3,615 | 194 | 5.36 | % | 173,231 | 8,721 | 5.03 | % | ||||||||||||||||||||
| Repurchase agreements | 1,954,632 | 57,172 | 2.92 | % | 1,676,040 | 55,723 | 3.32 | % | 1,301,223 | 36,414 | 2.80 | % | ||||||||||||||||||||
| FHLB advances | 1,302,973 | 62,252 | 4.71 | % | 1,147,456 | 56,297 | 4.83 | % | 551,986 | 26,910 | 4.81 | % | ||||||||||||||||||||
| FRB Bank Term Funding | — | — | — | % | 617,377 | 27,097 | 4.39 | % | 2,133,658 | 93,388 | 4.38 | % | ||||||||||||||||||||
| Total short-term borrowings | 3,261,634 | 119,605 | 3.72 | % | 3,444,488 | 139,311 | 3.98 | % | 4,160,098 | 165,433 | 3.92 | % | ||||||||||||||||||||
| Long-term borrowings | ||||||||||||||||||||||||||||||||
| FHLB advances | — | — | — | % | 351,038 | 16,323 | 4.57 | % | — | — | — | % | ||||||||||||||||||||
| Subordinated debentures and other borrowed funds | 238,962 | 13,146 | 5.50 | % | 219,839 | 7,044 | 3.20 | % | 209,567 | 6,835 | 3.26 | % | ||||||||||||||||||||
| Total interest bearing liabilities | 25,462,240 | 406,757 | 1.60 | % | 24,364,053 | 435,218 | 1.79 | % | 24,203,825 | 325,973 | 1.35 | % | ||||||||||||||||||||
| Other liabilities | 356,409 | 351,825 | 275,359 | |||||||||||||||||||||||||||||
| Total liabilities | 25,818,649 | 24,715,878 | 24,479,184 | |||||||||||||||||||||||||||||
| Stockholders’ Equity | ||||||||||||||||||||||||||||||||
| Common stock | 1,197 | 1,132 | 1,109 | |||||||||||||||||||||||||||||
| Paid-in capital | 2,730,729 | 2,437,641 | 2,346,575 | |||||||||||||||||||||||||||||
| Retained earnings | 1,130,602 | 1,064,090 | 1,021,469 | |||||||||||||||||||||||||||||
| Accumulated other comprehensive loss | (237,474) | (344,818) | (450,216) | |||||||||||||||||||||||||||||
| Total stockholders’ equity | 3,625,054 | 3,158,045 | 2,918,937 | |||||||||||||||||||||||||||||
| Total liabilities and stockholders’ equity | $ | 29,443,703 | $ | 27,873,923 | $ | 27,398,121 | ||||||||||||||||||||||||||
| Net interest income (tax-equivalent) | $ | 902,935 | $ | 720,641 | $ | 707,357 | ||||||||||||||||||||||||||
| Net interest spread (tax-equivalent) | 3.21 | % | 2.65 | % | 2.64 | % | ||||||||||||||||||||||||||
| Net interest margin (tax-equivalent) | 3.32 | % | 2.77 | % | 2.73 | % |
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Average Balance Sheet - continued
______________________________
1Includes tax effect of $6.3 million, $6.5 million and $5.9 million on tax-exempt municipal loan and lease income for the years ended December 31, 2025, 2024 and 2023, respectively.
2Total loans are gross of the ACL, net of unearned income and include loans held for sale. Non-accrual loans were included in the average volume for the entire period.
3Includes tax effect of $7.0 million, $8.6 million and $8.9 million on tax-exempt debt securities income for the years ended December 31, 2025, 2024 and 2023, respectively.
4Includes tax effect of $602 thousand, $832 thousand and $859 thousand on federal income tax credits for the years ended December 31, 2025, 2024 and 2023, respectively.
5Includes interest income of $28.9 million, $31.2 million and $42.2 million on average interest-bearing cash balances of $680.0 million, $594.8 million and $791.5 million for the years ended December 31, 2025, 2024 and 2023, respectively.
6Wholesale deposits include brokered deposits classified as NOW, DDA, money market deposit and certificate accounts with contractual maturities.
Rate/Volume Analysis
Net interest income can be evaluated from the perspective of relative dollars of change in each period. Interest income and interest expense, which are the components of net interest income, are shown in the following table on the basis of the amount of any increases (or decreases) attributable to changes in the dollar levels of the Company’s interest earning assets and interest bearing liabilities (“volume”) and the yields earned and paid on such assets and liabilities (“rate”). The change in interest income and interest expense attributable to changes in both volume and rates has been allocated proportionately to the change due to volume and the change due to rate.
| Year ended December 31, | Year ended December 31, | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2025 vs. 2024 | 2024 vs. 2023 | ||||||||||||||||
| Increase (Decrease) Due to: | Increase (Decrease) Due to: | ||||||||||||||||
| (Dollars in thousands) | Volume | Rate | Net | Volume | Rate | Net | |||||||||||
| Interest income | |||||||||||||||||
| Residential real estate loans | $ | 12,670 | 8,869 | 21,539 | 9,628 | 8,640 | 18,268 | ||||||||||
| Commercial loans (tax-equivalent) | 83,546 | 50,267 | 133,813 | 45,476 | 51,472 | 96,948 | |||||||||||
| Consumer and other loans | 3,053 | 5,296 | 8,349 | 3,726 | 10,700 | 14,426 | |||||||||||
| Investment securities (tax-equivalent) | (14,221) | 4,353 | (9,868) | (20,277) | 13,165 | (7,112) | |||||||||||
| Total interest income | 85,048 | 68,785 | 153,833 | 38,553 | 83,977 | 122,530 | |||||||||||
| Interest expense | |||||||||||||||||
| NOW and DDA accounts | 5,053 | (4,105) | 948 | 1,256 | 25,022 | 26,278 | |||||||||||
| Savings accounts | 870 | (1,136) | (266) | (115) | 12,881 | 12,766 | |||||||||||
| Money market deposit accounts | 6,692 | 1,828 | 8,520 | (3,396) | 19,282 | 15,886 | |||||||||||
| Certificate accounts | 10,857 | (18,594) | (7,737) | 38,392 | 25,513 | 63,905 | |||||||||||
| Wholesale deposits | 22 | (34) | (12) | (8,538) | 11 | (8,527) | |||||||||||
| Repurchase agreements | 9,085 | (7,636) | 1,449 | 10,617 | 8,692 | 19,309 | |||||||||||
| FHLB advances | (9,648) | (720) | (10,368) | 46,343 | (633) | 45,710 | |||||||||||
| FRB Bank Term Funding | (27,097) | — | (27,097) | (66,291) | — | (66,291) | |||||||||||
| Subordinated debentures and other borrowed funds | 592 | 5,510 | 6,102 | 355 | (146) | 209 | |||||||||||
| Total interest expense | (3,574) | (24,887) | (28,461) | 18,623 | 90,622 | 109,245 | |||||||||||
| Net interest income (tax-equivalent) | $ | 88,622 | 93,672 | 182,294 | 19,930 | (6,645) | 13,285 |
Net interest income (tax-equivalent) increased $182.3 million for the year ended December 31, 2025 compared to prior year end. The increase in interest income was primarily attributable to an increase in interest income and a decrease in interest expense. The increase in interest income was primarily attributable to the increase in the loan portfolio and an increase in loan yields. The decrease in interest expense was driven primarily by a decrease in deposit rates and a decrease in higher cost borrowings.
Net interest income (tax-equivalent) increased $13.3 million for the year ended December 31, 2024 compared to the prior year end. The increase in interest income was primarily attributable to an increase in interest rates with additional benefit from the increase in
54
the loan portfolio, which more than outpaced the increase in interest expense which was primarily driven by an increase in interest rates.
Cyber Risk
A failure in or breach of the Company’s operational or security systems, or those of the Company’s third-party service providers, including as a result of cyber-attacks, could disrupt business, result in the disclosure or misuse of confidential or proprietary information, damage our reputation, increase costs and cause losses. The Company employs detection and response mechanisms designed to contain and mitigate these risks. The Company maintains a robust information security program that is regularly reviewed, tested, and updated. This includes vulnerability and patch management programs, incident response planning, security monitoring, employee training, and security awareness testing. The Board's Risk Oversight Committee is responsible for monitoring the Company’s cyber risk management profile and related programs. The Board is responsible for approval of related policies.
See “Item 1A. Risk Factors” and “Item 1C. Cybersecurity” for additional information regarding our cybersecurity program and the risks we face from cybersecurity threats.
Critical Accounting Policies and Estimates
The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, income, and related disclosures. Certain accounting policies involve significant judgment and are particularly important to the portrayal of our financial condition and results of operations. These policies, and the related estimates, are described below as critical accounting policies and critical accounting estimates because changes in assumptions or judgments could materially affect our financial statements.
The Company considers its accounting policies for the ACL, goodwill and fair value measurements to be critical accounting policies. The application of these policies has a significant impact on the Company’s consolidated financial statements and financial results could differ significantly if different judgments or estimates were applied. The following describes why the estimates are subject to uncertainty, the estimated change in the reported periods, and the sensitivity of the reported amounts to the methods, assumptions, and estimates underlying the calculation. For additional information regarding the Company’s Significant Accounting Policies, see Note 1 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
Allowance for Credit Losses
The ACL for loans receivable represents management’s estimate of credit losses over the expected contractual life of the loan portfolio. The Company’s accounting policy for determining the adequacy of the allowance is complex and requires a high degree of judgment by management about the effect of matters that are inherently uncertain. Subsequent evaluations of the then-existing loan portfolio, in light of the factors then prevailing, may result in significant changes in the allowance in those future period which is why there is such a high degree of uncertainty. Such factors or assumptions include loan volumes, delinquency status, credit ratings, historical loss experiences, estimated prepayment speeds, weighted average lives and other conditions influencing loss expectations, such as reasonable and supportable forecasts of economic conditions. The Company’s estimate of the ACL is particularly sensitive to changes in economic forecasts, delinquency trends, and credit quality indicators. Deterioration in macroeconomic conditions, including increases in unemployment or interest rates, could result in higher expected credit losses and a corresponding increase in the provision for credit losses. Conversely, improvement in these conditions could reduce expected losses. For information regarding the ACL for loans receivable, its relation to the provision for credit losses and risk related to asset quality, and the estimated change during the reported periods, see the section captioned “Allowance for Credit Losses - Loans Receivable” included in “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” and Notes 1 and 3 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
Goodwill
The Company’s accounting policy requires an annual assessment for goodwill for impairment, or more frequently if determined necessary. Goodwill of a reporting unit is tested for impairment if an event is more-likely-than-not to reduce the fair value of a reporting unit below its carrying amount. Changes in the economic environment, operations of the aggregated reporting units, or other factors could result in the decline in the fair value of the aggregated reporting units which could result in a goodwill impairment in the future. The estimate is considered to have a low amount of uncertainty unless there is an event that significantly lowers the fair value of a reporting unit estimate. Examples of events and circumstances include: significant change in legal factors or in the business climate, an adverse action or assessment by a regulator, unanticipated competition, loss of key personnel, a more likely-than-not expectation that a reporting unit or a significant portion of a reporting unit will be sold or otherwise disposed of, and the testing for recoverability of a significant asset group within a reporting unit. There were no changes to the Company’s assessment or reported amounts during 2025. For information on goodwill, see Notes 1 and 6 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
55
Fair Value Measurements
Fair value measurement estimates are used for certain recorded and disclosed financial instruments on a recurring and non-recurring basis. Such estimates utilize a variety of assumptions which are subject to uncertainty. Certain fair value measurements, particularly those involving unobservable inputs, require significant judgment and are highly sensitive to changes in assumptions. These measurements may include valuation of financial instruments classified as Level 3 within the fair value hierarchy, where valuation is based on internally developed models. Changes in assumptions such as discount rates, credit spreads, or expected cash flows could result in materially different fair value estimates. For information on fair value measurements and the estimated changes during the reporting periods, see Note 21 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
Impact of Recently Issued Accounting Standards
Authoritative accounting guidance that impacted the Company that became effective during 2025 or 2024 include amendments to:
•FASB ASC Topic 280, Segment Reporting
•FASB ASC Topic 232, Investments Equity Method and Joint Ventures
•FASB ASC Topic 740, Income Taxes
Authoritative accounting guidance that may possibly have a material impact on the Company that is pending adoption at December 31, 2025 includes amendments to:
•FASB ASC Topic 326, Purchased Loans
•FASB ASC Topic 220, Disaggregation of Income Statement Expenses
For additional information on the topics and the impact on the Company see Note 1 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
MD&A history
Prior-year 10-K MD&A spans are extracted from SEC filings with the same bounded parser used for the latest filing. The latest 10-K appears above; prior years are below.
FY 2024 10-K MD&A
SEC filing source: 0000868671-25-000046.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
The following discussion is intended to provide a more comprehensive review of the Company’s operating results and financial condition from management’s perspective than can be obtained from reading the Consolidated Financial Statements alone. The information includes management’s assessment of material information relevant to the Company’s financial condition and results of operations, material events and uncertainties that are reasonably likely to cause reported information not to be indicative of future operating results or financial condition, and material financial and statistical information that the Company believes will enhance the investors’ understanding of the Company and its financial results. The discussion should be read in conjunction with the Consolidated Financial Statements and the notes thereto included in “Item 8. Financial Statements and Supplementary Data.”
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
This Annual Report on Form 10-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, but are not limited to, statements about the Company’s plans, objectives, expectations and intentions that are not historical facts, and other statements identified by words such as “expects,” “anticipates,” “will,” “intends,” “plans,” “believes,” “should,” “projects,” “seeks,” “estimates” or the negative version of those words or other comparable words or phrases of a future or forward-looking nature. These forward-looking statements are based on current beliefs and expectations of management and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond the Company’s control. In addition, these forward-looking statements are subject to assumptions with respect to future business strategies and decisions that are subject to change. The following factors, among others, could cause actual results to differ materially from the anticipated results (express or implied) or other expectations in the forward-looking statements, including those factors set forth under “Risk Factors” and in other sections in this Annual Report on Form 10-K, or the documents incorporated by reference:
•risks associated with lending and potential adverse changes in the credit quality of the Company’s loan portfolio;
•changes in monetary and fiscal policies, including interest rate policies of the Federal Reserve Board, which may continue to adversely affect the Company’s net interest income and margin, the fair value of its financial instruments, profitability, and stockholders’ equity;
•legislative or regulatory changes, including increased FDIC insurance rates and assessments or increased banking and consumer protection regulations, that may adversely affect the Company’s business and strategies;
•risks related to overall economic conditions, including the impact on the economy of an uncertain interest rate environment, inflationary pressures, the potential for significant changes in economic policies in the new administration, and geopolitical instability, including the wars in Ukraine and the Middle East;
•risks associated with the Company’s ability to negotiate, complete, and successfully integrate any pending or future acquisitions;
•costs or difficulties related to the completion and integration of pending or future acquisitions;
•impairment of the goodwill recorded by the Company in connection with acquisitions, which may have an adverse impact on earnings and capital;
•reduction in demand for banking products and services, whether as a result of changes in customer behavior, economic conditions, banking environment, or competition;
•deterioration of the reputation of banks and the financial services industry, which could adversely affect the Company's ability to obtain and maintain customers;
•changes in the competitive landscape, including as may result from new market entrants or further consolidation in the financial services industry, resulting in the creation of larger competitors with greater financial resources;
•risks presented by public stock market volatility, which could adversely affect the market price of the Company’s common stock and the ability to raise additional capital or grow through acquisitions;
•risks associated with dependence on the Chief Executive Officer (“CEO”), the senior management team and the Presidents of Glacier Bank (the “Bank”) divisions;
•material failure, potential interruption or breach in security of the Company’s systems or changes in technology which could expose the Company to cybersecurity risks, fraud, system failures, or direct liabilities;
•risks related to natural disasters, including droughts, fires, floods, earthquakes, pandemics, and other unexpected events;
•success in managing risks involved in any of the foregoing; and
•effects of any reputational damage to the Company resulting from any of the foregoing.
Additional factors that could cause actual results to differ materially from those expressed in the forward-looking statements are discussed in “Item 1A. Risk Factors.” Please take into account that forward-looking statements speak only as of the date of this Annual Report on Form 10-K (or documents incorporated by reference, if applicable). Given the described uncertainties and risks, the Company cannot guarantee its future performance or results of operations and you should not place undue reliance on these forward-looking statements. The Company does not undertake any obligation to publicly correct, revise, or update any forward-looking statement if it later becomes aware that actual results are likely to differ materially from those expressed in such forward-looking statement, except as may be required under federal securities laws.
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FIVE YEAR SELECTED FINANCIAL DATA
Selected Financial Data
The selected financial data of the Company is derived from the Company’s historical audited financial statements and related notes. The information set forth below should be read in conjunction with “Item 8. Financial Statements and Supplementary Data” contained elsewhere in this Annual Report on Form 10-K.
| December 31, | Compounded Annual Growth Rate | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands, except per share data) | 2024 | 2023 | 2022 | 2021 | 2020 | 1-Year | 5-Year | ||||||||||||||||||
| Selected Statements of Financial Condition Information | |||||||||||||||||||||||||
| Total assets | $ | 27,902,987 | $ | 27,742,629 | $ | 26,635,375 | $ | 25,940,645 | $ | 18,504,206 | 0.6 | % | 8.6 | % | |||||||||||
| Debt securities | 7,540,052 | 8,288,130 | 9,022,359 | 10,370,013 | 5,527,650 | (9.0) | % | 6.4 | % | ||||||||||||||||
| Loans receivable, net | 17,055,808 | 16,005,325 | 15,064,529 | 13,259,366 | 10,964,453 | 6.6 | % | 9.2 | % | ||||||||||||||||
| Allowance for credit losses | (206,041) | (192,757) | (182,283) | (172,665) | (158,243) | 6.9 | % | 5.4 | % | ||||||||||||||||
| Goodwill and intangibles | 1,102,500 | 1,017,263 | 1,026,994 | 1,037,652 | 569,522 | 8.4 | % | 14.1 | % | ||||||||||||||||
| Deposits | 20,546,994 | 19,929,167 | 20,606,555 | 21,337,249 | 14,797,529 | 3.1 | % | 6.8 | % | ||||||||||||||||
| Federal Home Loan Bank advances | 1,800,000 | — | 1,800,000 | — | — | 100.0 | % | n/m | |||||||||||||||||
| FRB Bank Term Funding | — | 2,740,000 | — | — | — | (100.0) | % | n/m | |||||||||||||||||
| Securities sold under agreements to repurchase and other borrowed funds | 1,860,816 | 1,568,545 | 1,023,209 | 1,064,888 | 1,037,651 | 18.6 | % | 12.4 | % | ||||||||||||||||
| Stockholders’ equity | 3,223,854 | 3,020,281 | 2,843,305 | 3,177,622 | 2,307,041 | 6.7 | % | 6.9 | % | ||||||||||||||||
| Equity per share | 28.43 | 27.24 | 25.67 | 28.71 | 24.18 | 4.4 | % | 3.3 | % | ||||||||||||||||
| Equity as a percentage of total assets | 11.6 | % | 10.9 | % | 10.7 | % | 12.3 | % | 12.5 % | 6.1 | % | (1.5) | % |
________________________
n/m - not measurable
| Years ended December 31, | Compounded Annual Growth Rate | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands, except per share data) | 2024 | 2023 | 2022 | 2021 | 2020 | 1-Year | 5-Year | ||||||||||||||||||
| Summary Statements of Operations | |||||||||||||||||||||||||
| Interest income | $ | 1,139,850 | $ | 1,017,655 | $ | 829,640 | $ | 681,074 | $ | 627,064 | 12.0 | % | 12.7 | % | |||||||||||
| Interest expense | 435,218 | 325,973 | 41,261 | 18,558 | 27,315 | 33.5 | % | 74.0 | % | ||||||||||||||||
| Net interest income | 704,632 | 691,682 | 788,379 | 662,516 | 599,749 | 1.9 | % | 3.3 | % | ||||||||||||||||
| Provision for credit losses | 28,306 | 14,795 | 19,963 | 23,076 | 39,765 | 91.3 | % | (6.6) | % | ||||||||||||||||
| Non-interest income | 128,446 | 118,079 | 120,732 | 144,820 | 172,867 | 8.8 | % | (5.8) | % | ||||||||||||||||
| Non-interest expense | 578,468 | 527,358 | 518,868 | 434,822 | 404,811 | 9.7 | % | 7.4 | % | ||||||||||||||||
| Income before income taxes | 226,304 | 267,608 | 370,280 | 349,438 | 328,040 | (15.4) | % | (7.2) | % | ||||||||||||||||
| Federal and state income tax expense | 36,160 | 44,681 | 67,078 | 64,681 | 61,640 | (19.1) | % | (10.1) | % | ||||||||||||||||
| Net income | $ | 190,144 | $ | 222,927 | $ | 303,202 | $ | 284,757 | $ | 266,400 | (14.7) | % | (6.5) | % | |||||||||||
| Basic earnings per share | $ | 1.68 | $ | 2.01 | $ | 2.74 | $ | 2.87 | $ | 2.81 | (16.4) | % | (9.8) | % | |||||||||||
| Diluted earnings per share | $ | 1.68 | $ | 2.01 | $ | 2.74 | $ | 2.86 | $ | 2.81 | (16.4) | % | (9.8) | % | |||||||||||
| Dividends declared per share | $ | 1.32 | $ | 1.32 | $ | 1.32 | $ | 1.37 | $ | 1.33 | — | % | (0.2) | % |
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| At or for the Years ended December 31, | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | 2024 | 2023 | 2022 | 2021 | 2020 | |||||||||
| Selected Ratios and Other Data | ||||||||||||||
| Return on average assets | 0.68 | % | 0.81 | % | 1.15 | % | 1.33 | % | 1.62 | % | ||||
| Return on average equity | 6.02 | % | 7.64 | % | 10.43 | % | 11.08 | % | 12.15 | % | ||||
| Dividend payout ratio | 78.57 | % | 65.67 | % | 48.18 | % | 47.74 | % | 47.33 | % | ||||
| Average equity to average asset ratio | 11.33 | % | 10.65 | % | 11.01 | % | 11.99 | % | 13.35 | % | ||||
| Total capital (to risk-weighted assets) | 14.49 | % | 14.61 | % | 14.02 | % | 14.21 | % | 14.63 | % | ||||
| Tier 1 capital (to risk-weighted assets) | 12.69 | % | 12.85 | % | 12.34 | % | 12.49 | % | 12.42 | % | ||||
| Common Equity Tier 1 (to risk-weighted assets) | 12.69 | % | 12.85 | % | 12.34 | % | 12.49 | % | 12.42 | % | ||||
| Tier 1 capital (to average assets) | 8.93 | % | 8.71 | % | 8.79 | % | 8.64 | % | 9.12 | % | ||||
| Net interest margin on average earning assets (tax-equivalent) | 2.77 | % | 2.73 | % | 3.27 | % | 3.42 | % | 4.09 | % | ||||
| Efficiency ratio 1 | 66.71 | % | 62.85 | % | 54.64 | % | 51.35 | % | 49.97 | % | ||||
| Allowance for credit losses as a percent of loans | 1.19 | % | 1.19 | % | 1.20 | % | 1.29 | % | 1.42 | % | ||||
| Allowance for credit losses as a percent of nonperforming loans | 774 | % | 799 | % | 557 | % | 255 | % | 470 | % | ||||
| Non-performing assets as a percentage of subsidiary assets | 0.10 | % | 0.09 | % | 0.12 | % | 0.26 | % | 0.19 | % | ||||
| Non-performing assets | $27,786 | 25,631 | 32,742 | 67,691 | 35,433 | |||||||||
| Loans originated | $5,151,138 | 4,449,350 | 8,039,623 | 8,551,419 | 7,934,881 | |||||||||
| Number of full time equivalent employees | 3,441 | 3,294 | 3,390 | 3,436 | 2,970 | |||||||||
| Number of locations | 227 | 221 | 221 | 224 | 193 |
______________________________
1 Non-interest expense before OREO expenses, core deposit intangibles amortization, goodwill impairment charges, and non-recurring expense items as a percentage of tax-equivalent net interest income and non-interest income, excluding gains or losses on sale of investments, OREO income, and non-recurring income items.
26
YEAR ENDED DECEMBER 31, 2024 COMPARED TO DECEMBER 31, 2023
Highlights and Overview
The Company continued to experience pressure during 2024 from the historic interest rate increases during 2023. While the Company experienced an overall decline in net income during the current year, the increase in the net interest margin for each quarter of 2024 combined with its two acquisitions in 2024 has provided a solid foundation for improved financial performance.
Net income for the current year was $190 million, a decrease of $32.8 million, or 15 percent, over the prior year net income of $223 million. The decrease in net income during the current year was primarily driven by the significant increase in funding costs, increased operating costs from acquisitions and an $8.6 million increase in acquisition-related expenses. Diluted earnings per share for the year was $1.68, a decrease of 16 percent, from the 2023 diluted earnings per share of $2.01. Net interest income of $705 million for 2024 increased $13.0 million, or 2 percent, over 2023 and was primarily driven by increased interest income which outpaced the increase in interest expense. Non-interest expense of $578 million for 2024 increased $51.1 million, or 10 percent, during the current year and was primarily driven by increased operating expenses from the current year acquisitions and an $8.6 million increase in acquisition-related expenses. The Company’s increase in credit loss expense of $13.5 million during the current year was primarily driven by a $9.7 million provision for credit losses associated with the current year acquisitions.
The Company's net interest margin for 2024 was 2.77 percent, a 4 basis points increase from the net interest margin of 2.73 percent from 2023, which was primarily driven by the increase in earning asset yields which outpaced the increase in funding cost. The earning asset yield of 4.44 percent for the current year increased 45 basis points over the prior year and the total cost of funding yield of 1.79 percent for the current year increased 44 basis points over the prior year.
The Company ended the year at $27.903 billion in assets, which was a $160 million, or 1 percent, increase over the prior year end and was primarily driven by the increase in the loan portfolio which more than offset the decrease in debt securities and interest bearing cash. Loan growth was $1.064 billion, or 7 percent, during 2024 which was driven by both acquisitions and internal loan growth. Total deposits of $20.547 billion increased $618 million, or 3 percent, from the prior year end and was primarily driven by the current year acquisitions. Stockholders’ equity increased $204 million, or $1.19 per share, which was the combined result of earnings retention, $92.4 million of Company common stock issued for an acquisition and the decrease in the unrealized loss on AFS debt securities in 2024. The Company declared quarterly dividends totaling $1.32 per share during 2024 and 2023.
The Company’s credit quality remains strong, ending the current year with $27.8 million in non-performing assets compared to $25.6 million at prior year end. Net charge-offs for 2024 remained low at 0.08 percent of loans compared to 0.06 percent of loans during the prior year. The Company also continues to maintain an adequate allowance for credit losses at 1.19 percent of loans at year end 2024 and year end 2023.
During 2024, the Company acquired Community Financial Group, Inc., the parent company of Wheatland Bank, a leading eastern Washington community bank headquartered in Spokane with total assets of $778 million. In 2024, the Company also acquired six Montana branch locations of the Rocky Mountain Bank division of HTLF Bank with total assets of $403 million. For additional information on the acquisitions, see Note 23 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
Looking forward, the Company believes its future performance will depend on many factors including economic conditions in the markets the Company serves, interest rate changes, the level of competition for deposits and loans, loan quality and the ability to increase loans, the impact and successful integration of acquisitions, and managing regulatory requirements and expenses.
27
Financial Highlights
| At or for the Years ended | |||||
|---|---|---|---|---|---|
| (Dollars in thousands, except per share and market data) | December 31, 2024 | December 31, 2023 | |||
| Operating results | |||||
| Net income | $ | 190,144 | 222,927 | ||
| Basic earnings per share | $ | 1.68 | 2.01 | ||
| Diluted earnings per share | $ | 1.68 | 2.01 | ||
| Dividends declared per share | $ | 1.32 | 1.32 | ||
| Market value per share | |||||
| Closing | $ | 50.22 | 41.32 | ||
| High | $ | 60.67 | 50.03 | ||
| Low | $ | 34.35 | 26.77 | ||
| Selected ratios and other data | |||||
| Number of common stock shares outstanding | 113,401,955 | 110,888,942 | |||
| Average outstanding shares - basic | 113,170,157 | 110,864,501 | |||
| Average outstanding shares - diluted | 113,243,427 | 110,890,447 | |||
| Return on average assets | 0.68 | % | 0.81 | % | |
| Return on average equity | 6.02 | % | 7.64 | % | |
| Efficiency ratio | 66.71 | % | 62.85 | % | |
| Dividend payout ratio | 78.57 | % | 65.67 | % | |
| Loan to deposit ratio | 84.17 | % | 81.36 | % | |
| Number of full time equivalent employees | 3,441 | 3,294 | |||
| Number of locations | 227 | 221 | |||
| Number of ATMs | 285 | 275 |
28
Financial Condition Analysis
Assets
The following table summarizes the Company’s assets as of the dates indicated:
| (Dollars in thousands) | December 31, 2024 | December 31, 2023 | $ Change | % Change | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Cash and cash equivalents | $ | 848,408 | $ | 1,354,342 | $ | (505,934) | (37 | %) | ||||||
| Debt securities, available-for-sale | 4,245,205 | 4,785,719 | (540,514) | (11 | %) | |||||||||
| Debt securities, held-to-maturity | 3,294,847 | 3,502,411 | (207,564) | (6 | %) | |||||||||
| Total debt securities | 7,540,052 | 8,288,130 | (748,078) | (9 | %) | |||||||||
| Loans receivable | ||||||||||||||
| Residential real estate | 1,858,929 | 1,704,544 | 154,385 | 9 | % | |||||||||
| Commercial real estate | 10,963,713 | 10,303,306 | 660,407 | 6 | % | |||||||||
| Other commercial | 3,119,535 | 2,901,863 | 217,672 | 8 | % | |||||||||
| Home equity | 930,994 | 888,013 | 42,981 | 5 | % | |||||||||
| Other consumer | 388,678 | 400,356 | (11,678) | (3 | %) | |||||||||
| Loans receivable | 17,261,849 | 16,198,082 | 1,063,767 | 7 | % | |||||||||
| Allowance for credit losses | (206,041) | (192,757) | (13,284) | 7 | % | |||||||||
| Loans receivable, net | 17,055,808 | 16,005,325 | 1,050,483 | 7 | % | |||||||||
| Other assets | 2,458,719 | 2,094,832 | 363,887 | 17 | % | |||||||||
| Total assets | $ | 27,902,987 | $ | 27,742,629 | $ | 160,358 | 1 | % |
Total cash of $848 million at December 31, 2024 decreased $506 million, or 37 percent, from the prior year end as excess liquidity was used to fund loan growth and pay down certain borrowings. Total debt securities of $7.540 billion at December 31, 2024 decreased $748 million, or 9 percent, from the prior year end. Debt securities represented 27 percent of total assets at December 31, 2024 compared to 30 percent at December 31, 2023.
The loan portfolio of $17.262 billion at December 31, 2024 increased $1.064 billion, or 7 percent, from the prior year end. Excluding the RMB and Wheatland acquisitions, the loan portfolio increased $342 million, or 2 percent, during 2024. Excluding the acquisitions, the loan category with the largest dollar increase during 2024 was commercial real estate which increased $234 million, or 2 percent, from the prior year end.
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Liabilities
The following table summarizes the Company’s liabilities as of the dates indicated:
| (Dollars in thousands) | December 31, 2024 | December 31, 2023 | $ Change | % Change | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Deposits | ||||||||||||||
| Non-interest bearing deposits | $ | 6,136,709 | $ | 6,022,980 | $ | 113,729 | 2 | % | ||||||
| NOW and DDA accounts | 5,543,512 | 5,321,257 | 222,255 | 4 | % | |||||||||
| Savings accounts | 2,845,124 | 2,833,887 | 11,237 | — | % | |||||||||
| Money market deposit accounts | 2,878,213 | 2,831,624 | 46,589 | 2 | % | |||||||||
| Certificate accounts | 3,139,821 | 2,915,393 | 224,428 | 8 | % | |||||||||
| Core deposits, total | 20,543,379 | 19,925,141 | 618,238 | 3 | % | |||||||||
| Wholesale deposits | 3,615 | 4,026 | (411) | (10 | %) | |||||||||
| Deposits, total | 20,546,994 | 19,929,167 | 617,827 | 3 | % | |||||||||
| Securities sold under agreements to repurchase | 1,777,475 | 1,486,850 | 290,625 | 20 | % | |||||||||
| Federal Home Loan Bank advances | 1,800,000 | — | 1,800,000 | n/m | ||||||||||
| FRB Bank Term Funding | — | 2,740,000 | (2,740,000) | (100 | %) | |||||||||
| Other borrowed funds | 83,341 | 81,695 | 1,646 | 2 | % | |||||||||
| Subordinated debentures | 133,105 | 132,943 | 162 | — | % | |||||||||
| Other liabilities | 338,218 | 351,693 | (13,475) | (4 | %) | |||||||||
| Total liabilities | $ | 24,679,133 | $ | 24,722,348 | $ | (43,215) | — | % |
________________________
n/m - not measurable
Total deposits of $20.547 billion at December 31, 2024 increased $618 million, or 3 percent, from the prior year end. Excluding the $1.014 billion of deposits from the RMB and Wheatland acquisitions, total deposits decreased $396 million, or 2 percent, from the prior year end and total deposits and repurchase agreements decreased $109 million, or 51 basis points, from the prior year end. Non-interest bearing deposits represented 30 percent of total deposits at December 31, 2024 and December 31, 2023.
Upon maturity in the first quarter of 2024, the Company paid off its $2.740 billion BTFP borrowings with a combination of $2.140 billion in FHLB borrowings and cash. The Company’s liquidity position remains strong with solid core deposit customer relationships, excess cash, debt securities, and access to diversified borrowing sources. At December, 31, 2024, the Company had available liquidity of $14.3 billion including cash, borrowing capacity from the FHLB, unpledged securities, brokered deposits, and other sources.
Stockholders’ Equity
The following table summarizes the stockholders’ equity balances as of the dates indicated:
| (Dollars in thousands, except per share data) | December 31, 2024 | December 31, 2023 | $ Change | % Change | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Common equity | $ | 3,533,150 | $ | 3,394,394 | $ | 138,756 | 4 | % | ||||||
| Accumulated other comprehensive loss | (309,296) | (374,113) | 64,817 | (17 | %) | |||||||||
| Total stockholders’ equity | 3,223,854 | 3,020,281 | 203,573 | 7 | % | |||||||||
| Goodwill and core deposit intangible, net | (1,102,500) | (1,017,263) | (85,237) | 8 | % | |||||||||
| Tangible stockholders’ equity | $ | 2,121,354 | $ | 2,003,018 | $ | 118,336 | 6 | % | ||||||
| Stockholders’ equity to total assets | 11.55 | % | 10.89 | % | ||||||||||
| Tangible stockholders’ equity to total tangible assets | 7.92 | % | 7.49 | % | ||||||||||
| Book value per common share | $ | 28.43 | $ | 27.24 | $ | 1.19 | 4 | % | ||||||
| Tangible book value per common share | $ | 18.71 | $ | 18.06 | $ | 0.65 | 4 | % |
Tangible stockholders’ equity at December 31, 2024 increased $118 million, or 6 percent, compared to the prior year end and was primarily due to $92.4 million of Company common stock issued for the acquisition of Wheatland and a decrease of $67.9 million in unrealized loss on the available-for-sale securities portfolio. The increase was partially offset by the increase in goodwill and core
30
deposits associated with the acquisitions of Wheatland and RMB. Tangible book value per common share of $18.71 at the current year end increased $0.65 per share, or 4 percent, from the prior year end.
Results of Operations
In this section, the Company’s results of operations are discussed for the year ended December 31, 2024 compared to the year ended December 31, 2023. For a discussion of the year ended December 31, 2023 compared to the year ended December 31, 2022, please refer to Part II, Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations" in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023.
Income Summary
The following table summarizes income for the time periods indicated:
| Years ended | $ Change | % Change | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2024 | December 31, 2023 | ||||||||||||
| Net interest income | ||||||||||||||
| Interest income | $ | 1,139,850 | $ | 1,017,655 | $ | 122,195 | 12 | % | ||||||
| Interest expense | 435,218 | 325,973 | 109,245 | 34 | % | |||||||||
| Total net interest income | 704,632 | 691,682 | 12,950 | 2 | % | |||||||||
| Non-interest income | ||||||||||||||
| Service charges and other fees | 78,894 | 75,157 | 3,737 | 5 | % | |||||||||
| Miscellaneous loan fees and charges | 18,694 | 16,935 | 1,759 | 10 | % | |||||||||
| Gain on sale of loans | 16,855 | 12,202 | 4,653 | 38 | % | |||||||||
| Gain on sale of investments | 30 | 1,510 | (1,480) | (98 | %) | |||||||||
| Other income | 13,973 | 12,275 | 1,698 | 14 | % | |||||||||
| Total non-interest income | 128,446 | 118,079 | 10,367 | 9 | % | |||||||||
| Total income | $ | 833,078 | $ | 809,761 | $ | 23,317 | 3 | % | ||||||
| Net interest margin (tax-equivalent) | 2.77 | % | 2.73 | % |
Net Interest Income
Net interest income of $705 million for 2024 increased $13.0 million, or 2 percent, over 2023 and was primarily driven by increased interest income which outpaced the increase in interest expense. Interest income of $1.140 billion for 2024 increased $122 million, or 12 percent, from the prior year and was primarily attributable to the increases in the loan yields and the average balance of the loan portfolio. The loan yield was 5.61 percent for 2024, an increase of 42 basis points from the prior year loan yield of 5.19 percent.
Interest expense of $435 million for 2024 increased $109 million, or 34 percent, over the prior year and was primarily the result of higher interest rates on deposits and an increase in deposit balances. Core deposit cost (including non-interest bearing deposits) was 1.34 percent for 2024 compared to 0.77 percent for the prior year. The total funding cost (including non-interest bearing deposits) for 2024 was 1.79 percent, which was an increase of 44 basis points over the prior year funding cost of 1.35 percent.
The net interest margin as a percentage of earning assets, on a tax-equivalent basis, during 2024 was 2.77 percent, a 4 basis points increase from the net interest margin of 2.73 percent for the prior year. Excluding the 4 basis points from discount accretion and the 1 basis point from non-accrual interest, the core net interest margin was 2.72 percent in the current year compared to 2.71 percent in the prior year.
Non-interest Income
Non-interest income of $128 million for 2024 increased $10.4 million, or 9 percent, over the prior year. Gain on sale of residential loans of $16.9 million for 2024 increased by $4.7 million, or 38 percent, over the prior year, pimarily due to the increase in volume of loans sold. Other income of $14.0 million for 2024 increased $1.7 million, or 14 percent, over the same period last year and was primarily driven by a $1.2 million gain on the sale of repossessed property during the current year. Included in the 2023 gain on sale of securities was $1.7 million of gain on the sale of all of the Company’s Visa class B shares.
31
Non-interest Expense
The following table summarizes non-interest expense for the periods indicated:
| Years ended | $ Change | % Change | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2024 | December 31, 2023 | ||||||||||||
| Compensation and employee benefits | $ | 336,906 | $ | 309,048 | $ | 27,858 | 9 | % | ||||||
| Occupancy and equipment | 47,055 | 43,578 | 3,477 | 8 | % | |||||||||
| Advertising and promotions | 16,132 | 15,430 | 702 | 5 | % | |||||||||
| Data processing | 36,887 | 33,752 | 3,135 | 9 | % | |||||||||
| Other real estate owned and foreclosed assets | 217 | 119 | 98 | 82 | % | |||||||||
| Regulatory assessments and insurance | 24,194 | 28,712 | (4,518) | (16 | %) | |||||||||
| Core deposit intangibles amortization | 12,757 | 9,731 | 3,026 | 31 | % | |||||||||
| Other expenses | 104,320 | 86,988 | 17,332 | 20 | % | |||||||||
| Total non-interest expense | $ | 578,468 | $ | 527,358 | $ | 51,110 | 10 | % |
Total non-interest expense of $578 million for 2024 increased $51.1 million, or 10 percent, over the prior year. Compensation and employee benefits expense of $337 million in 2024 increased $27.9 million, or 9 percent, over the prior year and was primarily driven by annual salary increases, increases in performance-related compensation and the acquisitions of Wheatland and RMB. Regulatory assessments and insurance expense of $24.2 million for 2024 decreased $4.5 million, or 16 percent, over the prior year which was principally due to the prior year $6.0 million expense related to the FDIC special assessment which had subsequent $1.0 million accrual adjustment increases in 2024. Other expenses of $104 million for 2024 increased $17.3 million, or 20 percent, from the prior year and was primarily driven by an increase of $8.6 million of acquisition-related expenses and increased costs from the acquisitions of Wheatland and RMB. The increase was partially offset by gains of $5.1 million from the sale of former branch facilities and disposal of fixed assets.
Provision for Credit Losses
The following table summarizes the provision for credit losses on the loan portfolio, net charge-offs and select ratios relating to the provision for credit losses on loans for the previous eight quarters:
| (Dollars in thousands) | Provision for Credit Losses on Loans | Net Charge-Offs (Recoveries) | ACL as a Percent of Loans | Accruing Loans 30-89 Days Past Due as a Percent of Loans | Non-Performing Assets to Total Sub-sidiary Assets | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Fourth quarter 2024 | $ | 6,041 | $ | 5,170 | 1.19 | % | 0.19 | % | 0.10 | % | ||||||
| Third quarter 2024 | 6,981 | 2,766 | 1.19 | % | 0.33 | % | 0.10 | % | ||||||||
| Second quarter 2024 | 5,066 | 2,890 | 1.19 | % | 0.29 | % | 0.06 | % | ||||||||
| First quarter 2024 | 9,091 | 3,072 | 1.19 | % | 0.37 | % | 0.09 | % | ||||||||
| Fourth quarter 2023 | 4,181 | 3,695 | 1.19 | % | 0.31 | % | 0.09 | % | ||||||||
| Third quarter 2023 | 5,095 | 2,209 | 1.19 | % | 0.09 | % | 0.15 | % | ||||||||
| Second quarter 2023 | 5,254 | 2,473 | 1.19 | % | 0.16 | % | 0.12 | % | ||||||||
| First quarter 2023 | 6,260 | 1,939 | 1.20 | % | 0.16 | % | 0.12 | % |
The provision for credit loss expense was $28.3 million for 2024, an increase of $13.5 million, or 91 percent, over the prior year and was primarily attributable to $9.7 million from the acquisitions of Wheatland and RMB. Net charge-offs for 2024 were $13.9 million compared to $10.3 million in the prior year.
Efficiency Ratio
The efficiency ratio was 66.71 percent for 2024 compared to 62.85 percent for 2023. The increase from the prior year was primarily attributable to increased non-interest expense, including costs associated with the acquisitions of Wheatland and RMB, which outpaced the increase in net interest income.
32
ADDITIONAL MANAGEMENT’S DISCUSSION AND ANALYSIS
Investment Activity
The Company’s investment securities primarily consist of debt securities classified as either available-for-sale or held-to-maturity. Non-marketable equity securities primarily consist of capital stock issued by the FHLB of Des Moines.
Debt Securities
Debt securities classified as available-for-sale are carried at estimated fair value and debt securities classified as held-to-maturity are carried at amortized cost. Unrealized gains or losses, net of tax, on available-for-sale debt securities are reflected as an adjustment to other comprehensive income. The Company’s debt securities are summarized below:
| December 31, 2024 | December 31, 2023 | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Carrying Amount | Percent | Carrying Amount | Percent | |||||||||
| Available-for-sale | |||||||||||||
| U.S. government and federal agency | $ | 468,433 | 6 | % | $ | 455,347 | 5 | % | |||||
| U.S. government sponsored enterprises | 310,154 | 4 | % | 299,219 | 4 | % | |||||||
| State and local governments | 68,680 | 1 | % | 98,932 | 1 | % | |||||||
| Corporate bonds | 14,503 | 1 | % | 26,253 | 1 | % | |||||||
| Residential mortgage-backed securities | 2,355,516 | 31 | % | 2,811,263 | 34 | % | |||||||
| Commercial mortgage-backed securities | 1,027,919 | 14 | % | 1,094,705 | 13 | % | |||||||
| Total available-for-sale | 4,245,205 | 57 | % | 4,785,719 | 58 | % | |||||||
| Held-to-maturity | |||||||||||||
| U.S. government and federal agency | 859,432 | 11 | % | 853,273 | 10 | % | |||||||
| State and local governments | 1,619,850 | 21 | % | 1,650,000 | 20 | % | |||||||
| Residential mortgage-backed securities | 815,565 | 11 | % | 999,138 | 12 | % | |||||||
| Total held-to-maturity | 3,294,847 | 43 | % | 3,502,411 | 42 | % | |||||||
| Total debt securities | $ | 7,540,052 | 100 | % | $ | 8,288,130 | 100 | % |
The Company’s debt securities were primarily comprised of U.S. government and federal agency and mortgage-backed securities. State and local government securities are largely exempt from federal income tax and the Company’s federal statutory income tax rate of 21 percent is used in calculating the tax-equivalent yields on the tax-exempt securities. Mortgage-backed securities largely consists of short, weighted-average life U.S. agency guaranteed residential and commercial mortgage pass-through securities and to a lesser extent, short, weighted-average life U.S. agency guaranteed residential collateralized mortgage obligations. Combined, the mortgage-backed securities provide the Company with ongoing liquidity as scheduled and pre-paid principal is received on the securities.
State and local government securities carry different risks that are not as prevalent in other security types. The Company evaluates the investment grade quality of its securities in accordance with regulatory guidance. Investment grade securities are those where the issuer has an adequate capacity to meet the financial commitments under the security for the projected life of the investment. An issuer has an adequate capacity to meet financial commitments if the risk of default by the obligor is low and the full and timely payment of principal and interest are expected. In assessing credit risk, the Company may use credit ratings from Nationally Recognized Statistical Rating Organizations (“NRSRO”) entities such as S&P and Moody’s as support for the evaluation; however, they are not solely relied upon. There have been no significant differences in the Company’s internal evaluation of the creditworthiness of any issuer when compared with the ratings assigned by the NRSROs.
The following table stratifies the state and local government securities by the associated NRSRO ratings. The highest issued rating was used to categorize the securities in the table for those securities where the NRSRO ratings were not at the same level.
33
| December 31, 2024 | December 31, 2023 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Amortized Cost | Fair Value | Amortized Cost | Fair Value | |||||||
| S&P: AAA / Moody’s: Aaa | $ | 429,267 | 379,793 | 446,206 | 402,932 | ||||||
| S&P: AA+, AA, AA- / Moody’s: Aa1, Aa2, Aa3 | 1,207,309 | 1,046,083 | 1,244,344 | 1,107,064 | |||||||
| S&P: A+, A, A- / Moody’s: A1, A2, A3 | 48,143 | 47,345 | 55,511 | 55,101 | |||||||
| Not rated by either entity | 6,868 | 6,617 | 5,842 | 5,486 | |||||||
| Total | $ | 1,691,587 | 1,479,838 | 1,751,903 | 1,570,583 |
State and local government securities largely consist of both taxable and tax-exempt general obligation and revenue bonds. The following table stratifies the state and local government securities by the associated security type.
| December 31, 2024 | December 31, 2023 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Amortized Cost | Fair Value | Amortized Cost | Fair Value | |||||||
| General obligation - unlimited | $ | 348,129 | 322,414 | 383,400 | 361,728 | ||||||
| General obligation - limited | 172,537 | 151,445 | 183,078 | 165,993 | |||||||
| Revenue | 1,135,421 | 974,076 | 1,146,341 | 1,006,088 | |||||||
| Certificate of participation | 35,443 | 31,846 | 36,396 | 34,144 | |||||||
| Other | 57 | 57 | 2,688 | 2,630 | |||||||
| Total | $ | 1,691,587 | 1,479,838 | 1,751,903 | 1,570,583 |
The following table outlines the five states in which the Company owns the highest concentrations of state and local government securities.
| December 31, 2024 | December 31, 2023 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Amortized Cost | Fair Value | Amortized Cost | Fair Value | |||||||
| New York | $ | 370,189 | 329,252 | 372,926 | 334,583 | ||||||
| Texas | 118,219 | 104,938 | 125,906 | 114,753 | |||||||
| California | 111,324 | 101,021 | 113,983 | 104,960 | |||||||
| Washington | 92,198 | 82,872 | 98,239 | 90,413 | |||||||
| Colorado | 79,987 | 69,527 | 82,575 | 79,012 | |||||||
| All other states | 919,670 | 792,228 | 958,274 | 846,862 | |||||||
| Total | $ | 1,691,587 | 1,479,838 | 1,751,903 | 1,570,583 |
34
The following table presents the carrying amount and weighted-average yield of available-for-sale and held-to-maturity debt securities by contractual maturity at December 31, 2024. Weighted-average yields are based upon the amortized cost of securities and are calculated using the interest method which takes into consideration premium amortization, discount accretion and mortgage-backed securities’ prepayment provisions. Weighted-average yields on tax-exempt debt securities exclude the related federal income tax benefit.
| One Year or Less | After One through Five Years | After Five through Ten Years | After Ten Years | Mortgage-Backed Securities 1 | Total | ||||||||||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Amount | Yield | Amount | Yield | Amount | Yield | Amount | Yield | Amount | Yield | Amount | Yield | |||||||||||||||||||||||||||||
| Available-for-sale | |||||||||||||||||||||||||||||||||||||||||
| U.S. government and federal agency | $ | 290,538 | 1.02 | % | $ | 168,735 | 1.13 | % | $ | 1,993 | 5.07 | % | $ | 7,167 | 4.06 | % | $ | — | — | % | $ | 468,433 | 1.13 | % | |||||||||||||||||
| U.S. government sponsored enterprises | 18,844 | 0.54 | % | 291,310 | 1.30 | % | — | — | % | — | — | % | — | — | % | 310,154 | 1.26 | % | |||||||||||||||||||||||
| State and local governments | 3,929 | 1.51 | % | 28,870 | 1.72 | % | 14,414 | 2.50 | % | 21,467 | 2.64 | % | — | — | % | 68,680 | 2.17 | % | |||||||||||||||||||||||
| Corporate bonds | — | — | % | 9,925 | 3.66 | % | 3,782 | 4.00 | % | 796 | 0.46 | % | — | — | % | 14,503 | 3.58 | % | |||||||||||||||||||||||
| Residential mortgage-backed securities | — | — | % | — | — | % | — | — | % | — | — | % | 2,355,516 | 1.06 | % | 2,355,516 | 1.06 | % | |||||||||||||||||||||||
| Commercial mortgage-backed securities | — | — | % | — | — | % | — | — | % | — | — | % | 1,027,919 | 3.58 | % | 1,027,919 | 3.58 | % | |||||||||||||||||||||||
| Total available-for-sale | 313,311 | 1.00 | % | 498,840 | 1.31 | % | 20,189 | 3.01 | % | 29,430 | 2.93 | % | 3,383,435 | 1.80 | % | 4,245,205 | 1.70 | % | |||||||||||||||||||||||
| Held-to-maturity | |||||||||||||||||||||||||||||||||||||||||
| U.S. government and federal agency | — | — | % | 859,432 | 1.16 | % | — | — | % | — | — | % | — | — | % | 859,432 | 1.16 | % | |||||||||||||||||||||||
| State and local governments | 9,584 | 2.75 | % | 82,069 | 3.18 | % | 209,288 | 3.29 | % | 1,318,909 | 3.02 | % | — | — | % | 1,619,850 | 3.07 | % | |||||||||||||||||||||||
| Residential mortgage-backed securities | — | — | % | — | — | % | — | — | % | — | — | % | 815,565 | 0.91 | % | 815,565 | 0.91 | % | |||||||||||||||||||||||
| Total held-to-maturity | 9,584 | 2.75 | % | 941,501 | 1.34 | % | 209,288 | 3.29 | % | 1,318,909 | 3.02 | % | 815,565 | 0.91 | % | 3,294,847 | 2.04 | % | |||||||||||||||||||||||
| Total debt securities | $ | 322,895 | 1.05 | % | $ | 1,440,341 | 1.33 | % | $ | 229,477 | 3.26 | % | $ | 1,348,339 | 3.02 | % | $ | 4,199,000 | 1.64 | % | $ | 7,540,052 | 1.84 | % |
______________________________
1 Mortgage-backed securities, which have prepayment provisions, are not assigned to maturity categories due to fluctuations in their prepayment speeds.
Based on an analysis of its available-for-sale debt securities with unrealized losses as of December 31, 2024, the Company determined their decline in value was unrelated to credit loss and was primarily the result of interest rate changes and market spreads subsequent to acquisition. The fair value of the debt securities is expected to recover as payments are received and the debt securities approach maturity. In addition, the Company determined an insignificant amount of credit losses is expected on the held-to-maturity debt securities portfolio; therefore, no ACL has been recognized at December 31, 2024.
For additional information on debt securities, see Notes 1 and 2 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
Equity securities
Non-marketable equity securities primarily consist of capital stock issued by the FHLB of Des Moines and are carried at cost less impairment. The Company also has an insignificant amount of equity securities that are included in other assets on the Company’s statements of financial condition.
Non-marketable equity securities and equity securities without readily determinable fair values are evaluated for impairment whenever events or circumstances suggest the carrying value may not be recoverable. Based on the Company’s evaluation of its investments in non-marketable equity securities and equity securities without readily determinable fair values as of December 31, 2024, the Company determined that none of such securities were impaired.
35
Lending Activity
The Company focuses its lending activities primarily on the following types of loans: 1) first-mortgage, conventional loans secured by residential properties, particularly single-family; 2) commercial lending, including agriculture and public entities; and 3) installment lending for consumer purposes (e.g., home equity, automobile, etc.). Supplemental information regarding the Company’s loan portfolio and credit quality based on regulatory classification is provided in the section captioned “Loans by Regulatory Classification” included in “Part II. Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.” The regulatory classification of loans is based primarily on the type of collateral for the loans. Loan information included in “Part II. Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” is based on the Company’s loan segments, which are based on the purpose of the loan, unless otherwise noted as a regulatory classification. The following table summarizes the Company’s loan portfolio as of the dates indicated:
| December 31, 2024 | December 31, 2023 | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Amount | Percent | Amount | Percent | |||||||||
| Residential real estate | $ | 1,858,929 | 11 | % | $ | 1,704,544 | 11 | % | |||||
| Commercial real estate | 10,963,713 | 64 | % | 10,303,306 | 64 | % | |||||||
| Other commercial | 3,119,535 | 18 | % | 2,901,863 | 18 | % | |||||||
| Home equity | 930,994 | 6 | % | 888,013 | 6 | % | |||||||
| Other consumer | 388,678 | 2 | % | 400,356 | 2 | % | |||||||
| Loans receivable | 17,261,849 | 101 | % | 16,198,082 | 101 | % | |||||||
| Allowance for credit losses | (206,041) | (1 | %) | (192,757) | (1 | %) | |||||||
| Loans receivable, net | $ | 17,055,808 | 100 | % | $ | 16,005,325 | 100 | % |
The largest category of the Company’s loan portfolio is Commercial Real Estate (“CRE”). An additional breakdown of the Company’s CRE portfolio based on the use of the property follows:
| December 31, 2024 | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Owner Occupied | Non-Owner Occupied | Total | Percent of total CRE | ||||||||||
| Office | $ | 705,293 | $ | 783,739 | $ | 1,489,032 | 13.6 | % | ||||||
| Multi-family | — | 1,210,562 | 1,210,562 | 11.0 | % | |||||||||
| Industrial and warehouse | 769,966 | 426,188 | 1,196,154 | 10.9 | % | |||||||||
| Retail | 383,379 | 786,833 | 1,170,212 | 10.7 | % | |||||||||
| Medical and nursing | 259,829 | 316,105 | 575,934 | 5.3 | % | |||||||||
| Mini and RV Storage | 10,368 | 565,094 | 575,462 | 5.2 | % | |||||||||
| Agriculture real estate | 567,293 | — | 567,293 | 5.2 | % | |||||||||
| Hotel | — | 561,344 | 561,344 | 5.1 | % | |||||||||
| Land | 76,679 | 404,296 | 480,975 | 4.4 | % | |||||||||
| Restaurant and entertainment | 234,401 | 89,175 | 323,576 | 3.0 | % | |||||||||
| Automotive and transportation | 255,473 | 52,740 | 308,213 | 2.8 | % | |||||||||
| Other commercial real estate | 2,058,995 | 445,961 | 2,504,956 | 22.8 | % | |||||||||
| Total commercial real estate | $ | 5,321,676 | $ | 5,642,037 | $ | 10,963,713 | 100 | % |
36
The following table summarizes the Company’s CRE portfolio by geographic location as of the dates indicated:
| (Dollars in thousands) | December 31, 2024 | |||||
|---|---|---|---|---|---|---|
| Amount | Percent of total CRE | |||||
| Montana | $ | 2,978,830 | 27.2 | % | ||
| Utah | 1,927,838 | 17.6 | % | |||
| Idaho | 1,560,564 | 14.2 | % | |||
| Arizona | 1,289,603 | 11.8 | % | |||
| Colorado | 1,122,844 | 10.2 | % | |||
| Wyoming | 784,760 | 7.2 | % | |||
| Nevada | 711,508 | 6.5 | % | |||
| Washington | 587,766 | 5.4 | % | |||
| Total commercial real estate | $ | 10,963,713 | 100 | % |
The CRE portfolio is comprised of loans made to purchase, construct and finance commercial real estate properties. On average, the balances are small and geographically disbursed across our eight-state footprint. Specifically, our CRE portfolio has an average loan balance of $778 thousand with an average loan-to-value ratio (“LTV”) of 59% as of December 31, 2024.
Due to the recent trends in the banking industry, there has been increased risk associated with commercial real estate loans, including with respect to the higher vulnerability of these credits to pressure as interest rates remain elevated and market conditions in many large metropolitan areas continue to show signs of stress. The Company has limited exposure to the office building sector in central business districts as the office portfolio is generally diversified in suburban and rural markets with strong occupancy levels. The Company maintains a practice of regular and ongoing loan reviews, stress tests, and sensitivity analyses to assess the level of risk in the loan portfolio. Loan reviews include monitoring past due rates, non-performing trends, concentrations, LTV’s, among other qualitative factors. Loan policies are robust and are updated as needed to meet the strategic and risk mitigation goals of the company.
The stated maturities or first repricing term (if applicable) for the loan portfolio at December 31, 2024 was as follows:
| (Dollars in thousands) | Residential Real Estate | Commercial | Consumer and Other | Total | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Variable rate maturing or repricing | |||||||||||
| In one year or less | $ | 204,780 | 3,147,730 | 611,294 | 3,963,804 | ||||||
| After one through five years | 743,282 | 4,914,422 | 320,946 | 5,978,650 | |||||||
| After five through fifteen years | 342,931 | 244,879 | 52 | 587,862 | |||||||
| Thereafter | — | — | — | — | |||||||
| Fixed rate maturing | |||||||||||
| In one year or less | 150,290 | 1,454,624 | 123,498 | 1,728,412 | |||||||
| After one through five years | 156,922 | 2,936,913 | 209,144 | 3,302,979 | |||||||
| After five through fifteen years | 257,161 | 1,244,383 | 6,452 | 1,507,996 | |||||||
| Thereafter | 3,563 | 140,297 | 48,286 | 192,146 | |||||||
| Total | $ | 1,858,929 | 14,083,248 | 1,319,672 | 17,261,849 |
Residential Real Estate Lending
The Company’s residential lending activities consist of the origination of both construction and permanent loans on residential real estate. The Company actively solicits residential real estate loan applications from real estate brokers, contractors, existing customers, customer referrals, and online applications. The Company’s lending policies generally limit the maximum loan-to-value ratio on residential mortgage loans to 80 percent of the lesser of the appraised value or purchase price. Policies allow for higher loan-to-values with appropriate risk mitigation such as documented compensating factors, credit enhancement, and other factors. For loans held for sale, the Company complies with each investor’s loan-to-value guidelines. The Company also provides interim construction financing for single-family dwellings. These loans are supported by a term take-out commitment that may be subject to certain contingencies.
37
Consumer Land or Lot Loans
The Company originates land and lot acquisition loans to borrowers who intend to construct their primary residence on the respective land or lot. These loans are generally for a term of three to five years and are secured by the developed land or lot with the loan-to-value limited to the lesser of 75 percent of the appraised value or 75 percent of the cost.
Unimproved Land and Land Development Loans
Although the Company has originated very few unimproved land and land development loans since the economic downturn in 2008, the Company may originate such loans on properties intended for residential and commercial use where real estate market conditions show significant strength. These loans are typically made for a term of 18 months to two years and are secured by the developed property with a loan-to-value not to exceed the lesser of 75 percent of cost or 65 percent of the appraised discounted estimated bulk sale value upon completion of the improvements. The projects under development are inspected on a regular basis and advances are made on a percentage-of-completion basis. The loans are made to borrowers with real estate development experience and appropriate financial strength. Generally, the Company requires that a certain percentage of the development be pre-sold or that construction and term take-out commitments are in place prior to funding the loan. Loans made on unimproved land are generally made for a term of five to ten years with a loan-to-value not to exceed the lesser of 50 percent of appraised value or 50 percent of cost.
Residential Builder Guidance Lines
The Company provides Builder Guidance Lines that are comprised of pre-sold and spec-home construction and lot acquisition loans. The spec-home construction and lot acquisition loans are limited to a specific number and maximum amount. Generally, the individual loans will not exceed a one year maturity. The homes under construction are inspected on a regular basis and advances made on a percentage-of-completion basis.
Construction Loans
During the construction loan term, all construction loan collateral properties are inspected at least monthly, or more frequently as needed, until completion. Draws on construction loans are predicated upon the results of the inspection and advanced on a percentage-of-completion basis versus original budget percentages. When construction loans become non-performing and the associated project is not complete, the Company on a case-by-case basis makes the decision to advance additional funds or to initiate collection/foreclosure proceedings. Such decision includes obtaining “as-is” and “at completion” appraisals for consideration of potential increases or decreases in the collateral’s value. The Company also considers the increased costs of monitoring progress to completion, and the related collection/holding period costs should collateral ownership be transferred to the Company.
Commercial Real Estate Loans
Loans are made to purchase, construct and finance commercial real estate properties. These loans are generally made to borrowers who will own and occupy the property, but may include loans to finance investment or income properties. Commercial real estate loans generally have a loan-to-value up to the lesser of 75 percent of the appraised value or 75 percent of the cost and require a minimum 1.2 times debt service coverage margin.
Agricultural Lending
Agricultural lending is conducted on a conservative basis and consists of operating credits, term real estate loans for the acquisition or refinance of agricultural real estate or equipment, and term livestock loans for the acquisition or refinance of livestock. Loan-to-value on equipment, livestock and agricultural real estate is generally limited to 75 percent.
Home Equity Loans
Home equity lines of credit are generally originated with maturity terms of 15 years. At origination, borrowers can choose a variable interest rate that changes quarterly, or after the first 3 or 5 years from the origination date. The draw period for home equity lines of credit usually exists from origination to maturity. During the draw period, the Company has home equity lines of credit where the borrowers pay interest only and home equity lines of credit where borrowers pay principal and interest.
Consumer Lending
The majority of consumer loans are secured by real estate, automobiles, or other assets. The Company intends to continue making such loans because of their short-term nature, generally between three months and five years. Moreover, interest rates on consumer loans are generally higher than on residential mortgage loans.
States and Political Subdivisions Lending
The Company lends directly to state and local political subdivisions. The loans are typically secured by the full faith and credit of the municipality or a specific revenue stream such as water or sewer fees. In general, state and local political subdivision loans carry a low risk of default and offer other complementary business opportunities such as deposits and cash management. The loans are generally long-term in nature and interest on many of these loans is tax-exempt for federal income tax purposes.
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Credit Risk Management
The Company is committed to a conservative management of the credit risk within the loan portfolio, including the early recognition of problem loans. The Company’s credit risk management includes stringent credit policies, individual loan approval limits, limits on concentrations of credit, and committee approval of larger loan requests. Management practices also include regular internal and external credit examinations, identification and review of individual loans and leases experiencing deterioration of credit quality, procedures for the collection of non-performing assets, quarterly monitoring of the loan portfolio, semi-annual review of loans by industry, and periodic stress testing of the loans secured by real estate. Federal and state regulatory safety and soundness examinations are conducted annually.
The Company’s loan policy and credit administration practices establish standards and limits for all extensions of credit that are secured by interests in or liens on real estate, or made for the purpose of financing the construction of real property or other improvements. Ongoing monitoring and review of the loan portfolio is based on current information, including: the borrowers’ and guarantors’ creditworthiness, value of the real estate and other collateral, the project’s performance against projections, and monthly inspections by Company employees or external parties until the real estate project is complete.
Monitoring of the junior lien and home equity lines of credit portfolios includes evaluating payment delinquency, collateral values, bankruptcy notices and foreclosure filings. Additionally, the Company places junior lien mortgages and junior lien home equity lines of credit on non-accrual status when there is evidence that the associated senior lien is 90 days past due or is in the process of foreclosure, regardless of the junior lien delinquency status.
Loan Approval Limits
Individual loan approval limits have been established for each lender based on the loan types and experience of the individual. There are four additional loan approval levels: 1) the Bank divisions’ Officer Loan Committees, consisting of senior lenders and members of senior management; 2) the Bank divisions’ advisory boards; 3) the Bank’s Executive Loan Committee, consisting of the Bank divisions’ senior loan officers and the Company’s Chief Credit Administrator; and 4) the Bank’s Board of Directors. Under banking laws, loans-to-one-borrower and related entities are limited to a prescribed percentage of the unimpaired capital and surplus of the Bank.
Interest Reserves
Interest reserves are used to periodically advance loan funds to pay interest charges on the outstanding balance of the related loan. As with any extension of credit, the decision to establish a loan-funded interest reserve upon origination of construction loans, including residential construction and land, lot and other construction loans, is based on prudent underwriting, including the feasibility of the project, expected cash flow, creditworthiness of the borrower and guarantors, and the protection provided by the real estate and other underlying collateral. Interest reserves provide an effective means for addressing the cash flow characteristics of construction loans. In response to the downturn in the housing market and potential impact upon construction lending, the Company discourages the creation or continued use of interest reserves.
Interest reserves are advanced provided the related construction loan is performing as expected. Loans with interest reserves may be extended, renewed or restructured only when the related loan continues to perform as expected and meets the prudent underwriting standards identified above. Such renewals, extension or restructuring are not permitted in order to keep the related loan current.
In monitoring the performance and credit quality of a construction loan, the Company assesses the adequacy of any remaining interest reserve, and whether the use of an interest reserve remains appropriate in the presence of emerging weakness and associated risks in the construction loan.
The ongoing accrual and recognition of uncollected interest as income continues only when facts and circumstances continue to reasonably support the contractual payment of principal or interest. Loans are typically designated as non-accrual when the collection of the contractual principal or interest is unlikely and has remained unpaid for ninety days or more. For such loans, the accrual of interest and its capitalization into the loan balance will be discontinued.
The Company had $388 million and $479 million of loans with remaining interest reserves of $31.3 million and $20.7 million as of December 31, 2024 and 2023, respectively. During 2024 and 2023, the Company extended, renewed or modified 4 loans and 7 loans, respectively, with interest reserves. Such loans had an aggregate outstanding principal balance of $1.5 million and $56.0 million as of December 31, 2024 and 2023, respectively. As of December 31, 2024, the Company had no construction loans with interest reserves that are currently non-performing or that are designated potential problem loans.
39
Loan Purchases, Sales, and Servicing
Fixed rate, long-term mortgage loans are generally sold in the secondary market. The Company is active in the secondary market, primarily through the origination of conventional, Rural Development, Federal Housing Administration and Department of Veterans Affairs residential mortgages. The sale of loans in the secondary mortgage market reduces the Company’s risk of holding long-term, fixed rate loans during periods of rising interest rates. In connection with conventional loan sales, the Company typically sells the majority of mortgage loans originated with servicing released. In certain circumstances, the Company strategically retains servicing and in the current year has been more active in retaining the servicing. For the loans that are sold with servicing retained, the Company records a servicing right asset that is subsequently amortized over the life of the loan. The servicing assets are also evaluated for impairment based on the fair value of the servicing asset compared to the carrying value.
The Company has also been active in generating commercial SBA loans, and other commercial loans, with a portion of those loans sold to investors. The Company has not originated any type of subprime mortgages, either for the loan portfolio or for sale to investors. In addition, the Company has not purchased debt securities collateralized with subprime mortgages. The Company does not actively purchase loans from other financial institutions, and substantially all of the Company’s loans receivable are with customers in the Company’s geographic market areas.
Loan Origination and Other Fees
In addition to interest earned on loans, the Company receives fees for originating loans. Loan fees generally are a percentage of the principal amount of the loan and are charged to the borrower, and are normally deducted from the proceeds of the loan. Loan origination fees are generally 1.0 to 1.5 percent on residential mortgages and 0.5 to 1.5 percent on commercial loans. Consumer loans generally require a fixed fee amount. The Company also receives other fees and charges relating to existing loans, which include charges and fees collected in connection with loan modifications.
Appraisal and Evaluation Process
The Company’s loan policy and credit administration practices have adopted and implemented the applicable legal and regulatory requirements, which establishes criteria for obtaining appraisals or evaluations (new or updated), including transactions that are otherwise exempt from the appraisal requirements.
Each of the Bank divisions monitor conditions, including supply and demand factors, in the real estate markets served so they can react quickly to changing market conditions to mitigate potential losses from specific credit exposures within the loan portfolio. Evidence of the following real estate market conditions and trends is obtained from lending personnel and third party sources:
•demographic indicators, including employment and population trends;
•foreclosures, vacancy, construction and absorption rates;
•property sales prices, rental rates, and lease terms;
•current tax assessments;
•economic indicators, including trends within the lending areas; and
•valuation trends, including discount and capitalization rates.
Third party information sources include federal, state, and local governments and agencies thereof, private sector economic data vendors, real estate brokers, licensed agents, sales, rental and foreclosure data tracking services.
The time between ordering an appraisal or evaluation and receipt from third party vendors is typically two to six weeks for residential property depending on geographic market and four to eight weeks for non-residential property. For real estate properties that are of highly specialized or limited use, significantly complex or large, additional time beyond the typical times may be required for new appraisals or evaluations (new or updated).
As part of the Company’s credit administration and portfolio monitoring practices, the Company’s regular internal and external credit examinations review a significant number of individual loan files. Appraisals and evaluations (new or updated) are reviewed to determine whether the timeliness, methods, assumptions, and findings are reasonable and in compliance with the Company’s loan policy and credit administration practices. Such reviews include the adequacy of the steps taken by the Company to ensure that the individuals who perform appraisals and evaluations (new or updated) are appropriately qualified and are not subject to conflicts of interest. If there are any deficiencies noted in the reviews, they are reported to Bank management and prompt corrective action is taken.
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Non-performing Assets
The following table summarizes information regarding non-performing assets at the dates indicated:
| At or for the Years ended | ||||||||
|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2024 | December 31, 2023 | December 31, 2022 | |||||
| Other real estate owned and foreclosed assets | $ | 1,164 | 1,503 | 32 | ||||
| Accruing loans 90 days or more past due | 6,177 | 3,312 | 1,559 | |||||
| Non-accrual loans | 20,445 | 20,816 | 31,151 | |||||
| Total non-performing assets | $ | 27,786 | 25,631 | 32,742 | ||||
| Non-performing assets as a percentage of subsidiary assets | 0.10 | % | 0.09 | % | 0.12 | % | ||
| ACL as a percentage of non-performing loans | 774 | % | 799 | % | 557 | % | ||
| Accruing loans 30-89 days past due | $ | 32,228 | 49,967 | 20,967 | ||||
| U.S. government guarantees included in non-performing assets | $ | 748 | 1,503 | 2,312 | ||||
| Interest income 1 | $ | 1,142 | 1,085 | 1,450 |
______________________________
1Amounts represent estimated interest income that would have been recognized on loans accounted for on a non-accrual basis as of the end of each period had such loans performed pursuant to contractual terms.
Non-performing assets as a percentage of subsidiary assets at December 31, 2024 was 0.10 percent compared to 0.09 percent at the prior year end. Non-performing assets of $27.8 million at December 31, 2024 increased $2.2 million, or 8 percent, over the prior year end. Early stage delinquencies (accruing loans 30-89 days past due) as a percentage of loans at December 31, 2024 were 0.19 percent compared to 0.31 percent for the prior year end. Early stage delinquencies of $32.2 million at December 31, 2024 decreased $17.7 million from the prior year end.
Most of the Company’s non-performing assets are secured by real estate, and based on the most current information available to management, including updated appraisals or evaluations (new or updated), the Company believes the value of the underlying real estate collateral is adequate to minimize significant charge-offs or losses to the Company. Through pro-active credit administration, the Company works closely with its borrowers to seek favorable resolution to the extent possible, thereby attempting to minimize net charge-offs or losses to the Company. With very limited exceptions, the Company does not disburse additional funds on non-performing loans. Instead, the Company proceeds to collection and foreclosure actions in order to reduce the Company’s exposure to loss on such loans.
For additional information on accounting policies relating to non-performing assets, see Note 1 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
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Modified Loans
If a loan is modified in response to a borrower’s financial difficulties such modification is known as a modification to a borrower experiencing financial difficulty (“MBFD”), and if the underlying loan is characterized as a loan. Each modified loan is separately negotiated with the borrower and includes terms and conditions that reflect the borrower’s prospective ability to service their obligations as modified. The Company discourages the use of multiple loans when modifying loans regardless of whether or not the loans are designated an MBFD. The Company had MBFD loans of $55.0 million and $60.6 million at December 31, 2024 and 2023, respectively. For additional information on MBFDs, see Note 3 to the Consolidated Financial Statement in “Item 8. Financial Statements and Supplementary Data.”
Other Real Estate Owned and Foreclosed Assets
The book value of loans prior to the acquisition of collateral and transfer of the loans into other real estate owned (“OREO”) and other foreclosed assets during 2024 was $1.2 million. The fair value of the loan collateral acquired in foreclosure during 2024 was $0.9 million. The following table sets forth the changes in OREO for the periods indicated:
| Years ended | |||||
|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2024 | December 31, 2023 | |||
| Balance at beginning of period | $ | 1,503 | 32 | ||
| Additions | 879 | 1,563 | |||
| Write-downs | (16) | (8) | |||
| Sales | (1,203) | (84) | |||
| Balance at end of period | $ | 1,164 | 1,503 |
Allowance for Credit Losses - Loans Receivable
The following table summarizes the allocation of the ACL as of the dates indicated:
| December 31, 2024 | December 31, 2023 | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | ACL | Percent of Loans in Category | ACL | Percent of Loans in Category | |||||||||
| Residential real estate | $ | 25,181 | 11 | % | $ | 22,325 | 11 | % | |||||
| Commercial real estate | 138,545 | 64 | % | 130,924 | 64 | % | |||||||
| Other commercial | 24,400 | 18 | % | 21,194 | 18 | % | |||||||
| Home equity | 11,402 | 5 | % | 11,766 | 5 | % | |||||||
| Other consumer | 6,513 | 2 | % | 6,548 | 2 | % | |||||||
| Total | $ | 206,041 | 100 | % | $ | 192,757 | 100 | % |
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The following table summarizes the ACL experience for the periods indicated:
| At or for the Years ended | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2024 | December 31, 2023 | December 31, 2022 | |||||||
| Balance at beginning of period | $ | 192,757 | $ | 182,283 | $ | 172,665 | ||||
| Acquisitions | 3 | — | — | |||||||
| Provision for credit losses | 27,179 | 20,790 | 17,433 | |||||||
| Net (charge-offs) recoveries | ||||||||||
| Residential real estate | (6) | (3) | 63 | |||||||
| Commercial real estate | (2,828) | (1,640) | 684 | |||||||
| Other commercial | (3,956) | (2,256) | (2,545) | |||||||
| Home equity | 5 | 38 | 250 | |||||||
| Other consumer | (7,113) | (6,455) | (6,267) | |||||||
| Net Charge-offs | (13,898) | (10,316) | (7,815) | |||||||
| Balance at end of period | $ | 206,041 | $ | 192,757 | $ | 182,283 | ||||
| ACL as a percentage of total loans | 1.19 | % | 1.19 | % | 1.20 | % | ||||
| Non-accrual loans as a percentage of total loans | 0.12 | % | 0.13 | % | 0.13 | % | ||||
| ACL as a percentage of non-accrual loans | 1,007.78 | % | 926.01 | % | 585.16 | % |
The following table summarizes net (charge-offs) recoveries as a percentage of average loans for the periods indicated:
| December 31, 2024 | December 31, 2023 | December 31, 2022 | ||||||
|---|---|---|---|---|---|---|---|---|
| Residential real estate | — | % | — | % | — | % | ||
| Commercial real estate | (0.03) | % | (0.02) | % | (0.02) | % | ||
| Other commercial | (0.13) | % | (0.08) | % | (0.08) | % | ||
| Home equity | — | % | — | % | — | % | ||
| Other consumer | (1.79) | % | (1.64) | % | (1.64) | % | ||
| Total net charge-offs | (0.08) | % | (0.07) | % | (0.07) | % |
The ACL as a percentage of total loans outstanding at December 31 2024 was 1.19 percent which was unchanged from the prior year end. The Company’s ACL of $206 million is considered by management to be adequate to absorb the estimated credit losses from any segment of its loan portfolio based upon management’s best estimate of current expected credit losses within the existing portfolio of loans. Should any of the factors considered by management in making this estimate change, the Company’s estimate of current expected credit losses could also change, which could affect the level of future provision for credit losses related to loans. For the periods ended December 31, 2024 and 2023, the Company believes the ACL is commensurate with the risk in the Company’s loan portfolio and is directionally consistent with the change in the quality of the Company’s loan portfolio. During 2024 and 2023, provision for credit losses exceeded the charge-offs, net of recoveries, by $13.3 million and $13.0 million, respectively.
At the end of each quarter, the Company analyzes its loan portfolio and maintains an ACL at a level that is appropriate and determined in accordance with accounting principles generally accepted in the United States of America (“GAAP”). Determining the adequacy of the ACL involves a high degree of judgment and is inevitably imprecise as the risk of loss is difficult to quantify. The ACL methodology is designed to reasonably estimate the probable credit losses within the Company’s loan portfolio. Accordingly, the ACL is maintained within a range of estimated losses. The determination of the ACL on loans, including credit loss expense and net charge-offs, is a critical accounting estimate that involves management’s judgments about the loan portfolio that impact credit losses, including the credit risk inherent in the loan portfolio, economic forecasts nationally and in the local markets in which the Company operates, trends and changes in collateral values, delinquencies, non-performing assets, net charge-offs, credit-related policies and personnel, and other factors.
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In determining the allowance, the loan portfolio is separated into pools of loans that share similar risk characteristics which are the Company’s loan segments. The Company then derives estimated loss assumptions from its model by loan segment. The loss assumptions are then applied to each segment of loan to estimate the ACL on the pooled loans. For any loans that do not share similar risk characteristics, the estimated credit losses are determined on an individual loan basis and such loans primarily consist of non-accrual loans. An estimated credit loss is recorded on individually reviewed loans when the fair value of a collateral-dependent loan or the present value of the loan’s expected future cash flows (discounted at the loans original effective interest rate) is less than the amortized cost of the loan.
The Company provides commercial banking services to individuals, small to medium-sized businesses, community organizations and public entities from 227 locations, including 194 branches, across Montana, Idaho, Utah, Washington, Wyoming, Colorado, Arizona and Nevada. The states in which the Company operates have diverse economies and markets that are tied to commodities (crops, livestock, minerals, oil and natural gas), tourism, real estate and land development and an assortment of industries, both manufacturing and service-related. Thus, the changes in the global, national, and local economies are not uniform across the Company’s geographic locations. The geographic dispersion of these market areas helps to mitigate the risk of credit loss. The Company’s model of seventeen Bank divisions with separate management teams is also a significant benefit in mitigating and managing the Company’s credit risk. This model provides substantial local oversight to the lending and credit management function and requires multiple reviews of larger loans before credit is extended.
The primary responsibility for credit risk assessment and identification of problem loans rests with the loan officer of the account. This continuous process of identifying non-performing loans is necessary to support management’s evaluation of the ACL adequacy. An independent loan review function verifying credit risk ratings evaluates the loan officer and management’s evaluation of the loan portfolio credit quality. The ACL evaluation is well documented and approved by the Company’s Board. In addition, the policy and procedures for determining the balance of the ACL are reviewed annually by the Company’s Board, the internal audit department, independent credit reviewers and state and federal bank regulatory agencies.
Although the Company continues to actively monitor economic trends and regulatory developments, no assurance can be given that the Company will not, in any particular period, sustain losses that are significant relative to the ACL amount, or that subsequent evaluations of the loan portfolio applying management’s judgment about then current factors will not require significant changes in the ACL. Under such circumstances, additional credit loss expense could result.
For additional information regarding the ACL, its relation to credit loss expense and risk related to asset quality, see Note 3 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
44
Loans by Regulatory Classification
Supplemental information regarding identification of the Company’s loan portfolio and credit quality based on regulatory classification is provided in the following tables. The regulatory classification of loans is based primarily on the type of collateral for the loans. There may be differences when compared to loan tables and loan amounts appearing elsewhere which reflect the Company’s internal loan segments which are based on the purpose of the loan.
The following table summarizes the Company’s loan portfolio by regulatory classification:
| (Dollars in thousands) | December 31, 2024 | December 31, 2023 | $ Change | % Change | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Custom and owner occupied construction | $ | 242,844 | $ | 290,572 | $ | (47,728) | (16 | %) | ||||||
| Pre-sold and spec construction | 191,926 | 236,596 | (44,670) | (19 | %) | |||||||||
| Total residential construction | 434,770 | 527,168 | (92,398) | (18 | %) | |||||||||
| Land development | 197,369 | 232,966 | (35,597) | (15 | %) | |||||||||
| Consumer land or lots | 187,024 | 187,545 | (521) | — | % | |||||||||
| Unimproved land | 113,532 | 87,739 | 25,793 | 29 | % | |||||||||
| Developed lots for operative builders | 61,661 | 56,142 | 5,519 | 10 | % | |||||||||
| Commercial lots | 99,243 | 87,185 | 12,058 | 14 | % | |||||||||
| Other construction | 693,461 | 900,547 | (207,086) | (23 | %) | |||||||||
| Total land, lot, and other construction | 1,352,290 | 1,552,124 | (199,834) | (13 | %) | |||||||||
| Owner occupied | 3,197,138 | 3,035,768 | 161,370 | 5 | % | |||||||||
| Non-owner occupied | 4,053,996 | 3,742,916 | 311,080 | 8 | % | |||||||||
| Total commercial real estate | 7,251,134 | 6,778,684 | 472,450 | 7 | % | |||||||||
| Commercial and industrial | 1,395,997 | 1,363,479 | 32,518 | 2 | % | |||||||||
| Agriculture | 1,024,520 | 772,458 | 252,062 | 33 | % | |||||||||
| 1st lien | 2,481,918 | 2,127,989 | 353,929 | 17 | % | |||||||||
| Junior lien | 76,303 | 47,230 | 29,073 | 62 | % | |||||||||
| Total 1-4 family | 2,558,221 | 2,175,219 | 383,002 | 18 | % | |||||||||
| Multifamily residential | 895,242 | 796,538 | 98,704 | 12 | % | |||||||||
| Home equity lines of credit | 1,005,783 | 979,891 | 25,892 | 3 | % | |||||||||
| Other consumer | 209,457 | 229,154 | (19,697) | (9 | %) | |||||||||
| Total consumer | 1,215,240 | 1,209,045 | 6,195 | 1 | % | |||||||||
| States and political subdivisions | 983,601 | 834,947 | 148,654 | 18 | % | |||||||||
| Other | 183,894 | 204,111 | (20,217) | (10 | %) | |||||||||
| Total loans receivable, including loans held for sale | 17,294,909 | 16,213,773 | 1,081,136 | 7 | % | |||||||||
| Less loans held for sale 1 | (33,060) | (15,691) | (17,369) | 111 | % | |||||||||
| Total loans receivable | $ | 17,261,849 | $ | 16,198,082 | $ | 1,063,767 | 7 | % |
______________________________
1 Loans held for sale are primarily 1st lien 1-4 family loans.
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The following table summarizes the Company’s non-performing assets by regulatory classification:
| Non-performing Assets, by Loan Type | Non- Accrual Loans | Accruing Loans 90 Days or More Past Due | OREO | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2024 | December 31, 2023 | December 31, 2024 | December 31, 2024 | December 31, 2024 | |||||||||
| Custom and owner occupied construction | $ | 198 | 214 | 198 | — | — | ||||||||
| Pre-sold and spec construction | 2,132 | 763 | 813 | 1,319 | — | |||||||||
| Total residential construction | 2,330 | 977 | 1,011 | 1,319 | — | |||||||||
| Land development | 966 | 35 | 966 | — | — | |||||||||
| Consumer land or lots | 78 | 96 | 78 | — | — | |||||||||
| Developed lots for operative builders | 531 | 608 | — | 531 | — | |||||||||
| Commercial lots | 47 | 47 | — | 47 | — | |||||||||
| Total land, lot and other construction | 1,622 | 786 | 1,044 | 578 | — | |||||||||
| Owner occupied | 2,979 | 1,838 | 1,545 | 1,002 | 432 | |||||||||
| Non-owner occupied | 2,235 | 11,016 | 1,582 | — | 653 | |||||||||
| Total commercial real estate | 5,214 | 12,854 | 3,127 | 1,002 | 1,085 | |||||||||
| Commercial and industrial | 2,069 | 1,971 | 1,420 | 641 | 8 | |||||||||
| Agriculture | 2,335 | 2,558 | 2,122 | 213 | — | |||||||||
| 1st lien | 9,053 | 2,664 | 7,457 | 1,596 | — | |||||||||
| Junior lien | 315 | 180 | 303 | 12 | — | |||||||||
| Total 1-4 family | 9,368 | 2,844 | 7,760 | 1,608 | — | |||||||||
| Multifamily residential | 389 | 395 | 389 | — | — | |||||||||
| Home equity lines of credit | 3,465 | 2,043 | 2,826 | 639 | — | |||||||||
| Other consumer | 955 | 1,187 | 746 | 138 | 71 | |||||||||
| Total consumer | 4,420 | 3,230 | 3,572 | 777 | 71 | |||||||||
| Other | 39 | 16 | — | 39 | — | |||||||||
| Total | $ | 27,786 | 25,631 | 20,445 | 6,177 | 1,164 |
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The following table summarizes the Company’s accruing loans 30-89 days past due by regulatory classification:
| Accruing 30-89 Days Delinquent Loans, by Loan Type | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2024 | December 31, 2023 | $ Change | % Change | ||||||||||
| Custom and owner occupied construction | $ | 969 | $ | 2,549 | $ | (1,580) | (62 | %) | ||||||
| Pre-sold and spec construction | 564 | 1,219 | (655) | (54 | %) | |||||||||
| Total residential construction | 1,533 | 3,768 | (2,235) | (59 | %) | |||||||||
| Land development | 1,450 | 163 | 1,287 | 790 | % | |||||||||
| Consumer land or lots | 402 | 624 | (222) | (36 | %) | |||||||||
| Unimproved land | 36 | — | 36 | n/m | ||||||||||
| Developed lots for operative builders | 214 | — | 214 | n/m | ||||||||||
| Commercial lots | — | 2,159 | (2,159) | (100 | %) | |||||||||
| Total land, lot and other construction | 2,102 | 2,946 | (844) | (29 | %) | |||||||||
| Owner occupied | 2,867 | 2,222 | 645 | 29 | % | |||||||||
| Non-owner occupied | 5,037 | 14,471 | (9,434) | (65 | %) | |||||||||
| Total commercial real estate | 7,904 | 16,693 | (8,789) | (53 | %) | |||||||||
| Commercial and industrial | 6,194 | 12,905 | (6,711) | (52 | %) | |||||||||
| Agriculture | 744 | 594 | 150 | 25 | % | |||||||||
| 1st lien | 6,326 | 3,768 | 2,558 | 68 | % | |||||||||
| Junior lien | 214 | 1 | 213 | 21,300 | % | |||||||||
| Total 1-4 family | 6,540 | 3,769 | 2,771 | 74 | % | |||||||||
| Home equity lines of credit | 3,731 | 4,518 | (787) | (17 | %) | |||||||||
| Other consumer | 1,775 | 3,264 | (1,489) | (46 | %) | |||||||||
| Total consumer | 5,506 | 7,782 | (2,276) | (29 | %) | |||||||||
| Other | 1,705 | 1,510 | 195 | 13 | % | |||||||||
| Total | $ | 32,228 | $ | 49,967 | $ | (17,739) | (36 | %) |
_________________
n/m - not measurable
47
The following table summarizes the Company’s charge-offs and recoveries by regulatory classification:
| Net Charge-Offs (Recoveries), Years ended, By Loan Type | Charge-Offs | Recoveries | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2024 | December 31, 2023 | December 31, 2024 | December 31, 2024 | |||||||
| Pre-sold and spec construction | $ | (4) | (15) | — | 4 | ||||||
| Land development | 1,095 | (135) | 1,128 | 33 | |||||||
| Consumer land or lots | (22) | (19) | — | 22 | |||||||
| Unimproved land | 1,338 | — | 1,338 | — | |||||||
| Commercial lots | 319 | — | 319 | — | |||||||
| Other construction | — | 889 | — | — | |||||||
| Total land, lot and other construction | 2,730 | 735 | 2,785 | 55 | |||||||
| Owner occupied | (73) | (59) | — | 73 | |||||||
| Non-owner occupied | 2 | 799 | 7 | 5 | |||||||
| Total commercial real estate | (71) | 740 | 7 | 78 | |||||||
| Commercial and industrial | 1,422 | 364 | 2,084 | 662 | |||||||
| Agriculture | 64 | — | 68 | 4 | |||||||
| 1st lien | 32 | 66 | 71 | 39 | |||||||
| Junior lien | (65) | 24 | 10 | 75 | |||||||
| Total 1-4 family | (33) | 90 | 81 | 114 | |||||||
| Multifamily residential | — | (136) | — | — | |||||||
| Home equity lines of credit | 69 | (6) | 140 | 71 | |||||||
| Other consumer | 1,078 | 1,097 | 1,494 | 416 | |||||||
| Total consumer | 1,147 | 1,091 | 1,634 | 487 | |||||||
| Other | 8,643 | 7,447 | 11,967 | 3,324 | |||||||
| Total | $ | 13,898 | 10,316 | 18,626 | 4,728 |
48
Sources of Funds
The Company’s deposits have traditionally been the principal source of funds for use in lending and other business purposes. The Company also obtains funds from repayment of loans and debt securities, securities sold under agreements to repurchase (“repurchase agreements”), wholesale deposits, advances from FHLB, Federal Reserve facilities, and other borrowings. Loan repayments are a relatively stable source of funds, while interest bearing deposit inflows and outflows are significantly influenced by general interest rate levels and market conditions. Borrowings and advances may be used on a short-term basis to compensate for reductions in normal sources of funds such as deposit inflows at less than projected levels. Borrowings also may be used on a long-term basis to support expanded activities, match maturities of longer-term assets or manage interest rate risk.
Deposits
The Company has several deposit programs designed to attract both short-term and long-term deposits from the general public by providing a wide selection of accounts and rates. These programs include non-interest bearing deposit accounts and interest bearing deposit accounts such as NOW, DDA, savings, money market deposits, fixed rate certificates of deposit with maturities ranging from three months to five years, negotiated-rate jumbo certificates, and individual retirement accounts. These deposits are obtained primarily from individual and business residents in the Bank’s geographic market areas. Wholesale deposits are obtained through various programs and include brokered deposits classified as NOW, DDA, money market deposits and certificate accounts. The Company’s deposits are summarized below:
| December 31, 2024 | December 31, 2023 | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Amount | Percent | Amount | Percent | |||||||||
| Non-interest bearing deposits | $ | 6,136,709 | 30 | % | $ | 6,022,980 | 30 | % | |||||
| NOW and DDA accounts | 5,543,512 | 27 | % | 5,321,257 | 27 | % | |||||||
| Savings accounts | 2,845,124 | 14 | % | 2,833,887 | 14 | % | |||||||
| Money market deposit accounts | 2,878,213 | 14 | % | 2,831,624 | 14 | % | |||||||
| Certificate accounts | 3,139,821 | 15 | % | 2,915,393 | 15 | % | |||||||
| Wholesale deposits | 3,615 | — | % | 4,026 | — | % | |||||||
| Total interest bearing deposits | 14,410,285 | 70 | % | 13,906,187 | 70 | % | |||||||
| Total deposits | $ | 20,546,994 | 100 | % | $ | 19,929,167 | 100 | % |
Total estimated uninsured deposits were $6.544 billion and $6.081 billion at December 31, 2024 and December 31, 2023, respectively. The following table summarizes the estimated amounts outstanding at December 31, 2024 for uninsured time deposits according to the time remaining to maturity.
| (Dollars in thousands) | Certificates of Deposit | |
|---|---|---|
| Within three months | $ | 694,754 |
| Three months to six months | 247,273 | |
| Seven months to twelve months | 123,487 | |
| Over twelve months | 23,649 | |
| Total | $ | 1,089,163 |
For additional information on deposits, see Note 8 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
49
Borrowings
The Company borrows money through repurchase agreements. This process involves the selling of one or more of the securities in the Company’s investment portfolio and simultaneously entering into an agreement to repurchase the same securities at an agreed upon later date, typically overnight. A rate of interest is paid for the agreed period of time. The Bank enters into repurchase agreements with local municipalities, and certain customers, and has adopted procedures designed to ensure proper transfer of title and safekeeping of the underlying securities. In addition to retail repurchase agreements, the Company periodically enters into wholesale repurchase agreements as additional funding sources. The Company has not entered into reverse repurchase agreements.
The Bank is a member of the FHLB of Des Moines, which is one of eleven banks that comprise the FHLB system. The Bank is required to maintain a certain level of activity-based stock in order to borrow or to engage in other transactions with the FHLB of Des Moines. Additionally, the Bank is subject to a membership capital stock requirement that is based upon an annual calculation tied to the total assets of the Bank. The borrowings are collateralized by eligible categories of loans and debt securities (principally, securities which are obligations of, or guaranteed by, the U.S. government and its agencies), provided certain standards related to credit-worthiness have been met. Advances are made pursuant to several different credit programs, each of which has its own interest rates and range of maturities. The Bank’s maximum amount of FHLB advances is limited to the lesser of a fixed percentage of the Bank’s total assets or the discounted value of eligible collateral. FHLB advances fluctuate to meet seasonal and other withdrawals of deposits and to expand lending or investment opportunities of the Company.
During the first quarter of 2023, the Federal Reserve Bank (“FRB”) offered a new Bank Term Funding Program (“BTFP”) for eligible depository institutions. The BTFP offered loans of up to one year in length to institutions pledging collateral eligible for purchase by the FRB in open market operations such as U.S. Treasuries, U.S. Agency securities, and U.S. agency mortgage-backed securities. These assets were valued at par value. During 2023 the Company borrowed $2.740 billion from the BTFP which enabled the Company to pay off higher rate FHLB advances and support its liquidity position at that time. In the first quarter of 2024, the Company paid off all of the BTFP borrowings through a combination of the FHLB borrowings, cash, and additional sources of liquidity.
Additionally, the Company has other sources of secured and unsecured borrowing lines from various sources that may be used from time to time. For additional information concerning the Company’s borrowings, see Note 9 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
Short-term borrowings
A critical component of the Company’s liquidity and capital resources is access to short-term borrowings to fund its operations. Short-term borrowings are accompanied by increased risks managed by the Bank’s Asset Liability Committee (“ALCO”) such as rate increases or unfavorable changes in terms which would make it more costly to obtain future short-term borrowings. The Company’s short-term borrowing sources include FHLB advances, federal funds purchased and retail and wholesale repurchase agreements. The Company also has access to the short-term discount window borrowing programs (i.e., primary credit) of the FRB as well as a line of credit with a large national banking institution. FHLB advances and certain other short-term borrowings may be renewed as long-term borrowings to decrease certain risks such as liquidity or interest rate risk; however, the reduction in risks are weighed against the increased cost of funds and other risks.
Subordinated Debentures
In addition to funds obtained in the ordinary course of business, the Company formed or acquired financing subsidiaries for the purpose of issuing or holding trust preferred securities that entitle the investor to receive cumulative cash distributions thereon. Subordinated debentures were issued in conjunction with the trust preferred securities and the terms of the subordinated debentures and trust preferred securities are the same. For regulatory capital purposes, the trust preferred securities are included in Tier 2 capital at December 31, 2024. The subordinated debentures outstanding as of December 31, 2024 were $133 million, including fair value adjustments from acquisitions. For additional information regarding the subordinated debentures, see Note 10 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
50
Liquidity Risk
In the normal course of business, the Company has commitments that require significant cash availability for customer deposits outflows, repurchase agreements, borrowed funds, lease obligations, off-balance sheet obligations, operating expenses and other contractual obligations. The source of funding for such requirements includes loan repayments, customer deposit inflows, borrowings, revenue from operations, and capital resources. Liquidity risk is the possibility that the Company will not be able to fund present and future obligations as they come due because of an inability to liquidate assets or obtain adequate funding at a reasonable cost.
The objective of liquidity management is to maintain cash flows adequate to meet current and future needs for credit demand, deposit withdrawals, maturing liabilities and corporate operating expenses. Effective liquidity management entails three elements:
1.assessing on an ongoing basis, the current and expected future needs for funds, and ensuring that sufficient funds or access to funds exist to meet those needs at the appropriate time;
2.providing for an adequate cushion of liquidity to meet unanticipated cash flow needs that may arise from potential adverse circumstances ranging from high probability/low severity events to low probability/high severity; and
3.balancing the benefits between providing for adequate liquidity to mitigate potential adverse events and the cost of that liquidity.
The Company has a wide range of versatility in managing the liquidity and asset/liability mix. The Bank’s ALCO meets regularly to assess liquidity risk, among other matters. The Company monitors liquidity and contingency funding alternatives through management reports of liquid assets (e.g., debt securities), both unencumbered and pledged, as well as borrowing capacity, both secured and unsecured, including off-balance sheet funding sources. During 2024, the amount of unencumbered securities increased primarily as a result of pledging securities to collateralize borrowings from 2023 that were released in 2024. The Company evaluates its potential funding needs across alternative scenarios and maintains contingency funding plans consistent with the Company’s access to diversified sources of contingent funding.
The following table identifies certain liquidity sources and capacity available to the Company as of the dates indicated:
| (Dollars in thousands) | December 31, 2024 | December 31, 2023 | |||
|---|---|---|---|---|---|
| FHLB advances | |||||
| Borrowing capacity | $ | 4,355,976 | 4,444,588 | ||
| Amount utilized | (1,800,000) | — | |||
| Letters of credit and other pledged collateral | (6,165) | (2,327) | |||
| Amount available | $ | 2,549,811 | 4,442,261 | ||
| FRB discount window | |||||
| Borrowing capacity | $ | 1,860,932 | 1,916,312 | ||
| Amount utilized | — | — | |||
| Amount available | $ | 1,860,932 | 1,916,312 | ||
| FRB Bank Term Funding Program | |||||
| Borrowing capacity | $ | — | 2,853,209 | ||
| Amount utilized | — | (2,740,000) | |||
| Amount available | $ | — | 113,209 | ||
| Unsecured lines of credit available | $ | 525,000 | 565,000 | ||
| Unencumbered debt securities | |||||
| U.S. government and federal agency | $ | 608,979 | 473,084 | ||
| U.S. government sponsored enterprises | 301,990 | — | |||
| State and local governments | 907,832 | 998,923 | |||
| Corporate bonds | 14,503 | 26,253 | |||
| Residential mortgage-backed securities | 615,310 | 127,328 | |||
| Commercial mortgage-backed securities | 837,169 | 183,048 | |||
| Total unencumbered debt securities 1 | $ | 3,285,783 | 1,808,636 |
____________________________
1 Total unencumbered debt securities at December 31, 2024, included $1.6 billion classified as AFS and $1.6 billion classified as HTM. Total unencumbered debt securities at December 31, 2023, included $441.5 million classified as AFS, and $1.4 billion classified as HTM.
51
Contractual Obligations and Off-Balance Sheet Arrangements
In the normal course of business, there may be various outstanding commitments to obtain funding and to extend credit, such as letters of credit and unfunded loan commitments, which are not reflected in the accompanying condensed consolidated financial statements. The Company assessed the off-balance sheet credit exposures as of December 31, 2024 and determined its ACL of $20.4 million was adequate to absorb the estimated credit losses. Such ACL is included in other liabilities. For additional information regarding the Company’s ACL, see “Allowance for Credit Losses - Loans Receivable” above.
Off-balance sheet arrangements also include any obligation related to a variable interest held in an unconsolidated entity. The Company does not anticipate any material losses as a result of these transactions. For additional information regarding the Company’s interests in unconsolidated VIEs, see Note 7 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
Capital Resources
Maintaining capital strength continues to be a long-term objective of the Company. High levels of capital are necessary to sustain growth, provide protection against unanticipated declines in asset values, and to safeguard the funds of depositors. Capital is also a source of funds for loan demand and enables the Company to effectively manage its assets and liabilities. The Company has the capacity to issue 234,000,000 shares of common stock of which 113,401,955 have been issued as of December 31, 2024. The Company also has the capacity to issue 1,000,000 shares of preferred stock of which none have been issued as of December 31, 2024. Conversely, the Company may in the future decide to utilize a portion of its strong capital position, as it has done in the past, to repurchase shares of its outstanding common stock, depending on market price and other relevant considerations.
The Federal Reserve has adopted capital adequacy guidelines that are used to assess the adequacy of capital in supervising a bank holding company. The federal banking agencies issued final rules (“Final Rules”) that established a comprehensive regulatory capital framework based on the recommendation of the Basel Committee on Banking Supervision and certain requirements of the Dodd-Frank Wall Street Reform and Consumer Protection Act. The Final Rules require the Company to hold a 2.5 percent capital conservation buffer designed to absorb losses during periods of economic stress. As of December 31, 2024, management believes the Company and Bank meet all capital adequacy requirements to which they are subject and there are no conditions or events subsequent to this date that management believes have changed the Company’s or Bank’s risk-based capital category.
The following table illustrates the Bank’s regulatory capital ratios and the Federal Reserve’s capital adequacy guidelines as of December 31, 2024:
| Total Capital (To Risk-Weighted Assets) | Tier 1 Capital (To Risk-Weighted Assets) | Common Equity Tier 1 (To Risk-Weighted Assets) | Leverage Ratio/ Tier 1 Capital (To Average Assets) | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Glacier Bank actual regulatory ratios | 13.59 | % | 12.46 | % | 12.46 | % | 8.77 | % | |||
| Minimum capital requirements | 8.00 | % | 6.00 | % | 4.50 | % | 4.00 | % | |||
| Minimum capital requirements plus capital conservation buffer | 10.50 | % | 8.50 | % | 7.00 | % | N/A | ||||
| Well capitalized requirements | 10.00 | % | 8.00 | % | 6.50 | % | 5.00 | % |
On January 1, 2020, the Company adopted the current expected credit losses (“CECL”) accounting standard that requires management’s estimate of credit losses over the expected contractual lives of the Company's relevant financial assets. On March 27, 2020, federal banking regulators issued an interim final rule to delay for two years the initial adoption impact of CECL on regulatory capital, followed by a three-year transition period to phase out the aggregate amount of the capital benefit provided during 2020 and 2021 (i.e., a five-year transition period). The Company has elected to utilize the five-year transition period. During the two-year delay, the Company added back to Common Tier 1 capital 100 percent of the initial adoption impact of CECL plus 25 percent of the cumulative quarterly changes in ACL (i.e., quarterly transitional amounts). Starting on January 1, 2022, the quarterly transitional amounts along with the initial adoption impact of CECL were phased out of Common Tier 1 capital evenly over the three-year period ending at the end of 2024.
For additional information regarding regulatory capital, see Note 12 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
52
Federal and State Income Taxes
The Company files a consolidated federal income tax return using the accrual method of accounting. All required tax returns have been timely filed. Financial institutions are subject to the provisions of the Internal Revenue Code of 1986, as amended, in the same general manner as other corporations. The federal statutory corporate income tax rate is 21 percent.
Within the Company’s geographic footprint under Montana, Idaho, Utah, Colorado and Arizona law, financial institutions are subject to a corporation income tax, which incorporates or is substantially similar to applicable provisions of the Internal Revenue Code. The corporation income tax is imposed on federal taxable income, subject to certain adjustments. State taxes are incurred at the rate of 6.75 percent in Montana, 5.70 percent in Idaho, 4.55 percent in Utah, 4.25 percent in Colorado and 4.90 percent in Arizona. Washington, Wyoming and Nevada do not impose a corporate income tax. The Company is also required to file in states other than the eight states in which it has properties.
Income tax expense for the years ended December 31, 2024 and 2023 was $36.2 million and $44.7 million, respectively. The Company’s effective income tax rate for the years ended December 31, 2024 and 2023 was 16.0 percent and 16.7 percent, respectively. The current and prior year’s low effective income tax rates were due to income from tax-exempt debt securities, municipal loans and leases and benefits from federal income tax credits. Income from tax-exempt debt securities, loans and leases was $84.2 million and $80.2 million for the years ended December 31, 2024 and 2023, respectively. Benefits from Low-Income Housing Tax Credits (“LIHTC”) federal income tax credits were $25.4 million and $19.9 million for the years ended December 31, 2024 and 2023, respectively.
The Company has equity investments in Certified Development Entities (“CDE”) which have received allocations of New Markets Tax Credits (“NMTC”). Administered by the Community Development Financial Institutions Fund (“CDFI Fund”) of the U.S. Department of the Treasury, the NMTC program is aimed at stimulating economic and community development and job creation in low-income communities. The federal income tax credits received are claimed over a seven-year credit allowance period. The Company also has equity investments in LIHTC’s which are indirect federal subsidies used to finance the development of affordable rental housing for low-income households. The federal income tax credits are claimed over a ten-year credit allowance period. The Company has investments of $11.8 million in Qualified School Construction bonds whereby the Company receives quarterly federal income tax credits in lieu of taxable interest income. The federal income tax credits on these debt securities are subject to federal and state income tax. The Company has investments in historic tax credits that are claimed over a five-year credit allowance period.
Following is a list of expected federal income tax credits to be received in the years indicated.
| (Dollars in thousands) | New Markets Tax Credits | Low-Income Housing Tax Credits | Debt Securities Tax Credits | Historic Tax Credits | Total | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2025 | $ | 5,797 | 26,766 | 452 | 564 | 33,579 | ||||||||
| 2026 | 5,192 | 28,680 | 220 | 564 | 34,656 | |||||||||
| 2027 | 5,370 | 27,058 | 43 | 564 | 33,035 | |||||||||
| 2028 | 3,354 | 24,696 | 43 | — | 28,093 | |||||||||
| 2029 | 1,758 | 23,322 | 43 | — | 25,123 | |||||||||
| Thereafter | 1,068 | 82,422 | 106 | — | 83,596 | |||||||||
| $ | 22,539 | 212,944 | 907 | 1,692 | 238,082 |
For additional information on income taxes, see Note 16 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data”.
Average Balance Sheet
The following schedule provides 1) the total dollar amount of interest and dividend income of the Company for earning assets and the average yields; 2) the total dollar amount of interest expense on interest bearing liabilities and the average rates; 3) net interest and dividend income and interest rate spread; and 4) net interest margin (tax-equivalent).
53
| Years ended | ||||||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| December 31, 2024 | December 31, 2023 | December 31, 2022 | ||||||||||||||||||||||||||||||
| (Dollars in thousands) | Average Balance | Interest and Dividends | Average Yield/ Rate | Average Balance | Interest and Dividends | Average Yield/ Rate | Average Balance | Interest and Dividends | Average Yield/ Rate | |||||||||||||||||||||||
| Assets | ||||||||||||||||||||||||||||||||
| Residential real estate loans | $ | 1,820,057 | $ | 89,596 | 4.92 | % | $ | 1,603,600 | $ | 71,328 | 4.45 | % | $ | 1,284,029 | $ | 57,243 | 4.46 | % | ||||||||||||||
| Commercial loans 1 | 13,818,805 | 772,496 | 5.59 | % | 12,982,708 | 675,549 | 5.20 | % | 11,902,971 | 555,244 | 4.66 | % | ||||||||||||||||||||
| Consumer and other loans | 1,305,716 | 89,160 | 6.83 | % | 1,247,114 | 74,734 | 5.99 | % | 1,131,000 | 54,393 | 4.81 | % | ||||||||||||||||||||
| Total loans 2 | 16,944,578 | 951,252 | 5.61 | % | 15,833,422 | 821,611 | 5.19 | % | 14,318,000 | 666,880 | 4.66 | % | ||||||||||||||||||||
| Tax-exempt investment securities 3 | 1,675,732 | 59,479 | 3.55 | % | 1,740,746 | 59,716 | 3.43 | % | 1,916,731 | 70,438 | 3.67 | % | ||||||||||||||||||||
| Taxable investment securities 4,5 | 7,400,887 | 145,128 | 1.96 | % | 8,297,203 | 152,003 | 1.83 | % | 8,546,792 | 113,952 | 1.33 | % | ||||||||||||||||||||
| Total earning assets | 26,021,197 | 1,155,859 | 4.44 | % | 25,871,371 | 1,033,330 | 3.99 | % | 24,781,523 | 851,270 | 3.44 | % | ||||||||||||||||||||
| Goodwill and intangibles | 1,079,404 | 1,022,052 | 1,032,263 | |||||||||||||||||||||||||||||
| Non-earning assets | 773,322 | 504,698 | 603,401 | |||||||||||||||||||||||||||||
| Total assets | $ | 27,873,923 | $ | 27,398,121 | $ | 26,417,187 | ||||||||||||||||||||||||||
| Liabilities | ||||||||||||||||||||||||||||||||
| Non-interest bearing deposits | $ | 6,144,268 | $ | — | — | % | $ | 6,642,339 | $ | — | — | % | $ | 8,005,821 | $ | — | — | % | ||||||||||||||
| NOW and DDA accounts | 5,326,296 | 63,635 | 1.19 | % | 5,167,117 | 37,357 | 0.72 | % | 5,387,277 | 3,439 | 0.06 | % | ||||||||||||||||||||
| Savings accounts | 2,866,908 | 22,684 | 0.79 | % | 2,908,584 | 9,918 | 0.34 | % | 3,270,799 | 1,191 | 0.04 | % | ||||||||||||||||||||
| Money market deposit accounts | 2,904,461 | 58,140 | 2.00 | % | 3,166,914 | 42,254 | 1.33 | % | 3,926,737 | 6,401 | 0.16 | % | ||||||||||||||||||||
| Certificate accounts | 3,106,755 | 128,081 | 4.12 | % | 1,949,206 | 64,176 | 3.29 | % | 955,829 | 3,249 | 0.34 | % | ||||||||||||||||||||
| Total core deposits | 20,348,688 | 272,540 | 1.34 | % | 19,834,160 | 153,705 | 0.77 | % | 21,546,463 | 14,280 | 0.07 | % | ||||||||||||||||||||
| Short-term borrowings | ||||||||||||||||||||||||||||||||
| Wholesale deposits 6 | 3,615 | 194 | 5.36 | % | 173,231 | 8,721 | 5.03 | % | 11,862 | 246 | 2.07 | % | ||||||||||||||||||||
| Repurchase agreements | 1,676,040 | 55,723 | 3.32 | % | 1,301,223 | 36,414 | 2.80 | % | 920,955 | 3,200 | 0.35 | % | ||||||||||||||||||||
| FHLB advances | 1,147,456 | 56,297 | 4.83 | % | 551,986 | 26,910 | 4.81 | % | 584,562 | 17,317 | 2.92 | % | ||||||||||||||||||||
| FRB Bank Term Funding | 617,377 | 27,097 | 4.39 | % | 2,133,658 | 93,388 | 4.38 | % | — | — | — | % | ||||||||||||||||||||
| Total short-term borrowings | 3,444,488 | 139,311 | 3.98 | % | 4,160,098 | 165,433 | 3.92 | % | 1,517,379 | 20,763 | 1.35 | % | ||||||||||||||||||||
| Long-term borrowings | ||||||||||||||||||||||||||||||||
| FHLB advances | 351,038 | 16,323 | 4.57 | % | — | — | — | % | — | — | — | % | ||||||||||||||||||||
| Subordinated debentures and other borrowed funds | 219,839 | 7,044 | 3.20 | % | 209,567 | 6,835 | 3.26 | % | 196,139 | 6,218 | 3.17 | % | ||||||||||||||||||||
| Total interest bearing liabilities | 24,364,053 | 435,218 | 1.79 | % | 24,203,825 | 325,973 | 1.35 | % | 23,259,981 | 41,261 | 0.18 | % | ||||||||||||||||||||
| Other liabilities | 351,825 | 275,359 | 249,832 | |||||||||||||||||||||||||||||
| Total liabilities | 24,715,878 | 24,479,184 | 23,509,813 | |||||||||||||||||||||||||||||
| Stockholders’ Equity | ||||||||||||||||||||||||||||||||
| Common stock | 1,132 | 1,109 | 1,107 | |||||||||||||||||||||||||||||
| Paid-in capital | 2,437,641 | 2,346,575 | 2,340,952 | |||||||||||||||||||||||||||||
| Retained earnings | 1,064,090 | 1,021,469 | 897,587 | |||||||||||||||||||||||||||||
| Accumulated other comprehensive loss | (344,818) | (450,216) | (332,272) | |||||||||||||||||||||||||||||
| Total stockholders’ equity | 3,158,045 | 2,918,937 | 2,907,374 | |||||||||||||||||||||||||||||
| Total liabilities and stockholders’ equity | $ | 27,873,923 | $ | 27,398,121 | $ | 26,417,187 | ||||||||||||||||||||||||||
| Net interest income (tax-equivalent) | $ | 720,641 | $ | 707,357 | $ | 810,009 | ||||||||||||||||||||||||||
| Net interest spread (tax-equivalent) | 2.65 | % | 2.64 | % | 3.26 | % | ||||||||||||||||||||||||||
| Net interest margin (tax-equivalent) | 2.77 | % | 2.73 | % | 3.70 | % |
54
Average Balance Sheet - continued
______________________________
1Includes tax effect of $6.5 million, $5.9 million and $6.3 million on tax-exempt municipal loan and lease income for the years ended December 31, 2024, 2023 and 2022, respectively.
2Total loans are gross of the allowance for credit losses, net of unearned income and include loans held for sale. Non-accrual loans were included in the average volume for the entire period.
3Includes tax effect of $8.6 million, $8.9 million and $14.5 million on tax-exempt debt securities income for the years ended December 31, 2024, 2023 and 2022, respectively.
4Includes tax effect of $832 thousand, $859 thousand and $0.9 million on federal income tax credits for the years ended December 31, 2024, 2023 and 2022, respectively.
5Includes interest income of $31.2 million, $42.2 million and $1,523 thousand on average interest-bearing cash balances of $594.8 million, $791.5 million and $120.3 million for the years ended December 31, 2024, 2023 and 2022, respectively.
6Wholesale deposits include brokered deposits classified as NOW, DDA, money market deposit and certificate accounts with contractual maturities.
Rate/Volume Analysis
Net interest income can be evaluated from the perspective of relative dollars of change in each period. Interest income and interest expense, which are the components of net interest income, are shown in the following table on the basis of the amount of any increases (or decreases) attributable to changes in the dollar levels of the Company’s interest earning assets and interest bearing liabilities (“volume”) and the yields earned and paid on such assets and liabilities (“rate”). The change in interest income and interest expense attributable to changes in both volume and rates has been allocated proportionately to the change due to volume and the change due to rate.
| Year ended December 31, | Year ended December 31, | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024 vs. 2023 | 2023 vs. 2022 | ||||||||||||||||
| Increase (Decrease) Due to: | Increase (Decrease) Due to: | ||||||||||||||||
| (Dollars in thousands) | Volume | Rate | Net | Volume | Rate | Net | |||||||||||
| Interest income | |||||||||||||||||
| Residential real estate loans | $ | 9,628 | 8,640 | 18,268 | 14,247 | (162) | 14,085 | ||||||||||
| Commercial loans (tax-equivalent) | 45,476 | 51,472 | 96,948 | 50,367 | 69,939 | 120,306 | |||||||||||
| Consumer and other loans | 3,726 | 10,700 | 14,426 | 5,584 | 14,757 | 20,341 | |||||||||||
| Investment securities (tax-equivalent) | (20,277) | 13,165 | (7,112) | (7,500) | 34,828 | 27,328 | |||||||||||
| Total interest income | 38,553 | 83,977 | 122,530 | 62,698 | 119,362 | 182,060 | |||||||||||
| Interest expense | |||||||||||||||||
| NOW and DDA accounts | 1,256 | 25,022 | 26,278 | (141) | 34,059 | 33,918 | |||||||||||
| Savings accounts | (115) | 12,881 | 12,766 | (132) | 8,859 | 8,727 | |||||||||||
| Money market deposit accounts | (3,396) | 19,282 | 15,886 | (1,238) | 37,091 | 35,853 | |||||||||||
| Certificate accounts | 38,392 | 25,513 | 63,905 | 3,376 | 57,552 | 60,928 | |||||||||||
| Wholesale deposits | (8,538) | 11 | (8,527) | 3,344 | 5,130 | 8,474 | |||||||||||
| Repurchase agreements | 10,617 | 8,692 | 19,309 | 1,321 | 31,893 | 33,214 | |||||||||||
| FHLB advances | 46,343 | (633) | 45,710 | (965) | 10,558 | 9,593 | |||||||||||
| FRB Bank Term Funding | (66,291) | — | (66,291) | 93,388 | — | 93,388 | |||||||||||
| Subordinated debentures and other borrowed funds | 355 | (146) | 209 | 426 | 191 | 617 | |||||||||||
| Total interest expense | 18,623 | 90,622 | 109,245 | 99,379 | 185,333 | 284,712 | |||||||||||
| Net interest income (tax-equivalent) | $ | 19,930 | (6,645) | 13,285 | (36,681) | (65,971) | (102,652) |
Net interest income (tax-equivalent) increased $13.3 million for the year ended December 31, 2024 compared to prior year end. The increase in interest income was primarily attributable to an increase in interest rates with additional benefit from the increase in the loan portfolio, which more than outpaced the increase in interest expense which was primarily driven by an increase in interest rates.
Net interest income (tax-equivalent) decreased $102.7 million for the year ended December 31, 2023 compared to the prior year end. The historic increase in interest rates during the prior year was the reason for the increase in interest expense which outpaced the increase in interest income.
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Cyber Risk
A failure in or breach of the Company’s operational or security systems, or those of the Company’s third-party service providers, including as a result of cyber-attacks, could disrupt business, result in the disclosure or misuse of confidential or proprietary information, damage our reputation, increase costs and cause losses. The Company employs detection and response mechanisms designed to contain and mitigate these risks. The Company maintains a robust information security program that is regularly reviewed, tested, and updated. This includes vulnerability and patch management programs, incident response planning, security monitoring, employee training, and security awareness testing. The Board's Risk Oversight Committee is responsible for monitoring the Company’s cyber risk management profile and related programs. The Board is responsible for approval of related policies.
See “Item 1A. Risk Factors” and “Item 1C. Cybersecurity” for additional information regarding our cybersecurity program and the risks we face from cybersecurity threats.
Critical Accounting Policies
The preparation of consolidated financial statements in conformity with GAAP often requires management to use significant judgments as well as subjective and/or complex measurements in making estimates and assumptions that affect the reported amounts of assets, liabilities, income and expenses. The Company considers its accounting policies for the ACL, goodwill and fair value measurements to be critical accounting policies. The application of these policies has a significant impact on the Company’s consolidated financial statements and financial results could differ significantly if different judgments or estimates were applied. The following describes why the estimates are subject to uncertainty, the estimated change in the reported periods, and the sensitivity of the reported amounts to the methods, assumptions, and estimates underlying the calculation.
Allowance for Credit Losses
The allowance for credit losses for loans receivable represents management’s estimate of credit losses over the expected contractual life of the loan portfolio. Determining the adequacy of the allowance is complex and requires a high degree of judgment by management about the effect of matters that are inherently uncertain. Subsequent evaluations of the then-existing loan portfolio, in light of the factors then prevailing, may result in significant changes in the allowance in those future period which is why there is such a high degree of uncertainty. Such factors or assumptions include loan volumes, delinquency status, credit ratings, historical loss experiences, estimated prepayment speeds, weighted average lives and other conditions influencing loss expectations, such as reasonable and supportable forecasts of economic conditions. As a result of the significant size of the loan portfolio, the numerous assumptions in the model, and the high degree of potential change in such assumptions, there is a high degree of sensitivity to the reported amounts. For information regarding the ACL for loans receivable, its relation to the provision for credit losses and risk related to asset quality, and the estimated change during the reported periods, see the section captioned “Allowance for Credit Losses - Loans Receivable” included in “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” and Notes 1 and 3 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
Goodwill
The Company is required to assess goodwill for impairment on an annual basis, or more frequently if determined necessary. Goodwill of a reporting unit is tested for impairment if an event is more-likely-than-not to reduce the fair value of a reporting unit below its carrying amount. Changes in the economic environment, operations of the aggregated reporting units, or other factors could result in the decline in the fair value of the aggregated reporting units which could result in a goodwill impairment in the future. The estimate is considered to have a low amount of uncertainty unless there is an event that significantly lowers the fair value of a reporting unit estimate. Examples of events and circumstances include: significant change in legal factors or in the business climate, an adverse action or assessment by a regulator, unanticipated competition, loss of key personnel, a more likely-than-not expectation that a reporting unit or a significant portion of a reporting unit will be sold or otherwise disposed of, and the testing for recoverability of a significant asset group within a reporting unit. There were no changes to the Company’s assessment or reported amounts during 2024. For information on goodwill, see Notes 1 and 5 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
Fair Value Measurements
Fair value measurement estimates are used for certain recorded and disclosed financial instruments on a recurring and non-recurring basis. Such estimates utilize a variety of assumptions which are subject to uncertainty. Certain fair value measurements have a higher degree of sensitivity of the reported amount to the methods, assumptions and estimates underlying the calculation. For information on fair value measurements and the estimated changes during the reporting periods, see Note 21 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
56
Impact of Recently Issued Accounting Standards
Authoritative accounting guidance that impacted the Company that became effective during 2024 or 2023 include amendments to:
•FASB ASC Topic 326, Financial Instruments - Credit Losses Troubled Debt Restructurings and Vintage Disclosures
•FASB ASC Topic 280, Segment Reporting
•FASB ASC Topic 848, Reference Rate Reform
•FASB ASC Topic 232, Investments Equity Method and Joint Ventures
Authoritative accounting guidance that may possibly have a material impact on the Company that is pending adoption at December 31, 2024 includes amendments to:
•FASB ASC Topic 740, Income Taxes
For additional information on the topics and the impact on the Company see Note 1 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
FY 2023 10-K MD&A
SEC filing source: 0000868671-24-000042.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
The following discussion is intended to provide a more comprehensive review of the Company’s operating results and financial condition than can be obtained from reading the Consolidated Financial Statements alone. The discussion is expected to provide investors an enhanced view of the Company from management’s perspective. The information includes material information relevant to the Company’s financial condition and results of operations, material events and uncertainties that are reasonably likely to cause reported information not to be indicative of future operating results or future financial condition, and material financial and statistical information that the Company believes will enhance the investors’ understanding of the Company and its financial results. The discussion should be read in conjunction with the Consolidated Financial Statements and the notes thereto included in “Item 8. Financial Statements and Supplementary Data.”
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
This Annual Report on Form 10-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, but are not limited to, statements about the Company’s plans, objectives, expectations and intentions that are not historical facts, and other statements identified by words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “should,” “projects,” “seeks,” “estimates” or the negative version of those words or other comparable words or phrases of a future or forward-looking nature. These forward-looking statements are based on current beliefs and expectations of management and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond the Company’s control. In addition, these forward-looking statements are subject to assumptions with respect to future business strategies and decisions that are subject to change. The following factors, among others, could cause actual results to differ materially from the anticipated results (express or implied) or other expectations in the forward-looking statements, including those factors set forth under “Risk Factors” and in other sections in this Annual Report on Form 10-K, or the documents incorporated by reference:
•risks associated with lending and potential adverse changes in the credit quality of the Company’s loan portfolio;
•changes in monetary and fiscal policies, including interest rate policies of the Federal Reserve Board, which may continue to adversely affect the Company’s net interest income and margin, the fair value of its financial instruments, profitability, and stockholders’ equity;
•legislative or regulatory changes, including increased insurance rates and assessments or increased banking and consumer protection regulations, that may adversely affect the Company’s business;
•risks related to overall economic conditions, including the impact on the economy of an elevated interest rate environment, inflationary pressures, and geopolitical instability, including the wars in Ukraine and the Middle East;
•risks, costs and other difficulties associated with the Company’s ability to negotiate, complete, and successfully integrate any pending or future acquisitions;
•costs or difficulties related to the completion and integration of pending or future acquisitions;
•impairment of the goodwill recorded by the Company in connection with acquisitions, which may have an adverse impact on earnings and capital;
•reduction in demand for banking products and services, whether as a result of changes in customer behavior, economic conditions, banking environment, or competition;
•deterioration of the reputation of banks and the financial services industry, which could adversely affect the Company's ability to obtain and maintain customers;
•changes in the competitive landscape, including as may result from new market entrants or further consolidation in the financial services industry, resulting in the creation of larger competitors with greater financial resources;
•risks presented by public stock market volatility, which could adversely affect the market price of the Company’s common stock and the ability to raise additional capital or grow through acquisitions;
•risks associated with dependence on the Chief Executive Officer (“CEO”), the senior management team and the Presidents of Glacier Bank (the “Bank”) divisions;
•material failure, potential interruption or breach in security of the Company’s systems or changes in technologies which could expose the Company to cybersecurity risks, fraud, system failures, or direct liabilities;
•risks related to natural disasters, including droughts, fires, floods, earthquakes, pandemics, and other unexpected events;
•success in managing risks involved in the foregoing; and
•effects of any reputational damage to the Company resulting from any of the foregoing.
Additional factors that could cause actual results to differ materially from those expressed in the forward-looking statements are discussed in “Item 1A. Risk Factors.” Please take into account that forward-looking statements speak only as of the date of this Annual Report on Form 10-K (or documents incorporated by reference, if applicable). Given the described uncertainties and risks, the Company cannot guarantee its future performance or results of operations and you should not place undue reliance on these forward-looking statements. The Company does not undertake any obligation to publicly correct, revise, or update any forward-looking
24
statement if it later becomes aware that actual results are likely to differ materially from those expressed in such forward-looking statement, except as may be required under federal securities laws.
FIVE YEAR SELECTED FINANCIAL DATA
Selected Financial Data
The selected financial data of the Company is derived from the Company’s historical audited financial statements and related notes. The information set forth below should be read in conjunction with “Item 8. Financial Statements and Supplementary Data” contained elsewhere in this Annual Report on Form 10-K.
| December 31, | Compounded Annual Growth Rate | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands, except per share data) | 2023 | 2022 | 2021 | 2020 | 2019 | 1-Year | 5-Year | ||||||||||||||||||
| Selected Statements of Financial Condition Information | |||||||||||||||||||||||||
| Total assets | $ | 27,742,629 | $ | 26,635,375 | $ | 25,940,645 | $ | 18,504,206 | $ | 13,683,999 | 4.2 | % | 15.2 | % | |||||||||||
| Debt securities | 8,288,130 | 9,022,359 | 10,370,013 | 5,527,650 | 2,799,863 | (8.1) | % | 24.2 | % | ||||||||||||||||
| Loans receivable, net | 16,005,325 | 15,064,529 | 13,259,366 | 10,964,453 | 9,388,320 | 6.2 | % | 11.3 | % | ||||||||||||||||
| Allowance for credit losses | (192,757) | (182,283) | (172,665) | (158,243) | (124,490) | 5.7 | % | 9.1 | % | ||||||||||||||||
| Goodwill and intangibles | 1,017,263 | 1,026,994 | 1,037,652 | 569,522 | 519,704 | (0.9) | % | 14.4 | % | ||||||||||||||||
| Deposits | 19,929,167 | 20,606,555 | 21,337,249 | 14,797,529 | 10,776,457 | (3.3) | % | 13.1 | % | ||||||||||||||||
| Federal Home Loan Bank advances | — | 1,800,000 | — | — | 38,611 | (100.0) | % | (100.0) | % | ||||||||||||||||
| FRB Bank Term Funding | 2,740,000 | — | — | — | — | n/m | n/m | ||||||||||||||||||
| Securities sold under agreements to repurchase and other borrowed funds | 1,568,545 | 1,023,209 | 1,064,888 | 1,037,651 | 598,644 | 53.3 | % | 21.2 | % | ||||||||||||||||
| Stockholders’ equity | 3,020,281 | 2,843,305 | 3,177,622 | 2,307,041 | 1,960,733 | 6.2 | % | 9.0 | % | ||||||||||||||||
| Equity per share | 27.24 | 25.67 | 28.71 | 24.18 | 21.25 | 6.1 | % | 5.1 | % | ||||||||||||||||
| Equity as a percentage of total assets | 10.9 | % | 10.7 | % | 12.3 | % | 12.5 % | 14.3 | % | 2.1 | % | (5.3) | % |
________________________
n/m - not measurable
| Years ended December 31, | Compounded Annual Growth Rate | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands, except per share data) | 2023 | 2022 | 2021 | 2020 | 2019 | 1-Year | 5-Year | ||||||||||||||||||
| Summary Statements of Operations | |||||||||||||||||||||||||
| Interest income | $ | 1,017,655 | $ | 829,640 | $ | 681,074 | $ | 627,064 | $ | 546,177 | 22.7 | % | 13.3 | % | |||||||||||
| Interest expense | 325,973 | 41,261 | 18,558 | 27,315 | 42,773 | 690.0 | % | 50.1 | % | ||||||||||||||||
| Net interest income | 691,682 | 788,379 | 662,516 | 599,749 | 503,404 | (12.3) | % | 6.6 | % | ||||||||||||||||
| Provision for credit losses | 14,795 | 19,963 | 23,076 | 39,765 | 57 | (25.9) | % | 204.0 | % | ||||||||||||||||
| Non-interest income | 118,079 | 120,732 | 144,820 | 172,867 | 130,774 | (2.2) | % | (2.0) | % | ||||||||||||||||
| Non-interest expense | 527,358 | 518,868 | 434,822 | 404,811 | 374,927 | 1.6 | % | 7.1 | % | ||||||||||||||||
| Income before income taxes | 267,608 | 370,280 | 349,438 | 328,040 | 259,194 | (27.7) | % | 0.6 | % | ||||||||||||||||
| Federal and state income tax expense | 44,681 | 67,078 | 64,681 | 61,640 | 48,650 | (33.4) | % | (1.7) | % | ||||||||||||||||
| Net income | $ | 222,927 | $ | 303,202 | $ | 284,757 | $ | 266,400 | $ | 210,544 | (26.5) | % | 1.1 | % | |||||||||||
| Basic earnings per share | $ | 2.01 | $ | 2.74 | $ | 2.87 | $ | 2.81 | $ | 2.39 | (26.6) | % | (3.4) | % | |||||||||||
| Diluted earnings per share | $ | 2.01 | $ | 2.74 | $ | 2.86 | $ | 2.81 | $ | 2.38 | (26.6) | % | (3.3) | % | |||||||||||
| Dividends declared per share | $ | 1.32 | $ | 1.32 | $ | 1.37 | $ | 1.33 | $ | 1.31 | — | % | 0.2 | % |
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| At or for the Years ended December 31, | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | 2023 | 2022 | 2021 | 2020 | 2019 | |||||||||
| Selected Ratios and Other Data | ||||||||||||||
| Return on average assets | 0.81 | % | 1.15 | % | 1.33 | % | 1.62 | % | 1.64 | % | ||||
| Return on average equity | 7.64 | % | 10.43 | % | 11.08 | % | 12.15 | % | 12.01 | % | ||||
| Dividend payout ratio | 65.67 | % | 48.18 | % | 47.74 | % | 47.33 | % | 54.81 | % | ||||
| Average equity to average asset ratio | 10.65 | % | 11.01 | % | 11.99 | % | 13.35 | % | 13.69 | % | ||||
| Total capital (to risk-weighted assets) | 14.61 | % | 14.02 | % | 14.21 | % | 14.63 | % | 14.95 | % | ||||
| Tier 1 capital (to risk-weighted assets) | 12.85 | % | 12.34 | % | 12.49 | % | 12.42 | % | 13.76 | % | ||||
| Common Equity Tier 1 (to risk-weighted assets) | 12.85 | % | 12.34 | % | 12.49 | % | 12.42 | % | 12.58 | % | ||||
| Tier 1 capital (to average assets) | 8.71 | % | 8.79 | % | 8.64 | % | 9.12 | % | 11.65 | % | ||||
| Net interest margin on average earning assets (tax-equivalent) | 2.73 | % | 3.27 | % | 3.42 | % | 4.09 | % | 4.39 | % | ||||
| Efficiency ratio 1 | 62.85 | % | 54.64 | % | 51.35 | % | 49.97 | % | 57.78 | % | ||||
| Allowance for credit losses as a percent of loans | 1.19 | % | 1.20 | % | 1.29 | % | 1.42 | % | 1.31 | % | ||||
| Allowance for credit losses as a percent of nonperforming loans | 799 | % | 557 | % | 255 | % | 470 | % | 385 | % | ||||
| Non-performing assets as a percentage of subsidiary assets | 0.09 | % | 0.12 | % | 0.26 | % | 0.19 | % | 0.27 | % | ||||
| Non-performing assets | $ | 25,631 | 32,742 | 67,691 | 35,433 | 37,437 | ||||||||
| Loans originated and acquired | $ | 4,449,350 | 8,039,623 | 8,551,419 | 7,934,881 | 4,607,536 | ||||||||
| Number of full time equivalent employees | 3,294 | 3,390 | 3,436 | 2,970 | 2,826 | |||||||||
| Number of locations | 221 | 221 | 224 | 193 | 181 |
______________________________
1 Non-interest expense before OREO expenses, core deposit intangibles amortization, goodwill impairment charges, and non-recurring expense items as a percentage of tax-equivalent net interest income and non-interest income, excluding gains or losses on sale of investments, OREO income, and non-recurring income items.
26
MANAGEMENT’S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
YEAR ENDED DECEMBER 31, 2023 COMPARED TO DECEMBER 31, 2022
Highlights and Overview
The banking industry experienced significant pressures during the current year with historic increases in interest rates during the last eighteen months and three notable bank failures in 2023. These events led to higher cost deposits and customers’ prioritizing the safety of their deposits. The Company was not immune to the impact of these events during 2023 and had the greatest pressure on its deposit costs and the resulting net interest margin. While the Company experienced an overall decline in net income during the year, the Company strategically navigated through the current year, which the Company believes will contribute to its long-term success.
The Company ended the year at $27.743 billion in assets, which was a $1.107 billion, or 4 percent, increase over the prior year end and was driven by the increase in the loan portfolio and cash liquidity that more than offset the decrease in debt securities. Loan growth was $951 million, or 6 percent, during 2023 with increases in all loan categories. During the year, the Company focused on its diversified deposit and repurchase agreement product offerings resulting in a slight decline of $108 million, or 50 basis points, during the year. The Company also focused on maintaining a strong liquidity position and ended the current year with available liquidity of $15.0 billion including cash, borrowing capacity, and unpledged securities. Stockholders’ equity increased $177 million, or $1.57 per share, which was the combined result of earnings retention and the decrease in the unrealized loss on AFS debt securities in 2023. The Company declared quarterly dividends totaling $1.32 per share during 2023 and 2022.
The Company had net income for the current year of $223 million, which was a decrease of $80.3 million, or 26 percent, over the prior year net income of $303 million, which was driven by the increase in cost of funds outpacing the increase in interest income. Diluted earnings per share for the year was $2.01, a decrease of 27 percent, from the 2022 diluted earnings per share of $2.74. The Company's net interest margin for 2023 was 2.73 percent, a 54 basis points decrease from the net interest margin of 3.27 percent from 2022, which was primarily driven by the volatile interest rate environment and the higher cost of funds. The Company was successful in controlling costs during the current year with an $8.5 million, or 2 percent, increase in non-interest expense which was primarily driven by a $6.0 million FDIC special assessment and the FDIC uniformly increasing all depository institutions premiums during 2023. Excluding the increase in regulatory assessment and insurance, non-interest expense decreased $7.3 million, or 2 percent, during the current year which was driven by increased operating efficiencies, a decrease in performance related compensation and a decrease in staffing levels.
The Company’s credit quality remains strong, ending the current year with $26 million in non-performing assets compared to $33 million at prior year end. Net charge-offs for 2023 remained low at 0.06 percent of loans compared to 0.05 percent of loans during the prior year. The Company also continues to maintain adequate reserves at 1.19 percent of loans at year end 2023 compared to 1.20 percent at the prior year end.
During 2023, the Company announced an agreement to acquire Community Financial Group, Inc., the parent company of Wheatland Bank, a leading eastern Washington community bank headquartered in Spokane with total assets of $728 million, total loans of $469 million and total deposits of $623 million as of December 31, 2023. The acquisition was completed on January 31, 2024. For additional information on the acquisition and subsequent event, see Note 23 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
Looking forward, the Company believes its future performance will depend on many factors including economic conditions in the markets the Company serves, interest rate changes, the level of competition for deposits and loans, loan quality and the ability to increase loans, the impact and successful integration of acquisitions, and managing regulatory requirements and expenses.
27
Financial Highlights
| At or for the Years ended | |||||
|---|---|---|---|---|---|
| (Dollars in thousands, except per share and market data) | December 31, 2023 | December 31, 2022 | |||
| Operating results | |||||
| Net income | $ | 222,927 | 303,202 | ||
| Basic earnings per share | $ | 2.01 | 2.74 | ||
| Diluted earnings per share | $ | 2.01 | 2.74 | ||
| Dividends declared per share | $ | 1.32 | 1.32 | ||
| Market value per share | |||||
| Closing | $ | 41.32 | 49.42 | ||
| High | $ | 50.03 | 60.69 | ||
| Low | $ | 26.77 | 44.43 | ||
| Selected ratios and other data | |||||
| Number of common stock shares outstanding | 110,888,942 | 110,777,780 | |||
| Average outstanding shares - basic | 110,864,501 | 110,757,473 | |||
| Average outstanding shares - diluted | 110,890,447 | 110,827,933 | |||
| Return on average assets | 0.81 | % | 1.15 | % | |
| Return on average equity | 7.64 | % | 10.43 | % | |
| Efficiency ratio | 62.85 | % | 54.64 | % | |
| Dividend payout ratio | 65.67 | % | 48.18 | % | |
| Loan to deposit ratio | 81.36 | % | 74.05 | % | |
| Number of full time equivalent employees | 3,294 | 3,390 | |||
| Number of locations | 221 | 221 | |||
| Number of ATMs | 275 | 265 |
28
Financial Condition Analysis
Assets
The following table summarizes the Company’s assets as of the dates indicated:
| (Dollars in thousands) | December 31, 2023 | December 31, 2022 | $ Change | % Change | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Cash and cash equivalents | $ | 1,354,342 | $ | 401,995 | $ | 952,347 | 237 | % | ||||||
| Debt securities, available-for-sale | 4,785,719 | 5,307,307 | (521,588) | (10 | %) | |||||||||
| Debt securities, held-to-maturity | 3,502,411 | 3,715,052 | (212,641) | (6 | %) | |||||||||
| Total debt securities | 8,288,130 | 9,022,359 | (734,229) | (8 | %) | |||||||||
| Loans receivable | ||||||||||||||
| Residential real estate | 1,704,544 | 1,446,008 | 258,536 | 18 | % | |||||||||
| Commercial real estate | 10,303,306 | 9,797,047 | 506,259 | 5 | % | |||||||||
| Other commercial | 2,901,863 | 2,799,668 | 102,195 | 4 | % | |||||||||
| Home equity | 888,013 | 822,232 | 65,781 | 8 | % | |||||||||
| Other consumer | 400,356 | 381,857 | 18,499 | 5 | % | |||||||||
| Loans receivable | 16,198,082 | 15,246,812 | 951,270 | 6 | % | |||||||||
| Allowance for credit losses | (192,757) | (182,283) | (10,474) | 6 | % | |||||||||
| Loans receivable, net | 16,005,325 | 15,064,529 | 940,796 | 6 | % | |||||||||
| Other assets | 2,094,832 | 2,146,492 | (51,660) | (2 | %) | |||||||||
| Total assets | $ | 27,742,629 | $ | 26,635,375 | $ | 1,107,254 | 4 | % |
Total debt securities of $8.288 billion at December 31, 2023 decreased $734 million, or 8 percent, from the prior year end. The Company utilized the cash flow from its securities portfolio to primarily fund loan growth and maintain a strong cash position during the year. The Company ended the current year with a strong cash position of $1.354 billion at December 31, 2023, which was an increase of $952 million over the prior year end. Debt securities represented 30 percent of total assets at December 31, 2023, compared to 34 percent at December 31, 2022. The loan portfolio of $16.198 billion increased $951 million, or 6 percent, from the prior year end with the largest dollar increase in commercial real estate loans, which increased $506 million, or 5 percent.
29
Liabilities
The following table summarizes the Company’s liabilities as of the dates indicated:
| (Dollars in thousands) | December 31, 2023 | December 31, 2022 | $ Change | % Change | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Deposits | ||||||||||||||
| Non-interest bearing deposits | $ | 6,022,980 | $ | 7,690,751 | $ | (1,667,771) | (22 | %) | ||||||
| NOW and DDA accounts | 5,321,257 | 5,330,614 | (9,357) | — | % | |||||||||
| Savings accounts | 2,833,887 | 3,200,321 | (366,434) | (11 | %) | |||||||||
| Money market deposit accounts | 2,831,624 | 3,472,281 | (640,657) | (18 | %) | |||||||||
| Certificate accounts | 2,915,393 | 880,589 | 2,034,804 | 231 | % | |||||||||
| Core deposits, total | 19,925,141 | 20,574,556 | (649,415) | (3 | %) | |||||||||
| Wholesale deposits | 4,026 | 31,999 | (27,973) | (87 | %) | |||||||||
| Deposits, total | 19,929,167 | 20,606,555 | (677,388) | (3 | %) | |||||||||
| Securities sold under agreements to repurchase | 1,486,850 | 945,916 | 540,934 | 57 | % | |||||||||
| Federal Home Loan Bank advances | — | 1,800,000 | (1,800,000) | (100 | %) | |||||||||
| FRB Bank Term Funding | 2,740,000 | — | 2,740,000 | n/m | ||||||||||
| Other borrowed funds | 81,695 | 77,293 | 4,402 | 6 | % | |||||||||
| Subordinated debentures | 132,943 | 132,782 | 161 | — | % | |||||||||
| Other liabilities | 351,693 | 229,524 | 122,169 | 53 | % | |||||||||
| Total liabilities | $ | 24,722,348 | $ | 23,792,070 | $ | 930,278 | 4 | % |
________________________
n/m - not measurable
During the current year, the Company experienced unprecedented fluctuations in deposit balances and higher deposit rates, primarily due to the volatile and increasing interest rate environment. As a result of the Company’s focus on diversified deposit and repurchase agreements, core deposits and retail repurchase agreements decreased $108 million, or 50 basis points, from the prior year end. Non-interest bearing deposits represented 30 percent of total core deposits at December 31, 2023 compared to 37 percent at December 31, 2022.
The Company’s liquidity position remains strong with solid core deposit customer relationships, excess cash, debt securities, and access to diversified borrowing sources. At December, 31, 2023, the Company had available liquidity of $15.0 billion including cash, borrowing capacity from the FHLB and Federal Reserve facilities, unpledged securities, brokered deposits, and other sources.
Stockholders’ Equity
The following table summarizes the stockholders’ equity balances as of the dates indicated:
| (Dollars in thousands, except per share data) | December 31, 2023 | December 31, 2022 | $ Change | % Change | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Common equity | $ | 3,394,394 | $ | 3,312,097 | $ | 82,297 | 2 | % | ||||||
| Accumulated other comprehensive loss | (374,113) | (468,792) | 94,679 | (20 | %) | |||||||||
| Total stockholders’ equity | 3,020,281 | 2,843,305 | 176,976 | 6 | % | |||||||||
| Goodwill and core deposit intangible, net | (1,017,263) | (1,026,994) | 9,731 | (1 | %) | |||||||||
| Tangible stockholders’ equity | $ | 2,003,018 | $ | 1,816,311 | $ | 186,707 | 10 | % | ||||||
| Stockholders’ equity to total assets | 10.89 | % | 10.67 | % | 2 | % | ||||||||
| Tangible stockholders’ equity to total tangible assets | 7.49 | % | 7.09 | % | 6 | % | ||||||||
| Book value per common share | $ | 27.24 | $ | 25.67 | $ | 1.57 | 6 | % | ||||||
| Tangible book value per common share | $ | 18.06 | $ | 16.40 | $ | 1.66 | 10 | % |
Tangible stockholders’ equity of $2.003 billion at December 31, 2023 increased $187 million, or 10 percent, from December 31, 2022, which was primarily due to earnings retention and a decrease in net unrealized losses (after-tax) on AFS debt securities. Tangible book value per common share of $18.06 at the current year end increased $1.66 per share, or 10 percent, from the prior year end.
30
Results of Operations
In this section, the Company’s results of operations are discussed for the year ended December 31, 2023 compared to the year ended December 31, 2022. For a discussion of the year ended December 31, 2022 compared to the year ended December 31, 2021, please refer to Part II, Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations" in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022.
Income Summary
The following table summarizes income for the time periods indicated:
| Years ended | $ Change | % Change | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2023 | December 31, 2022 | ||||||||||||
| Net interest income | ||||||||||||||
| Interest income | $ | 1,017,655 | $ | 829,640 | $ | 188,015 | 23 | % | ||||||
| Interest expense | 325,973 | 41,261 | 284,712 | 690 | % | |||||||||
| Total net interest income | 691,682 | 788,379 | (96,697) | (12 | %) | |||||||||
| Non-interest income | ||||||||||||||
| Service charges and other fees | 75,157 | 72,124 | 3,033 | 4 | % | |||||||||
| Miscellaneous loan fees and charges | 16,935 | 15,350 | 1,585 | 10 | % | |||||||||
| Gain on sale of loans | 12,202 | 20,032 | (7,830) | (39 | %) | |||||||||
| Gain on sale of investments | 1,510 | 620 | 890 | 144 | % | |||||||||
| Other income | 12,275 | 12,606 | (331) | (3 | %) | |||||||||
| Total non-interest income | 118,079 | 120,732 | (2,653) | (2 | %) | |||||||||
| Total income | $ | 809,761 | $ | 909,111 | $ | (99,350) | (11 | %) | ||||||
| Net interest margin (tax-equivalent) | 2.73 | % | 3.27 | % |
Net Interest Income
Net-interest income of $692 million for 2023 decreased $96.7 million, or 12 percent, over 2022 and was primarily driven by increased interest expense. Interest income of $1.018 billion for 2023 increased $188 million, or 23 percent, from the prior year and was primarily attributable to the increase in the loan portfolio and an increase in loan yields. The loan yield was 5.19 percent for 2023, an increase of 53 basis points from the prior year loan yield of 4.66 percent.
Interest expense of $326 million for 2023 increased $285 million, or 690 percent, over the same period in the prior year and was the result of increased borrowings and higher interest rates on borrowings and deposits. Core deposit cost (including non-interest bearing deposits) was 0.77 percent for 2023 compared to 0.07 percent for the prior year. The total funding cost (including non-interest bearing deposits) for 2023 was 1.35 percent, which was an increase of 117 basis points over the prior year funding cost of 0.18 percent.
The net interest margin as a percentage of earning assets, on a tax-equivalent basis, during 2023 was 2.73 percent, a 54 basis points decrease from the net interest margin of 3.27 percent for the prior year. The core net interest margin, excluding discount accretion, the impact from non-accrual interest and the impact from the Paycheck Protection Program loans, was 2.71 percent for 2023, which was a 49 basis points decrease from the core margin of 3.20 percent in the same period of the prior year. The decline in the margin from the prior year occurred steadily during the current year, before slowing in the fourth quarter, and the Company ended the year with a fourth quarter net interest margin of 2.56 percent.
Non-interest Income
Non-interest income of $118 million for 2023 decreased $2.7 million, or 2 percent, over the same period last year and was primarily due to the decrease in gain on sale of residential loans, which was partially offset by the increase in service charges and other fees. Miscellaneous loan fees of $16.9 million, increased $1.6 million for 2023, or 10 percent, which was primarily driven by increased credit card interchange fees due to increased activity. Gain on sale of residential loans of $12.2 million in 2023 decreased by $7.8 million, or 39 percent, over the prior year, primarily as result of a reduction in residential purchase and refinance activities as mortgage rates significantly increased during 2023. Included in the 2023 gain on sale of securities was $1.7 million of gain on the sale of all of the Company’s Visa class B shares.
31
Non-interest Expense
The following table summarizes non-interest expense for the periods indicated:
| Years ended | $ Change | % Change | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2023 | December 31, 2022 | ||||||||||||
| Compensation and employee benefits | $ | 309,048 | $ | 319,303 | $ | (10,255) | (3 | %) | ||||||
| Occupancy and equipment | 43,578 | 43,261 | 317 | 1 | % | |||||||||
| Advertising and promotions | 15,430 | 14,324 | 1,106 | 8 | % | |||||||||
| Data processing | 33,752 | 30,823 | 2,929 | 10 | % | |||||||||
| Other real estate owned and foreclosed assets | 119 | 77 | 42 | 55 | % | |||||||||
| Regulatory assessments and insurance | 28,712 | 12,904 | 15,808 | 123 | % | |||||||||
| Core deposit intangibles amortization | 9,731 | 10,658 | (927) | (9 | %) | |||||||||
| Other expenses | 86,988 | 87,518 | (530) | (1 | %) | |||||||||
| Total non-interest expense | $ | 527,358 | $ | 518,868 | $ | 8,490 | 2 | % |
Total non-interest expense of $527 million for 2023 increased $8.5 million, or 2 percent, over the same period in the prior year. Compensation and employee benefits expense of $309 million in 2023 decreased $10.3 million, or 3 percent, over the prior year and was driven by a decrease in performance-related compensation including real estate loan commissions. Regulatory assessments and insurance of $28.7 million for 2023 increased $15.8 million, or 123 percent, over the prior year and was primarily due to the $6.0 million FDIC special assessment pursuant to a systemic risk determination and the FDIC uniformly increasing all depository institutions premiums during 2023. Other expenses of $87.0 million for 2023 decreased $530 thousand, or 1 percent, from the prior year and included changes in several miscellaneous categories. Acquisition-related expenses included in other expenses were $1.3 million in 2023 compared to $10.0 million in 2022.
Provision for Credit Losses
The following table summarizes the provision for credit losses on the loan portfolio, net charge-offs and select ratios relating to the provision for credit losses on loans for the previous eight quarters:
| (Dollars in thousands) | Provision for Credit Losses on Loans | Net Charge-Offs (Recoveries) | ACL as a Percent of Loans | Accruing Loans 30-89 Days Past Due as a Percent of Loans | Non-Performing Assets to Total Sub-sidiary Assets | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Fourth quarter 2023 | $ | 4,181 | $ | 3,695 | 1.19 | % | 0.31 | % | 0.09 | % | ||||||
| Third quarter 2023 | 5,095 | 2,209 | 1.19 | % | 0.09 | % | 0.15 | % | ||||||||
| Second quarter 2023 | 5,254 | 2,473 | 1.19 | % | 0.16 | % | 0.12 | % | ||||||||
| First quarter 2023 | 6,260 | 1,939 | 1.20 | % | 0.16 | % | 0.12 | % | ||||||||
| Fourth quarter 2022 | 6,060 | 1,968 | 1.20 | % | 0.14 | % | 0.12 | % | ||||||||
| Third quarter 2022 | 8,382 | 3,154 | 1.20 | % | 0.07 | % | 0.13 | % | ||||||||
| Second quarter 2022 | (1,353) | 1,843 | 1.20 | % | 0.12 | % | 0.16 | % | ||||||||
| First quarter 2022 | 4,344 | 850 | 1.28 | % | 0.12 | % | 0.24 | % |
The provision for credit loss expense was $14.8 million for 2023, a decrease of $5.2 million, or 26 percent, over the same period in the prior year. The provision for credit loss expense for 2023 included provision for credit loss expense of $20.8 million on the loan portfolio and credit loss benefit of $6.0 million on the unfunded loan commitments. Net charge-offs during 2023 were $10.3 million compared to $7.8 million during 2022.
Efficiency Ratio
The efficiency ratio was 62.85 percent for 2023 compared to 54.64 percent for 2022. The increase from the prior year was primarily attributable to the increase in interest expense in the current year that outpaced the increase in interest income.
32
ADDITIONAL MANAGEMENT’S DISCUSSION AND ANALYSIS
Investment Activity
The Company’s investment securities primarily consist of debt securities classified as either available-for-sale or held-to-maturity. Non-marketable equity securities consist of capital stock issued by the FHLB of Des Moines.
Debt Securities
Debt securities classified as available-for-sale are carried at estimated fair value and debt securities classified as held-to-maturity are carried at amortized cost. During the first quarter of 2022, the Company transferred $2.2 billion of available-for-sale securities with an unrealized net loss of $55.7 million into the held-to-maturity portfolio after determining it had the intent and ability to hold such securities until maturity. Unrealized gains or losses, net of tax, on available-for-sale debt securities are reflected as an adjustment to other comprehensive income. The Company’s debt securities are summarized below:
| December 31, 2023 | December 31, 2022 | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Carrying Amount | Percent | Carrying Amount | Percent | |||||||||
| Available-for-sale | |||||||||||||
| U.S. government and federal agency | $ | 455,347 | 5 | % | $ | 444,727 | 5 | % | |||||
| U.S. government sponsored enterprises | 299,219 | 4 | % | 287,364 | 3 | % | |||||||
| State and local governments | 98,932 | 1 | % | 132,993 | 1 | % | |||||||
| Corporate bonds | 26,253 | 1 | % | 26,109 | 1 | % | |||||||
| Residential mortgage-backed securities | 2,811,263 | 34 | % | 3,267,341 | 36 | % | |||||||
| Commercial mortgage-backed securities | 1,094,705 | 13 | % | 1,148,773 | 13 | % | |||||||
| Total available-for-sale | 4,785,719 | 58 | % | 5,307,307 | 59 | % | |||||||
| Held-to-maturity | |||||||||||||
| U.S. government and federal agency | 853,273 | 10 | % | 846,046 | 9 | % | |||||||
| State and local governments | 1,650,000 | 20 | % | 1,682,640 | 19 | % | |||||||
| Residential mortgage-backed securities | 999,138 | 12 | % | 1,186,366 | 13 | % | |||||||
| Total held-to-maturity | 3,502,411 | 42 | % | 3,715,052 | 41 | % | |||||||
| Total debt securities | $ | 8,288,130 | 100 | % | $ | 9,022,359 | 100 | % |
The Company’s debt securities were primarily comprised of U.S. government and federal agency and mortgage-backed securities. State and local government securities are largely exempt from federal income tax and the Company’s federal statutory income tax rate of 21 percent is used in calculating the tax-equivalent yields on the tax-exempt securities. Mortgage-backed securities largely consists of short, weighted-average life U.S. agency guaranteed residential and commercial mortgage pass-through securities and to a lesser extent, short, weighted-average life U.S. agency guaranteed residential collateralized mortgage obligations. Combined, the mortgage-backed securities provide the Company with ongoing liquidity as scheduled and pre-paid principal is received on the securities.
State and local government securities carry different risks that are not as prevalent in other security types. The Company evaluates the investment grade quality of its securities in accordance with regulatory guidance. Investment grade securities are those where the issuer has an adequate capacity to meet the financial commitments under the security for the projected life of the investment. An issuer has an adequate capacity to meet financial commitments if the risk of default by the obligor is low and the full and timely payment of principal and interest are expected. In assessing credit risk, the Company may use credit ratings from Nationally Recognized Statistical Rating Organizations (“NRSRO”) entities such as S&P and Moody’s as support for the evaluation; however, they are not solely relied upon. There have been no significant differences in the Company’s internal evaluation of the creditworthiness of any issuer when compared with the ratings assigned by the NRSROs.
The following table stratifies the state and local government securities by the associated NRSRO ratings. The highest issued rating was used to categorize the securities in the table for those securities where the NRSRO ratings were not at the same level.
33
| December 31, 2023 | December 31, 2022 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Amortized Cost | Fair Value | Amortized Cost | Fair Value | |||||||
| S&P: AAA / Moody’s: Aaa | $ | 446,206 | 402,932 | 456,074 | 395,371 | ||||||
| S&P: AA+, AA, AA- / Moody’s: Aa1, Aa2, Aa3 | 1,244,344 | 1,107,064 | 1,291,020 | 1,102,120 | |||||||
| S&P: A+, A, A- / Moody’s: A1, A2, A3 | 55,511 | 55,101 | 58,045 | 56,865 | |||||||
| Not rated by either entity | 5,842 | 5,486 | 14,534 | 14,089 | |||||||
| Total | $ | 1,751,903 | 1,570,583 | 1,819,673 | 1,568,445 |
State and local government securities largely consist of both taxable and tax-exempt general obligation and revenue bonds. The following table stratifies the state and local government securities by the associated security type.
| December 31, 2023 | December 31, 2022 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Amortized Cost | Fair Value | Amortized Cost | Fair Value | |||||||
| General obligation - unlimited | $ | 383,400 | 361,728 | 421,698 | 389,762 | ||||||
| General obligation - limited | 183,078 | 165,993 | 186,401 | 162,096 | |||||||
| Revenue | 1,146,341 | 1,006,088 | 1,171,971 | 981,486 | |||||||
| Certificate of participation | 36,396 | 34,144 | 36,864 | 32,464 | |||||||
| Other | 2,688 | 2,630 | 2,739 | 2,637 | |||||||
| Total | $ | 1,751,903 | 1,570,583 | 1,819,673 | 1,568,445 |
The following table outlines the five states in which the Company owns the highest concentrations of state and local government securities.
| December 31, 2023 | December 31, 2022 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Amortized Cost | Fair Value | Amortized Cost | Fair Value | |||||||
| New York | $ | 372,926 | 334,583 | 382,529 | 324,651 | ||||||
| California | 113,983 | 104,960 | 117,284 | 102,804 | |||||||
| Texas | 125,906 | 114,753 | 128,590 | 113,444 | |||||||
| Michigan | 82,575 | 79,012 | 89,372 | 82,649 | |||||||
| Washington | 98,239 | 90,413 | 103,106 | 92,411 | |||||||
| All other states | 958,274 | 846,862 | 998,792 | 852,486 | |||||||
| Total | $ | 1,751,903 | 1,570,583 | 1,819,673 | 1,568,445 |
34
The following table presents the carrying amount and weighted-average yield of available-for-sale and held-to-maturity debt securities by contractual maturity at December 31, 2023. Weighted-average yields are based upon the amortized cost of securities and are calculated using the interest method which takes into consideration premium amortization, discount accretion and mortgage-backed securities’ prepayment provisions. Weighted-average yields on tax-exempt debt securities exclude the related federal income tax benefit.
| One Year or Less | After One through Five Years | After Five through Ten Years | After Ten Years | Mortgage-Backed Securities 1 | Total | ||||||||||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Amount | Yield | Amount | Yield | Amount | Yield | Amount | Yield | Amount | Yield | Amount | Yield | |||||||||||||||||||||||||||||
| Available-for-sale | |||||||||||||||||||||||||||||||||||||||||
| U.S. government and federal agency | $ | 7 | — | % | $ | 443,156 | 1.07 | % | $ | 3,660 | 4.79 | % | $ | 8,524 | 4.81 | % | $ | — | — | % | $ | 455,347 | 1.16 | % | |||||||||||||||||
| U.S. government sponsored enterprises | — | — | % | 299,219 | 1.29 | % | — | — | % | — | — | % | — | — | % | 299,219 | 1.29 | % | |||||||||||||||||||||||
| State and local governments | 3,646 | 1.89 | % | 39,978 | 1.82 | % | 27,807 | 2.51 | % | 27,501 | 2.50 | % | — | — | % | 98,932 | 2.21 | % | |||||||||||||||||||||||
| Corporate bonds | — | — | % | 21,850 | 3.61 | % | 3,543 | 4.00 | % | 860 | 0.46 | % | — | — | % | 26,253 | 3.57 | % | |||||||||||||||||||||||
| Residential mortgage-backed securities | — | — | % | — | — | % | — | — | % | — | — | % | 2,811,263 | 1.22 | % | 2,811,263 | 1.22 | % | |||||||||||||||||||||||
| Commercial mortgage-backed securities | — | — | % | — | — | % | — | — | % | — | — | % | 1,094,705 | 2.53 | % | 1,094,705 | 2.53 | % | |||||||||||||||||||||||
| Total available-for-sale | 3,653 | 1.89 | % | 804,203 | 1.25 | % | 35,010 | 2.91 | % | 36,885 | 2.99 | % | 3,905,968 | 1.57 | % | 4,785,719 | 1.54 | % | |||||||||||||||||||||||
| Held-to-maturity | |||||||||||||||||||||||||||||||||||||||||
| U.S. government and federal agency | — | — | % | 853,273 | 1.62 | % | — | — | % | — | — | % | — | — | % | 853,273 | 1.62 | % | |||||||||||||||||||||||
| State and local governments | 5,233 | 2.48 | % | 74,551 | 2.92 | % | 184,556 | 3.14 | % | 1,385,660 | 2.48 | % | — | — | % | 1,650,000 | 2.57 | % | |||||||||||||||||||||||
| Residential mortgage-backed securities | — | — | % | — | — | % | — | — | % | — | — | % | 999,138 | 1.62 | % | 999,138 | 1.62 | % | |||||||||||||||||||||||
| Total held-to-maturity | 5,233 | 2.48 | % | 927,824 | 1.72 | % | 184,556 | 3.14 | % | 1,385,660 | 2.48 | % | 999,138 | 1.62 | % | 3,502,411 | 2.07 | % | |||||||||||||||||||||||
| Total debt securities | $ | 8,886 | 2.24 | % | $ | 1,732,027 | 1.49 | % | $ | 219,566 | 3.10 | % | $ | 1,422,545 | 2.49 | % | $ | 4,905,106 | 1.58 | % | $ | 8,288,130 | 1.75 | % |
______________________________
1 Mortgage-backed securities, which have prepayment provisions, are not assigned to maturity categories due to fluctuations in their prepayment speeds.
Based on an analysis of its available-for-sale debt securities with unrealized losses as of December 31, 2023, the Company determined their decline in value was unrelated to credit loss and was primarily the result of interest rate changes and market spreads subsequent to acquisition. The fair value of the debt securities is expected to recover as payments are received and the debt securities approach maturity. In addition, the Company determined an insignificant amount of credit losses is expected on the held-to-maturity debt securities portfolio; therefore, no ACL has been recognized at December 31, 2023.
For additional information on debt securities, see Notes 1 and 2 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
35
Lending Activity
The Company focuses its lending activities primarily on the following types of loans: 1) first-mortgage, conventional loans secured by residential properties, particularly single-family; 2) commercial lending, including agriculture and public entities; and 3) installment lending for consumer purposes (e.g., home equity, automobile, etc.). Supplemental information regarding the Company’s loan portfolio and credit quality based on regulatory classification is provided in the section captioned “Loans by Regulatory Classification” included in “Part I. Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.” The regulatory classification of loans is based primarily on the type of collateral for the loans. Loan information included in “Part I. Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations” is based on the Company’s loan segments, which are based on the purpose of the loan, unless otherwise noted as a regulatory classification. The following table summarizes the Company’s loan portfolio as of the dates indicated:
| December 31, 2023 | December 31, 2022 | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Amount | Percent | Amount | Percent | |||||||||
| Residential real estate | $ | 1,704,544 | 11 | % | $ | 1,446,008 | 9 | % | |||||
| Commercial real estate | 10,303,306 | 64 | % | 9,797,047 | 65 | % | |||||||
| Other commercial | 2,901,863 | 18 | % | 2,799,668 | 19 | % | |||||||
| Home equity | 888,013 | 6 | % | 822,232 | 5 | % | |||||||
| Other consumer | 400,356 | 2 | % | 381,857 | 3 | % | |||||||
| Loans receivable | 16,198,082 | 101 | % | 15,246,812 | 101 | % | |||||||
| Allowance for credit losses | (192,757) | (1 | %) | (182,283) | (1 | %) | |||||||
| Loans receivable, net | $ | 16,005,325 | 100 | % | $ | 15,064,529 | 100 | % |
The stated maturities or first repricing term (if applicable) for the loan portfolio at December 31, 2023 was as follows:
| (Dollars in thousands) | Residential Real Estate | Commercial | Consumer and Other | Total | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Variable rate maturing or repricing | |||||||||||
| In one year or less | $ | 185,901 | 2,630,764 | 496,665 | 3,313,330 | ||||||
| After one through five years | 616,165 | 4,657,395 | 393,813 | 5,667,373 | |||||||
| After five through fifteen years | 328,947 | 313,365 | 59 | 642,371 | |||||||
| Thereafter | — | — | — | — | |||||||
| Fixed rate maturing | |||||||||||
| In one year or less | 131,745 | 1,574,908 | 132,819 | 1,839,472 | |||||||
| After one through five years | 147,953 | 2,661,295 | 213,387 | 3,022,635 | |||||||
| After five through fifteen years | 272,648 | 1,198,184 | 6,478 | 1,477,310 | |||||||
| Thereafter | 21,185 | 169,258 | 45,148 | 235,591 | |||||||
| Total | $ | 1,704,544 | 13,205,169 | 1,288,369 | 16,198,082 |
Residential Real Estate Lending
The Company’s lending activities consist of the origination of both construction and permanent loans on residential real estate. The Company actively solicits residential real estate loan applications from real estate brokers, contractors, existing customers, customer referrals, and online applications. The Company’s lending policies generally limit the maximum loan-to-value ratio on residential mortgage loans to 80 percent of the lesser of the appraised value or purchase price. Policies allow for higher loan-to-values with appropriate risk mitigation such as documented compensating factors, credit enhancement, and other factors. For loans held for sale, the Company complies with each investor’s loan-to-value guidelines. The Company also provides interim construction financing for single-family dwellings. These loans are supported by a term take-out commitment that may be subject to certain contingencies.
36
Consumer Land or Lot Loans
The Company originates land and lot acquisition loans to borrowers who intend to construct their primary residence on the respective land or lot. These loans are generally for a term of three to five years and are secured by the developed land or lot with the loan-to-value limited to the lesser of 75 percent of the appraised value or 75 percent of the cost.
Unimproved Land and Land Development Loans
Although the Company has originated very few unimproved land and land development loans since the economic downturn in 2008, the Company may originate such loans on properties intended for residential and commercial use where real estate market conditions show significant strength. These loans are typically made for a term of 18 months to two years and are secured by the developed property with a loan-to-value not to exceed the lesser of 75 percent of cost or 65 percent of the appraised discounted estimated bulk sale value upon completion of the improvements. The projects under development are inspected on a regular basis and advances are made on a percentage-of-completion basis. The loans are made to borrowers with real estate development experience and appropriate financial strength. Generally, the Company requires that a certain percentage of the development be pre-sold or that construction and term take-out commitments are in place prior to funding the loan. Loans made on unimproved land are generally made for a term of five to ten years with a loan-to-value not to exceed the lesser of 50 percent of appraised value or 50 percent of cost.
Residential Builder Guidance Lines
The Company provides Builder Guidance Lines that are comprised of pre-sold and spec-home construction and lot acquisition loans. The spec-home construction and lot acquisition loans are limited to a specific number and maximum amount. Generally, the individual loans will not exceed a one year maturity. The homes under construction are inspected on a regular basis and advances made on a percentage-of-completion basis.
Construction Loans
During the construction loan term, all construction loan collateral properties are inspected at least monthly, or more frequently as needed, until completion. Draws on construction loans are predicated upon the results of the inspection and advanced on a percentage-of-completion basis versus original budget percentages. When construction loans become non-performing and the associated project is not complete, the Company on a case-by-case basis makes the decision to advance additional funds or to initiate collection/foreclosure proceedings. Such decision includes obtaining “as-is” and “at completion” appraisals for consideration of potential increases or decreases in the collateral’s value. The Company also considers the increased costs of monitoring progress to completion, and the related collection/holding period costs should collateral ownership be transferred to the Company.
Commercial Real Estate Loans
Loans are made to purchase, construct and finance commercial real estate properties. These loans are generally made to borrowers who will own and occupy the property, but may include loans to finance investment or income properties. Commercial real estate loans generally have a loan-to-value up to the lesser of 75 percent of the appraised value or 75 percent of the cost and require a minimum 1.2 times debt service coverage margin.
Agricultural Lending
Agricultural lending is conducted on a conservative basis and consists of operating credits, term real estate loans for the acquisition or refinance of agricultural real estate or equipment, and term livestock loans for the acquisition or refinance of livestock. Loan-to-value on equipment, livestock and agricultural real estate is generally limited to 75 percent.
Home Equity Loans
Home equity lines of credit are generally originated with maturity terms of 15 years. At origination, borrowers can choose a variable interest rate that changes quarterly, or after the first 3 or 5 years from the origination date. The draw period for home equity lines of credit usually exists from origination to maturity. During the draw period, the Company has home equity lines of credit where the borrowers pay interest only and home equity lines of credit where borrowers pay principal and interest.
Consumer Lending
The majority of consumer loans are secured by real estate, automobiles, or other assets. The Company intends to continue making such loans because of their short-term nature, generally between three months and five years. Moreover, interest rates on consumer loans are generally higher than on residential mortgage loans.
States and Political Subdivisions Lending
The Company lends directly to state and local political subdivisions. The loans are typically secured by the full faith and credit of the municipality or a specific revenue stream such as water or sewer fees. In general, state and local political subdivision loans carry a low risk of default and offer other complementary business opportunities such as deposits and cash management. The loans are generally long-term in nature and interest on many of these loans is tax-exempt for federal income tax purposes.
37
Credit Risk Management
The Company is committed to a conservative management of the credit risk within the loan portfolio, including the early recognition of problem loans. The Company’s credit risk management includes stringent credit policies, individual loan approval limits, limits on concentrations of credit, and committee approval of larger loan requests. Management practices also include regular internal and external credit examinations, identification and review of individual loans and leases experiencing deterioration of credit quality, procedures for the collection of non-performing assets, quarterly monitoring of the loan portfolio, semi-annual review of loans by industry, and periodic stress testing of the loans secured by real estate. Federal and state regulatory safety and soundness examinations are conducted annually.
The Company’s loan policy and credit administration practices establish standards and limits for all extensions of credit that are secured by interests in or liens on real estate, or made for the purpose of financing the construction of real property or other improvements. Ongoing monitoring and review of the loan portfolio is based on current information, including: the borrowers’ and guarantors’ creditworthiness, value of the real estate and other collateral, the project’s performance against projections, and monthly inspections by Company employees or external parties until the real estate project is complete.
Monitoring of the junior lien and home equity lines of credit portfolios includes evaluating payment delinquency, collateral values, bankruptcy notices and foreclosure filings. Additionally, the Company places junior lien mortgages and junior lien home equity lines of credit on non-accrual status when there is evidence that the associated senior lien is 90 days past due or is in the process of foreclosure, regardless of the junior lien delinquency status.
Loan Approval Limits
Individual loan approval limits have been established for each lender based on the loan types and experience of the individual. There are four additional loan approval levels: 1) the Bank divisions’ Officer Loan Committees, consisting of senior lenders and members of senior management; 2) the Bank divisions’ advisory boards; 3) the Bank’s Executive Loan Committee, consisting of the Bank divisions’ senior loan officers and the Company’s Chief Credit Administrator; and 4) the Bank’s Board of Directors. Under banking laws, loans-to-one-borrower and related entities are limited to a prescribed percentage of the unimpaired capital and surplus of the Bank.
Interest Reserves
Interest reserves are used to periodically advance loan funds to pay interest charges on the outstanding balance of the related loan. As with any extension of credit, the decision to establish a loan-funded interest reserve upon origination of construction loans, including residential construction and land, lot and other construction loans, is based on prudent underwriting, including the feasibility of the project, expected cash flow, creditworthiness of the borrower and guarantors, and the protection provided by the real estate and other underlying collateral. Interest reserves provide an effective means for addressing the cash flow characteristics of construction loans. In response to the downturn in the housing market and potential impact upon construction lending, the Company discourages the creation or continued use of interest reserves.
Interest reserves are advanced provided the related construction loan is performing as expected. Loans with interest reserves may be extended, renewed or restructured only when the related loan continues to perform as expected and meets the prudent underwriting standards identified above. Such renewals, extension or restructuring are not permitted in order to keep the related loan current.
In monitoring the performance and credit quality of a construction loan, the Company assesses the adequacy of any remaining interest reserve, and whether the use of an interest reserve remains appropriate in the presence of emerging weakness and associated risks in the construction loan.
The ongoing accrual and recognition of uncollected interest as income continues only when facts and circumstances continue to reasonably support the contractual payment of principal or interest. Loans are typically designated as non-accrual when the collection of the contractual principal or interest is unlikely and has remained unpaid for ninety days or more. For such loans, the accrual of interest and its capitalization into the loan balance will be discontinued.
The Company had $479 million and $554 million of loans with remaining interest reserves of $20.7 million and $27.7 million as of December 31, 2023 and 2022, respectively. During 2023 and 2022, the Company extended, renewed or modified 7 loans and 5 loans, respectively, with interest reserves. Such loans had an aggregate outstanding principal balance of $56.0 million and $16.2 million as of December 31, 2023 and 2022, respectively. As of December 31, 2023, the Company had no construction loans with interest reserves that are currently non-performing or that are designated potential problem loans.
38
Loan Purchases, Sales, and Servicing
Fixed rate, long-term mortgage loans are generally sold in the secondary market. The Company is active in the secondary market, primarily through the origination of conventional, Rural Development, Federal Housing Administration and Department of Veterans Affairs residential mortgages. The sale of loans in the secondary mortgage market reduces the Company’s risk of holding long-term, fixed rate loans during periods of rising interest rates. In connection with conventional loan sales, the Company typically sells the majority of mortgage loans originated with servicing released. In certain circumstances, the Company strategically retains servicing and in the current year has been more active in retaining the servicing. For the loans that are sold with servicing retained, the Company records a servicing right asset that is subsequently amortized over the life of the loan. The servicing assets are also evaluated for impairment based on the fair value of the servicing asset compared to the carrying value.
The Company has also been active in generating commercial SBA loans, and other commercial loans, with a portion of those loans sold to investors. The Company has not originated any type of subprime mortgages, either for the loan portfolio or for sale to investors. In addition, the Company has not purchased debt securities collateralized with subprime mortgages. The Company does not actively purchase loans from other financial institutions, and substantially all of the Company’s loans receivable are with customers in the Company’s geographic market areas.
Loan Origination and Other Fees
In addition to interest earned on loans, the Company receives fees for originating loans. Loan fees generally are a percentage of the principal amount of the loan and are charged to the borrower, and are normally deducted from the proceeds of the loan. Loan origination fees are generally 1.0 to 1.5 percent on residential mortgages and 0.5 to 1.5 percent on commercial loans. Consumer loans generally require a fixed fee amount. The Company also receives other fees and charges relating to existing loans, which include charges and fees collected in connection with loan modifications.
Appraisal and Evaluation Process
The Company’s loan policy and credit administration practices have adopted and implemented the applicable legal and regulatory requirements, which establishes criteria for obtaining appraisals or evaluations (new or updated), including transactions that are otherwise exempt from the appraisal requirements.
Each of the Bank divisions monitor conditions, including supply and demand factors, in the real estate markets served so they can react quickly to changing market conditions to mitigate potential losses from specific credit exposures within the loan portfolio. Evidence of the following real estate market conditions and trends is obtained from lending personnel and third party sources:
•demographic indicators, including employment and population trends;
•foreclosures, vacancy, construction and absorption rates;
•property sales prices, rental rates, and lease terms;
•current tax assessments;
•economic indicators, including trends within the lending areas; and
•valuation trends, including discount and capitalization rates.
Third party information sources include federal, state, and local governments and agencies thereof, private sector economic data vendors, real estate brokers, licensed agents, sales, rental and foreclosure data tracking services.
The time between ordering an appraisal or evaluation and receipt from third party vendors is typically two to six weeks for residential property depending on geographic market and four to eight weeks for non-residential property. For real estate properties that are of highly specialized or limited use, significantly complex or large, additional time beyond the typical times may be required for new appraisals or evaluations (new or updated).
As part of the Company’s credit administration and portfolio monitoring practices, the Company’s regular internal and external credit examinations review a significant number of individual loan files. Appraisals and evaluations (new or updated) are reviewed to determine whether the timeliness, methods, assumptions, and findings are reasonable and in compliance with the Company’s loan policy and credit administration practices. Such reviews include the adequacy of the steps taken by the Company to ensure that the individuals who perform appraisals and evaluations (new or updated) are appropriately qualified and are not subject to conflicts of interest. If there are any deficiencies noted in the reviews, they are reported to Bank management and prompt corrective action is taken.
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Non-performing Assets
The following table summarizes information regarding non-performing assets at the dates indicated:
| At or for the Years ended | ||||||||
|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2023 | December 31, 2022 | December 31, 2021 | |||||
| Other real estate owned and foreclosed assets | $ | 1,503 | 32 | 18 | ||||
| Accruing loans 90 days or more past due | 3,312 | 1,559 | 17,141 | |||||
| Non-accrual loans | 20,816 | 31,151 | 50,532 | |||||
| Total non-performing assets | $ | 25,631 | 32,742 | 67,691 | ||||
| Non-performing assets as a percentage of subsidiary assets | 0.09 | % | 0.12 | % | 0.26 | % | ||
| ACL as a percentage of non-performing loans | 799 | % | 557 | % | 255 | % | ||
| Accruing loans 30-89 days past due | $ | 49,967 | 20,967 | 50,566 | ||||
| U.S. government guarantees included in non-performing assets | $ | 1,503 | 2,312 | 4,028 | ||||
| Interest income 1 | $ | 1,085 | 1,450 | 2,422 |
______________________________
1Amounts represent estimated interest income that would have been recognized on loans accounted for on a non-accrual basis as of the end of each period had such loans performed pursuant to contractual terms.
Non-performing assets of $25.6 million at December 31, 2023 decreased $7.1 million, or 22 percent, over the prior year end. Non-performing assets as a percentage of subsidiary assets at December 31, 2023 was 0.09 percent compared to 0.12 percent in the prior year end. Early stage delinquencies (accruing loans 30-89 days past due) of $50.0 million at December 31, 2023 increased $29.0 million from prior year end which primarily occurred during the fourth quarter of 2023. The fourth quarter of 2023 increase included a $13 million loan that was brought current shortly after quarter end. The remaining early stage delinquencies were driven by seasonality and a few isolated loans.
Most of the Company’s non-performing assets are secured by real estate, and based on the most current information available to management, including updated appraisals or evaluations (new or updated), the Company believes the value of the underlying real estate collateral is adequate to minimize significant charge-offs or losses to the Company. Through pro-active credit administration, the Company works closely with its borrowers to seek favorable resolution to the extent possible, thereby attempting to minimize net charge-offs or losses to the Company. With very limited exceptions, the Company does not disburse additional funds on non-performing loans. Instead, the Company proceeds to collection and foreclosure actions in order to reduce the Company’s exposure to loss on such loans.
For additional information on accounting policies relating to non-performing assets, see Note 1 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
Modified Loans
If a loan is modified in response to a borrower’s financial difficulties such modification is known as a modification to a borrower experiencing financial difficulty (“MBFD”), and if the underlying loan is characterized as a loan. Each modified loan is separately negotiated with the borrower and includes terms and conditions that reflect the borrower’s prospective ability to service their obligations as modified. The Company discourages the use of multiple loans when modifying loans regardless of whether or not the loans are designated an MBFD. The Company had MBFD loans of $60.6 million at December 31, 2023. For additional information on MBFDs, see Note 3 to the Consolidated Financial Statement in “Item 8. Financial Statements and Supplementary Data.”
Other Real Estate Owned and Foreclosed Assets
The book value of loans prior to the acquisition of collateral and transfer of the loans into other real estate owned (“OREO”) and other foreclosed assets during 2023 was $1.7 million. The fair value of the loan collateral acquired in foreclosure during 2023 was $1.6 million. The following table sets forth the changes in OREO for the periods indicated:
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| Years ended | |||||
|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2023 | December 31, 2022 | |||
| Balance at beginning of period | $ | 32 | 18 | ||
| Additions | 1,563 | 907 | |||
| Write-downs | (8) | — | |||
| Sales | (84) | (893) | |||
| Balance at end of period | $ | 1,503 | 32 |
Allowance for Credit Losses - Loans Receivable
The following table summarizes the allocation of the ACL as of the dates indicated:
| December 31, 2023 | December 31, 2022 | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | ACL | Percent of Loans in Category | ACL | Percent of Loans in Category | |||||||||
| Residential real estate | $ | 22,325 | 11 | % | $ | 19,683 | 10 | % | |||||
| Commercial real estate | 130,924 | 64 | % | 125,816 | 65 | % | |||||||
| Other commercial | 21,194 | 18 | % | 21,454 | 18 | % | |||||||
| Home equity | 11,766 | 5 | % | 10,759 | 5 | % | |||||||
| Other consumer | 6,548 | 2 | % | 4,571 | 2 | % | |||||||
| Total | $ | 192,757 | 100 | % | $ | 182,283 | 100 | % |
The following table summarizes the ACL experience for the periods indicated:
| At or for the Years ended | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2023 | % of Average Loans | December 31, 2022 | % of Average Loans | December 31, 2021 | % of Average Loans | |||||||||||
| Balance at beginning of period | $ | 182,283 | $ | 172,665 | $ | 158,243 | |||||||||||
| Acquisitions | — | — | 371 | ||||||||||||||
| Provision for credit losses | 20,790 | 17,433 | 16,380 | ||||||||||||||
| Net (charge-offs) recoveries | |||||||||||||||||
| Residential real estate | (3) | — | % | 63 | — | % | 337 | 0.04 | % | ||||||||
| Commercial real estate | (1,640) | (0.02) | % | 684 | 0.01 | % | 1,597 | 0.02 | % | ||||||||
| Other commercial | (2,256) | (0.08) | % | (2,545) | (0.10) | % | (1,048) | (0.04) | % | ||||||||
| Home equity | 38 | — | % | 250 | 0.03 | % | 198 | 0.03 | % | ||||||||
| Other consumer | (6,455) | (1.64) | % | (6,267) | (1.70) | % | (3,413) | (1.03) | % | ||||||||
| Net Charge-offs | (10,316) | (0.07) | % | (7,815) | (0.05) | % | (2,329) | (0.02) | % | ||||||||
| Balance at end of period | $ | 192,757 | $ | 182,283 | $ | 172,665 | |||||||||||
| ACL as a percentage of total loans | 1.19 | % | 1.20 | % | 1.29 | % | |||||||||||
| Non-accrual loans as a percentage of total loans | 0.13 | % | 0.20 | % | 0.38 | % | |||||||||||
| ACL as a percentage of non-accrual loans | 926.01 | % | 585.16 | % | 341.69 | % |
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The ACL as a percentage of total loans outstanding at December 31 2023 was 1.19 percent which was a 1 basis point decrease from the prior year end. The Company’s ACL of $193 million is considered by management to be adequate to absorb the estimated credit losses from any segment of its loan portfolio based upon management’s best estimate of current expected credit losses within the existing portfolio of loans. Should any of the factors considered by management in making this estimate change, the Company’s estimate of current expected credit losses could also change, which could affect the level of future provision of credit losses related to loans. For the periods ended December 31, 2023 and 2022, the Company believes the ACL is commensurate with the risk in the Company’s loan portfolio and is directionally consistent with the change in the quality of the Company’s loan portfolio. During 2023, provision for credit losses exceeded the charge-offs, net of recoveries, by $10.5 million. During 2022, provision for credit losses exceeded the charge-offs, net of recoveries, by $9.6 million.
At the end of each quarter, the Company analyzes its loan portfolio and maintains an ACL at a level that is appropriate and determined in accordance with accounting principles generally accepted in the United States of America (“GAAP”). Determining the adequacy of the ACL involves a high degree of judgment and is inevitably imprecise as the risk of loss is difficult to quantify. The ACL methodology is designed to reasonably estimate the probable credit losses within the Company’s loan portfolio. Accordingly, the ACL is maintained within a range of estimated losses. The determination of the ACL on loans, including credit loss expense and net charge-offs, is a critical accounting estimate that involves management’s judgments about the loan portfolio that impact credit losses, including the credit risk inherent in the loan portfolio, economic forecasts nationally and in the local markets in which the Company operates, trends and changes in collateral values, delinquencies, non-performing assets, net charge-offs, credit-related policies and personnel, and other environmental factors.
In determining the allowance, the loan portfolio is separated into pools of loans that share similar risk characteristics which are the Company’s loan segments. The Company then derives estimated loss assumptions from its model by loan segment which is further segregated by the credit quality indicators. The loss assumptions are then applied to each segment of loan to estimate the ACL on the pooled loans. For any loans that do not share similar risk characteristics, the estimated credit losses are determined on an individual loan basis and such loans primarily consist of non-accrual loans. An estimated credit loss is recorded on individually reviewed loans when the fair value of a collateral-dependent loan or the present value of the loan’s expected future cash flows (discounted at the loans original effective interest rate) is less than the amortized cost of the loan.
The Company provides commercial banking services to individuals, small to medium-sized businesses, community organizations and public entities from 221 locations, including 187 branches, across Montana, Idaho, Utah, Washington, Wyoming, Colorado, Arizona and Nevada. The states in which the Company operates have diverse economies and markets that are tied to commodities (crops, livestock, minerals, oil and natural gas), tourism, real estate and land development and an assortment of industries, both manufacturing and service-related. Thus, the changes in the global, national, and local economies are not uniform across the Company’s geographic locations. The geographic dispersion of these market areas helps to mitigate the risk of credit loss. The Company’s model of seventeen Bank divisions with separate management teams is also a significant benefit in mitigating and managing the Company’s credit risk. This model provides substantial local oversight to the lending and credit management function and requires multiple reviews of larger loans before credit is extended.
The primary responsibility for credit risk assessment and identification of problem loans rests with the loan officer of the account. This continuous process of identifying non-performing loans is necessary to support management’s evaluation of the ACL adequacy. An independent loan review function verifying credit risk ratings evaluates the loan officer and management’s evaluation of the loan portfolio credit quality. The ACL evaluation is well documented and approved by the Company’s Board. In addition, the policy and procedures for determining the balance of the ACL are reviewed annually by the Company’s Board, the internal audit department, independent credit reviewers and state and federal bank regulatory agencies.
Although the Company continues to actively monitor economic trends and regulatory developments, no assurance can be given that the Company will not, in any particular period, sustain losses that are significant relative to the ACL amount, or that subsequent evaluations of the loan portfolio applying management’s judgment about then current factors will not require significant changes in the ACL. Under such circumstances, additional credit loss expense could result.
For additional information regarding the ACL, its relation to credit loss expense and risk related to asset quality, see Note 3 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
42
Loans by Regulatory Classification
Supplemental information regarding identification of the Company’s loan portfolio and credit quality based on regulatory classification is provided in the following tables. The regulatory classification of loans is based primarily on the type of collateral for the loans. There may be differences when compared to loan tables and loan amounts appearing elsewhere which reflect the Company’s internal loan segments which are based on the purpose of the loan.
The following table summarizes the Company’s loan portfolio by regulatory classification:
| (Dollars in thousands) | December 31, 2023 | December 31, 2022 | $ Change | % Change | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Custom and owner occupied construction | $ | 290,572 | $ | 298,461 | $ | (7,889) | (3 | %) | ||||||
| Pre-sold and spec construction | 236,596 | 297,895 | (61,299) | (21 | %) | |||||||||
| Total residential construction | 527,168 | 596,356 | (69,188) | (12 | %) | |||||||||
| Land development | 232,966 | 219,842 | 13,124 | 6 | % | |||||||||
| Consumer land or lots | 187,545 | 206,604 | (19,059) | (9 | %) | |||||||||
| Unimproved land | 87,739 | 104,662 | (16,923) | (16 | %) | |||||||||
| Developed lots for operative builders | 56,142 | 60,987 | (4,845) | (8 | %) | |||||||||
| Commercial lots | 87,185 | 93,952 | (6,767) | (7 | %) | |||||||||
| Other construction | 900,547 | 938,406 | (37,859) | (4 | %) | |||||||||
| Total land, lot, and other construction | 1,552,124 | 1,624,453 | (72,329) | (4 | %) | |||||||||
| Owner occupied | 3,035,768 | 2,833,469 | 202,299 | 7 | % | |||||||||
| Non-owner occupied | 3,742,916 | 3,531,673 | 211,243 | 6 | % | |||||||||
| Total commercial real estate | 6,778,684 | 6,365,142 | 413,542 | 6 | % | |||||||||
| Commercial and industrial | 1,363,479 | 1,377,888 | (14,409) | (1 | %) | |||||||||
| Agriculture | 772,458 | 735,553 | 36,905 | 5 | % | |||||||||
| 1st lien | 2,127,989 | 1,808,502 | 319,487 | 18 | % | |||||||||
| Junior lien | 47,230 | 40,445 | 6,785 | 17 | % | |||||||||
| Total 1-4 family | 2,175,219 | 1,848,947 | 326,272 | 18 | % | |||||||||
| Multifamily residential | 796,538 | 622,185 | 174,353 | 28 | % | |||||||||
| Home equity lines of credit | 979,891 | 872,899 | 106,992 | 12 | % | |||||||||
| Other consumer | 229,154 | 220,035 | 9,119 | 4 | % | |||||||||
| Total consumer | 1,209,045 | 1,092,934 | 116,111 | 11 | % | |||||||||
| States and political subdivisions | 834,947 | 797,656 | 37,291 | 5 | % | |||||||||
| Other | 204,111 | 198,012 | 6,099 | 3 | % | |||||||||
| Total loans receivable, including loans held for sale | 16,213,773 | 15,259,126 | 954,647 | 6 | % | |||||||||
| Less loans held for sale 1 | (15,691) | (12,314) | (3,377) | 27 | % | |||||||||
| Total loans receivable | $ | 16,198,082 | $ | 15,246,812 | $ | 951,270 | 6 | % |
______________________________
1 Loans held for sale are primarily 1st lien 1-4 family loans.
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The following table summarizes the Company’s non-performing assets by regulatory classification:
| Non-performing Assets, by Loan Type | Non- Accrual Loans | Accruing Loans 90 Days or More Past Due | OREO | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2023 | December 31, 2022 | December 31, 2023 | December 31, 2023 | December 31, 2023 | |||||||||
| Custom and owner occupied construction | $ | 214 | 224 | 214 | — | — | ||||||||
| Pre-sold and spec construction | 763 | 389 | — | 763 | — | |||||||||
| Total residential construction | 977 | 613 | 214 | 763 | — | |||||||||
| Land development | 35 | 138 | 35 | — | — | |||||||||
| Consumer land or lots | 96 | 278 | 96 | — | — | |||||||||
| Unimproved land | — | 78 | — | — | — | |||||||||
| Developed lots for operative builders | 608 | 251 | — | 608 | — | |||||||||
| Commercial lots | 47 | — | — | 47 | — | |||||||||
| Other construction | — | 12,884 | — | — | — | |||||||||
| Total land, lot and other construction | 786 | 13,629 | 131 | 655 | — | |||||||||
| Owner occupied | 1,838 | 2,076 | 821 | — | 1,017 | |||||||||
| Non-owner occupied | 11,016 | 805 | 10,757 | 259 | — | |||||||||
| Total commercial real estate | 12,854 | 2,881 | 11,578 | 259 | 1,017 | |||||||||
| Commercial and industrial | 1,971 | 3,326 | 1,245 | 575 | 151 | |||||||||
| Agriculture | 2,558 | 2,574 | 2,557 | 1 | — | |||||||||
| 1st lien | 2,664 | 2,678 | 2,533 | 116 | 15 | |||||||||
| Junior lien | 180 | 166 | 144 | 36 | — | |||||||||
| Total 1-4 family | 2,844 | 2,844 | 2,677 | 152 | 15 | |||||||||
| Multifamily residential | 395 | 4,535 | — | 395 | — | |||||||||
| Home equity lines of credit | 2,043 | 1,393 | 1,778 | 265 | — | |||||||||
| Other consumer | 1,187 | 911 | 636 | 231 | 320 | |||||||||
| Total consumer | 3,230 | 2,304 | 2,414 | 496 | 320 | |||||||||
| Other | 16 | 36 | — | 16 | — | |||||||||
| Total | $ | 25,631 | 32,742 | 20,816 | 3,312 | 1,503 |
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The following table summarizes the Company’s accruing loans 30-89 days past due by regulatory classification:
| Accruing 30-89 Days Delinquent Loans, by Loan Type | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2023 | December 31, 2022 | $ Change | % Change | ||||||||||
| Custom and owner occupied construction | $ | 2,549 | $ | 1,082 | $ | 1,467 | 136 | % | ||||||
| Pre-sold and spec construction | 1,219 | 1,712 | (493) | (29 | %) | |||||||||
| Total residential construction | 3,768 | 2,794 | 974 | 35 | % | |||||||||
| Land development | 163 | — | 163 | n/m | ||||||||||
| Consumer land or lots | 624 | 442 | 182 | 41 | % | |||||||||
| Unimproved land | — | 120 | (120) | (100 | %) | |||||||||
| Developed lots for operative builders | — | 958 | (958) | (100 | %) | |||||||||
| Commercial lots | 2,159 | 47 | 2,112 | 4,494 | % | |||||||||
| Other construction | — | 209 | (209) | (100 | %) | |||||||||
| Total land, lot and other construction | 2,946 | 1,776 | 1,170 | 66 | % | |||||||||
| Owner occupied | 2,222 | 3,478 | (1,256) | (36 | %) | |||||||||
| Non-owner occupied | 14,471 | 496 | 13,975 | 2,818 | % | |||||||||
| Total commercial real estate | 16,693 | 3,974 | 12,719 | 320 | % | |||||||||
| Commercial and industrial | 12,905 | 3,439 | 9,466 | 275 | % | |||||||||
| Agriculture | 594 | 1,367 | (773) | (57 | %) | |||||||||
| 1st lien | 3,768 | 2,174 | 1,594 | 73 | % | |||||||||
| Junior lien | 1 | 190 | (189) | (99 | %) | |||||||||
| Total 1-4 family | 3,769 | 2,364 | 1,405 | 59 | % | |||||||||
| Multifamily residential | — | 492 | (492) | (100 | %) | |||||||||
| Home equity lines of credit | 4,518 | 1,182 | 3,336 | 282 | % | |||||||||
| Other consumer | 3,264 | 1,824 | 1,440 | 79 | % | |||||||||
| Total consumer | 7,782 | 3,006 | 4,776 | 159 | % | |||||||||
| States and political subdivisions | — | 28 | (28) | (100 | %) | |||||||||
| Other | 1,510 | 1,727 | (217) | (13 | %) | |||||||||
| Total | $ | 49,967 | $ | 20,967 | $ | 29,000 | 138 | % |
_________________
n/m - not measurable
45
The following table summarizes the Company’s charge-offs and recoveries by regulatory classification:
| Net Charge-Offs (Recoveries), Years ended, By Loan Type | Charge-Offs | Recoveries | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2023 | December 31, 2022 | December 31, 2023 | December 31, 2023 | |||||||
| Custom and owner occupied construction | $ | — | 17 | — | — | ||||||
| Pre-sold and spec construction | (15) | (15) | — | 15 | |||||||
| Total residential construction | (15) | 2 | — | 15 | |||||||
| Land development | (135) | (34) | — | 135 | |||||||
| Consumer land or lots | (19) | (46) | — | 19 | |||||||
| Other construction | 889 | — | 889 | — | |||||||
| Total land, lot and other construction | 735 | (80) | 889 | 154 | |||||||
| Owner occupied | (59) | 555 | 66 | 125 | |||||||
| Non-owner occupied | 799 | (242) | 807 | 8 | |||||||
| Total commercial real estate | 740 | 313 | 873 | 133 | |||||||
| Commercial and industrial | 364 | (70) | 1,040 | 676 | |||||||
| Agriculture | — | (7) | — | — | |||||||
| 1st lien | 66 | (109) | 110 | 44 | |||||||
| Junior lien | 24 | (302) | 49 | 25 | |||||||
| Total 1-4 family | 90 | (411) | 159 | 69 | |||||||
| Multifamily residential | (136) | 136 | — | 136 | |||||||
| Home equity lines of credit | (6) | (91) | 129 | 135 | |||||||
| Other consumer | 1,097 | 451 | 1,368 | 271 | |||||||
| Total consumer | 1,091 | 360 | 1,497 | 406 | |||||||
| Other | 7,447 | 7,572 | 10,637 | 3,190 | |||||||
| Total | $ | 10,316 | 7,815 | 15,095 | 4,779 |
46
Sources of Funds
The Company’s deposits have traditionally been the principal source of funds for use in lending and other business purposes. The Company also obtains funds from repayment of loans and debt securities, securities sold under agreements to repurchase (“repurchase agreements”), wholesale deposits, advances from FHLB, Federal Reserve facilities, and other borrowings. Loan repayments are a relatively stable source of funds, while interest bearing deposit inflows and outflows are significantly influenced by general interest rate levels and market conditions. Borrowings and advances may be used on a short-term basis to compensate for reductions in normal sources of funds such as deposit inflows at less than projected levels. Borrowings also may be used on a long-term basis to support expanded activities, match maturities of longer-term assets or manage interest rate risk.
Deposits
The Company has several deposit programs designed to attract both short-term and long-term deposits from the general public by providing a wide selection of accounts and rates. These programs include non-interest bearing deposit accounts and interest bearing deposit accounts such as NOW, DDA, savings, money market deposits, fixed rate certificates of deposit with maturities ranging from three months to five years, negotiated-rate jumbo certificates, and individual retirement accounts. These deposits are obtained primarily from individual and business residents in the Bank’s geographic market areas. Wholesale deposits are obtained through various programs and include brokered deposits classified as NOW, DDA, money market deposits and certificate accounts. The Company’s deposits are summarized below:
| December 31, 2023 | December 31, 2022 | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Amount | Percent | Amount | Percent | |||||||||
| Non-interest bearing deposits | $ | 6,022,980 | 30 | % | $ | 7,690,751 | 37 | % | |||||
| NOW and DDA accounts | 5,321,257 | 27 | % | 5,330,614 | 26 | % | |||||||
| Savings accounts | 2,833,887 | 14 | % | 3,200,321 | 16 | % | |||||||
| Money market deposit accounts | 2,831,624 | 14 | % | 3,472,281 | 17 | % | |||||||
| Certificate accounts | 2,915,393 | 15 | % | 880,589 | 4 | % | |||||||
| Wholesale deposits | 4,026 | — | % | 31,999 | — | % | |||||||
| Total interest bearing deposits | 13,906,187 | 70 | % | 12,915,804 | 63 | % | |||||||
| Total deposits | $ | 19,929,167 | 100 | % | $ | 20,606,555 | 100 | % |
Total estimated uninsured deposits were $6.081 billion and $7.234 billion at December 31, 2023 and December 31, 2022, respectively. The following table summarizes the estimated amounts outstanding at December 31, 2023 for uninsured time deposits according to the time remaining to maturity.
| (Dollars in thousands) | Certificates of Deposit | |
|---|---|---|
| Within three months | $ | 542,291 |
| Three months to six months | 255,865 | |
| Seven months to twelve months | 165,620 | |
| Over twelve months | 70,771 | |
| Total | $ | 1,034,547 |
For additional information on deposits, see Note 8 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
47
Borrowings
The Company borrows money through repurchase agreements. This process involves the selling of one or more of the securities in the Company’s investment portfolio and simultaneously entering into an agreement to repurchase the same securities at an agreed upon later date, typically overnight. A rate of interest is paid for the agreed period of time. The Bank enters into repurchase agreements with local municipalities, and certain customers, and has adopted procedures designed to ensure proper transfer of title and safekeeping of the underlying securities. In addition to retail repurchase agreements, the Company periodically enters into wholesale repurchase agreements as additional funding sources. The Company has not entered into reverse repurchase agreements.
The Bank is a member of the FHLB of Des Moines, which is one of eleven banks that comprise the FHLB system. The Bank is required to maintain a certain level of activity-based stock in order to borrow or to engage in other transactions with the FHLB of Des Moines. Additionally, the Bank is subject to a membership capital stock requirement that is based upon an annual calibration tied to the total assets of the Bank. The borrowings are collateralized by eligible categories of loans and debt securities (principally, securities which are obligations of, or guaranteed by, the U.S. government and its agencies), provided certain standards related to credit-worthiness have been met. Advances are made pursuant to several different credit programs, each of which has its own interest rates and range of maturities. The Bank’s maximum amount of FHLB advances is limited to the lesser of a fixed percentage of the Bank’s total assets or the discounted value of eligible collateral. FHLB advances fluctuate to meet seasonal and other withdrawals of deposits and to expand lending or investment opportunities of the Company.
During the first quarter of 2023, the Federal Reserve Bank (“FRB”) offered a new Bank Term Funding Program (“BTFP”) for eligible depository institutions. The BTFP offers loans of up to one year in length to institutions pledging collateral eligible for purchase by the FRB in open market operations such as U.S. Treasuries, U.S. Agency securities, and U.S. agency mortgage-backed securities. These assets are valued at par value. During 2023 the Company borrowed $2.740 billion from the BTFP which enabled the Company to pay off higher rate FHLB advances and support its current liquidity position. The $2.740 billion in BTFP borrowings will mature in March of 2024. In anticipation of the maturity of the BTFP borrowings, the Company strategically committed to borrowing $1.800 billion in FHLB borrowings that will mature between March of 2025 and March of 2026 at a weighted rate of 4.75 percent and a FHLB dividend adjusted weighted rate of 4.41 percent. The Company plans to pay off all of the BTFP borrowings at maturity through a combination of the committed FHLB borrowings and additional sources of liquidity.
Additionally, the Company has other sources of secured and unsecured borrowing lines from various sources that may be used from time to time.
For additional information concerning the Company’s borrowings, see Note 9 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
Short-term borrowings
A critical component of the Company’s liquidity and capital resources is access to short-term borrowings to fund its operations. Short-term borrowings are accompanied by increased risks managed by the Bank’s Asset Liability Committee (“ALCO”) such as rate increases or unfavorable changes in terms which would make it more costly to obtain future short-term borrowings. The Company’s short-term borrowing sources include FHLB advances, BTFP, federal funds purchased and retail and wholesale repurchase agreements. The Company also has access to the short-term discount window borrowing programs (i.e., primary credit) of the FRB as well as a line of credit with a large national banking institution. FHLB advances and certain other short-term borrowings may be renewed as long-term borrowings to decrease certain risks such as liquidity or interest rate risk; however, the reduction in risks are weighed against the increased cost of funds and other risks.
Subordinated Debentures
In addition to funds obtained in the ordinary course of business, the Company formed or acquired financing subsidiaries for the purpose of issuing or holding trust preferred securities that entitle the investor to receive cumulative cash distributions thereon. Subordinated debentures were issued in conjunction with the trust preferred securities and the terms of the subordinated debentures and trust preferred securities are the same. For regulatory capital purposes, the trust preferred securities are included in Tier 2 capital at December 31, 2023. The subordinated debentures outstanding as of December 31, 2023 were $133 million, including fair value adjustments from acquisitions. For additional information regarding the subordinated debentures, see Note 10 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
48
Liquidity Risk
In the normal course of business, the Company has commitments that require significant cash availability for customer deposits outflows, repurchase agreements, borrowed funds, lease obligations, off-balance sheet obligations, operating expenses and other contractual obligations. The source of funding for such requirements includes loan repayments, customer deposit inflows, borrowings and capital resources. Liquidity risk is the possibility that the Company will not be able to fund present and future obligations as they come due because of an inability to liquidate assets or obtain adequate funding at a reasonable cost.
The objective of liquidity management is to maintain cash flows adequate to meet current and future needs for credit demand, deposit withdrawals, maturing liabilities and corporate operating expenses. Effective liquidity management entails three elements:
1.assessing on an ongoing basis, the current and expected future needs for funds, and ensuring that sufficient funds or access to funds exist to meet those needs at the appropriate time;
2.providing for an adequate cushion of liquidity to meet unanticipated cash flow needs that may arise from potential adverse circumstances ranging from high probability/low severity events to low probability/high severity; and
3.balancing the benefits between providing for adequate liquidity to mitigate potential adverse events and the cost of that liquidity.
The Company has a wide range of versatility in managing the liquidity and asset/liability mix. The Bank’s ALCO meets regularly to assess liquidity risk, among other matters. The Company monitors liquidity and contingency funding alternatives through management reports of liquid assets (e.g., debt securities), both unencumbered and pledged, as well as borrowing capacity, both secured and unsecured, including off-balance sheet funding sources. During 2023, the amount of unencumbered securities decreased primarily as a result of pledging securities to collateralize borrowings. The Company evaluates its potential funding needs across alternative scenarios and maintains contingency funding plans consistent with the Company’s access to diversified sources of contingent funding.
The following table identifies certain liquidity sources and capacity available to the Company as of the dates indicated:
| (Dollars in thousands) | December 31, 2023 | December 31, 2022 | |||
|---|---|---|---|---|---|
| FHLB advances | |||||
| Borrowing capacity | $ | 4,444,588 | 4,358,079 | ||
| Amount utilized | — | (1,800,000) | |||
| Letters of credit | (2,327) | (2,075) | |||
| Amount available | $ | 4,442,261 | 2,556,004 | ||
| FRB discount window | |||||
| Borrowing capacity | $ | 1,916,312 | 1,680,117 | ||
| Amount utilized | — | — | |||
| Amount available | $ | 1,916,312 | 1,680,117 | ||
| FRB Bank Term Funding Program | |||||
| Borrowing capacity | $ | 2,853,209 | — | ||
| Amount utilized | (2,740,000) | — | |||
| Amount available | $ | 113,209 | — | ||
| Unsecured lines of credit available | $ | 565,000 | 805,000 | ||
| Unencumbered debt securities | |||||
| U.S. government and federal agency | $ | 473,084 | 811,311 | ||
| U.S. government sponsored enterprises | — | 286,480 | |||
| State and local governments | 998,923 | 1,513,164 | |||
| Corporate bonds | 26,253 | 26,109 | |||
| Residential mortgage-backed securities | 127,328 | 2,646,766 | |||
| Commercial mortgage-backed securities | 183,048 | 970,300 | |||
| Total unencumbered debt securities 1 | $ | 1,808,636 | 6,254,130 |
____________________________
1 Total unencumbered debt securities at December 31, 2023, included $441.5 million classified as AFS and $1.4 billion classified as HTM. Total unencumbered debt securities at December 31, 2022, included $3.1 billion classified as AFS, and $3.1 billion classified as HTM.
49
Contractual Obligations and Off-Balance Sheet Arrangements
In the normal course of business, there may be various outstanding commitments to obtain funding and to extend credit, such as letters of credit and unfunded loan commitments, which are not reflected in the accompanying condensed consolidated financial statements. The Company assessed the off-balance sheet credit exposures as of December 31, 2023 and determined its ACL of $19.3 million was adequate to absorb the estimated credit losses. Such ACL is included in other liabilities. For additional information regarding the Company’s ACL, see “Allowance for Credit Losses - Loans Receivable” above.
Off-balance sheet arrangements also include any obligation related to a variable interest held in an unconsolidated entity. The Company does not anticipate any material losses as a result of these transactions. For additional information regarding the Company’s interests in unconsolidated VIEs, see Note 7 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
Capital Resources
Maintaining capital strength continues to be a long-term objective of the Company. Abundant capital is necessary to sustain growth, provide protection against unanticipated declines in asset values, and to safeguard the funds of depositors. Capital is also a source of funds for loan demand and enables the Company to effectively manage its assets and liabilities. The Company has the capacity to issue 234,000,000 shares of common stock of which 110,888,942 have been issued as of December 31, 2023. The Company also has the capacity to issue 1,000,000 shares of preferred stock of which none have been issued as of December 31, 2023. Conversely, the Company may decide to utilize a portion of its strong capital position, as it has done in the past, to repurchase shares of its outstanding common stock, depending on market price and other relevant considerations.
The Federal Reserve has adopted capital adequacy guidelines that are used to assess the adequacy of capital in supervising a bank holding company. The federal banking agencies issued final rules (“Final Rules”) that established a comprehensive regulatory capital framework based on the recommendation of the Basel Committee on Banking Supervision and certain requirements of the Dodd-Frank Wall Street Reform and Consumer Protection Act. The Final Rules require the Company to hold a 2.5 percent capital conservation buffer designed to absorb losses during periods of economic stress. As of December 31, 2023, management believes the Company and Bank meet all capital adequacy requirements to which they are subject and there are no conditions or events subsequent to this date that management believes have changed the Company’s or Bank’s risk-based capital category.
The following table illustrates the Bank’s regulatory capital ratios and the Federal Reserve’s capital adequacy guidelines as of December 31, 2023:
| Total Capital (To Risk-Weighted Assets) | Tier 1 Capital (To Risk-Weighted Assets) | Common Equity Tier 1 (To Risk-Weighted Assets) | Leverage Ratio/ Tier 1 Capital (To Average Assets) | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Glacier Bank actual regulatory ratios | 14.07 | % | 13.01 | % | 13.01 | % | 8.81 | % | |||
| Minimum capital requirements | 8.00 | % | 6.00 | % | 4.50 | % | 4.00 | % | |||
| Minimum capital requirements plus capital conservation buffer | 10.50 | % | 8.50 | % | 7.00 | % | N/A | ||||
| Well capitalized requirements | 10.00 | % | 8.00 | % | 6.50 | % | 5.00 | % |
On January 1, 2020, the Company adopted the current expected credit losses (“CECL”) accounting standard that requires management’s estimate of credit losses over the expected contractual lives of the Company's relevant financial assets. On March 27, 2020, federal banking regulators issued an interim final rule to delay for two years the initial adoption impact of CECL on regulatory capital, followed by a three-year transition period to phase out the aggregate amount of the capital benefit provided during 2020 and 2021 (i.e., a five-year transition period). The Company has elected to utilize the five-year transition period. During the two-year delay, the Company added back to Common Tier 1 capital 100 percent of the initial adoption impact of CECL plus 25 percent of the cumulative quarterly changes in ACL (i.e., quarterly transitional amounts). Starting on January 1, 2022, the quarterly transitional amounts along with the initial adoption impact of CECL will be phased out of Common Tier 1 capital evenly over the three-year period.
For additional information regarding regulatory capital, see Note 12 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
50
Federal and State Income Taxes
The Company files a consolidated federal income tax return using the accrual method of accounting. All required tax returns have been timely filed. Financial institutions are subject to the provisions of the Internal Revenue Code of 1986, as amended, in the same general manner as other corporations. The federal statutory corporate income tax rate is 21 percent.
Within the Company’s geographic footprint under Montana, Idaho, Utah, Colorado and Arizona law, financial institutions are subject to a corporation income tax, which incorporates or is substantially similar to applicable provisions of the Internal Revenue Code. The corporation income tax is imposed on federal taxable income, subject to certain adjustments. State taxes are incurred at the rate of 6.75 percent in Montana, 5.80 percent in Idaho, 4.65 percent in Utah, 4.40 percent in Colorado and 4.90 percent in Arizona. Washington, Wyoming and Nevada do not impose a corporate income tax. The Company is also required to file in states other than the eight states in which it has properties.
Income tax expense for the years ended December 31, 2023 and 2022 was $44.7 million and $67.1 million, respectively. The Company’s effective income tax rate for the years ended December 31, 2023 and 2022 was 16.7 percent and 18.1 percent, respectively. The current and prior year’s low effective income tax rates were due to income from tax-exempt debt securities, municipal loans and leases and benefits from federal income tax credits. Income from tax-exempt debt securities, loans and leases was $80.2 million and $80.1 million for the years ended December 31, 2023 and 2022, respectively. Benefits from Low-Income Housing Tax Credits (“LIHTC”) federal income tax credits were $19.9 million and $15.4 million for the years ended December 31, 2023 and 2022, respectively.
The Company has equity investments in Certified Development Entities (“CDE”) which have received allocations of New Markets Tax Credits (“NMTC”). Administered by the Community Development Financial Institutions Fund (“CDFI Fund”) of the U.S. Department of the Treasury, the NMTC program is aimed at stimulating economic and community development and job creation in low-income communities. The federal income tax credits received are claimed over a seven-year credit allowance period. The Company also has equity investments in LIHTC’s which are indirect federal subsidies used to finance the development of affordable rental housing for low-income households. The federal income tax credits are claimed over a ten-year credit allowance period. The Company has investments of $14.6 million in Qualified School Construction bonds whereby the Company receives quarterly federal income tax credits in lieu of taxable interest income. The federal income tax credits on these debt securities are subject to federal and state income tax. The Company has investments in historic tax credits that are claimed over a five-year credit allowance period.
Following is a list of expected federal income tax credits to be received in the years indicated.
| (Dollars in thousands) | New Markets Tax Credits | Low-Income Housing Tax Credits | Debt Securities Tax Credits | Historic Tax Credits | Total | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | $ | 6,387 | 22,019 | 610 | 564 | 29,580 | ||||||||
| 2025 | 4,907 | 25,479 | 572 | 564 | 31,522 | |||||||||
| 2026 | 4,302 | 25,868 | 231 | 564 | 30,965 | |||||||||
| 2027 | 4,302 | 23,930 | 42 | 564 | 28,838 | |||||||||
| 2028 | 2,286 | 21,474 | 42 | — | 23,802 | |||||||||
| Thereafter | 690 | 84,703 | 149 | — | 85,542 | |||||||||
| $ | 22,874 | 203,473 | 1,646 | 2,256 | 230,249 |
For additional information on income taxes, see Note 16 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data”.
Average Balance Sheet
The following schedule provides 1) the total dollar amount of interest and dividend income of the Company for earning assets and the average yields; 2) the total dollar amount of interest expense on interest bearing liabilities and the average rates; 3) net interest and dividend income and interest rate spread; and 4) net interest margin (tax-equivalent).
51
| Years ended | ||||||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| December 31, 2023 | December 31, 2022 | December 31, 2021 | ||||||||||||||||||||||||||||||
| (Dollars in thousands) | Average Balance | Interest and Dividends | Average Yield/ Rate | Average Balance | Interest and Dividends | Average Yield/ Rate | Average Balance | Interest and Dividends | Average Yield/ Rate | |||||||||||||||||||||||
| Assets | ||||||||||||||||||||||||||||||||
| Residential real estate loans | $ | 1,603,600 | $ | 71,328 | 4.45 | % | $ | 1,284,029 | $ | 57,243 | 4.46 | % | $ | 910,300 | $ | 43,300 | 4.76 | % | ||||||||||||||
| Commercial loans 1 | 12,982,708 | 675,549 | 5.20 | % | 11,902,971 | 555,244 | 4.66 | % | 9,900,056 | 476,678 | 4.81 | % | ||||||||||||||||||||
| Consumer and other loans | 1,247,114 | 74,734 | 5.99 | % | 1,131,000 | 54,393 | 4.81 | % | 993,082 | 44,614 | 4.49 | % | ||||||||||||||||||||
| Total loans 2 | 15,833,422 | 821,611 | 5.19 | % | 14,318,000 | 666,880 | 4.66 | % | 11,803,438 | 564,592 | 4.78 | % | ||||||||||||||||||||
| Tax-exempt investment securities 3 | 1,740,746 | 59,716 | 3.43 | % | 1,916,731 | 70,438 | 3.67 | % | 1,584,313 | 59,713 | 3.77 | % | ||||||||||||||||||||
| Taxable investment securities 4,5 | 8,297,203 | 152,003 | 1.83 | % | 8,546,792 | 113,952 | 1.33 | % | 6,512,202 | 75,553 | 1.16 | % | ||||||||||||||||||||
| Total earning assets | 25,871,371 | 1,033,330 | 3.99 | % | 24,781,523 | 851,270 | 3.44 | % | 19,899,953 | 699,858 | 3.52 | % | ||||||||||||||||||||
| Goodwill and intangibles | 1,022,052 | 1,032,263 | 683,000 | |||||||||||||||||||||||||||||
| Non-earning assets | 504,698 | 603,401 | 850,742 | |||||||||||||||||||||||||||||
| Total assets | $ | 27,398,121 | $ | 26,417,187 | $ | 21,433,695 | ||||||||||||||||||||||||||
| Liabilities | ||||||||||||||||||||||||||||||||
| Non-interest bearing deposits | $ | 6,642,339 | $ | — | — | % | $ | 8,005,821 | $ | — | — | % | $ | 6,544,843 | $ | — | — | % | ||||||||||||||
| NOW and DDA accounts | 5,167,117 | 37,357 | 0.72 | % | 5,387,277 | 3,439 | 0.06 | % | 4,325,071 | 2,737 | 0.06 | % | ||||||||||||||||||||
| Savings accounts | 2,908,584 | 9,918 | 0.34 | % | 3,270,799 | 1,191 | 0.04 | % | 2,493,174 | 771 | 0.03 | % | ||||||||||||||||||||
| Money market deposit accounts | 3,166,914 | 42,254 | 1.33 | % | 3,926,737 | 6,401 | 0.16 | % | 3,144,507 | 3,914 | 0.12 | % | ||||||||||||||||||||
| Certificate accounts | 1,949,206 | 64,176 | 3.29 | % | 955,829 | 3,249 | 0.34 | % | 976,894 | 4,643 | 0.48 | % | ||||||||||||||||||||
| Total core deposits | 19,834,160 | 153,705 | 0.77 | % | 21,546,463 | 14,280 | 0.07 | % | 17,484,489 | 12,065 | 0.07 | % | ||||||||||||||||||||
| Short-term borrowings | ||||||||||||||||||||||||||||||||
| Wholesale deposits 6 | 173,231 | 8,721 | 5.03 | % | 11,862 | 246 | 2.07 | % | 31,103 | 70 | 0.22 | % | ||||||||||||||||||||
| Repurchase agreements | 1,301,223 | 36,414 | 2.80 | % | 920,955 | 3,200 | 0.35 | % | 994,968 | 2,302 | 0.23 | % | ||||||||||||||||||||
| FHLB advances | 551,986 | 26,910 | 4.81 | % | 584,562 | 17,317 | 2.92 | % | — | — | — | % | ||||||||||||||||||||
| FRB Bank Term Funding | 2,133,658 | 93,388 | 4.38 | % | — | — | — | % | — | — | — | % | ||||||||||||||||||||
| Total short-term borrowings | 4,160,098 | 165,433 | 3.92 | % | 1,517,379 | 20,763 | 1.35 | % | 1,026,071 | 2,372 | 0.23 | % | ||||||||||||||||||||
| Long-term borrowings | ||||||||||||||||||||||||||||||||
| Subordinated debentures and other borrowed funds | 209,567 | 6,835 | 3.26 | % | 196,139 | 6,218 | 3.17 | % | 166,386 | 4,121 | 2.48 | % | ||||||||||||||||||||
| Total interest bearing liabilities | 24,203,825 | 325,973 | 1.35 | % | 23,259,981 | 41,261 | 0.18 | % | 18,676,946 | 18,558 | 0.10 | % | ||||||||||||||||||||
| Other liabilities | 275,359 | 249,832 | 186,068 | |||||||||||||||||||||||||||||
| Total liabilities | 24,479,184 | 23,509,813 | 18,863,014 | |||||||||||||||||||||||||||||
| Stockholders’ Equity | ||||||||||||||||||||||||||||||||
| Common stock | 1,109 | 1,107 | 993 | |||||||||||||||||||||||||||||
| Paid-in capital | 2,346,575 | 2,340,952 | 1,708,271 | |||||||||||||||||||||||||||||
| Retained earnings | 1,021,469 | 897,587 | 772,300 | |||||||||||||||||||||||||||||
| Accumulated other comprehensive (loss) income | (450,216) | (332,272) | 89,117 | |||||||||||||||||||||||||||||
| Total stockholders’ equity | 2,918,937 | 2,907,374 | 2,570,681 | |||||||||||||||||||||||||||||
| Total liabilities and stockholders’ equity | $ | 27,398,121 | $ | 26,417,187 | $ | 21,433,695 | ||||||||||||||||||||||||||
| Net interest income (tax-equivalent) | $ | 707,357 | $ | 810,009 | $ | 681,300 | ||||||||||||||||||||||||||
| Net interest spread (tax-equivalent) | 2.64 | % | 3.26 | % | 3.42 | % | ||||||||||||||||||||||||||
| Net interest margin (tax-equivalent) | 2.73 | % | 3.27 | % | 3.42 | % |
______________________________
1Includes tax effect of $5.9 million, $6.3 million and $5.6 million on tax-exempt municipal loan and lease income for the years ended December 31, 2023, 2022 and 2021, respectively.
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2Total loans are gross of the allowance for credit losses, net of unearned income and include loans held for sale. Non-accrual loans were included in the average volume for the entire period.
3Includes tax effect of $8.9 million, $14.5 million and $12.2 million on tax-exempt debt securities income for the years ended December 31, 2023, 2022 and 2021, respectively.
4Includes tax effect of $859 thousand, $901 thousand and $1.0 million on federal income tax credits for the years ended December 31, 2023, 2022 and 2021, respectively.
5Includes interest income of $42.2 million, $1.5 million and $915 thousand on average interest-bearing cash balances of $791.5 million, $120.3 million and $674.1 million for the years ended December 31, 2023, 2022 and 2021, respectively.
6Wholesale deposits include brokered deposits classified as NOW, DDA, money market deposit and certificate accounts with contractual maturities.
Rate/Volume Analysis
Net interest income can be evaluated from the perspective of relative dollars of change in each period. Interest income and interest expense, which are the components of net interest income, are shown in the following table on the basis of the amount of any increases (or decreases) attributable to changes in the dollar levels of the Company’s interest earning assets and interest bearing liabilities (“volume”) and the yields earned and paid on such assets and liabilities (“rate”). The change in interest income and interest expense attributable to changes in both volume and rates has been allocated proportionately to the change due to volume and the change due to rate.
| Year ended December 31, | Year ended December 31, | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2023 vs. 2022 | 2022 vs. 2021 | ||||||||||||||||
| Increase (Decrease) Due to: | Increase (Decrease) Due to: | ||||||||||||||||
| (Dollars in thousands) | Volume | Rate | Net | Volume | Rate | Net | |||||||||||
| Interest income | |||||||||||||||||
| Residential real estate loans | $ | 14,247 | (162) | 14,085 | 17,777 | (3,834) | 13,943 | ||||||||||
| Commercial loans (tax-equivalent) | 50,367 | 69,939 | 120,306 | 96,438 | (17,873) | 78,565 | |||||||||||
| Consumer and other loans | 5,584 | 14,757 | 20,341 | 6,196 | 3,583 | 9,779 | |||||||||||
| Investment securities (tax-equivalent) | (7,500) | 34,828 | 27,328 | 39,545 | 9,578 | 49,123 | |||||||||||
| Total interest income | 62,698 | 119,362 | 182,060 | 159,956 | (8,546) | 151,410 | |||||||||||
| Interest expense | |||||||||||||||||
| NOW and DDA accounts | (141) | 34,059 | 33,918 | 672 | 29 | 701 | |||||||||||
| Savings accounts | (132) | 8,859 | 8,727 | 240 | 180 | 420 | |||||||||||
| Money market deposit accounts | (1,238) | 37,091 | 35,853 | 974 | 1,514 | 2,488 | |||||||||||
| Certificate accounts | 3,376 | 57,552 | 60,928 | (100) | (1,295) | (1,395) | |||||||||||
| Wholesale deposits | 3,344 | 5,130 | 8,474 | (43) | 220 | 177 | |||||||||||
| Repurchase agreements | 1,321 | 31,893 | 33,214 | (171) | 1,068 | 897 | |||||||||||
| FHLB advances | (965) | 10,558 | 9,593 | — | 17,317 | 17,317 | |||||||||||
| FRB Bank Term Funding | 93,388 | — | 93,388 | — | — | — | |||||||||||
| Subordinated debentures and other borrowed funds | 426 | 191 | 617 | 737 | 1,361 | 2,098 | |||||||||||
| Total interest expense | 99,379 | 185,333 | 284,712 | 2,309 | 20,394 | 22,703 | |||||||||||
| Net interest income (tax-equivalent) | $ | (36,681) | (65,971) | (102,652) | 157,647 | (28,940) | 128,707 |
Net interest income (tax-equivalent) decreased $102.7 million for the year ended December 31, 2023 compared to the same period in 2022. The historic increase in interest rates during the current year was the reason for the increase in interest expense which outpaced the increase in interest income.
Net interest income (tax-equivalent) increased $128.7 million for the year ended December 31, 2022 compared to the same period in 2021. The interest income for 2022 increased over the same period last year primarily from the acquisition of Alta, increased volume
in commercial loans and investment securities.
Cyber Risk
A failure in or breach of the Company’s operational or security systems, or those of the Company’s third-party service providers, including as a result of cyber-attacks, could disrupt business, result in the disclosure or misuse of confidential or proprietary information, damage our reputation, increase costs and cause losses. The Company employs detection and response mechanisms designed to contain and mitigate these risks. The Company maintains a robust information security program that is regularly
53
reviewed, tested, and updated. This includes vulnerability and patch management programs, incident response planning, security monitoring, employee training, and security awareness testing. The Board's Risk Oversight Committee is responsible for monitoring the Company’s cyber risk management profile and related programs. The Board is responsible for approval of related policies.
See “Item 1A. Risk Factors” and “Item 1C. Cybersecurity” for additional information regarding our cybersecurity program and the risks we face from cybersecurity threats.
Critical Accounting Policies
The preparation of consolidated financial statements in conformity with GAAP often requires management to use significant judgments as well as subjective and/or complex measurements in making estimates and assumptions that affect the reported amounts of assets, liabilities, income and expenses. The Company considers its accounting policies for the ACL, goodwill and fair value measurements to be critical accounting policies. The application of these policies has a significant impact on the Company’s consolidated financial statements and financial results could differ significantly if different judgments or estimates were applied. The following describes why the estimates are subject to uncertainty, the estimated change in the reported periods, and the sensitivity of the reported amounts to the methods, assumptions, and estimates underlying the calculation.
Allowance for Credit Losses
The allowance for credit losses for loans receivable represents management’s estimate of credit losses over the expected contractual life of the loan portfolio. Determining the adequacy of the allowance is complex and requires a high degree of judgment by management about the effect of matters that are inherently uncertain. Subsequent evaluations of the then-existing loan portfolio, in light of the factors then prevailing, may result in significant changes in the allowance in those future period which is why there is such a high degree of uncertainty. Such factors or assumptions include loan volumes, delinquency status, credit ratings, historical loss experiences, estimated prepayment speeds, weighted average lives and other conditions influencing loss expectations, such as reasonable and supportable forecasts of economic conditions. As a result of the significant size of the loan portfolio, the numerous assumptions in the model, and the high degree of potential change in such assumptions, there is a high degree of sensitivity to the reported amounts. For information regarding the ACL for loans receivable, its relation to the provision for credit losses and risk related to asset quality, and the estimated change during the reported periods, see the section captioned “Allowance for Credit Losses - Loans Receivable” included in “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” and Notes 1 and 3 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
Goodwill
The Company is required to assess goodwill for impairment on an annual basis, or more frequently if determined necessary. Goodwill of a reporting unit is tested for impairment if an event is more-likely-than-not to reduce the fair value of a reporting unit below its carrying amount. Changes in the economic environment, operations of the aggregated reporting units, or other factors could result in the decline in the fair value of the aggregated reporting units which could result in a goodwill impairment in the future. The estimate is considered to have a low amount of uncertainty unless there is an event that significantly lowers the fair value of a reporting unit estimate. Examples of events and circumstances include: significant change in legal factors or in the business climate, an adverse action or assessment by a regulator, unanticipated competition, loss of key personnel, a more likely-than-not expectation that a reporting unit or a significant portion of a reporting unit will be sold or otherwise disposed of, and the testing for recoverability of a significant asset group within a reporting unit. There were no changes to the Company’s assessment or reported amounts during 2023. For information on goodwill, see Notes 1 and 5 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
Fair Value Measurements
Fair value measurement estimates are used for certain recorded and disclosed financial instruments on a recurring and non-recurring basis. Such estimates utilize a variety of assumptions which are subject to uncertainty. Certain fair value measurements have a higher degree of sensitivity of the reported amount to the methods, assumptions and estimates underlying the calculation. For information on fair value measurements and the estimated changes during the reporting periods, see Note 21 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
54
Impact of Recently Issued Accounting Standards
Authoritative accounting guidance that impacted the Company that became effective during 2023 or 2022 include amendments to:
•FASB ASC Topic 326, Financial Instruments - Credit Losses Troubled Debt Restructurings and Vintage Disclosures
•FASB ASC Topic 848, Reference Rate Reform
Authoritative accounting guidance that may possibly have a material impact on the Company that is pending adoption at December 31, 2023 includes amendments to:
•FASB ASC Topic 232, Investments Equity Method and Joint Ventures
•FASB ASC Topic 740, Income Taxes
For additional information on the topics and the impact on the Company see Note 1 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
FY 2022 10-K MD&A
SEC filing source: 0000868671-23-000045.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
The following discussion is intended to provide a more comprehensive review of the Company’s operating results and financial condition than can be obtained from reading the Consolidated Financial Statements alone. The discussion is expected to provide investors an enhanced view of the Company from managements’ perspective. The information includes material information relevant to the Company’s financial condition and results of operations, material events and uncertainties that are reasonably likely to cause reported information not to be indicative of future operating results or future financial condition, and material financial and statistical information that the Company believes will enhance the investors’ understanding of the Company and its financial results. The discussion should be read in conjunction with the Consolidated Financial Statements and the notes thereto included in “Item 8. Financial Statements and Supplementary Data.”
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
This Annual Report on Form 10-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, but are not limited to, statements about the Company’s plans, objectives, expectations and intentions that are not historical facts, and other statements identified by words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “should,” “projects,” “seeks,” “estimates” or the negative version of those words or other comparable words or phrases of a future or forward-looking nature. These forward-looking statements are based on current beliefs and expectations of management and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond the Company’s control. In addition, these forward-looking statements are subject to assumptions with respect to future business strategies and decisions that are subject to change. The following factors, among others, could cause actual results to differ materially from the anticipated results (express or implied) or other expectations in the forward-looking statements, including those factors set forth under “Risk Factors” and in other sections in this Annual Report on Form 10-K, or the documents incorporated by reference:
•the risks associated with lending and potential adverse changes in the credit quality of loans in the Company’s portfolio;
•changes in trade, monetary and fiscal policies and laws, including interest rate policies of the Federal Reserve System or the Federal Reserve Board, which could adversely affect the Company’s net interest income and margin, overall profitability, and stockholders’ equity;
•material failure, potential interruption or breach in security of the Company’s systems and technological changes which could expose us to new risks (e.g., cybersecurity), fraud or system failures;
•legislative or regulatory changes, as well as increased banking and consumer protection regulation, that may adversely affect the Company’s business;
•our ability to negotiate and complete and successfully integrate any future acquisitions;
•costs or difficulties related to the completion and integration of acquisitions;
•the goodwill the Company has recorded in connection with acquisitions could become impaired, which may have an adverse impact on earnings and capital;
•reduced demand for banking products and services, whether as a result of changes in economic conditions, competition, or changes in customer behavior;
•the reputation of banks and the financial services industry could deteriorate, which could adversely affect the Company's ability to obtain and maintain customers;
•competition among financial institutions in the Company's markets may increase significantly;
•the risks presented by continued public stock market volatility, which could adversely affect the market price of the Company’s common stock and the ability to raise additional capital or grow the Company through acquisitions;
•the projected business and profitability of an expansion or the opening of a new branch could be lower than expected;
•consolidation in the financial services industry in the Company’s markets could result in the creation of larger financial institutions with greater resources, changing the competitive landscape;
•dependence on the Chief Executive Officer (“CEO”), the senior management team and the Presidents of Glacier Bank (the “Bank”) divisions;
•natural disasters, including drought, fires, floods, earthquakes, and other unexpected events;
•the effects from Russia’s ongoing military action in Ukraine, including the broader impacts to financial markets and economic conditions;
•the Company’s success in managing risks involved in the foregoing; and
•the effects of any reputational damage to the Company resulting from any of the foregoing.
Additional factors that could cause actual results to differ materially from those expressed in the forward-looking statements are discussed in “Item 1A. Risk Factors.” Please take into account that forward-looking statements speak only as of the date of this Annual Report on Form 10-K (or documents incorporated by reference, if applicable). Given the described uncertainties and risks, the
22
Company cannot guarantee its future performance or results of operations and you should not place undue reliance on these forward-looking statements. The Company does not undertake any obligation to publicly correct, revise, or update any forward-looking statement if it later becomes aware that actual results are likely to differ materially from those expressed in such forward-looking statement, except as may be required under federal securities laws.
FIVE YEAR SELECTED FINANCIAL DATA
Selected Financial Data
The selected financial data of the Company is derived from the Company’s historical audited financial statements and related notes. The information set forth below should be read in conjunction with “Item 8. Financial Statements and Supplementary Data” contained elsewhere in this Annual Report on Form 10-K.
| December 31, | Compounded Annual Growth Rate | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands, except per share data) | 2022 | 2021 | 2020 | 2019 | 2018 | 1-Year | 5-Year | ||||||||||||||||||
| Selected Statements of Financial Condition Information | |||||||||||||||||||||||||
| Total assets | $ | 26,635,375 | $ | 25,940,645 | $ | 18,504,206 | $ | 13,683,999 | $ | 12,115,484 | 2.7 | % | 17.1 | % | |||||||||||
| Debt securities | 9,022,359 | 10,370,013 | 5,527,650 | 2,799,863 | 2,869,578 | (13.0) | % | 25.7 | % | ||||||||||||||||
| Loans receivable, net | 15,064,529 | 13,259,366 | 10,964,453 | 9,388,320 | 8,156,310 | 13.6 | % | 13.1 | % | ||||||||||||||||
| Allowance for credit losses | (182,283) | (172,665) | (158,243) | (124,490) | (131,239) | 5.6 | % | 6.8 | % | ||||||||||||||||
| Goodwill and intangibles | 1,026,994 | 1,037,652 | 569,522 | 519,704 | 338,828 | (1.0) | % | 24.8 | % | ||||||||||||||||
| Deposits | 20,606,555 | 21,337,249 | 14,797,529 | 10,776,457 | 9,493,767 | (3.4) | % | 16.8 | % | ||||||||||||||||
| Federal Home Loan Bank advances | 1,800,000 | — | — | 38,611 | 440,175 | n/m | 32.5 | % | |||||||||||||||||
| Securities sold under agreements to repurchase and other borrowed funds | 1,023,209 | 1,064,888 | 1,037,651 | 598,644 | 410,859 | (3.9) | % | 20.0 | % | ||||||||||||||||
| Stockholders’ equity | 2,843,305 | 3,177,622 | 2,307,041 | 1,960,733 | 1,515,854 | (10.5) | % | 13.4 | % | ||||||||||||||||
| Equity per share | 25.67 | 28.71 | 24.18 | 21.25 | 17.93 | (10.6) | % | 7.4 | % | ||||||||||||||||
| Equity as a percentage of total assets | 10.7 | % | 12.3 | % | 12.5 % | 14.3 | % | 12.5 | % | (12.9) | % | (3.1) | % |
________________________
n/m - not measurable
| Years ended December 31, | Compounded Annual Growth Rate | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands, except per share data) | 2022 | 2021 | 2020 | 2019 | 2018 | 1-Year | 5-Year | ||||||||||||||||||
| Summary Statements of Operations | |||||||||||||||||||||||||
| Interest income | $ | 829,640 | $ | 681,074 | $ | 627,064 | $ | 546,177 | $ | 468,996 | 21.8 | % | 12.1 | % | |||||||||||
| Interest expense | 41,261 | 18,558 | 27,315 | 42,773 | 35,531 | 122.3 | % | 3.0 | % | ||||||||||||||||
| Net interest income | 788,379 | 662,516 | 599,749 | 503,404 | 433,465 | 19.0 | % | 12.7 | % | ||||||||||||||||
| Provision for credit losses | 19,963 | 23,076 | 39,765 | 57 | 9,953 | (13.5) | % | 14.9 | % | ||||||||||||||||
| Non-interest income | 120,732 | 144,820 | 172,867 | 130,774 | 118,824 | (16.6) | % | 0.3 | % | ||||||||||||||||
| Non-interest expense | 518,868 | 434,822 | 404,811 | 374,927 | 320,127 | 19.3 | % | 10.1 | % | ||||||||||||||||
| Income before income taxes | 370,280 | 349,438 | 328,040 | 259,194 | 222,209 | 6.0 | % | 10.8 | % | ||||||||||||||||
| Federal and state income tax expense | 67,078 | 64,681 | 61,640 | 48,650 | 40,331 | 3.7 | % | 10.7 | % | ||||||||||||||||
| Net income | $ | 303,202 | $ | 284,757 | $ | 266,400 | $ | 210,544 | $ | 181,878 | 6.5 | % | 10.8 | % | |||||||||||
| Basic earnings per share | $ | 2.74 | $ | 2.87 | $ | 2.81 | $ | 2.39 | $ | 2.18 | (4.5) | % | 4.7 | % | |||||||||||
| Diluted earnings per share | $ | 2.74 | $ | 2.86 | $ | 2.81 | $ | 2.38 | $ | 2.17 | (4.2) | % | 4.8 | % | |||||||||||
| Dividends declared per share | $ | 1.32 | $ | 1.37 | $ | 1.33 | $ | 1.31 | $ | 1.31 | (3.6) | % | 0.2 | % |
23
| At or for the Years ended December 31, | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | 2022 | 2021 | 2020 | 2019 | 2018 | |||||||||
| Selected Ratios and Other Data | ||||||||||||||
| Return on average assets | 1.15 | % | 1.33 | % | 1.62 | % | 1.64 | % | 1.59 | % | ||||
| Return on average equity | 10.43 | % | 11.08 | % | 12.15 | % | 12.01 | % | 12.56 | % | ||||
| Dividend payout ratio | 48.18 | % | 47.74 | % | 47.33 | % | 54.81 | % | 60.09 | % | ||||
| Average equity to average asset ratio | 11.01 | % | 11.99 | % | 13.35 | % | 13.69 | % | 12.67 | % | ||||
| Total capital (to risk-weighted assets) | 14.02 | % | 14.21 | % | 14.63 | % | 14.95 | % | 14.70 | % | ||||
| Tier 1 capital (to risk-weighted assets) | 12.34 | % | 12.49 | % | 12.42 | % | 13.76 | % | 13.37 | % | ||||
| Common Equity Tier 1 (to risk-weighted assets) | 12.34 | % | 12.49 | % | 12.42 | % | 12.58 | % | 12.10 | % | ||||
| Tier 1 capital (to average assets) | 8.79 | % | 8.64 | % | 9.12 | % | 11.65 | % | 11.35 | % | ||||
| Net interest margin on average earning assets (tax-equivalent) | 3.27 | % | 3.42 | % | 4.09 | % | 4.39 | % | 4.21 | % | ||||
| Efficiency ratio 1 | 54.64 | % | 51.35 | % | 49.97 | % | 57.78 | % | 54.73 | % | ||||
| Allowance for credit losses as a percent of loans | 1.20 | % | 1.29 | % | 1.42 | % | 1.31 | % | 1.58 | % | ||||
| Allowance for credit losses as a percent of nonperforming loans | 557 | % | 255 | % | 470 | % | 385 | % | 266 | % | ||||
| Non-performing assets as a percentage of subsidiary assets | 0.12 | % | 0.26 | % | 0.19 | % | 0.27 | % | 0.47 | % | ||||
| Non-performing assets | $ | 32,742 | 67,691 | 35,433 | 37,437 | 56,750 | ||||||||
| Loans originated and acquired | $ | 8,039,623 | 8,551,419 | 7,934,881 | 4,607,536 | 4,301,678 | ||||||||
| Number of full time equivalent employees | 3,390 | 3,436 | 2,970 | 2,826 | 2,623 | |||||||||
| Number of locations | 221 | 224 | 193 | 181 | 167 |
______________________________
1 Non-interest expense before OREO expenses, core deposit intangibles amortization, goodwill impairment charges, and non-recurring expense items as a percentage of tax-equivalent net interest income and non-interest income, excluding gains or losses on sale of investments, OREO income, and non-recurring income items.
24
MANAGEMENT’S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
YEAR ENDED DECEMBER 31, 2022 COMPARED TO DECEMBER 31, 2021
Highlights and Overview
The Company ended the year at $26.635 billion in assets, which was a $695 million, or 3 percent, increase over the prior year and was driven by the increase in the loan portfolio that more than offset the decreases in the debt securities. Loan growth, excluding PPP loans, was $1.974 billion, or 15 percent, during 2022 with increases in all loan categories. The Company experienced core deposit growth during the first three quarters of 2022 with a decrease during the fourth quarter of 2022 as a result of an outflow of excess higher balance deposits previously received during COVID-19. Total core deposits of $20.575 billion, decreased $737 million, or 3 percent, over the prior year end. Non-interest bearing deposits were 37 percent of total core deposits at year end 2022 and 2021.
Stockholders’ equity decreased $334 million, or $3.04 per share, which was a direct result of the increase in unrealized loss on AFS debt securities which was driven by the increased interest rates during 2022. Outside of the unrealized loss component, earnings retention contributed $161.8 million to increased tangible stockholders’ equity. The Company increased its total regular quarterly dividends declared from $1.27 per share during 2021 to $1.32 per share in 2022.
The Company had record net income for the year of $303 million, which was an increase of $18.4 million, or 6 percent, over the prior year net income of $285 million. Diluted earnings per share for the year was $2.74, a decrease of 4 percent, from the 2021 diluted earnings per share of $2.86 which was impacted by the shares issued from the acquisition of Alta. The improvement in net income for 2022 was due to the Alta acquisition in late 2021, organic loan growth, and controlled operating expenses. This record net income was achieved even with the $43.0 million decrease in gain on sale of loans, the continuing pressure from the inflationary environment, increasing business costs, and historic rate increases during 2022. The Company's net interest margin for 2022 was 3.27 percent, a 15 basis points decrease from the net interest margin of 3.42 percent from 2021, which was primarily driven by the volatile interest rate environment and the increase in higher rate borrowings to fund earning assets.
Looking forward, the Company’s future performance will depend on many factors including economic conditions in the markets the Company serves, interest rate changes, increasing competition for deposits and loans, loan quality and growth, the impact and successful integration of acquisitions, and managing regulatory requirements.
25
Financial Highlights
| At or for the Years ended | |||||
|---|---|---|---|---|---|
| (Dollars in thousands, except per share and market data) | December 31, 2022 | December 31, 2021 | |||
| Operating results | |||||
| Net income | $ | 303,202 | 284,757 | ||
| Basic earnings per share | $ | 2.74 | 2.87 | ||
| Diluted earnings per share | $ | 2.74 | 2.86 | ||
| Dividends declared per share | $ | 1.32 | 1.37 | ||
| Market value per share | |||||
| Closing | $ | 49.42 | 56.70 | ||
| High | $ | 60.69 | 67.35 | ||
| Low | $ | 44.43 | 44.55 | ||
| Selected ratios and other data | |||||
| Number of common stock shares outstanding | 110,777,780 | 110,687,533 | |||
| Average outstanding shares - basic | 110,757,473 | 99,313,255 | |||
| Average outstanding shares - diluted | 110,827,933 | 99,398,250 | |||
| Return on average assets | 1.15 | % | 1.33 | % | |
| Return on average equity | 10.43 | % | 11.08 | % | |
| Efficiency ratio | 54.64 | % | 51.35 | % | |
| Dividend payout ratio | 48.18 | % | 47.74 | % | |
| Loan to deposit ratio | 74.05 | % | 63.24 | % | |
| Number of full time equivalent employees | 3,390 | 3,436 | |||
| Number of locations | 221 | 224 | |||
| Number of ATMs | 265 | 273 |
Recent Acquisitions
The Company completed the following acquisition during the last two years:
•Altabancorp and its wholly-owned subsidiary, Altabank
The business combination was accounted for using the acquisition method with the results of operations included in the Company’s consolidated financial statements as of the acquisition date. For additional information regarding acquisitions, see Note 23 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.” The following table discloses the fair value of selected classifications of assets and liabilities acquired:
| (Dollars in thousands) | Alta October 1, 2021 | |
|---|---|---|
| Total assets | $ | 4,131,662 |
| Cash and cash equivalents | 1,622,727 | |
| Debt securities | 6,658 | |
| Loans receivable | 1,902,321 | |
| Non-interest bearing deposits | 1,201,464 | |
| Interest bearing deposits | 2,072,355 |
26
Financial Condition Analysis
Assets
The following table summarizes the Company’s assets as of the dates indicated:
| (Dollars in thousands) | December 31, 2022 | December 31, 2021 | $ Change | % Change | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Cash and cash equivalents | $ | 401,995 | $ | 437,686 | $ | (35,691) | (8 | %) | ||||||
| Debt securities, available-for-sale | 5,307,307 | 9,170,849 | (3,863,542) | (42 | %) | |||||||||
| Debt securities, held-to-maturity | 3,715,052 | 1,199,164 | 2,515,888 | 210 | % | |||||||||
| Total debt securities | 9,022,359 | 10,370,013 | (1,347,654) | (13 | %) | |||||||||
| Loans receivable | ||||||||||||||
| Residential real estate | 1,446,008 | 1,051,883 | 394,125 | 37 | % | |||||||||
| Commercial real estate | 9,797,047 | 8,630,831 | 1,166,216 | 14 | % | |||||||||
| Other commercial | 2,799,668 | 2,664,190 | 135,478 | 5 | % | |||||||||
| Home equity | 822,232 | 736,288 | 85,944 | 12 | % | |||||||||
| Other consumer | 381,857 | 348,839 | 33,018 | 9 | % | |||||||||
| Loans receivable | 15,246,812 | 13,432,031 | 1,814,781 | 14 | % | |||||||||
| Allowance for credit losses | (182,283) | (172,665) | (9,618) | 6 | % | |||||||||
| Loans receivable, net | 15,064,529 | 13,259,366 | 1,805,163 | 14 | % | |||||||||
| Other assets | 2,146,492 | 1,873,580 | 272,912 | 15 | % | |||||||||
| Total assets | $ | 26,635,375 | $ | 25,940,645 | $ | 694,730 | 3 | % |
Total debt securities of $9.022 billion at December 31, 2022 decreased $1.348 billion, or 13 percent, from the prior year end. The Company continues to selectively sell debt securities to fund organic loan growth and the reduction in deposits. Debt securities represented 34 percent of total assets at December 31, 2022 compared to 40 percent at December 31, 2021.
Excluding the PPP loans, the loan portfolio increased $1.974 billion, or 15 percent, from the prior year with the largest dollar increase in commercial real estate loans which increased $1.166 billion, or 14 percent.
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Liabilities
The following table summarizes the Company’s liabilities as of the dates indicated:
| (Dollars in thousands) | December 31, 2022 | December 31, 2021 | $ Change | % Change | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Deposits | ||||||||||||||
| Non-interest bearing deposits | $ | 7,690,751 | $ | 7,779,288 | $ | (88,537) | (1 | %) | ||||||
| NOW and DDA accounts | 5,330,614 | 5,301,832 | 28,782 | 1 | % | |||||||||
| Savings accounts | 3,200,321 | 3,180,046 | 20,275 | 1 | % | |||||||||
| Money market deposit accounts | 3,472,281 | 4,014,128 | (541,847) | (13 | %) | |||||||||
| Certificate accounts | 880,589 | 1,036,077 | (155,488) | (15 | %) | |||||||||
| Core deposits, total | 20,574,556 | 21,311,371 | (736,815) | (3 | %) | |||||||||
| Wholesale deposits | 31,999 | 25,878 | 6,121 | 24 | % | |||||||||
| Deposits, total | 20,606,555 | 21,337,249 | (730,694) | (3 | %) | |||||||||
| Securities sold under agreements to repurchase | 945,916 | 1,020,794 | (74,878) | (7 | %) | |||||||||
| Federal Home Loan Bank advances | 1,800,000 | — | 1,800,000 | n/m | ||||||||||
| Other borrowed funds | 77,293 | 44,094 | 33,199 | 75 | % | |||||||||
| Subordinated debentures | 132,782 | 132,620 | 162 | — | % | |||||||||
| Other liabilities | 229,524 | 228,266 | 1,258 | 1 | % | |||||||||
| Total liabilities | $ | 23,792,070 | $ | 22,763,023 | $ | 1,029,047 | 5 | % |
________________________
n/m - not measurable
Core deposits of $20.575 billion decreased $737 million, or 3 percent, from the prior year end. Non-interest bearing deposits were 37 percent of total core deposits at December 31, 2022 and December 31, 2021.
Federal Home Loan Bank (“FHLB”) advances increased $1.800 billion during 2022 to support liquidity needs from organic loan growth and the decrease in deposits.
Stockholders’ Equity
The following table summarizes the stockholders’ equity balances as of the dates indicated:
| (Dollars in thousands, except per share data) | December 31, 2022 | December 31, 2021 | $ Change | % Change | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Common equity | $ | 3,312,097 | $ | 3,150,263 | $ | 161,834 | 5 | % | ||||||
| Accumulated other comprehensive (loss) income | (468,792) | 27,359 | (496,151) | (1,813 | %) | |||||||||
| Total stockholders’ equity | 2,843,305 | 3,177,622 | (334,317) | (11 | %) | |||||||||
| Goodwill and core deposit intangible, net | (1,026,994) | (1,037,652) | 10,658 | (1 | %) | |||||||||
| Tangible stockholders’ equity | $ | 1,816,311 | $ | 2,139,970 | $ | (323,659) | (15 | %) | ||||||
| Stockholders’ equity to total assets | 10.67 | % | 12.25 | % | (13 | %) | ||||||||
| Tangible stockholders’ equity to total tangible assets | 7.09 | % | 8.59 | % | (17 | %) | ||||||||
| Book value per common share | $ | 25.67 | $ | 28.71 | $ | (3.04) | (11 | %) | ||||||
| Tangible book value per common share | $ | 16.40 | $ | 19.33 | $ | (2.93) | (15 | %) |
Tangible stockholders’ equity decreased by $324 million from the prior year as a result of an increase in unrealized loss on the AFS debt securities which resulted from the significant increase in interest rates during the current year. Tangible book value per common share of $16.40 at the current year end decreased $2.93 per share, or 15 percent, from the prior year primarily as a result of the increase in the unrealized loss on AFS debt securities.
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Results of Operations
In this section, the Company’s results of operations are discussed for the year ended December 31, 2022 compared to the year ended December 31, 2021. For a discussion of the year ended December 31, 2021 compared to the year ended December 31, 2020, please refer to Part II, Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations" in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021.
Income Summary
The following table summarizes income for the time periods indicated:
| Years ended | $ Change | % Change | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2022 | December 31, 2021 | ||||||||||||
| Net interest income | ||||||||||||||
| Interest income | $ | 829,640 | $ | 681,074 | $ | 148,566 | 22 | % | ||||||
| Interest expense | 41,261 | 18,558 | 22,703 | 122 | % | |||||||||
| Total net interest income | 788,379 | 662,516 | 125,863 | 19 | % | |||||||||
| Non-interest income | ||||||||||||||
| Service charges and other fees | 72,124 | 59,317 | 12,807 | 22 | % | |||||||||
| Miscellaneous loan fees and charges | 15,350 | 12,038 | 3,312 | 28 | % | |||||||||
| Gain on sale of loans | 20,032 | 63,063 | (43,031) | (68 | %) | |||||||||
| Gain (loss) on sale of investments | 620 | (638) | 1,258 | (197 | %) | |||||||||
| Other income | 12,606 | 11,040 | 1,566 | 14 | % | |||||||||
| Total non-interest income | 120,732 | 144,820 | (24,088) | (17 | %) | |||||||||
| Total income | $ | 909,111 | $ | 807,336 | $ | 101,775 | 13 | % | ||||||
| Net interest margin (tax-equivalent) | 3.27 | % | 3.42 | % |
Net Interest Income
Net-interest income of $788 million for 2022 increased $126 million, or 19 percent, over 2021. Interest income of $830 million for the current year increased $149 million, or 22 percent, from the prior year and was primarily attributable to the acquisition of Alta and organic loan growth.
Interest expense of $41.3 million for 2022 increased $22.7 million, or 122 percent over the prior year and was the result of increased borrowings and higher interest rates. Core deposit cost (including non-interest bearing deposits) was 7 basis points for both 2022 and 2021. The total funding cost (including non-interest bearing deposits) for 2022 was 18 basis points, which increased 8 basis points compared to 10 basis points in 2021 driven by the increased borrowing rates and loan balances.
The net interest margin as a percentage of earning assets, on a tax-equivalent basis, during 2022 was 3.27 percent, a 15 basis points decrease from the net interest margin of 3.42 percent for the same period in the prior year. The core net interest margin, excluding discount accretion, the impact from non-accrual interest and the impact from the PPP loans, was 3.20 percent which was a 4 basis point decrease from the core margin of 3.24 percent in the prior year.
Non-interest Income
Non-interest income of $120.7 million for 2022 decreased $24.1 million, or 17 percent, over the same period last year and was principally due to the $43.0 million, or 68 percent, decrease in gain on sale of residential loans. Service charges and other fees of $72.1 million for 2022 increased $12.8 million, or 22 percent, from the prior year as a result of additional fees from increased customer accounts, transaction activity and the acquisition of Alta. Miscellaneous loan fees and charges increased $3.3 million, or 28 percent, primarily driven by increases in credit card interchange fees due to increased activity and the acquisition of Alta.
29
Non-interest Expense
The following table summarizes non-interest expense for the periods indicated:
| Years ended | $ Change | % Change | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2022 | December 31, 2021 | ||||||||||||
| Compensation and employee benefits | $ | 319,303 | $ | 270,644 | $ | 48,659 | 18 | % | ||||||
| Occupancy and equipment | 43,261 | 39,394 | 3,867 | 10 | % | |||||||||
| Advertising and promotions | 14,324 | 11,949 | 2,375 | 20 | % | |||||||||
| Data processing | 30,823 | 23,470 | 7,353 | 31 | % | |||||||||
| Other real estate owned and foreclosed assets | 77 | 236 | (159) | (67 | %) | |||||||||
| Regulatory assessments and insurance | 12,904 | 8,249 | 4,655 | 56 | % | |||||||||
| Core deposit intangibles amortization | 10,658 | 10,271 | 387 | 4 | % | |||||||||
| Other expenses | 87,518 | 70,609 | 16,909 | 24 | % | |||||||||
| Total non-interest expense | $ | 518,868 | $ | 434,822 | $ | 84,046 | 19 | % |
Total non-interest expense of $519 million for 2022 increased $84.0 million, or 19 percent, over the prior year and was primarily driven by the increased costs from the acquisition of Alta. Total estimated non-interest expense for the Altabank division in 2022 was $75.5 million, an increase of $56.7 million over prior year non-interest expense of $18.9 million as a result of the acquisition occurring in the fourth quarter of 2021. Excluding the increase from the Altabank division, compensation and employee benefits increased $22.0 million, or 8 percent, over the prior year which was driven by annual salary increases and a reduction in deferred compensation from loan originations which more than offset the decrease in commission expense resulting from the slowing of mortgage loan sales. Data processing expense of $30.8 million for 2022, increased $7.4 million, or 31 percent, and was driven by increases from the Altabank division and expenses associated with technology infrastructure improvements. Other expenses of $87.5 million for 2022 increased $16.9 million, or 24 percent, from the prior year which was driven by increased costs from the Altabank division, general operating cost increases, and increased fees to outside services associated with technology infrastructure improvements. Acquisition-related expenses were $10.0 million in the current year compared to $9.8 million in the prior year.
Provision for Credit Losses
The following table summarizes the provision for credit losses on the loan portfolio, net charge-offs and select ratios relating to the provision for credit losses on loans for the previous eight quarters:
| (Dollars in thousands) | Provision for Credit Losses on Loans | Net Charge-Offs (Recoveries) | ACL as a Percent of Loans | Accruing Loans 30-89 Days Past Due as a Percent of Loans | Non-Performing Assets to Total Sub-sidiary Assets | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Fourth quarter 2022 | $ | 6,060 | $ | 1,968 | 1.20 | % | 0.14 | % | 0.12 | % | ||||||
| Third quarter 2022 | 8,382 | 3,154 | 1.20 | % | 0.07 | % | 0.13 | % | ||||||||
| Second quarter 2022 | (1,353) | 1,843 | 1.20 | % | 0.12 | % | 0.16 | % | ||||||||
| First quarter 2022 | 4,344 | 850 | 1.28 | % | 0.12 | % | 0.24 | % | ||||||||
| Fourth quarter 2021 | 19,301 | 616 | 1.29 | % | 0.38 | % | 0.26 | % | ||||||||
| Third quarter 2021 | 2,313 | 152 | 1.36 | % | 0.23 | % | 0.24 | % | ||||||||
| Second quarter 2021 | (5,723) | (725) | 1.35 | % | 0.11 | % | 0.26 | % | ||||||||
| First quarter 2021 | 489 | 2,286 | 1.39 | % | 0.40 | % | 0.19 | % |
The provision for credit loss expense was $19.9 million for 2022, including provision for credit loss expense of $17.4 million on the loan portfolio and credit loss expense of $2.5 million on unfunded loan commitments. The prior year credit loss expense of $16.4 million on the loan portfolio included $18.1 million of provision for credit loss from the acquisition of Alta to fully fund an allowance for credit losses post-acquisition.
Excluding the impact from the acquisition of Alta, the provision for credit loss expense of $17.4 million on the loan portfolio in the current year increased $19.1 million over the prior year which was primarily attributable to organic loan growth during the current year. Net charge-offs during the current year were $7.8 million compared to $2.3 million during the prior year.
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Efficiency Ratio
The efficiency ratio was 54.64 percent for 2022 compared to 51.35 percent for last year. Excluding the impact from the PPP loans and acquisition related expenses, the efficiency ratio was 53.88 percent in 2022 compared to 53.07 percent in 2021.
ADDITIONAL MANAGEMENT’S DISCUSSION AND ANALYSIS
Investment Activity
The Company’s investment securities primarily consist of debt securities classified as either available-for-sale or held-to-maturity. Non-marketable equity securities consist of capital stock issued by the FHLB of Des Moines.
Debt Securities
Debt securities classified as available-for-sale are carried at estimated fair value and debt securities classified as held-to-maturity are carried at amortized cost. During the first quarter of the current year, the Company transferred $2.2 billion of available-for-sale securities with an unrealized net loss of $55.7 million into the held-to-maturity portfolio after determining it had the intent and ability to hold such securities until maturity. During the first quarter of 2021, the Company transferred $404 million of available-for-sale securities with an unrealized net gain of $3.8 million into the held-to-maturity portfolio after determining it had the intent and ability to hold such securities until maturity. The Company transferred an additional $440 million of available-for-sale securities with an unrealized net gain of $40.6 million into held-to-maturity portfolio during the second quarter of 2021. Unrealized gains or losses, net of tax, on available-for-sale debt securities are reflected as an adjustment to other comprehensive income. The Company’s debt securities are summarized below:
| December 31, 2022 | December 31, 2021 | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Carrying Amount | Percent | Carrying Amount | Percent | |||||||||
| Available-for-sale | |||||||||||||
| U.S. government and federal agency | $ | 444,727 | 5 | % | $ | 1,346,749 | 13 | % | |||||
| U.S. government sponsored enterprises | 287,364 | 3 | % | 240,693 | 2 | % | |||||||
| State and local governments | 132,993 | 1 | % | 488,858 | 5 | % | |||||||
| Corporate bonds | 26,109 | 1 | % | 180,752 | 2 | % | |||||||
| Residential mortgage-backed securities | 3,267,341 | 36 | % | 5,699,659 | 55 | % | |||||||
| Commercial mortgage-backed securities | 1,148,773 | 13 | % | 1,214,138 | 12 | % | |||||||
| Total available-for-sale | 5,307,307 | 59 | % | 9,170,849 | 89 | % | |||||||
| Held-to-maturity | |||||||||||||
| U.S. government and federal agency | 846,046 | 9 | % | — | — | % | |||||||
| State and local governments | 1,682,640 | 19 | % | 1,199,164 | 11 | % | |||||||
| Residential mortgage-backed securities | 1,186,366 | 13 | % | — | — | % | |||||||
| Total held-to-maturity | 3,715,052 | 41 | % | 1,199,164 | 11 | % | |||||||
| Total debt securities | $ | 9,022,359 | 100 | % | $ | 10,370,013 | 100 | % |
The Company’s debt securities are primarily comprised of state and local government securities and mortgage-backed securities. In 2022, the Company’s debt securities were primarily comprised of U.S. government and federal agency and mortgage-backed securities. State and local government securities are largely exempt from federal income tax and the Company’s federal statutory income tax rate of 21 percent is used in calculating the tax-equivalent yields on the tax-exempt securities. Mortgage-backed securities largely consists of short, weighted-average life U.S. agency guaranteed residential and commercial mortgage pass-through securities and to a lesser extent, short, weighted-average life U.S. agency guaranteed residential collateralized mortgage obligations. Combined, the mortgage-backed securities provide the Company with ongoing liquidity as scheduled and pre-paid principal is received on the securities.
State and local government securities carry different risks that are not as prevalent in other security types. The Company evaluates the investment grade quality of its securities in accordance with regulatory guidance. Investment grade securities are those where the issuer has an adequate capacity to meet the financial commitments under the security for the projected life of the investment. An issuer has an adequate capacity to meet financial commitments if the risk of default by the obligor is low and the full and timely payment of principal and interest are expected. In assessing credit risk, the Company may use credit ratings from Nationally Recognized Statistical Rating Organizations (“NRSRO”) entities such as S&P and Moody’s as support for the evaluation; however,
31
they are not solely relied upon. There have been no significant differences in the Company’s internal evaluation of the creditworthiness of any issuer when compared with the ratings assigned by the NRSROs.
The following table stratifies the state and local government securities by the associated NRSRO ratings. The highest issued rating was used to categorize the securities in the table for those securities where the NRSRO ratings were not at the same level.
| December 31, 2022 | December 31, 2021 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Amortized Cost | Fair Value | Amortized Cost | Fair Value | |||||||
| S&P: AAA / Moody’s: Aaa | $ | 456,074 | 395,371 | 422,413 | 432,651 | ||||||
| S&P: AA+, AA, AA- / Moody’s: Aa1, Aa2, Aa3 | 1,291,020 | 1,102,120 | 1,138,804 | 1,172,765 | |||||||
| S&P: A+, A, A- / Moody’s: A1, A2, A3 | 58,045 | 56,865 | 84,934 | 89,715 | |||||||
| S&P: BBB+, BBB, BBB- / Moody’s: Baa1, Baa2, Baa3 | — | — | 92 | 96 | |||||||
| Not rated by either entity | 14,534 | 14,089 | 14,335 | 14,514 | |||||||
| Total | $ | 1,819,673 | 1,568,445 | 1,660,578 | 1,709,741 |
State and local government securities largely consist of both taxable and tax-exempt general obligation and revenue bonds. The following table stratifies the state and local government securities by the associated security type.
| December 31, 2022 | December 31, 2021 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Amortized Cost | Fair Value | Amortized Cost | Fair Value | |||||||
| General obligation - unlimited | $ | 421,698 | 389,762 | 606,873 | 637,431 | ||||||
| General obligation - limited | 186,401 | 162,096 | 108,487 | 113,320 | |||||||
| Revenue | 1,171,971 | 981,486 | 929,166 | 941,894 | |||||||
| Certificate of participation | 36,864 | 32,464 | 12,316 | 13,254 | |||||||
| Other | 2,739 | 2,637 | 3,736 | 3,842 | |||||||
| Total | $ | 1,819,673 | 1,568,445 | 1,660,578 | 1,709,741 |
The following table outlines the five states in which the Company owns the highest concentrations of state and local government securities.
| December 31, 2022 | December 31, 2021 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Amortized Cost | Fair Value | Amortized Cost | Fair Value | |||||||
| New York | $ | 382,529 | 324,651 | 260,471 | 264,776 | ||||||
| California | 117,284 | 102,804 | 151,137 | 160,023 | |||||||
| Texas | 128,590 | 113,444 | 157,917 | 161,706 | |||||||
| Michigan | 89,372 | 82,649 | 134,903 | 139,704 | |||||||
| Washington | 103,106 | 92,411 | 115,834 | 119,806 | |||||||
| All other states | 998,792 | 852,486 | 840,316 | 863,726 | |||||||
| Total | $ | 1,819,673 | 1,568,445 | 1,660,578 | 1,709,741 |
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The following table presents the carrying amount and weighted-average yield of available-for-sale and held-to-maturity debt securities by contractual maturity at December 31, 2022. Weighted-average yields are based upon the amortized cost of securities and are calculated using the interest method which takes into consideration premium amortization, discount accretion and mortgage-backed securities’ prepayment provisions. Weighted-average yields on tax-exempt debt securities exclude the federal income tax benefit.
| One Year or Less | After One through Five Years | After Five through Ten Years | After Ten Years | Mortgage-Backed Securities 1 | Total | ||||||||||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Amount | Yield | Amount | Yield | Amount | Yield | Amount | Yield | Amount | Yield | Amount | Yield | |||||||||||||||||||||||||||||
| Available-for-sale | |||||||||||||||||||||||||||||||||||||||||
| U.S. government and federal agency | $ | — | — | % | $ | 428,119 | 1.07 | % | $ | 5,171 | 3.61 | % | $ | 11,437 | 4.04 | % | $ | — | — | % | $ | 444,727 | 1.17 | % | |||||||||||||||||
| U.S. government sponsored enterprises | — | — | % | 287,364 | 1.29 | % | — | — | % | — | — | % | — | — | % | 287,364 | 1.29 | % | |||||||||||||||||||||||
| State and local governments | 2,193 | 1.98 | % | 41,708 | 1.88 | % | 44,263 | 2.80 | % | 44,829 | 2.80 | % | — | — | % | 132,993 | 2.50 | % | |||||||||||||||||||||||
| Corporate bonds | — | — | % | 21,506 | 3.61 | % | 3,641 | 4.00 | % | 962 | 0.46 | % | — | — | % | 26,109 | 3.55 | % | |||||||||||||||||||||||
| Residential mortgage-backed securities | — | — | % | — | — | % | — | — | % | — | — | % | 3,267,341 | 1.20 | % | 3,267,341 | 1.20 | % | |||||||||||||||||||||||
| Commercial mortgage-backed securities | — | — | % | — | — | % | — | — | % | — | — | % | 1,148,773 | 2.56 | % | 1,148,773 | 2.56 | % | |||||||||||||||||||||||
| Total available-for-sale | 2,193 | 1.98 | % | 778,697 | 1.26 | % | 53,075 | 2.97 | % | 57,228 | 3.01 | % | 4,416,114 | 1.54 | % | 5,307,307 | 1.53 | % | |||||||||||||||||||||||
| Held-to-maturity | |||||||||||||||||||||||||||||||||||||||||
| U.S. government and federal agency | — | — | % | 620,842 | 1.15 | % | 225,204 | 1.25 | % | — | — | % | — | — | % | 846,046 | 1.18 | % | |||||||||||||||||||||||
| State and local governments | 2,845 | 2.47 | % | 37,604 | 2.44 | % | 184,005 | 3.12 | % | 1,458,186 | 2.94 | % | — | — | % | 1,682,640 | 2.95 | % | |||||||||||||||||||||||
| Residential mortgage-backed securities | — | — | % | — | — | % | — | — | % | — | — | % | 1,186,366 | 0.93 | % | 1,186,366 | 0.93 | % | |||||||||||||||||||||||
| Total held-to-maturity | 2,845 | 2.47 | % | 658,446 | 3.59 | % | 409,209 | 4.37 | % | 1,458,186 | 2.94 | % | 1,186,366 | 0.93 | % | 3,715,052 | 1.90 | % | |||||||||||||||||||||||
| Total debt securities | $ | 5,038 | 2.25 | % | $ | 1,437,143 | 1.24 | % | $ | 462,284 | 2.20 | % | $ | 1,515,414 | 2.94 | % | $ | 5,602,480 | 1.42 | % | $ | 9,022,359 | 1.67 | % |
______________________________
1 Mortgage-backed securities, which have prepayment provisions, are not assigned to maturity categories due to fluctuations in their prepayment speeds.
Based on an analysis of its available-for-sale debt securities with unrealized losses as of December 31, 2022, the Company determined their decline in value was unrelated to credit loss and was primarily the result of interest rate changes and market spreads subsequent to acquisition. The fair value of the debt securities is expected to recover as payments are received and the debt securities approach maturity. In addition, the Company determined an insignificant amount of credit losses is expected on the held-to-maturity debt securities portfolio; therefore, no ACL has been recognized at December 31, 2022.
For additional information on debt securities, see Notes 1 and 2 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
33
Lending Activity
The Company focuses its lending activities primarily on the following types of loans: 1) first-mortgage, conventional loans secured by residential properties, particularly single-family; 2) commercial lending, including agriculture and public entities; and 3) installment lending for consumer purposes (e.g., home equity, automobile, etc.). Supplemental information regarding the Company’s loan portfolio and credit quality based on regulatory classification is provided in the section captioned “Loans by Regulatory Classification” included in “Part I. Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.” The regulatory classification of loans is based primarily on the type of collateral for the loans. Loan information included in “Part I. Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations” is based on the Company’s loan segments, which are based on the purpose of the loan, unless otherwise noted as a regulatory classification. The following table summarizes the Company’s loan portfolio as of the dates indicated:
| December 31, 2022 | December 31, 2021 | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Amount | Percent | Amount | Percent | |||||||||
| Residential real estate | $ | 1,446,008 | 9 | % | $ | 1,051,883 | 8 | % | |||||
| Commercial real estate | 9,797,047 | 65 | % | 8,630,831 | 65 | % | |||||||
| Other commercial | 2,799,668 | 19 | % | 2,664,190 | 20 | % | |||||||
| Home equity | 822,232 | 5 | % | 736,288 | 6 | % | |||||||
| Other consumer | 381,857 | 3 | % | 348,839 | 2 | % | |||||||
| Loans receivable | 15,246,812 | 101 | % | 13,432,031 | 101 | % | |||||||
| ACL | (182,283) | (1 | %) | (172,665) | (1 | %) | |||||||
| Loans receivable, net | $ | 15,064,529 | 100 | % | $ | 13,259,366 | 100 | % |
The stated maturities or first repricing term (if applicable) for the loan portfolio at December 31, 2022 was as follows:
| (Dollars in thousands) | Residential Real Estate | Commercial | Consumer and Other | Total | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Variable rate maturing or repricing | |||||||||||
| In one year or less | $ | 150,454 | 2,802,966 | 441,659 | 3,395,079 | ||||||
| After one through five years | 452,887 | 4,294,961 | 380,424 | 5,128,272 | |||||||
| After five through fifteen years | 228,467 | 373,167 | 1,568 | 603,202 | |||||||
| Thereafter | — | — | — | — | |||||||
| Fixed rate maturing | |||||||||||
| In one year or less | 160,626 | 1,406,655 | 124,241 | 1,691,522 | |||||||
| After one through five years | 177,499 | 2,545,487 | 206,911 | 2,929,897 | |||||||
| After five through fifteen years | 270,253 | 1,071,576 | 5,626 | 1,347,455 | |||||||
| Thereafter | 5,822 | 101,903 | 43,660 | 151,385 | |||||||
| Total | $ | 1,446,008 | 12,596,715 | 1,204,089 | 15,246,812 |
Residential Real Estate Lending
The Company’s lending activities consist of the origination of both construction and permanent loans on residential real estate. The Company actively solicits residential real estate loan applications from real estate brokers, contractors, existing customers, customer referrals, and online applications. The Company’s lending policies generally limit the maximum loan-to-value ratio on residential mortgage loans to 80 percent of the lesser of the appraised value or purchase price. Policies allow for higher loan-to-values with appropriate risk mitigation such as documented compensating factors, credit enhancement, etc. For loans held for sale, the Company complies with each investor’s loan-to-value guidelines. The Company also provides interim construction financing for single-family dwellings. These loans are supported by a term take-out commitment that may be subject to certain contingencies.
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Consumer Land or Lot Loans
The Company originates land and lot acquisition loans to borrowers who intend to construct their primary residence on the respective land or lot. These loans are generally for a term of three to five years and are secured by the developed land or lot with the loan-to-value limited to the lesser of 75 percent of the appraised value or 75 percent of the cost.
Unimproved Land and Land Development Loans
Although the Company has originated very few unimproved land and land development loans since the economic downturn in 2008, the Company may originate such loans on properties intended for residential and commercial use where real estate market conditions have improved. These loans are typically made for a term of 18 months to two years and are secured by the developed property with a loan-to-value not to exceed the lesser of 75 percent of cost or 65 percent of the appraised discounted bulk sale value upon completion of the improvements. The projects under development are inspected on a regular basis and advances are made on a percentage-of-completion basis. The loans are made to borrowers with real estate development experience and appropriate financial strength. Generally, the Company requires that a certain percentage of the development be pre-sold or that construction and term take-out commitments are in place prior to funding the loan. Loans made on unimproved land are generally made for a term of five to ten years with a loan-to-value not to exceed the lesser of 50 percent of appraised value or 50 percent of cost.
Residential Builder Guidance Lines
The Company provides Builder Guidance Lines that are comprised of pre-sold and spec-home construction and lot acquisition loans. The spec-home construction and lot acquisition loans are limited to a specific number and maximum amount. Generally, the individual loans will not exceed a one year maturity. The homes under construction are inspected on a regular basis and advances made on a percentage-of-completion basis.
Construction Loans
During the construction loan term, all construction loan collateral properties are inspected at least monthly, or more frequently as needed, until completion. Draws on construction loans are predicated upon the results of the inspection and advanced based upon a percentage-of-completion basis versus original budget percentages. When construction loans become non-performing and the associated project is not complete, the Company on a case-by-case basis makes the decision to advance additional funds or to initiate collection/foreclosure proceedings. Such decision includes obtaining “as-is” and “at completion” appraisals for consideration of potential increases or decreases in the collateral’s value. The Company also considers the increased costs of monitoring progress to completion, and the related collection/holding period costs should collateral ownership be transferred to the Company.
Commercial Real Estate Loans
Loans are made to purchase, construct and finance commercial real estate properties. These loans are generally made to borrowers who will own and occupy the property, but may include loans to finance investment or income properties. Commercial real estate loans generally have a loan-to-value up to the lesser of 75 percent of the appraised value or 75 percent of the cost and require a minimum 1.2 times debt service coverage margin.
Agricultural Lending
Agricultural lending is conducted on a conservative basis and consists of operating credits, term real estate loans for the acquisition or refinance of agricultural real estate or equipment, and term livestock loans for the acquisition or refinance of livestock. Loan-to-value on equipment, livestock and agricultural real estate is generally limited to 75 percent.
PPP Loans
A PPP loan is a small business loan designed to assist qualifying businesses in keeping workers on the payroll during the Covid-19 pandemic. The program commenced on April 3, 2020 with June 30, 2020 (subsequently changed to August 8, 2020) as the last day to apply for and receive a PPP loan for the first round. As originally enacted, each PPP loan is 100% guaranteed by the SBA, has a 1% interest rate, 2-year maturity and 6-month payment deferral period starting from the loan disbursement date. The PPP program was further amended as of June 5, 2020 under the Paycheck Protection Program Flexibility Act with the primary changes to extend the period of qualifying expenditures from 8 weeks to 24 weeks, reduce the required use of funds for payroll expenses from 75% to 60%, change the deferral date from 6 months to the date of forgiveness, and extend the maturity from 2 years to 5 years for loans originated after the June 5, 2020 enactment date. A second round of the program opened up January 11, 2021, and ran through May 31, 2021.
Home Equity Loans
Home equity lines of credit are generally originated with maturity terms of 15 years. At origination, borrowers can choose a variable interest rate that changes quarterly, or after the first 3 or 5 years from the origination date. The draw period for home equity lines of credit usually exists from origination to maturity. During the draw period, the Company has home equity lines of credit where the borrowers pay interest only and home equity lines of credit where borrowers pay principal and interest.
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Consumer Lending
The majority of consumer loans are secured by real estate, automobiles, or other assets. The Company intends to continue making such loans because of their short-term nature, generally between three months and five years. Moreover, interest rates on consumer loans are generally higher than on residential mortgage loans.
States and Political Subdivisions Lending
The Company lends directly to state and local political subdivisions. The loans are typically secured by the full faith and credit of the municipality or a specific revenue stream such as water or sewer fees. In general, state and local political subdivision loans carry a low risk of default and offer other complementary business opportunities such as deposits and cash management. The loans are generally long-term in nature and interest on many of these loans is tax-exempt for federal income tax purposes.
Credit Risk Management
The Company is committed to a conservative management of the credit risk within the loan portfolio, including the early recognition of problem loans. The Company’s credit risk management includes stringent credit policies, individual loan approval limits, limits on concentrations of credit, and committee approval of larger loan requests. Management practices also include regular internal and external credit examinations, identification and review of individual loans and leases experiencing deterioration of credit quality, procedures for the collection of non-performing assets, quarterly monitoring of the loan portfolio, semi-annual review of loans by industry, and periodic stress testing of the loans secured by real estate. Federal and state regulatory safety and soundness examinations are conducted annually.
The Company’s loan policy and credit administration practices establish standards and limits for all extensions of credit that are secured by interests in or liens on real estate, or made for the purpose of financing the construction of real property or other improvements. Ongoing monitoring and review of the loan portfolio is based on current information, including: the borrowers’ and guarantors’ creditworthiness, value of the real estate and other collateral, the project’s performance against projections, and monthly inspections by Company employees or external parties until the real estate project is complete.
Monitoring of the junior lien and home equity lines of credit portfolios includes evaluating payment delinquency, collateral values, bankruptcy notices and foreclosure filings. Additionally, the Company places junior lien mortgages and junior lien home equity lines of credit on non-accrual status when there is evidence that the associated senior lien is 90 days past due or is in the process of foreclosure, regardless of the junior lien delinquency status.
Loan Approval Limits
Individual loan approval limits have been established for each lender based on the loan types and experience of the individual. There are four additional loan approval levels: 1) the Bank divisions’ Officer Loan Committees, consisting of senior lenders and members of senior management; 2) the Bank divisions’ advisory boards; 3) the Bank’s Executive Loan Committee, consisting of the Bank divisions’ senior loan officers and the Company’s Chief Credit Administrator; and 4) the Bank’s Board of Directors. Under banking laws, loans-to-one-borrower and related entities are limited to a prescribed percentage of the unimpaired capital and surplus of the Bank.
Interest Reserves
Interest reserves are used to periodically advance loan funds to pay interest charges on the outstanding balance of the related loan. As with any extension of credit, the decision to establish a loan-funded interest reserve upon origination of construction loans, including residential construction and land, lot and other construction loans, is based on prudent underwriting, including the feasibility of the project, expected cash flow, creditworthiness of the borrower and guarantors, and the protection provided by the real estate and other underlying collateral. Interest reserves provide an effective means for addressing the cash flow characteristics of construction loans. In response to the downturn in the housing market and potential impact upon construction lending, the Company discourages the creation or continued use of interest reserves.
Interest reserves are advanced provided the related construction loan is performing as expected. Loans with interest reserves may be extended, renewed or restructured only when the related loan continues to perform as expected and meets the prudent underwriting standards identified above. Such renewals, extension or restructuring are not permitted in order to keep the related loan current.
In monitoring the performance and credit quality of a construction loan, the Company assesses the adequacy of any remaining interest reserve, and whether the use of an interest reserve remains appropriate in the presence of emerging weakness and associated risks in the construction loan.
The ongoing accrual and recognition of uncollected interest as income continues only when facts and circumstances continue to reasonably support the contractual payment of principal or interest. Loans are typically designated as non-accrual when the collection
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of the contractual principal or interest is unlikely and has remained unpaid for ninety days or more. For such loans, the accrual of interest and its capitalization into the loan balance will be discontinued.
The Company had $554 million and $374 million of loans with remaining interest reserves of $27.7 million and $17.6 million as of December 31, 2022 and 2021, respectively. During 2022 and 2021, the Company extended, renewed or restructured 5 loans and 3 loans, respectively, with interest reserves. Such loans had an aggregate outstanding principal balance of $16.2 million and $3.7 million as of December 31, 2022 and 2021, respectively. As of December 31, 2022, the Company had no construction loans with interest reserves that are currently non-performing or which are potential problem loans.
Loan Purchases, Sales, and Servicing
Fixed rate, long-term mortgage loans are generally sold in the secondary market. The Company is active in the secondary market, primarily through the origination of conventional, Rural Development, Federal Housing Administration and Department of Veterans Affairs residential mortgages. The sale of loans in the secondary mortgage market reduces the Company’s risk of holding long-term, fixed rate loans during periods of rising interest rates. In connection with conventional loan sales, the Company typically sells the majority of mortgage loans originated with servicing released. In certain circumstances, the Company strategically retains servicing and in the current year has been more active in retaining the servicing. For the loans that are sold with servicing retained, the Company records a servicing right asset that is subsequently amortized over the life of the loan. The servicing assets are also evaluated for impairment based on the fair value of the servicing asset compared to the carrying value.
The Company has also been very active in generating commercial SBA loans, and other commercial loans, with a portion of those loans sold to investors. The Company has not originated any type of subprime mortgages, either for the loan portfolio or for sale to investors. In addition, the Company has not purchased debt securities collateralized with subprime mortgages. The Company does not actively purchase loans from other financial institutions, and substantially all of the Company’s loans receivable are with customers in the Company’s geographic market areas.
Loan Origination and Other Fees
In addition to interest earned on loans, the Company receives fees for originating loans. Loan fees generally are a percentage of the principal amount of the loan and are charged to the borrower, and are normally deducted from the proceeds of the loan. Loan origination fees are generally 1.0 to 1.5 percent on residential mortgages and 0.5 to 1.5 percent on commercial loans, excluding PPP loans. Consumer loans generally require a fixed fee amount. The Company also receives other fees and charges relating to existing loans, which include charges and fees collected in connection with loan modifications.
As enticement to financial institutions to administer the program, the SBA reimburses PPP lenders for processing a PPP loan via loan fees. The fee structure changed as the PPP developed with the following reflecting the fee structure for each program:
Original Program Commencing on April 3, 2020 (round one):
•5% for loans of not more than $350,000.
•3% for loans of more than $350,000 and less than $2 million.
•1% for loans of $2 million up to a maximum loan of $10 million that were available under the original PPP.
New program commencing on January 11, 2021 for new borrowers (round two):
•50% with maximum of $2,500 for loans up to $50,000.
•5% for loans of more than $50,000 and less than $350,000.
•3% for loans of more than $350,000 and less than $2 million.
•1% for loans of $2 million up to a maximum loan of $10 million.
New program commencing on January 11, 2021 for existing borrowers (round two):
•50% with maximum of $2,500 for loans up to $50,000.
•5% for loans of more than $50,000 and less than $350,000.
•3% for loans of $350,000 up to a maximum loan of $2 million.
Appraisal and Evaluation Process
The Company’s loan policy and credit administration practices have adopted and implemented the applicable legal and regulatory requirements, which establishes criteria for obtaining appraisals or evaluations (new or updated), including transactions that are otherwise exempt from the appraisal requirements.
Each of the Bank divisions monitor conditions, including supply and demand factors, in the real estate markets served so they can react quickly to changing market conditions to mitigate potential losses from specific credit exposures within the loan portfolio. Evidence of the following real estate market conditions and trends is obtained from lending personnel and third party sources:
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•demographic indicators, including employment and population trends;
•foreclosures, vacancy, construction and absorption rates;
•property sales prices, rental rates, and lease terms;
•current tax assessments;
•economic indicators, including trends within the lending areas; and
•valuation trends, including discount and capitalization rates.
Third party information sources include federal, state, and local governments and agencies thereof, private sector economic data vendors, real estate brokers, licensed agents, sales, rental and foreclosure data tracking services.
The time between ordering an appraisal or evaluation and receipt from third party vendors is typically two to six weeks for residential property depending on geographic market and four to six weeks for non-residential property. For real estate properties that are of highly specialized or limited use, significantly complex or large, additional time beyond the typical times may be required for new appraisals or evaluations (new or updated).
As part of the Company’s credit administration and portfolio monitoring practices, the Company’s regular internal and external credit examinations review a significant number of individual loan files. Appraisals and evaluations (new or updated) are reviewed to determine whether the timeliness, methods, assumptions, and findings are reasonable and in compliance with the Company’s loan policy and credit administration practices. Such reviews include the adequacy of the steps taken by the Company to ensure that the individuals who perform appraisals and evaluations (new or updated) are appropriately qualified and are not subject to conflicts of interest. If there are any deficiencies noted in the reviews, they are reported to Bank management and prompt corrective action is taken.
Non-performing Assets
The following table summarizes information regarding non-performing assets at the dates indicated:
| At or for the Years ended | ||||||||
|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2022 | December 31, 2021 | December 31, 2020 | |||||
| Other real estate owned and foreclosed assets | $ | 32 | 18 | 1,744 | ||||
| Accruing loans 90 days or more past due | 1,559 | 17,141 | 1,725 | |||||
| Non-accrual loans | 31,151 | 50,532 | 31,964 | |||||
| Total non-performing assets | $ | 32,742 | 67,691 | 35,433 | ||||
| Non-performing assets as a percentage of subsidiary assets | 0.12 | % | 0.26 | % | 0.19 | % | ||
| ACL as a percentage of non-performing loans | 557 | % | 255 | % | 470 | % | ||
| Accruing loans 30-89 days past due | $ | 20,967 | 50,566 | 22,721 | ||||
| Accruing troubled debt restructurings | $ | 35,220 | 34,591 | 42,003 | ||||
| Non-accrual troubled debt restructurings | $ | 2,355 | 2,627 | 3,507 | ||||
| U.S. government guarantees included in non-performing assets | $ | 2,312 | 4,028 | 3,011 | ||||
| Interest income 1 | $ | 1,450 | 2,422 | 1,545 |
______________________________
1Amounts represent estimated interest income that would have been recognized on loans accounted for on a non-accrual basis as of the end of each period had such loans performed pursuant to contractual terms.
Non-performing assets of $32.7 million at December 31, 2022 decreased $34.9 million, or 52 percent, over prior year end. Non-performing assets as a percentage of subsidiary assets at December 31, 2022 was 0.12 percent compared to 0.26 percent in the prior year end.
Most of the Company’s non-performing assets are secured by real estate, and based on the most current information available to management, including updated appraisals or evaluations (new or updated), the Company believes the value of the underlying real estate collateral is adequate to minimize significant charge-offs or losses to the Company. Through pro-active credit administration,
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the Company works closely with its borrowers to seek favorable resolution to the extent possible, thereby attempting to minimize net charge-offs or losses to the Company. With very limited exceptions, the Company does not disburse additional funds on non-performing loans. Instead, the Company proceeds to collection and foreclosure actions in order to reduce the Company’s exposure to loss on such loans.
For additional information on accounting policies relating to non-performing assets, see Note 1 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
Restructured Loans
A restructured loan is considered 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. Each restructured debt is separately negotiated with the borrower and includes terms and conditions that reflect the borrower’s prospective ability to service their obligations as modified. The Company discourages the use of the multiple loan strategy when restructuring loans regardless of whether or not the loans are designated as TDRs. The Company had TDR loans of $37.6 million and $37.2 million at December 31, 2022 and 2021, respectively.
Other Real Estate Owned and Foreclosed Assets
The book value of loans prior to the acquisition of collateral and transfer of the loans into other real estate owned (“OREO”) and other foreclosed assets during 2022 was $1.3 million. The fair value of the loan collateral acquired in foreclosure during 2022 was $0.9 million. The following table sets forth the changes in OREO for the periods indicated:
| Years ended | |||||
|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2022 | December 31, 2021 | |||
| Balance at beginning of period | $ | 18 | 1,744 | ||
| Additions | 907 | 1,482 | |||
| Write-downs | — | (120) | |||
| Sales | (893) | (3,088) | |||
| Balance at end of period | $ | 32 | 18 |
Allowance for Credit Losses - Loans Receivable
The following table summarizes the allocation of the ACL as of the dates indicated:
| December 31, 2022 | December 31, 2021 | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | ACL | Percent of Loans in Category | ACL | Percent of Loans in Category | |||||||||
| Residential real estate | $ | 19,683 | 10 | % | $ | 16,458 | 8 | % | |||||
| Commercial real estate | 125,816 | 65 | % | 117,901 | 64 | % | |||||||
| Other commercial | 21,454 | 18 | % | 24,703 | 20 | % | |||||||
| Home equity | 10,759 | 5 | % | 8,566 | 5 | % | |||||||
| Other consumer | 4,571 | 2 | % | 5,037 | 3 | % | |||||||
| Total | $ | 182,283 | 100 | % | $ | 172,665 | 100 | % |
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The following table summarizes the ACL experience for the periods indicated:
| At or for the Years ended | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2022 | % of Average Loans | December 31, 2021 | % of Average Loans | December 31, 2020 | % of Average Loans | |||||||||||
| Balance at beginning of period | $ | 172,665 | 158,243 | 124,490 | |||||||||||||
| Impact of adopting CECL | — | — | 3,720 | ||||||||||||||
| Acquisitions | — | 371 | 49 | ||||||||||||||
| Provision for credit losses | 17,433 | 16,380 | 37,637 | ||||||||||||||
| Net (charge-offs) recoveries | |||||||||||||||||
| Residential real estate | 63 | — | % | 337 | 0.04 | % | 40 | — | % | ||||||||
| Commercial real estate | 684 | 0.01 | % | 1,597 | 0.02 | % | (2,403) | (0.04) | % | ||||||||
| Other commercial | (2,545) | (0.10) | % | (1,048) | (0.04) | % | (3,049) | (0.10) | % | ||||||||
| Home equity | 250 | 0.03 | % | 198 | 0.03 | % | (128) | (0.02) | % | ||||||||
| Other consumer | (6,267) | (1.70) | % | (3,413) | (1.03) | % | (2,113) | (0.69) | % | ||||||||
| Net Charge-offs | (7,815) | (0.05) | % | (2,329) | (0.02) | % | (7,653) | (0.07) | % | ||||||||
| Balance at end of period | $ | 182,283 | $ | 172,665 | $ | 158,243 | |||||||||||
| ACL as a percentage of total loans | 1.20 | % | 1.29 | % | 1.42 | % | |||||||||||
| Non-accrual loans as a percentage of total loans | 0.20 | % | 0.38 | % | 0.29 | % | |||||||||||
| ACL as a percentage of non-accrual loans | 585.16 | % | 341.69 | % | 495.07 | % |
The ACL as a percentage of total loans outstanding at December 31 2022 was 1.20 percent which was a 9 basis points decrease from the prior year end. The Company’s ACL of $182 million is considered by management to be adequate to absorb the estimated credit losses from any segment of its loan portfolio based upon managements’ best estimate of current expected credit losses within the existing portfolio of loans. Should any of the factors considered by management in making this estimate change, the Company’s estimate of current expected credit losses could also change, which could affect the level of future provision of credit losses related to loans. For the periods ended December 31, 2022 and 2021, the Company believes the ACL is commensurate with the risk in the Company’s loan portfolio and is directionally consistent with the change in the quality of the Company’s loan portfolio. During 2022, provision for credit losses exceeded the charge-offs, net of recoveries, by $9.6 million. During the same period in 2021, the charge-offs, net of recoveries, exceeded provision for credit losses by $14.1 million.
At the end of each quarter, the Company analyzes its loan portfolio and maintains an ACL at a level that is appropriate and determined in accordance with accounting principles generally accepted in the United States of America (“GAAP”). Determining the adequacy of the ACL involves a high degree of judgment and is inevitably imprecise as the risk of loss is difficult to quantify. The ACL methodology is designed to reasonably estimate the probable credit losses within the Company’s loan portfolio. Accordingly, the ACL is maintained within a range of estimated losses. The determination of the ACL on loans, including credit loss expense and net charge-offs, is a critical accounting estimate that involves management’s judgments about the loan portfolio that impact credit losses, including the credit risk inherent in the loan portfolio, economic forecasts nationally and in the local markets in which the Company operates, trends and changes in collateral values, delinquencies, non-performing assets, net charge-offs, credit-related policies and personnel, and other environmental factors.
In determining the allowance, the loan portfolio is separated into pools of loans that share similar risk characteristics which are the Company’s loan segments. The Company then derives estimated loss assumptions from its model by loan segment which is further segregated by the credit quality indicators. The loss assumptions are then applied to each segment of loan to estimate the ACL on the pooled loans. For any loans that do not share similar risk characteristics, the estimated credit losses are determined on an individual loan basis and such loans primarily consist of non-accrual loans. An estimated credit loss is recorded on individually reviewed loans when the fair value of a collateral-dependent loan or the present value of the loan’s expected future cash flows (discounted at the loans original effective interest rate) is less than the amortized cost of the loan.
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The Company provides commercial banking services to individuals, small to medium-sized businesses, community organizations and public entities from 221 locations, including 187 branches, across Montana, Idaho, Utah, Washington, Wyoming, Colorado, Arizona and Nevada. The states in which the Company operates have diverse economies and markets that are tied to commodities (crops, livestock, minerals, oil and natural gas), tourism, real estate and land development and an assortment of industries, both manufacturing and service-related. Thus, the changes in the global, national, and local economies are not uniform across the Company’s geographic locations. The geographic dispersion of these market areas helps to mitigate the risk of credit loss. The Company’s model of seventeen bank divisions with separate management teams is also a significant benefit in mitigating and managing the Company’s credit risk. This model provides substantial local oversight to the lending and credit management function and requires multiple reviews of larger loans before credit is extended.
The primary responsibility for credit risk assessment and identification of problem loans rests with the loan officer of the account. This continuous process of identifying non-performing loans is necessary to support management’s evaluation of the ACL adequacy. An independent loan review function verifying credit risk ratings evaluates the loan officer and management’s evaluation of the loan portfolio credit quality. The ACL evaluation is well documented and approved by the Company’s Board. In addition, the policy and procedures for determining the balance of the ACL are reviewed annually by the Company’s Board, the internal audit department, independent credit reviewers and state and federal bank regulatory agencies.
Although the Company continues to actively monitor economic trends and regulatory developments, no assurance can be given that the Company will not, in any particular period, sustain losses that are significant relative to the ACL amount, or that subsequent evaluations of the loan portfolio applying management’s judgment about then current factors will not require significant changes in the ACL. Under such circumstances, additional credit loss expense could result.
For additional information regarding the ACL, its relation to credit loss expense and risk related to asset quality, see Note 3 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
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Loans by Regulatory Classification
Supplemental information regarding identification of the Company’s loan portfolio and credit quality based on regulatory classification is provided in the following tables. The regulatory classification of loans is based primarily on the type of collateral for the loans. There may be differences when compared to loan tables and loan amounts appearing elsewhere which reflect the Company’s internal loan segments which are based on the purpose of the loan.
The following table summarizes the Company’s loan portfolio by regulatory classification:
| (Dollars in thousands) | December 31, 2022 | December 31, 2021 | $ Change | % Change | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Custom and owner occupied construction | $ | 298,461 | $ | 263,758 | $ | 34,703 | 13 | % | ||||||
| Pre-sold and spec construction | 297,895 | 257,568 | 40,327 | 16 | % | |||||||||
| Total residential construction | 596,356 | 521,326 | 75,030 | 14 | % | |||||||||
| Land development | 219,842 | 185,200 | 34,642 | 19 | % | |||||||||
| Consumer land or lots | 206,604 | 173,305 | 33,299 | 19 | % | |||||||||
| Unimproved land | 104,662 | 81,064 | 23,598 | 29 | % | |||||||||
| Developed lots for operative builders | 60,987 | 41,840 | 19,147 | 46 | % | |||||||||
| Commercial lots | 93,952 | 99,418 | (5,466) | (5 | %) | |||||||||
| Other construction | 938,406 | 762,970 | 175,436 | 23 | % | |||||||||
| Total land, lot, and other construction | 1,624,453 | 1,343,797 | 280,656 | 21 | % | |||||||||
| Owner occupied | 2,833,469 | 2,645,841 | 187,628 | 7 | % | |||||||||
| Non-owner occupied | 3,531,673 | 3,056,658 | 475,015 | 16 | % | |||||||||
| Total commercial real estate | 6,365,142 | 5,702,499 | 662,643 | 12 | % | |||||||||
| Commercial and industrial | 1,377,888 | 1,463,022 | (85,134) | (6 | %) | |||||||||
| Agriculture | 735,553 | 751,185 | (15,632) | (2 | %) | |||||||||
| 1st lien | 1,808,502 | 1,393,267 | 415,235 | 30 | % | |||||||||
| Junior lien | 40,445 | 34,830 | 5,615 | 16 | % | |||||||||
| Total 1-4 family | 1,848,947 | 1,428,097 | 420,850 | 29 | % | |||||||||
| Multifamily residential | 622,185 | 545,001 | 77,184 | 14 | % | |||||||||
| Home equity lines of credit | 872,899 | 761,990 | 110,909 | 15 | % | |||||||||
| Other consumer | 220,035 | 207,513 | 12,522 | 6 | % | |||||||||
| Total consumer | 1,092,934 | 969,503 | 123,431 | 13 | % | |||||||||
| States and political subdivisions | 797,656 | 615,251 | 182,405 | 30 | % | |||||||||
| Other | 198,012 | 153,147 | 44,865 | 29 | % | |||||||||
| Total loans receivable, including loans held for sale | 15,259,126 | 13,492,828 | 1,766,298 | 13 | % | |||||||||
| Less loans held for sale 1 | (12,314) | (60,797) | 48,483 | (80 | %) | |||||||||
| Total loans receivable | $ | 15,246,812 | $ | 13,432,031 | $ | 1,814,781 | 14 | % |
______________________________
1 Loans held for sale are primarily 1st lien 1-4 family loans.
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The following table summarizes the Company’s non-performing assets by regulatory classification:
| Non-performing Assets, by Loan Type | Non- Accrual Loans | Accruing Loans 90 Days or More Past Due | OREO | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2022 | December 31, 2021 | December 31, 2022 | December 31, 2022 | December 31, 2022 | |||||||||
| Custom and owner occupied construction | $ | 224 | 237 | 224 | — | — | ||||||||
| Pre-sold and spec construction | 389 | — | 389 | — | — | |||||||||
| Total residential construction | 613 | 237 | 613 | — | — | |||||||||
| Land development | 138 | 250 | 138 | — | — | |||||||||
| Consumer land or lots | 278 | 309 | 145 | 133 | — | |||||||||
| Unimproved land | 78 | 124 | 78 | — | — | |||||||||
| Developed lots for operative builders | 251 | — | 251 | — | — | |||||||||
| Other construction | 12,884 | 12,884 | 12,884 | — | — | |||||||||
| Total land, lot and other construction | 13,629 | 13,567 | 13,496 | 133 | — | |||||||||
| Owner occupied | 2,076 | 3,918 | 1,763 | 313 | — | |||||||||
| Non-owner occupied | 805 | 6,063 | 805 | — | — | |||||||||
| Total commercial real estate | 2,881 | 9,981 | 2,568 | 313 | — | |||||||||
| Commercial and industrial | 3,326 | 3,066 | 2,760 | 542 | 24 | |||||||||
| Agriculture | 2,574 | 29,151 | 2,574 | — | — | |||||||||
| 1st lien | 2,678 | 2,870 | 2,444 | 234 | — | |||||||||
| Junior lien | 166 | 136 | 159 | 7 | — | |||||||||
| Total 1-4 family | 2,844 | 3,006 | 2,603 | 241 | — | |||||||||
| Multifamily residential | 4,535 | 6,548 | 4,535 | — | — | |||||||||
| Home equity lines of credit | 1,393 | 1,563 | 1,255 | 138 | — | |||||||||
| Other consumer | 911 | 460 | 747 | 156 | 8 | |||||||||
| Total consumer | 2,304 | 2,023 | 2,002 | 294 | 8 | |||||||||
| Other | 36 | 112 | — | 36 | — | |||||||||
| Total | $ | 32,742 | 67,691 | 31,151 | 1,559 | 32 |
43
The following table summarizes the Company’s accruing loans 30-89 days past due by regulatory classification:
| Accruing 30-89 Days Delinquent Loans, by Loan Type | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2022 | December 31, 2021 | $ Change | % Change | ||||||||||
| Custom and owner occupied construction | $ | 1,082 | $ | 1,243 | $ | (161) | (13 | %) | ||||||
| Pre-sold and spec construction | 1,712 | 443 | 1,269 | 286 | % | |||||||||
| Total residential construction | 2,794 | 1,686 | 1,108 | 66 | % | |||||||||
| Consumer land or lots | 442 | 149 | 293 | 197 | % | |||||||||
| Unimproved land | 120 | 305 | (185) | (61 | %) | |||||||||
| Developed lots for operative builders | 958 | — | 958 | n/m | ||||||||||
| Commercial lots | 47 | — | 47 | n/m | ||||||||||
| Other construction | 209 | 30,788 | (30,579) | (99 | %) | |||||||||
| Total land, lot and other construction | 1,776 | 31,242 | (29,466) | (94 | %) | |||||||||
| Owner occupied | 3,478 | 1,739 | 1,739 | 100 | % | |||||||||
| Non-owner occupied | 496 | 1,558 | (1,062) | (68 | %) | |||||||||
| Total commercial real estate | 3,974 | 3,297 | 677 | 21 | % | |||||||||
| Commercial and industrial | 3,439 | 4,732 | (1,293) | (27 | %) | |||||||||
| Agriculture | 1,367 | 459 | 908 | 198 | % | |||||||||
| 1st lien | 2,174 | 2,197 | (23) | (1 | %) | |||||||||
| Junior lien | 190 | 87 | 103 | 118 | % | |||||||||
| Total 1-4 family | 2,364 | 2,284 | 80 | 4 | % | |||||||||
| Multifamily residential | 492 | — | 492 | n/m | ||||||||||
| Home equity lines of credit | 1,182 | 1,994 | (812) | (41 | %) | |||||||||
| Other consumer | 1,824 | 1,681 | 143 | 9 | % | |||||||||
| Total consumer | 3,006 | 3,675 | (669) | (18 | %) | |||||||||
| States and political subdivisions | 28 | 1,733 | (1,705) | (98 | %) | |||||||||
| Other | 1,727 | 1,458 | 269 | 18 | % | |||||||||
| Total | $ | 20,967 | $ | 50,566 | $ | (29,599) | (59 | %) |
_________________
n/m - not measurable
44
The following table summarizes the Company’s charge-offs and recoveries by regulatory classification:
| Net Charge-Offs (Recoveries), Years ended, By Loan Type | Charge-Offs | Recoveries | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2022 | December 31, 2021 | December 31, 2022 | December 31, 2022 | |||||||
| Custom and owner occupied construction | $ | 17 | — | 17 | — | ||||||
| Pre-sold and spec construction | (15) | (15) | — | 15 | |||||||
| Total residential construction | 2 | (15) | 17 | 15 | |||||||
| Land development | (34) | (233) | — | 34 | |||||||
| Consumer land or lots | (46) | (165) | — | 46 | |||||||
| Unimproved land | — | (241) | — | — | |||||||
| Total land, lot and other construction | (80) | (639) | — | 80 | |||||||
| Owner occupied | 555 | (423) | 1,968 | 1,413 | |||||||
| Non-owner occupied | (242) | (357) | — | 242 | |||||||
| Total commercial real estate | 313 | (780) | 1,968 | 1,655 | |||||||
| Commercial and industrial | (70) | 41 | 1,659 | 1,729 | |||||||
| Agriculture | (7) | (20) | — | 7 | |||||||
| 1st lien | (109) | (331) | — | 109 | |||||||
| Junior lien | (302) | (650) | 6 | 308 | |||||||
| Total 1-4 family | (411) | (981) | 6 | 417 | |||||||
| Multifamily residential | 136 | (40) | 203 | 67 | |||||||
| Home equity lines of credit | (91) | (621) | 85 | 176 | |||||||
| Other consumer | 451 | 236 | 658 | 207 | |||||||
| Total consumer | 360 | (385) | 743 | 383 | |||||||
| Other | 7,572 | 5,148 | 10,374 | 2,802 | |||||||
| Total | $ | 7,815 | 2,329 | 14,970 | 7,155 |
45
Sources of Funds
The Company’s deposits have traditionally been the principal source of funds for use in lending and other business purposes. The Company also obtains funds from repayment of loans and debt securities, securities sold under agreements to repurchase (“repurchase agreements”), wholesale deposits, advances from FHLB and other borrowings. Loan repayments are a relatively stable source of funds, while interest bearing deposit inflows and outflows are significantly influenced by general interest rate levels and market conditions. Borrowings and advances may be used on a short-term basis to compensate for reductions in normal sources of funds such as deposit inflows at less than projected levels. Borrowings also may be used on a long-term basis to support expanded activities, match maturities of longer-term assets or manage interest rate risk.
Deposits
The Company has several deposit programs designed to attract both short-term and long-term deposits from the general public by providing a wide selection of accounts and rates. These programs include non-interest bearing deposit accounts and interest bearing deposit accounts such as NOW, DDA, savings, money market deposits, fixed rate certificates of deposit with maturities ranging from three months to five years, negotiated-rate jumbo certificates, and individual retirement accounts. These deposits are obtained primarily from individual and business residents in the Bank’s geographic market areas. Wholesale deposits are obtained through various programs and include brokered deposits classified as NOW, DDA, money market deposits and certificate accounts. The Company’s deposits are summarized below:
| December 31, 2022 | December 31, 2021 | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Amount | Percent | Amount | Percent | |||||||||
| Non-interest bearing deposits | $ | 7,690,751 | 37 | % | $ | 7,779,288 | 36 | % | |||||
| NOW and DDA accounts | 5,330,614 | 26 | % | 5,301,832 | 25 | % | |||||||
| Savings accounts | 3,200,321 | 16 | % | 3,180,046 | 15 | % | |||||||
| Money market deposit accounts | 3,472,281 | 17 | % | 4,014,128 | 19 | % | |||||||
| Certificate accounts | 880,589 | 4 | % | 1,036,077 | 5 | % | |||||||
| Wholesale deposits | 31,999 | — | % | 25,878 | — | % | |||||||
| Total interest bearing deposits | 12,915,804 | 63 | % | 13,557,961 | 64 | % | |||||||
| Total deposits | $ | 20,606,555 | 100 | % | $ | 21,337,249 | 100 | % |
Total estimated uninsured deposits were $6,225,443,000 and $6,907,608,000 at December 31, 2022 and December 31, 2021, respectively. The following table summarizes the estimated amounts outstanding at December 31, 2022 for uninsured time deposits according to the time remaining to maturity.
| (Dollars in thousands) | Certificates of Deposit | |
|---|---|---|
| Within three months | $ | 37,805 |
| Three months to six months | 34,421 | |
| Seven months to twelve months | 61,178 | |
| Over twelve months | 77,119 | |
| Total | $ | 210,523 |
For additional information on deposits, see Note 8 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
46
Securities Sold Under Agreements to Repurchase, Federal Home Loan Bank Advances and Other Borrowings
The Company borrows money through repurchase agreements. This process involves the selling of one or more of the securities in the Company’s investment portfolio and simultaneously entering into an agreement to repurchase the same securities at an agreed upon later date, typically overnight. A rate of interest is paid for the agreed period of time. The Bank enters into repurchase agreements with local municipalities, and certain customers, and has adopted procedures designed to ensure proper transfer of title and safekeeping of the underlying securities. In addition to retail repurchase agreements, the Company periodically enters into wholesale repurchase agreements as additional funding sources. The Company has not entered into reverse repurchase agreements.
The Bank is a member of the FHLB of Des Moines, which is one of eleven banks that comprise the FHLB system. The Bank is required to maintain a certain level of activity-based stock in order to borrow or to engage in other transactions with the FHLB of Des Moines. Additionally, the Bank is subject to a membership capital stock requirement that is based upon an annual calibration tied to the total assets of the Bank. The borrowings are collateralized by eligible categories of loans and debt securities (principally, securities which are obligations of, or guaranteed by, the U.S. government and its agencies), provided certain standards related to credit-worthiness have been met. Advances are made pursuant to several different credit programs, each of which has its own interest rates and range of maturities. The Bank’s maximum amount of FHLB advances is limited to the lesser of a fixed percentage of the Bank’s total assets or the discounted value of eligible collateral. FHLB advances fluctuate to meet seasonal and other withdrawals of deposits and to expand lending or investment opportunities of the Company.
Additionally, the Company has other sources of secured and unsecured borrowing lines from various sources that may be used from time to time.
For additional information concerning the Company’s borrowings, see Note 9 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
Short-term borrowings
A critical component of the Company’s liquidity and capital resources is access to short-term borrowings to fund its operations. Short-term borrowings are accompanied by increased risks managed by the Bank’s Asset Liability Committee (“ALCO”) such as rate increases or unfavorable change in terms which would make it more costly to obtain future short-term borrowings. The Company’s short-term borrowing sources include FHLB advances, federal funds purchased and retail and wholesale repurchase agreements. The Company also has access to the short-term discount window borrowing programs (i.e., primary credit) of the Federal Reserve Bank (“FRB”) as well as a line of credit with a large national banking institution. FHLB advances and certain other short-term borrowings may be renewed as long-term borrowings to decrease certain risks such as liquidity or interest rate risk; however, the reduction in risks are weighed against the increased cost of funds and other risks.
The following table provides information relating to significant short-term borrowings, which consists of borrowings that mature within one year of period end:
| At or for the Years ended | |||||
|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2022 | December 31, 2021 | |||
| Repurchase agreements | |||||
| Amount outstanding at end of period | $945,916 | 1,020,794 | |||
| Weighted interest rate on outstanding amount | 1.20 | % | 0.19 | % | |
| Maximum outstanding at any month end | $985,774 | 1,040,939 | |||
| Average balance | $920,955 | 994,968 | |||
| Weighted-average interest rate | 0.35 | % | 0.23 | % | |
| FHLB advances | |||||
| Amount outstanding at end of period | $1,800,000 | — | |||
| Weighted interest rate on outstanding amount | 4.54 | % | — | % | |
| Maximum outstanding at any month end | $1,800,000 | — | |||
| Average balance | $584,562 | — | |||
| Weighted-average interest rate | 2.92 | % | — | % |
47
Subordinated Debentures
In addition to funds obtained in the ordinary course of business, the Company formed or acquired financing subsidiaries for the purpose of issuing or holding trust preferred securities that entitle the investor to receive cumulative cash distributions thereon. Subordinated debentures were issued in conjunction with the trust preferred securities and the terms of the subordinated debentures and trust preferred securities are the same. For regulatory capital purposes, the trust preferred securities are included in Tier 2 capital at December 31, 2022. The subordinated debentures outstanding as of December 31, 2022 were $133 million, including fair value adjustments from acquisitions. For additional information regarding the subordinated debentures, see Note 10 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
Liquidity Risk
In the normal course of business, the Company has commitments that require material cash requirements for customer deposits outflows, repurchase agreements, borrowed funds, lease obligations, off-balance sheet obligations, operating expenses and other contractual obligations. The source of funding for such requirements includes loan repayments, customer deposit inflows, borrowings and capital resources. Liquidity risk is the possibility that the Company will not be able to fund present and future obligations as they come due because of an inability to liquidate assets or obtain adequate funding at a reasonable cost.
The objective of liquidity management is to maintain cash flows adequate to meet current and future needs for credit demand, deposit withdrawals, maturing liabilities and corporate operating expenses. Effective liquidity management entails three elements:
1.assessing on an ongoing basis, the current and expected future needs for funds, and ensuring that sufficient funds or access to funds exist to meet those needs at the appropriate time;
2.providing for an adequate cushion of liquidity to meet unanticipated cash flow needs that may arise from potential adverse circumstances ranging from high probability/low severity events to low probability/high severity; and
3.balancing the benefits between providing for adequate liquidity to mitigate potential adverse events and the cost of that liquidity.
The Company has a wide range of versatility in managing the liquidity and asset/liability mix. The Bank’s ALCO meets regularly to assess liquidity risk, among other matters. The Company monitors liquidity and contingency funding alternatives through management reports of liquid assets (e.g., debt securities), both unencumbered and pledged, as well as borrowing capacity, both secured and unsecured, including off-balance sheet funding sources. The Company evaluates its potential funding needs across alternative scenarios and maintains contingency funding plans consistent with the Company’s access to diversified sources of contingent funding.
48
The following table identifies certain liquidity sources and capacity available to the Company as of the dates indicated:
| (Dollars in thousands) | December 31, 2022 | December 31, 2021 | |||
|---|---|---|---|---|---|
| FHLB advances | |||||
| Borrowing capacity | $ | 4,358,079 | 2,995,622 | ||
| Amount utilized | (1,800,000) | — | |||
| Letters of credit | (2,075) | (1,631) | |||
| Amount available | $ | 2,556,004 | 2,993,991 | ||
| FRB discount window | |||||
| Borrowing capacity | $ | 1,680,117 | 1,450,908 | ||
| Amount utilized | — | — | |||
| Amount available | $ | 1,680,117 | 1,450,908 | ||
| Unsecured lines of credit available | $ | 805,000 | 635,000 | ||
| Unencumbered debt securities | |||||
| U.S. government and federal agency | $ | 811,311 | 1,346,749 | ||
| U.S. government sponsored enterprises | 286,480 | 240,693 | |||
| State and local governments | 1,513,164 | 796,323 | |||
| Corporate bonds | 26,109 | 180,752 | |||
| Residential mortgage-backed securities | 2,646,766 | 4,094,713 | |||
| Commercial mortgage-backed securities | 970,300 | 1,023,131 | |||
| Total unencumbered debt securities 1 | $ | 6,254,130 | 7,682,361 |
____________________________
1 Total unencumbered debt securities at December 31, 2022, included $3.1 billion classified as AFS and $3.1 billion classified as HTM. Total unencumbered debt securities at December 31, 2021, included $7.0 billion classified as AFS, and $682 million classified as HTM.
Contractual Obligations and Off-Balance Sheet Arrangements
In the normal course of business, there may be various outstanding commitments to obtain funding and to extend credit, such as letters of credit and unfunded loan commitments, which are not reflected in the accompanying condensed consolidated financial statements. The Company assessed the off-balance sheet credit exposures as of December 31, 2022 and determined its ACL of $25.3 million was adequate to absorb the estimated credit losses. Such ACL is included in other liabilities.
Off-balance sheet arrangements also include any obligation related to a variable interest held in an unconsolidated entity. The Company does not anticipate any material losses as a result of these transactions. For additional information regarding the Company’s interests in unconsolidated VIEs, see Note 7 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
49
Capital Resources
Maintaining capital strength continues to be a long-term objective of the Company. Abundant capital is necessary to sustain growth, provide protection against unanticipated declines in asset values, and to safeguard the funds of depositors. Capital is also a source of funds for loan demand and enables the Company to effectively manage its assets and liabilities. The Company has the capacity to issue 234,000,000 shares of common stock of which 110,777,780 have been issued as of December 31, 2022. The Company also has the capacity to issue 1,000,000 shares of preferred stock of which none have been issued as of December 31, 2022. Conversely, the Company may decide to utilize a portion of its strong capital position, as it has done in the past, to repurchase shares of its outstanding common stock, depending on market price and other relevant considerations.
The Federal Reserve has adopted capital adequacy guidelines that are used to assess the adequacy of capital in supervising a bank holding company. The federal banking agencies issued final rules (“Final Rules”) that established a comprehensive regulatory capital framework based on the recommendation of the Basel Committee on Banking Supervision and certain requirements of the Dodd-Frank Wall Street Reform and Consumer Protection Act. The Final Rules require the Company to hold a 2.5 percent capital conservation buffer designed to absorb losses during periods of economic stress. As of December 31, 2022, management believes the Company and Bank meet all capital adequacy requirements to which they are subject and there are no conditions or events subsequent to this date that management believes have changed the Company’s or Bank’s risk-based capital category.
The following table illustrates the Bank’s regulatory capital ratios and the Federal Reserve’s capital adequacy guidelines as of December 31, 2022:
| Total Capital (To Risk-Weighted Assets) | Tier 1 Capital (To Risk-Weighted Assets) | Common Equity Tier 1 (To Risk-Weighted Assets) | Leverage Ratio/ Tier 1 Capital (To Average Assets) | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Glacier Bank actual regulatory ratios | 13.58 | % | 12.60 | % | 12.60 | % | 8.97 | % | |||
| Minimum capital requirements | 8.00 | % | 6.00 | % | 4.50 | % | 4.00 | % | |||
| Minimum capital requirements plus capital conservation buffer | 10.50 | % | 8.50 | % | 7.00 | % | N/A | ||||
| Well capitalized requirements | 10.00 | % | 8.00 | % | 6.50 | % | 5.00 | % |
On January 1, 2020, the Company adopted the current expected credit losses (“CECL”) accounting standard that requires management’s estimate of credit losses over the expected contractual lives of the Company's relevant financial assets. On March 27, 2020, federal banking regulators issued an interim final rule to delay for two years the initial adoption impact of CECL on regulatory capital, followed by a three-year transition period to phase out the aggregate amount of the capital benefit provided during 2020 and 2021 (i.e., a five-year transition period). The Company has elected to utilize the five-year transition period. During the two-year delay, the Company added back to Common Tier 1 capital 100 percent of the initial adoption impact of CECL plus 25 percent of the cumulative quarterly changes in ACL (i.e., quarterly transitional amounts). Starting on January 1, 2022, the quarterly transitional amounts along with the initial adoption impact of CECL will be phased out of Common Tier 1 capital evenly over the three-year period.
For additional information regarding regulatory capital, see Note 12 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
50
Federal and State Income Taxes
The Company files a consolidated federal income tax return using the accrual method of accounting. All required tax returns have been timely filed. Financial institutions are subject to the provisions of the Internal Revenue Code of 1986, as amended, in the same general manner as other corporations. The federal statutory corporate income tax rate is 21 percent.
Within the Company’s geographic footprint under Montana, Idaho, Utah, Colorado and Arizona law, financial institutions are subject to a corporation income tax, which incorporates or is substantially similar to applicable provisions of the Internal Revenue Code. The corporation income tax is imposed on federal taxable income, subject to certain adjustments. State taxes are incurred at the rate of 6.75 percent in Montana, 6.00 percent in Idaho, 4.85 percent in Utah, 4.55 percent in Colorado and 4.90 percent in Arizona. Washington, Wyoming and Nevada do not impose a corporate income tax. The Company is also required to file in states other than the eight states in which it has properties.
Income tax expense for the years ended December 31, 2022 and 2021 was $67.1 million and $64.7 million, respectively. The Company’s effective income tax rate for the years ended December 31, 2022 and 2021 was 18.1 percent and 18.5 percent, respectively. The current and prior year’s low effective income tax rates were due to income from tax-exempt debt securities, municipal loans and leases and benefits from federal income tax credits. Income from tax-exempt debt securities, loans and leases was $80.1 million and $69.2 million for the years ended December 31, 2022 and 2021, respectively. Benefits from federal income tax credits were $15.4 million and $12.3 million for the years ended December 31, 2022 and 2021, respectively.
The Company has equity investments in Certified Development Entities (“CDE”) which have received allocations of New Markets Tax Credits (“NMTC”). Administered by the Community Development Financial Institutions Fund (“CDFI Fund”) of the U.S. Department of the Treasury, the NMTC program is aimed at stimulating economic and community development and job creation in low-income communities. The federal income tax credits received are claimed over a seven-year credit allowance period. The Company also has equity investments in Low-Income Housing Tax Credits (“LIHTC”) which are indirect federal subsidies used to finance the development of affordable rental housing for low-income households. The federal income tax credits are claimed over a ten-year credit allowance period. The Company has investments of $15.3 million in Qualified School Construction bonds whereby the Company receives quarterly federal income tax credits in lieu of taxable interest income. The federal income tax credits on these debt securities are subject to federal and state income tax.
Following is a list of expected federal income tax credits to be received in the years indicated.
| (Dollars in thousands) | New Markets Tax Credits | Low-Income Housing Tax Credits | Debt Securities Tax Credits | Total | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | $ | 7,408 | 16,683 | 642 | 24,733 | ||||||
| 2024 | 5,812 | 20,977 | 602 | 27,391 | |||||||
| 2025 | 4,332 | 21,779 | 451 | 26,562 | |||||||
| 2026 | 3,612 | 21,795 | 219 | 25,626 | |||||||
| 2027 | 3,612 | 19,853 | 42 | 23,507 | |||||||
| Thereafter | 1,596 | 77,571 | 190 | 79,357 | |||||||
| $ | 26,372 | 178,658 | 2,146 | 207,176 |
For additional information on income taxes, see Note 16 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data”.
Average Balance Sheet
The following schedule provides 1) the total dollar amount of interest and dividend income of the Company for earning assets and the average yields; 2) the total dollar amount of interest expense on interest bearing liabilities and the average rates; 3) net interest and dividend income and interest rate spread; and 4) net interest margin (tax-equivalent).
51
| Years ended | ||||||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| December 31, 2022 | December 31, 2021 | December 31, 2020 | ||||||||||||||||||||||||||||||
| (Dollars in thousands) | Average Balance | Interest and Dividends | Average Yield/ Rate | Average Balance | Interest and Dividends | Average Yield/ Rate | Average Balance | Interest and Dividends | Average Yield/ Rate | |||||||||||||||||||||||
| Assets | ||||||||||||||||||||||||||||||||
| Residential real estate loans | $ | 1,284,029 | $ | 57,243 | 4.46 | % | $ | 910,300 | $ | 43,300 | 4.76 | % | $ | 1,006,001 | $ | 46,392 | 4.61 | % | ||||||||||||||
| Commercial loans 1 | 11,902,971 | 555,244 | 4.66 | % | 9,900,056 | 476,678 | 4.81 | % | 9,057,210 | 441,762 | 4.88 | % | ||||||||||||||||||||
| Consumer and other loans | 1,131,000 | 54,393 | 4.81 | % | 993,082 | 44,614 | 4.49 | % | 948,379 | 44,559 | 4.70 | % | ||||||||||||||||||||
| Total loans 2 | 14,318,000 | 666,880 | 4.66 | % | 11,803,438 | 564,592 | 4.78 | % | 11,011,590 | 532,713 | 4.84 | % | ||||||||||||||||||||
| Tax-exempt investment securities 3 | 1,916,731 | 70,438 | 3.67 | % | 1,584,313 | 59,713 | 3.77 | % | 1,306,640 | 52,201 | 4.00 | % | ||||||||||||||||||||
| Taxable investment securities 4 | 8,546,792 | 113,952 | 1.33 | % | 6,512,202 | 75,553 | 1.16 | % | 2,746,855 | 59,027 | 2.15 | % | ||||||||||||||||||||
| Total earning assets | 24,781,523 | 851,270 | 3.44 | % | 19,899,953 | 699,858 | 3.52 | % | 15,065,085 | 643,941 | 4.27 | % | ||||||||||||||||||||
| Goodwill and intangibles | 1,032,263 | 683,000 | 564,603 | |||||||||||||||||||||||||||||
| Non-earning assets | 603,401 | 850,742 | 784,075 | |||||||||||||||||||||||||||||
| Total assets | $ | 26,417,187 | $ | 21,433,695 | $ | 16,413,763 | ||||||||||||||||||||||||||
| Liabilities | ||||||||||||||||||||||||||||||||
| Non-interest bearing deposits | $ | 8,005,821 | $ | — | — | % | $ | 6,544,843 | $ | — | — | % | $ | 4,772,386 | $ | — | — | % | ||||||||||||||
| NOW and DDA accounts | 5,387,277 | 3,439 | 0.06 | % | 4,325,071 | 2,737 | 0.06 | % | 3,094,675 | 2,849 | 0.09 | % | ||||||||||||||||||||
| Savings accounts | 3,270,799 | 1,191 | 0.04 | % | 2,493,174 | 771 | 0.03 | % | 1,737,272 | 742 | 0.04 | % | ||||||||||||||||||||
| Money market deposit accounts | 3,926,737 | 6,401 | 0.16 | % | 3,144,507 | 3,914 | 0.12 | % | 2,356,508 | 5,077 | 0.22 | % | ||||||||||||||||||||
| Certificate accounts | 955,829 | 3,249 | 0.34 | % | 976,894 | 4,643 | 0.48 | % | 986,126 | 8,568 | 0.87 | % | ||||||||||||||||||||
| Wholesale deposits 5 | 11,862 | 246 | 2.07 | % | 31,103 | 70 | 0.22 | % | 78,283 | 384 | 0.49 | % | ||||||||||||||||||||
| Repurchase agreements | 920,955 | 3,200 | 0.35 | % | 994,968 | 2,302 | 0.23 | % | 783,101 | 3,601 | 0.94 | % | ||||||||||||||||||||
| FHLB advances | 584,562 | 17,317 | 2.92 | % | — | — | — | % | 79,277 | 733 | 0.91 | % | ||||||||||||||||||||
| Subordinated debentures and other borrowed funds | 196,139 | 6,218 | 3.17 | % | 166,386 | 4,121 | 2.48 | % | 172,104 | 5,361 | 3.11 | % | ||||||||||||||||||||
| Total interest bearing liabilities | 23,259,981 | 41,261 | 0.18 | % | 18,676,946 | 18,558 | 0.10 | % | 14,059,732 | 27,315 | 0.19 | % | ||||||||||||||||||||
| Other liabilities | 249,832 | 186,068 | 162,079 | |||||||||||||||||||||||||||||
| Total liabilities | 23,509,813 | 18,863,014 | 14,221,811 | |||||||||||||||||||||||||||||
| Stockholders’ Equity | ||||||||||||||||||||||||||||||||
| Common stock | 1,107 | 993 | 949 | |||||||||||||||||||||||||||||
| Paid-in capital | 2,340,952 | 1,708,271 | 1,474,359 | |||||||||||||||||||||||||||||
| Retained earnings | 897,587 | 772,300 | 604,796 | |||||||||||||||||||||||||||||
| Accumulated other comprehensive income (loss) | (332,272) | 89,117 | 111,848 | |||||||||||||||||||||||||||||
| Total stockholders’ equity | 2,907,374 | 2,570,681 | 2,191,952 | |||||||||||||||||||||||||||||
| Total liabilities and stockholders’ equity | $ | 26,417,187 | $ | 21,433,695 | $ | 16,413,763 | ||||||||||||||||||||||||||
| Net interest income (tax-equivalent) | $ | 810,009 | $ | 681,300 | $ | 616,626 | ||||||||||||||||||||||||||
| Net interest spread (tax-equivalent) | 3.26 | % | 3.42 | % | 4.08 | % | ||||||||||||||||||||||||||
| Net interest margin (tax-equivalent) | 3.27 | % | 3.42 | % | 4.09 | % |
______________________________
1Includes tax effect of $6.3 million, $5.6 million and $5.3 million on tax-exempt municipal loan and lease income for the years ended December 31, 2022, 2021 and 2020, respectively.
2Total loans are gross of the allowance for credit losses, net of unearned income and include loans held for sale. Non-accrual loans were included in the average volume for the entire period.
3Includes tax effect of $14.5 million, $12.2 million and $10.5 million on tax-exempt debt securities income for the years ended December 31, 2022, 2021 and 2020, respectively.
4Includes tax effect of $901 thousand, $1.0 million and $1.1 million on federal income tax credits for the years ended December 31, 2022, 2021 and 2020, respectively.
5Wholesale deposits include brokered deposits classified as NOW, DDA, money market deposit and certificate accounts with contractual maturities.
52
Rate/Volume Analysis
Net interest income can be evaluated from the perspective of relative dollars of change in each period. Interest income and interest expense, which are the components of net interest income, are shown in the following table on the basis of the amount of any increases (or decreases) attributable to changes in the dollar levels of the Company’s interest earning assets and interest bearing liabilities (“volume”) and the yields earned and paid on such assets and liabilities (“rate”). The change in interest income and interest expense attributable to changes in both volume and rates has been allocated proportionately to the change due to volume and the change due to rate.
| Year ended December 31, | Year ended December 31, | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2022 vs. 2021 | 2021 vs. 2020 | ||||||||||||||||
| Increase (Decrease) Due to: | Increase (Decrease) Due to: | ||||||||||||||||
| (Dollars in thousands) | Volume | Rate | Net | Volume | Rate | Net | |||||||||||
| Interest income | |||||||||||||||||
| Residential real estate loans | $ | 17,777 | (3,834) | 13,943 | (4,413) | 1,321 | (3,092) | ||||||||||
| Commercial loans (tax-equivalent) | 96,438 | (17,873) | 78,565 | 39,791 | (4,874) | 34,917 | |||||||||||
| Consumer and other loans | 6,196 | 3,583 | 9,779 | 1,972 | (1,917) | 55 | |||||||||||
| Investment securities (tax-equivalent) | 39,545 | 9,578 | 49,123 | 110,940 | (86,900) | 24,040 | |||||||||||
| Total interest income | 159,956 | (8,546) | 151,410 | 148,290 | (92,370) | 55,920 | |||||||||||
| Interest expense | |||||||||||||||||
| NOW and DDA accounts | 672 | 29 | 701 | 1,122 | (1,233) | (111) | |||||||||||
| Savings accounts | 240 | 180 | 420 | 319 | (290) | 29 | |||||||||||
| Money market deposit accounts | 974 | 1,514 | 2,488 | 1,679 | (2,843) | (1,164) | |||||||||||
| Certificate accounts | (100) | (1,295) | (1,395) | (103) | (3,821) | (3,924) | |||||||||||
| Wholesale deposits | (43) | 220 | 177 | (232) | (83) | (315) | |||||||||||
| Repurchase agreements | (171) | 1,068 | 897 | 962 | (2,260) | (1,298) | |||||||||||
| FHLB advances | — | 17,317 | 17,317 | (733) | — | (733) | |||||||||||
| Subordinated debentures and other borrowed funds | 737 | 1,361 | 2,098 | (193) | (1,048) | (1,241) | |||||||||||
| Total interest expense | 2,309 | 20,394 | 22,703 | 2,821 | (11,578) | (8,757) | |||||||||||
| Net interest income (tax-equivalent) | $ | 157,647 | (28,940) | 128,707 | 145,469 | (80,792) | 64,677 |
Net interest income (tax-equivalent) increased $128.7 million for the year ended December 31, 2022 compared to the same period in 2021. The interest income for 2022 increased over the same period last year primarily from the acquisition of Alta, increased volume in commercial loans and investment securities.
Net interest income (tax-equivalent) increased $64.7 million for the year ended December 31, 2021 compared to the same period in 2020. The interest income for 2021 increased over the same period last year primarily from the acquisition of Alta, increased volume
in commercial loans and investment securities. The growth in the investment securities was the result of security purchases utilizing
the $1.623 billion of cash received from the Alta acquisition, excess liquidity from the increase in core deposits, and SBA forgiveness
of PPP loans. Total interest expense decreased from the prior year primarily from the decreased rates on deposits.
Cyber Risk
A failure in or breach of the Company’s operational or security systems, or those of the Company’s third party service providers, including as a result of cyber-attacks, could disrupt business, result in the disclosure or misuse of confidential or proprietary information, damage our reputation, increase costs and cause losses. The Company employs detection and response mechanisms designed to contain and mitigate these risks. The Company maintains a robust information security program that is regularly reviewed, tested, and updated. This includes vulnerability and patch management programs, incident response planning, security monitoring, employee training, and security awareness testing. The Board's Risk Oversight Committee is responsible for monitoring the Company’s cyber risk management profile and related programs. The Board is responsible for approval of related policies.
53
Critical Accounting Policies
The preparation of consolidated financial statements in conformity with GAAP often requires management to use significant judgments as well as subjective and/or complex measurements in making estimates and assumptions that affect the reported amounts of assets, liabilities, income and expenses. The Company considers its accounting policies for the ACL, goodwill and fair value measurements to be critical accounting policies. The application of these policies has a significant impact on the Company’s consolidated financial statements and financial results could differ significantly if different judgments or estimates were applied. The following describes why the estimates are subject to uncertainty, the estimated change in the reported periods, and the sensitivity of the reported amounts to the methods, assumptions, and estimates underlying the calculation.
Allowance for Credit Losses
The allowance for credit losses for loans receivable represents management’s estimate of credit losses over the expected contractual life of the loan portfolio. Determining the adequacy of the allowance is complex and requires a high degree of judgment by management about the effect of matters that are inherently uncertain. Subsequent evaluations of the then-existing loan portfolio, in light of the factors then prevailing, may result in significant changes in the allowance in those future period which is why there is such a high degree of uncertainty. Such factors or assumptions include loan volumes, delinquency status, credit ratings, historical loss experiences, estimated prepayment speeds, weighted average lives and other conditions influencing loss expectations, such as reasonable and supportable forecasts of economic conditions. As a result of the significant size of the loan portfolio, the numerous assumptions in the model, and the high degree of potential change in such assumptions, there is a high degree of sensitivity to the reported amounts. For information regarding the ACL for loans receivable, its relation to the provision for credit losses and risk related to asset quality, and the estimated change during the reported periods, see the section captioned “Allowance for Credit Losses - Loans Receivable” included in “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” and Notes 1 and 3 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
Goodwill
The Company is required to assess goodwill for impairment on an annual basis, or more frequently if determined necessary. Goodwill of a reporting unit is tested for impairment if an event is more-likely-than-not to reduce the fair value of a reporting unit below its carrying amount. Changes in the economic environment, operations of the aggregated reporting units, or other factors could result in the decline in the fair value of the aggregated reporting units which could result in a goodwill impairment in the future. The estimate is considered to have a low amount of uncertainty unless there is an event that significantly lowers the goodwill fair value estimate. Examples of events and circumstances include: significant change in legal factors or in the business climate, an adverse action or assessment by a regulator, unanticipated competition, loss of key personnel, a more likely-than-not expectation that a reporting unit or a significant portion of a reporting unit will be sold or otherwise disposed of, and the testing for recoverability of a significant asset group within a reporting unit. There were no changes to the Company’s assessment or reported amounts during 2022. For information on goodwill, see Notes 1 and 5 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
Fair Value Measurements
Fair value measurement estimates are used for certain recorded and disclosed financial instruments on a recurring and non-recurring basis. Such estimates utilize a variety of assumptions which are subject to uncertainty. Certain fair value measurements have a higher degree of sensitivity of the reported amount to the methods, assumptions and estimates underlying the calculation. For information on fair value measurements and the estimated changes during the reporting periods, see Note 21 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
Impact of Recently Issued Accounting Standards
There was no Authoritative accounting guidance that had a material impact on the Company that became effective during 2022 or 2021. Authoritative accounting guidance that may possibly have a material impact on the Company that is pending adoption at December 31, 2022 includes amendments to:
•FASB ASC Topic 326, Financial Instruments - Credit Losses Troubled Debt Restructurings and Vintage Disclosures
•FASB ASC Topic 848, Reference Rate Reform
For additional information on the topics and the impact on the Company see Note 1 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
FY 2021 10-K MD&A
SEC filing source: 0000868671-22-000053.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
The following discussion is intended to provide a more comprehensive review of the Company’s operating results and financial condition than can be obtained from reading the Consolidated Financial Statements alone. The discussion is expected to provide investors an enhanced view of the Company from managements’ perspective. The information includes material information relevant to the Company’s financial condition and results of operations, material events and uncertainties that are reasonably likely to cause reported information not to be indicative of future operating results or future financial condition, and material financial and statistical information that the Company believes will enhance the investors’ understanding of the Company and its financial results. The discussion should be read in conjunction with the Consolidated Financial Statements and the notes thereto included in “Item 8. Financial Statements and Supplementary Data.”
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
This Annual Report on Form 10-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, but are not limited to, statements about the Company’s plans, objectives, expectations and intentions that are not historical facts, and other statements identified by words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “should,” “projects,” “seeks,” “estimates” or the negative version of those words or other comparable words or phrases of a future or forward-looking nature. These forward-looking statements are based on current beliefs and expectations of management and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond the Company’s control. In addition, these forward-looking statements are subject to assumptions with respect to future business strategies and decisions that are subject to change. The following factors, among others, could cause actual results to differ materially from the anticipated results (express or implied) or other expectations in the forward-looking statements, including those factors set forth under “Risk Factors” and in other sections in this Annual Report on Form 10-K, or the documents incorporated by reference:
•the risks associated with lending and potential adverse changes on the credit quality of loans in the Company’s portfolio;
•changes in trade, monetary and fiscal policies and laws, including interest rate policies of the Federal Reserve System or the Federal Reserve Board, which could adversely affect the Company’s net interest income and margin and overall profitability;
•legislative or regulatory changes, such as the those signaled by the Biden Administration, as well as increased banking and consumer protection regulation that adversely affect the Company’s business;
•ability to complete pending or prospective future acquisitions;
•costs or difficulties related to the completion and integration of acquisitions;
•the goodwill the Company has recorded in connection with acquisitions could become impaired, which may have an adverse impact on earnings and capital;
•reduced demand for banking products and services;
•the reputation of banks and the financial services industry could deteriorate, which could adversely affect the Company's ability to obtain and maintain customers;
•competition among financial institutions in the Company's markets may increase significantly;
•the risks presented by continued public stock market volatility, which could adversely affect the market price of the Company’s common stock and the ability to raise additional capital or grow the Company through acquisitions;
•the projected business and profitability of an expansion or the opening of a new branch could be lower than expected;
•consolidation in the financial services industry in the Company’s markets resulting in the creation of larger financial institutions who may have greater resources could change the competitive landscape;
•dependence on the Chief Executive Officer (“CEO”), the senior management team and the Presidents of Glacier Bank (the “Bank”) divisions;
•material failure, potential interruption or breach in security of the Company’s systems and technological changes which could expose us to new risks (e.g., cybersecurity), fraud or system failures;
•natural disasters, including fires, floods, earthquakes, and other unexpected events;
•the Company’s success in managing risks involved in the foregoing; and
•the effects of any reputational damage to the Company resulting from any of the foregoing.
Additional factors that could cause actual results to differ materially from those expressed in the forward-looking statements are discussed in “Item 1A. Risk Factors.” Please take into account that forward-looking statements speak only as of the date of this Annual Report on Form 10-K (or documents incorporated by reference, if applicable). Given the described uncertainties and risks, the Company cannot guarantee its future performance or results of operations and you should not place undue reliance on these forward-looking statements. The Company does not undertake any obligation to publicly correct, revise, or update any forward-looking statement if it later becomes aware that actual results are likely to differ materially from those expressed in such forward-looking statement, except as may be required under federal securities laws.
22
FIVE YEAR SELECTED FINANCIAL DATA
Non-GAAP Financial Measures
In addition to the results presented in accordance with GAAP, this Annual Report on Form 10-K contains certain non-GAAP financial measures in the selected financial data below. The Company believes that providing these non-GAAP financial measures provides investors with information useful in understanding and comparing the Company’s financial performance, performance trends, and financial position. While the Company uses these non-GAAP measures in its analysis of the Company’s performance, this information should not be considered an alternative to measurements required by GAAP. The following table provides a reconciliation of certain GAAP financial measures to non-GAAP financial measures.
| Year ended December 31, 2017 | ||||||||
|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands, except per share data) | GAAP | Tax Act Adjustment | Non-GAAP | |||||
| Federal and state income tax expense | $ | 64,625 | (19,699) | 44,926 | ||||
| Net income | $ | 116,377 | 19,699 | 136,076 | ||||
| Basic earnings per share | $ | 1.50 | 0.25 | 1.75 | ||||
| Diluted earnings per share | $ | 1.50 | 0.25 | 1.75 | ||||
| Return on average assets | 1.20 | % | 0.21 | % | 1.41 | % | ||
| Return on average equity | 9.80 | % | 1.66 | % | 11.46 | % | ||
| Dividend payout ratio | 76.00 | % | (10.86 | %) | 65.14 | % | ||
| Effective income tax rate | 35.70 | % | (10.88 | %) | 24.82 | % |
The reconciling item between the GAAP and non-GAAP financial measures was due to the one-time tax expense of $19.7 million during the year ended December 31, 2017. The one-time tax expense was driven by The Tax Cuts and Jobs Act (“Tax Act”) and the change in the federal marginal corporate income tax rate from 35 percent to 21 percent for 2018 and future years, which resulted in the revaluation of its deferred tax assets and deferred tax liabilities (“net deferred tax asset”). The Company believes the financial results are more comparable excluding the impact of the revaluation of the net deferred tax asset.
Basic earnings per share is calculated by dividing net income by average outstanding shares and diluted earnings per share is calculated by dividing net income by diluted average outstanding shares. The one-time tax expense of $19.7 million was included in determining income for both the GAAP basic earnings per share and the GAAP diluted earnings per share. Conversely, the one-time tax expense of $19.7 million was excluded in determining income for both the non-GAAP basic earnings per share and the non-GAAP diluted earnings per share. Average outstanding shares of 77,537,664 was used in the GAAP and non-GAAP basic earnings per share for the year ended December 31, 2017. Diluted average outstanding shares of 77,607,605 was used in the GAAP and non-GAAP diluted earnings per share for the year ended December 31, 2017.
The return on average assets ratio is calculated by dividing net income by average assets and the return on average equity ratio is calculated by dividing net income by average equity. The one-time tax expense of $19.7 million was included in determining income for both the GAAP return on average assets and the GAAP return on average equity. Conversely, the one-time tax expense of $19.7 million was excluded in determining income for both the non-GAAP return on average assets and the non-GAAP return on average equity. Average assets of $9.678 billion was used in the GAAP and non-GAAP return on average assets ratios for the year ended December 31, 2017. Average equity of $1.188 billion was used in the GAAP and non-GAAP return on average equity ratios for the year ended December 31, 2017.
The dividend payout ratio is calculated by dividing dividends declared per share by basic earnings per share. The non-GAAP dividend payout ratio uses the non-GAAP basic earnings per share for calculating the ratio.
The effective income tax rate is calculated by dividing federal and state income tax expense by income before income taxes. The non-GAAP effective income tax rate uses the non-GAAP federal and state income tax expense of $44.9 million for calculating the rate.
23
Selected Financial Data
The selected financial data of the Company is derived from the Company’s historical audited financial statements and related notes. The information set forth below should be read in conjunction with “Item 8. Financial Statements and Supplementary Data” contained elsewhere in this Annual Report on Form 10-K.
| December 31, | Compounded Annual Growth Rate | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands, except per share data) | 2021 | 2020 | 2019 | 2018 | 2017 | 1-Year | 5-Year | ||||||||||||||||||
| Selected Statements of Financial Condition Information | |||||||||||||||||||||||||
| Total assets | $ | 25,940,645 | $ | 18,504,206 | $ | 13,683,999 | $ | 12,115,484 | $ | 9,706,349 | 40.2 | % | 21.7 | % | |||||||||||
| Debt securities | 10,370,013 | 5,527,650 | 2,799,863 | 2,869,578 | 2,426,556 | 87.6 | % | 33.7 | % | ||||||||||||||||
| Loans receivable, net | 13,259,366 | 10,964,453 | 9,388,320 | 8,156,310 | 6,448,256 | 20.9 | % | 15.5 | % | ||||||||||||||||
| Allowance for credit losses | (172,665) | (158,243) | (124,490) | (131,239) | (129,568) | 9.1 | % | 5.9 | % | ||||||||||||||||
| Goodwill and intangibles | 1,037,652 | 569,522 | 519,704 | 338,828 | 191,995 | 82.2 | % | 40.1 | % | ||||||||||||||||
| Deposits | 21,337,249 | 14,797,529 | 10,776,457 | 9,493,767 | 7,579,747 | 44.2 | % | 23.0 | % | ||||||||||||||||
| Federal Home Loan Bank advances | — | — | 38,611 | 440,175 | 353,995 | — | % | (100.0) | % | ||||||||||||||||
| Securities sold under agreements to repurchase and other borrowed funds | 1,064,888 | 1,037,651 | 598,644 | 410,859 | 370,797 | 2.6 | % | 23.5 | % | ||||||||||||||||
| Stockholders’ equity | 3,177,622 | 2,307,041 | 1,960,733 | 1,515,854 | 1,199,057 | 37.7 | % | 21.5 | % | ||||||||||||||||
| Equity per share | 28.71 | 24.18 | 21.25 | 17.93 | 15.37 | 18.7 | % | 13.3 | % | ||||||||||||||||
| Equity as a percentage of total assets | 12.3 | % | 12.5 % | 14.3 | % | 12.5 | % | 12.4 | % | (1.8) | % | (0.2) | % |
| Years ended December 31, | Compounded Annual Growth Rate | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands, except per share data) | 2021 | 2020 | 2019 | 2018 | 2017 | 1-Year | 5-Year | ||||||||||||||||||
| Summary Statements of Operations | |||||||||||||||||||||||||
| Interest income | $ | 681,074 | $ | 627,064 | $ | 546,177 | $ | 468,996 | $ | 375,022 | 8.6 | % | 12.7 % | ||||||||||||
| Interest expense | 18,558 | 27,315 | 42,773 | 35,531 | 29,864 | (32.1) | % | (9.1) | % | ||||||||||||||||
| Net interest income | 662,516 | 599,749 | 503,404 | 433,465 | 345,158 | 10.5 | % | 13.9 | % | ||||||||||||||||
| Provision for credit losses | 23,076 | 39,765 | 57 | 9,953 | 10,824 | (42.0) | % | 16.3 | % | ||||||||||||||||
| Non-interest income | 144,820 | 172,867 | 130,774 | 118,824 | 112,239 | (16.2) | % | 5.2 | % | ||||||||||||||||
| Non-interest expense | 434,822 | 404,811 | 374,927 | 320,127 | 265,571 | 7.4 | % | 10.4 | % | ||||||||||||||||
| Income before income taxes | 349,438 | 328,040 | 259,194 | 222,209 | 181,002 | 6.5 | % | 14.1 | % | ||||||||||||||||
| Federal and state income tax expense 1 | 64,681 | 61,640 | 48,650 | 40,331 | 44,926 | 4.9 | % | 7.6 | % | ||||||||||||||||
| Net income 1 | $ | 284,757 | $ | 266,400 | $ | 210,544 | $ | 181,878 | $ | 136,076 | 6.9 | % | 15.9 | % | |||||||||||
| Basic earnings per share 1 | $ | 2.87 | $ | 2.81 | $ | 2.39 | $ | 2.18 | $ | 1.75 | 2.1 | % | 10.4 | % | |||||||||||
| Diluted earnings per share 1 | $ | 2.86 | $ | 2.81 | $ | 2.38 | $ | 2.17 | $ | 1.75 | 1.8 | % | 10.3 | % | |||||||||||
| Dividends declared per share | $ | 1.37 | $ | 1.33 | $ | 1.31 | $ | 1.31 | $ | 1.14 | 3.0 | % | 3.7 | % |
24
| At or for the Years ended December 31, | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | 2021 | 2020 | 2019 | 2018 | 2017 | |||||||||
| Selected Ratios and Other Data | ||||||||||||||
| Return on average assets 1 | 1.33 | % | 1.62 | % | 1.64 | % | 1.59 | % | 1.41 | % | ||||
| Return on average equity 1 | 11.08 | % | 12.15 | % | 12.01 | % | 12.56 | % | 11.46 | % | ||||
| Dividend payout ratio 1 | 47.74 | % | 47.33 | % | 54.81 | % | 60.09 | % | 65.14 | % | ||||
| Average equity to average asset ratio | 11.99 | % | 13.35 | % | 13.69 | % | 12.67 | % | 12.27 | % | ||||
| Total capital (to risk-weighted assets) | 14.21 | % | 14.63 | % | 14.95 | % | 14.70 | % | 15.64 | % | ||||
| Tier 1 capital (to risk-weighted assets) | 12.49 | % | 12.42 | % | 13.76 | % | 13.37 | % | 14.39 | % | ||||
| Common Equity Tier 1 (to risk-weighted assets) | 12.49 | % | 12.42 | % | 12.58 | % | 12.10 | % | 12.81 | % | ||||
| Tier 1 capital (to average assets) | 8.64 | % | 9.12 | % | 11.65 | % | 11.35 | % | 11.90 | % | ||||
| Net interest margin on average earning assets (tax-equivalent) | 3.42 | % | 4.09 | % | 4.39 | % | 4.21 | % | 4.12 | % | ||||
| Efficiency ratio 2 | 51.35 | % | 49.97 | % | 57.78 | % | 54.73 | % | 53.94 | % | ||||
| Allowance for credit losses as a percent of loans | 1.29 | % | 1.42 | % | 1.31 | % | 1.58 | % | 1.97 | % | ||||
| Allowance for credit losses as a percent of nonperforming loans | 255 | % | 470 | % | 385 | % | 266 | % | 255 | % | ||||
| Non-performing assets as a percentage of subsidiary assets | 0.26 | % | 0.19 | % | 0.27 | % | 0.47 | % | 0.68 | % | ||||
| Non-performing assets | $ | 67,691 | 35,433 | 37,437 | 56,750 | 65,179 | ||||||||
| Loans originated and acquired | $ | 8,551,419 | 7,934,881 | 4,607,536 | 4,301,678 | 3,629,493 | ||||||||
| Number of full time equivalent employees | 3,436 | 2,970 | 2,826 | 2,623 | 2,278 | |||||||||
| Number of locations | 224 | 193 | 181 | 167 | 145 |
______________________________
1 Excludes a one-time revaluation of the deferred tax assets and deferred tax liabilities as a result of the Tax Act for the year ended December 31, 2017. For additional information on the revaluation, see the “Non-GAAP Financial Measures” discussion.
2 Non-interest expense before OREO expenses, core deposit intangibles amortization, goodwill impairment charges, and non-recurring expense items as a percentage of tax-equivalent net interest income and non-interest income, excluding gains or losses on sale of investments, OREO income, and non-recurring income items.
25
MANAGEMENT’S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
YEAR ENDED DECEMBER 31, 2021 COMPARED TO DECEMBER 31, 2020
Highlights and Overview
The Company continued to diligently work through the COVID-19 pandemic during the year, meeting both customers’ and employees’ on-going needs. The Company continued providing Small Business Association (“SBA”) Paycheck Protection Program (“PPP”) funding to its customers during the first half of 2021 with a total of $555 million in originated PPP loans. The majority of the PPP loans were forgiven by the end of 2021, with only $169 million remaining as of December 31, 2021. In addition, the credit quality of the loan portfolio has remained strong during the year with our customers showing signs of economic strength. The Company continued to take measures to protect the health and safety of the employees and customers and remained flexible with the ever changing environment.
During 2021, the Company acquired all the outstanding stock of Altabancorp, the holding company for Altabank (“Alta”) , a community bank based in American Fork, Utah with total assets of $4.132 billion. Alta provides banking services to individuals and businesses primarily in the state of Utah with twenty-five locations from Preston, Idaho south to St. George, Utah. Upon closing of the transaction, Alta became the seventeenth division of the Company and significantly enhanced the Company’s presence in Utah. Alta is the largest community bank in Utah and was the largest acquisition in the Company’s history. See Note 23 in the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data” for additional information regarding this acquisition.
The Company ended the year at $25.941 billion in assets, which was a 40 percent increase over the prior year and was driven primarily by the 2021 acquisition of Alta along with increases from the debt securities purchased as a result of excess liquidity. Organic loan growth, excluding PPP loans, was $1.160 billion, or 11 percent, during 2021 with the majority of the growth in the second half of the year. The Company experienced another great year in core deposit growth which organically increased $3.278 billion, or 22 percent, with non-interest bearing deposits increasing $1.123 billion, or 21 percent, during the year.
Tangible stockholders’ equity increased $402 million, or $1.12 per share, as a result of earnings retention and Company stock issued in connection with the acquisition of Alta in 2021. The Company increased its total regular quarterly dividends declared from $1.18 per share during 2020 to $1.27 per share in 2021. During the fourth quarter of 2021, the Company transferred the listing of its common stock to the New York Stock Exchange from the NASDAQ Global Select Market.
The Company had record net income for the year of $285 million, which was an increase of $18.4 million, or 7 percent, over the prior year net income of $266 million. Diluted earnings per share for the year was $2.86, an increase of 2 percent, from the 2020 diluted earnings per share of $2.81. The improvement in net income for 2021 was due to recent acquisitions, organic growth, the significant increase in debt security interest income. This record in net income was achieved even with the decrease in gain on sale of loans from the record highs in 2020, the continuing pressure from the low interest rate environment, and increasing business costs. The Company's net interest margin for 2021 was 3.42 percent, a 67 basis points decrease from the net interest margin of 4.09 percent from 2020 which was primarily driven by the low rate environment and the shift in the earning asset mix from higher yielding loans to lower yielding debt securities.
Looking forward, the Company’s future performance will depend on many factors including economic conditions in the markets the Company serves, interest rate changes, increasing competition for deposits and loans, loan quality and growth, the impact and successful integration of acquisitions, and managing regulatory requirements.
26
Financial Highlights
| At or for the Years ended | |||||
|---|---|---|---|---|---|
| (Dollars in thousands, except per share and market data) | December 31, 2021 | December 31, 2020 | |||
| Operating results | |||||
| Net income | $ | 284,757 | 266,400 | ||
| Basic earnings per share | $ | 2.87 | 2.81 | ||
| Diluted earnings per share | $ | 2.86 | 2.81 | ||
| Dividends declared per share | $ | 1.37 | 1.33 | ||
| Market value per share | |||||
| Closing | $ | 56.70 | 46.01 | ||
| High | $ | 67.35 | 47.05 | ||
| Low | $ | 44.55 | 26.66 | ||
| Selected ratios and other data | |||||
| Number of common stock shares outstanding | 110,687,533 | 95,426,364 | |||
| Average outstanding shares - basic | 99,313,255 | 94,883,864 | |||
| Average outstanding shares - diluted | 99,398,250 | 94,932,353 | |||
| Return on average assets (annualized) | 1.33 | % | 1.62 | % | |
| Return on average equity (annualized) | 11.08 | % | 12.15 | % | |
| Efficiency ratio | 51.35 | % | 49.97 | % | |
| Dividend payout ratio | 47.74 | % | 47.33 | % | |
| Loan to deposit ratio | 63.24 | % | 76.29 | % | |
| Number of full time equivalent employees | 3,436 | 2,970 | |||
| Number of locations | 224 | 193 | |||
| Number of ATMs | 273 | 250 |
Recent Acquisitions
The Company completed the following acquisitions during the last two years:
•Altabancorp and its wholly-owned subsidiary, Altabank; and
•State Bank Corp. and its wholly-owned subsidiary, State Bank of Arizona (“SBAZ”).
The business combinations were accounted for using the acquisition method with the results of operations included in the Company’s consolidated financial statements as of the acquisition dates. For additional information regarding acquisitions, see Note 23 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.” The following table discloses the preliminary fair value of selected classifications of assets and liabilities acquired:
| (Dollars in thousands) | Alta October 1, 2021 | SBAZ February 29, 2020 | ||||
|---|---|---|---|---|---|---|
| Total assets | $ | 4,131,662 | $ | 745,420 | ||
| Cash and cash equivalents | 1,622,727 | 57,434 | ||||
| Debt securities | 6,658 | 142,174 | ||||
| Loans receivable | 1,902,321 | 451,702 | ||||
| Non-interest bearing deposits | 1,201,464 | 141,620 | ||||
| Interest bearing deposits | 2,072,355 | 461,669 | ||||
| Borrowings | — | 10,904 |
27
Financial Condition Analysis
Assets
The following table summarizes the Company’s assets as of the dates indicated:
| (Dollars in thousands) | December 31, 2021 | December 31, 2020 | $ Change | % Change | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Cash and cash equivalents | $ | 437,686 | $ | 633,142 | $ | (195,456) | (31 | %) | ||||||
| Debt securities, available-for-sale | 9,170,849 | 5,337,814 | 3,833,035 | 72 | % | |||||||||
| Debt securities, held-to-maturity | 1,199,164 | 189,836 | 1,009,328 | 532 | % | |||||||||
| Total debt securities | 10,370,013 | 5,527,650 | 4,842,363 | 88 | % | |||||||||
| Loans receivable | ||||||||||||||
| Residential real estate | 1,051,883 | 802,508 | 249,375 | 31 | % | |||||||||
| Commercial real estate | 8,630,831 | 6,315,895 | 2,314,936 | 37 | % | |||||||||
| Other commercial | 2,664,190 | 3,054,817 | (390,627) | (13 | %) | |||||||||
| Home equity | 736,288 | 636,405 | 99,883 | 16 | % | |||||||||
| Other consumer | 348,839 | 313,071 | 35,768 | 11 | % | |||||||||
| Loans receivable | 13,432,031 | 11,122,696 | 2,309,335 | 21 | % | |||||||||
| Allowance for credit losses | (172,665) | (158,243) | (14,422) | 9 | % | |||||||||
| Loans receivable, net | 13,259,366 | 10,964,453 | 2,294,913 | 21 | % | |||||||||
| Other assets | 1,873,580 | 1,378,961 | 494,619 | 36 | % | |||||||||
| Total assets | $ | 25,940,645 | $ | 18,504,206 | $ | 7,436,439 | 40 | % |
Excluding the $1.623 billion of cash received from the Alta acquisition that was invested in 2021, total debt securities at December 31, 2021 increased $3.220 billion, or 58 percent, from the prior year end. The Company continues to selectively purchase debt securities with excess liquidity from the increase in core deposits and SBA forgiveness of PPP loans. Debt securities represented 40 percent of total assets at December 31, 2021 compared to 30 percent of total assets at December 31, 2020.
The loan portfolio of $13.432 billion at December 31, 2021 increased $2.309 billion, or 21 percent, from the prior year end. Excluding the PPP loans and loans from the Alta acquisition, the loan portfolio increased $1.160 billion, or 11 percent, from the prior year end with the largest increase in commercial real estate loans which increased $912 million, or 14 percent.
28
Liabilities
The following table summarizes the Company’s liabilities as of the dates indicated:
| (Dollars in thousands) | December 31, 2021 | December 31, 2020 | $ Change | % Change | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Deposits | ||||||||||||||
| Non-interest bearing deposits | $ | 7,779,288 | $ | 5,454,539 | $ | 2,324,749 | 43 | % | ||||||
| NOW and DDA accounts | 5,301,832 | 3,698,559 | 1,603,273 | 43 | % | |||||||||
| Savings accounts | 3,180,046 | 2,000,174 | 1,179,872 | 59 | % | |||||||||
| Money market deposit accounts | 4,014,128 | 2,627,336 | 1,386,792 | 53 | % | |||||||||
| Certificate accounts | 1,036,077 | 978,779 | 57,298 | 6 | % | |||||||||
| Core deposits, total | 21,311,371 | 14,759,387 | 6,551,984 | 44 | % | |||||||||
| Wholesale deposits | 25,878 | 38,142 | (12,264) | (32 | %) | |||||||||
| Deposits, total | 21,337,249 | 14,797,529 | 6,539,720 | 44 | % | |||||||||
| Securities sold under agreements to repurchase | 1,020,794 | 1,004,583 | 16,211 | 2 | % | |||||||||
| Federal Home Loan Bank advances | — | — | — | — | % | |||||||||
| Other borrowed funds | 44,094 | 33,068 | 11,026 | 33 | % | |||||||||
| Subordinated debentures | 132,620 | 139,959 | (7,339) | (5 | %) | |||||||||
| Other liabilities | 228,266 | 222,026 | 6,240 | 3 | % | |||||||||
| Total liabilities | $ | 22,763,023 | $ | 16,197,165 | $ | 6,565,858 | 41 | % |
Excluding the Alta acquisition, core deposits increased $3.278 billion, or 22 percent, from the prior year end. Non-interest bearing deposits of $7.779 billion as of December 31, 2021 organically increased $1.123 billion, or 21 percent, from the prior year end. The unprecedented increase in deposits over the prior two years resulted from a number of factors including the PPP loan proceeds deposited by customers, federal stimulus deposits and increases in customer savings. Non-interest bearing deposits were 37 percent of total core deposits at December 31, 2021 compared to 37 percent at December 31, 2020.
The low levels of borrowings, including wholesale deposits and Federal Home Loan Bank (“FHLB”) advances, reflected the significant increase in core deposits which funded the asset growth.
Stockholders’ Equity
The following table summarizes the stockholders’ equity balances as of the dates indicated:
| (Dollars in thousands, except per share data) | December 31, 2021 | December 31, 2020 | $ Change | % Change | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Common equity | $ | 3,150,263 | $ | 2,163,951 | $ | 986,312 | 46 | % | ||||||
| Accumulated other comprehensive income | 27,359 | 143,090 | (115,731) | (81 | %) | |||||||||
| Total stockholders’ equity | 3,177,622 | 2,307,041 | 870,581 | 38 | % | |||||||||
| Goodwill and core deposit intangible, net | (1,037,652) | (569,522) | (468,130) | 82 | % | |||||||||
| Tangible stockholders’ equity | $ | 2,139,970 | $ | 1,737,519 | $ | 402,451 | 23 | % | ||||||
| Stockholders’ equity to total assets | 12.25 | % | 12.47 | % | (2 | %) | ||||||||
| Tangible stockholders’ equity to total tangible assets | 8.59 | % | 9.69 | % | (11 | %) | ||||||||
| Book value per common share | $ | 28.71 | $ | 24.18 | $ | 4.53 | 19 | % | ||||||
| Tangible book value per common share | $ | 19.33 | $ | 18.21 | $ | 1.12 | 6 | % |
Tangible stockholders’ equity of $2.140 billion at December 31, 2021 increased $402 million, or 23 percent, from the prior year, which was the result of $840 million of Company common stock issued for the acquisition of Alta and earnings retention. The increase was partially offset by the increase in goodwill and core deposit intangible associated with the Alta acquisition and a decrease in other comprehensive income. Tangible book value per common share of $19.33 at December 31, 2021 increased $1.12 per share, or 6 percent, from a year ago.
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Results of Operations
In this section, the Company’s results of operations are discussed for the year ended December 31, 2021 compared to the year ended December 31, 2020. For a discussion of the year ended December 31, 2020 compared to the year ended December 31, 2019, please refer to Part II, Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations" in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020.
Income Summary
The following table summarizes income for the time periods indicated:
| Years ended | $ Change | % Change | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2021 | December 31, 2020 | ||||||||||||
| Net interest income | ||||||||||||||
| Interest income | $ | 681,074 | $ | 627,064 | $ | 54,010 | 9 | % | ||||||
| Interest expense | 18,558 | 27,315 | (8,757) | (32 | %) | |||||||||
| Total net interest income | 662,516 | 599,749 | 62,767 | 10 | % | |||||||||
| Non-interest income | ||||||||||||||
| Service charges and other fees | 59,317 | 52,503 | 6,814 | 13 | % | |||||||||
| Miscellaneous loan fees and charges | 12,038 | 7,344 | 4,694 | 64 | % | |||||||||
| Gain on sale of loans | 63,063 | 99,450 | (36,387) | (37 | %) | |||||||||
| (Loss) gain on sale of investments | (638) | 1,139 | (1,777) | (156 | %) | |||||||||
| Other income | 11,040 | 12,431 | (1,391) | (11 | %) | |||||||||
| Total non-interest income | 144,820 | 172,867 | (28,047) | (16 | %) | |||||||||
| Total income | $ | 807,336 | $ | 772,616 | $ | 34,720 | 4 | % | ||||||
| Net interest margin (tax-equivalent) | 3.42 | % | 4.09 | % |
Net Interest Income
Net-interest income of $663 million for 2021 increased $62.8 million, or 10 percent, over the same period in 2020 and included a $25.6 million increase from the acquisition of Alta. Interest income of $681 million for 2021 increased $54.0 million, or 9 percent, from the prior year and was primarily attributable to a $26.9 million increase from the Altabank division and a $22.5 million increase in interest income on debt securities. Interest income on debt securities increased $22.5 million, or 23 percent, over the prior year which resulted from the increased volume of debt securities. Interest expense of $18.6 million during 2021 decreased $8.8 million, or 32 percent over the prior year primarily as a result of a decrease in the cost of deposits. The total funding cost (including non-interest bearing deposits) for 2021 was 10 basis points, which decreased 9 basis points compared to 19 basis points in 2020.
The net interest margin as a percentage of earning assets, on a tax-equivalent basis, during 2021 was 3.42 percent, a 67 basis points decrease from the net interest margin of 4.09 percent for the same period in the prior year. The core net interest margin, excluding 4 basis points of discount accretion, 2 basis point of non-accrual interest and 12 basis points increase from the PPP loans, was 3.24 percent which was an 81 basis point decrease from the core margin of 4.05 percent in the prior year. Although the Company was successful in reducing the total cost of funding, it was not enough to outpace the lower yields on core loans and debt securities driven by the current interest rate environment and the shift in the earning asset mix to lower yielding debt securities.
Non-interest Income
Non-interest income of $145 million for 2021 decreased $28.0 million, or 16 percent, over the same period last year. Gain on the sale of loans of $63.1 million for 2021 decreased $36.4 million, or 37 percent, compared to the same period last year which was the result of the anticipated slowing of purchase and refinance activity after the historically high levels in the prior year. Service charges and other fees of $59.3 million for 2021 increased $6.8 million, or 13 percent, from the prior year as a result of additional fees from increased customer accounts and transaction activity and the acquisition of Alta. Miscellaneous loan fees and charges of $12.0 million increased $4.7 million, or 64 percent, driven by increases in loan servicing income and credit card interchange fees due to increased activity. Other income of $11.0 million decreased $1.4 million, or 11 percent, from the prior year.
30
Non-interest Expense
The following table summarizes non-interest expense for the periods indicated:
| Years ended | $ Change | % Change | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2021 | December 31, 2020 | ||||||||||||
| Compensation and employee benefits | $ | 270,644 | $ | 253,047 | $ | 17,597 | 7 | % | ||||||
| Occupancy and equipment | 39,394 | 37,673 | 1,721 | 5 | % | |||||||||
| Advertising and promotions | 11,949 | 10,201 | 1,748 | 17 | % | |||||||||
| Data processing | 23,470 | 21,132 | 2,338 | 11 | % | |||||||||
| Other real estate owned and foreclosed assets | 236 | 923 | (687) | (74 | %) | |||||||||
| Regulatory assessments and insurance | 8,249 | 4,656 | 3,593 | 77 | % | |||||||||
| Core deposit intangibles amortization | 10,271 | 10,370 | (99) | (1 | %) | |||||||||
| Other expenses | 70,609 | 66,809 | 3,800 | 6 | % | |||||||||
| Total non-interest expense | $ | 434,822 | $ | 404,811 | $ | 30,011 | 7 | % |
Total non-interest expense of $435 million for 2021 increased $30.0 million, or 7 percent, over the prior year same period. Excluding the Alta bank division and acquisition-related expenses, non-interest expense increased $11.0 million, or 3 percent, over the prior year. Included in the current year was $9.8 million of acquisition-related expenses and $17.0 million of expenses from the Alta bank division. Compensation and employee benefits for 2021 increased $17.6 million, or 7 percent, from last year due to the increased number of employees from acquisitions and organic growth. Advertising and promotions for 2021 increased $1.7 million, or 17 percent, from the prior year. Data processing expense increased $2.3 million, or 11 percent, from the prior year primarily from the acquisition of Alta. Regulatory assessment and insurance for 2021 increased $3.6 million from the prior year as a result of organic growth, the State of Montana waiving the first semi-annual regulatory assessment of 2020 and Small Bank assessment credits applied by the FDIC in the first quarter of 2020. Other expenses of $70.6 million increased $3.8 million, or 6 percent, from the prior year. Current year other expenses included acquisition-related expenses of $9.8 million compared to $7.8 million in the prior year.
Provision for Credit Losses
The following table summarizes the provision for credit losses on the loan portfolio, net charge-offs and select ratios relating to the provision for credit losses on loans for the previous eight quarters:
| (Dollars in thousands) | Provision for Credit Losses on Loans | Net Charge-Offs (Recoveries) | ACL as a Percent of Loans | Accruing Loans 30-89 Days Past Due as a Percent of Loans | Non-Performing Assets to Total Sub-sidiary Assets | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Fourth quarter 2021 | $ | 19,301 | $ | 616 | 1.29 | % | 0.38 | % | 0.26 | % | ||||||
| Third quarter 2021 | 2,313 | 152 | 1.36 | % | 0.23 | % | 0.24 | % | ||||||||
| Second quarter 2021 | (5,723) | (725) | 1.35 | % | 0.11 | % | 0.26 | % | ||||||||
| First quarter 2021 | 489 | 2,286 | 1.39 | % | 0.40 | % | 0.19 | % | ||||||||
| Fourth quarter 2020 | (1,528) | 4,781 | 1.42 | % | 0.20 | % | 0.19 | % | ||||||||
| Third quarter 2020 | 2,869 | 826 | 1.42 | % | 0.15 | % | 0.25 | % | ||||||||
| Second quarter 2020 | 13,552 | 1,233 | 1.42 | % | 0.22 | % | 0.27 | % | ||||||||
| First quarter 2020 | 22,744 | 813 | 1.49 | % | 0.41 | % | 0.26 | % |
The provision for credit loss expense was $23.1 million for 2021 compared to $39.8 million in 2020. The current year credit loss expense included $18.1 million of provision for credit loss on loans and $4.2 million of provision for credit loss on unfunded loan commitments from the acquisition of Alta. The 2020 credit loss expense included only $4.8 million of provision for credit loss on loans from the acquisition of State Bank of Arizona. The credit loss expense due to the acquisitions reflects the requirement to fully fund an allowance for credit losses on loans and unfunded commitments post-acquisition.
31
Excluding the impact from the Alta and State Bank of Arizona acquisitions, the current year provision for credit loss expense on unfunded loan commitments was $2.5 million compared to a credit loss expense of $2.1 million in the prior year. Excluding the impact from the acquisitions, the current year provision for credit loss benefit on loans was $1.7 million compared to a credit loss expense of $32.8 million in the prior year which was primarily attributable to changes in the economic forecast related to the initial stages of the COVID-19 pandemic. Net charge-offs during the current year were $2.3 million compared to $7.7 million during the prior year.
Efficiency Ratio
The efficiency ratio was 51.35 percent for 2021 compared to 49.97 percent for the same period last year. Excluding acquisition-related expenses, the efficiency ratio was 50.16 in 2021 compared to 48.98 in 2020 and the increase was primarily driven by the reduction in gain on sale of loans.
ADDITIONAL MANAGEMENT’S DISCUSSION AND ANALYSIS
Investment Activity
The Company’s investment securities primarily consist of debt securities classified as either available-for-sale or held-to-maturity. Non-marketable equity securities consist of capital stock issued by the FHLB of Des Moines.
Debt Securities
Debt securities classified as available-for-sale are carried at estimated fair value and debt securities classified as held-to-maturity are carried at amortized cost. During the first quarter of 2021, the Company transferred $404 million of available-for-sale securities with an unrealized net gain of $3.8 million into the held-to-maturity portfolio after determining it had the intent and ability to hold such securities until maturity. The Company transferred an additional $440 million of available-for-sale securities with an unrealized net gain of $40.6 million into held-to-maturity portfolio during the second quarter of 2021. Unrealized gains or losses, net of tax, on available-for-sale debt securities are reflected as an adjustment to other comprehensive income. The Company’s debt securities are summarized below:
| December 31, 2021 | December 31, 2020 | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Carrying Amount | Percent | Carrying Amount | Percent | |||||||||
| Available-for-sale | |||||||||||||
| U.S. government and federal agency | $ | 1,346,749 | 13 | % | $ | 38,588 | 1 | % | |||||
| U.S. government sponsored enterprises | 240,693 | 2 | % | 9,781 | 1 | % | |||||||
| State and local governments | 488,858 | 5 | % | 1,416,683 | 26 | % | |||||||
| Corporate bonds | 180,752 | 2 | % | 349,098 | 6 | % | |||||||
| Residential mortgage-backed securities | 5,699,659 | 55 | % | 2,289,090 | 41 | % | |||||||
| Commercial mortgage-backed securities | 1,214,138 | 12 | % | 1,234,574 | 22 | % | |||||||
| Total available-for-sale | 9,170,849 | 89 | % | 5,337,814 | 97 | % | |||||||
| Held-to-maturity | |||||||||||||
| State and local governments | 1,199,164 | 11 | % | 189,836 | 3 | % | |||||||
| Total held-to-maturity | 1,199,164 | 11 | % | 189,836 | 3 | % | |||||||
| Total debt securities | $ | 10,370,013 | 100 | % | $ | 5,527,650 | 100 | % |
In 2021, the Company’s debt securities were primarily comprised of U.S. government and federal agency and mortgage-backed securities. In 2020, the Company’s debt securities were primarily comprised of state and local government securities and mortgage-backed securities. State and local government securities are largely exempt from federal income tax and the Company’s federal statutory income tax rate of 21 percent is used in calculating the tax-equivalent yields on the tax-exempt securities. Mortgage-backed securities largely consists of short, weighted-average life U.S. agency guaranteed residential and commercial mortgage pass-through securities and to a lesser extent, short, weighted-average life U.S. agency guaranteed residential collateralized mortgage obligations. Combined, the mortgage-backed securities provide the Company with ongoing liquidity as scheduled and pre-paid principal is received on the securities.
State and local government securities carry different risks that are not as prevalent in other security types. The Company evaluates the investment grade quality of its securities in accordance with regulatory guidance. Investment grade securities are those where the issuer has an adequate capacity to meet the financial commitments under the security for the projected life of the investment. An issuer has an adequate capacity to meet financial commitments if the risk of default by the obligor is low and the full and timely
32
payment of principal and interest are expected. In assessing credit risk, the Company may use credit ratings from Nationally Recognized Statistical Rating Organizations (“NRSRO”) entities such as S&P and Moody’s as support for the evaluation; however, they are not solely relied upon. There have been no significant differences in the Company’s internal evaluation of the creditworthiness of any issuer when compared with the ratings assigned by the NRSROs.
The following table stratifies the state and local government securities by the associated NRSRO ratings. The highest issued rating was used to categorize the securities in the table for those securities where the NRSRO ratings were not at the same level.
| December 31, 2021 | December 31, 2020 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Amortized Cost | Fair Value | Amortized Cost | Fair Value | |||||||
| S&P: AAA / Moody’s: Aaa | $ | 422,413 | 432,651 | 385,773 | 420,646 | ||||||
| S&P: AA+, AA, AA- / Moody’s: Aa1, Aa2, Aa3 | 1,138,804 | 1,172,765 | 1,015,634 | 1,080,972 | |||||||
| S&P: A+, A, A- / Moody’s: A1, A2, A3 | 84,934 | 89,715 | 101,494 | 109,504 | |||||||
| S&P: BBB+, BBB, BBB- / Moody’s: Baa1, Baa2, Baa3 | 92 | 96 | 3,217 | 3,230 | |||||||
| Not rated by either entity | 14,335 | 14,514 | 5,481 | 5,547 | |||||||
| Below investment grade | — | — | — | — | |||||||
| Total | $ | 1,660,578 | 1,709,741 | 1,511,599 | 1,619,899 |
State and local government securities largely consist of both taxable and tax-exempt general obligation and revenue bonds. The following table stratifies the state and local government securities by the associated security type.
| December 31, 2021 | December 31, 2020 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Amortized Cost | Fair Value | Amortized Cost | Fair Value | |||||||
| General obligation - unlimited | $ | 606,873 | 637,431 | 625,660 | 672,610 | ||||||
| General obligation - limited | 108,487 | 113,320 | 121,886 | 129,250 | |||||||
| Revenue | 929,166 | 941,894 | 745,908 | 798,188 | |||||||
| Certificate of participation | 12,316 | 13,254 | 14,098 | 15,636 | |||||||
| Other | 3,736 | 3,842 | 4,047 | 4,215 | |||||||
| Total | $ | 1,660,578 | 1,709,741 | 1,511,599 | 1,619,899 |
The following table outlines the five states in which the Company owns the highest concentrations of state and local government securities.
| December 31, 2021 | December 31, 2020 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Amortized Cost | Fair Value | Amortized Cost | Fair Value | |||||||
| New York | $ | 260,471 | 264,776 | 235,036 | 254,976 | ||||||
| California | 151,137 | 160,023 | 148,564 | 166,311 | |||||||
| Texas | 157,917 | 161,706 | 143,421 | 154,511 | |||||||
| Michigan | 134,903 | 139,704 | 139,836 | 148,544 | |||||||
| Washington | 115,834 | 119,806 | 99,699 | 106,012 | |||||||
| All other states | 840,316 | 863,726 | 745,043 | 789,545 | |||||||
| Total | $ | 1,660,578 | 1,709,741 | 1,511,599 | 1,619,899 |
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The following table presents the carrying amount and weighted-average yield of available-for-sale and held-to-maturity debt securities by contractual maturity at December 31, 2021. Weighted-average yields are based upon the amortized cost of securities and are calculated using the interest method which takes into consideration premium amortization, discount accretion and mortgage-backed securities’ prepayment provisions. Weighted-average yields on tax-exempt debt securities exclude the federal income tax benefit.
| One Year or Less | After One through Five Years | After Five through Ten Years | After Ten Years | Mortgage-Backed Securities 1 | Total | ||||||||||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Amount | Yield | Amount | Yield | Amount | Yield | Amount | Yield | Amount | Yield | Amount | Yield | |||||||||||||||||||||||||||||
| Available-for-sale | |||||||||||||||||||||||||||||||||||||||||
| U.S. government and federal agency | $ | — | — | % | $ | 751,644 | 1.07 | % | $ | 577,201 | 1.20 | % | $ | 17,904 | 1.74 | % | $ | — | — | % | $ | 1,346,749 | 1.13 | % | |||||||||||||||||
| U.S. government sponsored enterprises | 764 | 0.95 | % | 195,209 | 1.22 | % | 44,720 | 1.08 | % | — | — | % | — | — | % | 240,693 | 1.19 | % | |||||||||||||||||||||||
| State and local governments | 8,909 | 2.11 | % | 69,126 | 2.55 | % | 190,653 | 3.66 | % | 220,170 | 3.23 | % | — | — | % | 488,858 | 3.28 | % | |||||||||||||||||||||||
| Corporate bonds | 45,151 | 3.20 | % | 130,550 | 3.26 | % | 4,024 | 4.00 | % | 1,027 | 0.46 | % | — | — | % | 180,752 | 3.24 | % | |||||||||||||||||||||||
| Residential mortgage-backed securities | — | — | % | — | — | % | — | — | % | — | — | % | 5,699,659 | 0.96 | % | 5,699,659 | 0.96 | % | |||||||||||||||||||||||
| Commercial mortgage-backed securities | — | — | % | — | — | % | — | — | % | — | — | % | 1,214,138 | 2.24 | % | 1,214,138 | 2.24 | % | |||||||||||||||||||||||
| Total available-for-sale | 54,824 | 2.99 | % | 1,146,529 | 1.42 | % | 816,598 | 1.76 | % | 239,101 | 3.09 | % | 6,913,797 | 1.18 | % | 9,170,849 | 1.32 | % | |||||||||||||||||||||||
| Held-to-maturity | |||||||||||||||||||||||||||||||||||||||||
| State and local governments | 1,432 | 2.65 | % | 29,286 | 2.45 | % | 91,688 | 2.65 | % | 1,076,758 | 2.75 | % | — | — | % | 1,199,164 | 2.73 | % | |||||||||||||||||||||||
| Total held-to-maturity | 1,432 | 2.35 | % | 29,286 | 2.45 | % | 91,688 | 2.65 | % | 1,076,758 | 2.75 | % | — | — | % | 1,199,164 | 2.73 | % | |||||||||||||||||||||||
| Total debt securities | $ | 56,256 | 2.98 | % | $ | 1,175,815 | 1.45 | % | $ | 908,286 | 1.85 | % | $ | 1,315,859 | 2.80 | % | $ | 6,913,797 | 1.18 | % | $ | 10,370,013 | 1.48 | % |
______________________________
1 Mortgage-backed securities, which have prepayment provisions, are not assigned to maturity categories due to fluctuations in their prepayment speeds.
Based on an analysis of its available-for-sale debt securities with unrealized losses as of December 31, 2021, the Company determined their decline in value was unrelated to credit loss and was primarily the result of interest rate changes and market spreads subsequent to acquisition. The fair value of the debt securities is expected to recover as payments are received and the debt securities approach maturity. In addition, the Company determined an insignificant amount of credit losses is expected on the held-to-maturity debt securities portfolio; therefore, no ACL has been recognized at December 31, 2021.
For additional information on debt securities, see Notes 1 and 2 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
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Lending Activity
The Company focuses its lending activities primarily on the following types of loans: 1) first-mortgage, conventional loans secured by residential properties, particularly single-family; 2) commercial lending, including agriculture and public entities; and 3) installment lending for consumer purposes (e.g., home equity, automobile, etc.). Supplemental information regarding the Company’s loan portfolio and credit quality based on regulatory classification is provided in the section captioned “Loans by Regulatory Classification” included in “Part I. Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.” The regulatory classification of loans is based primarily on the type of collateral for the loans. Loan information included in “Part I. Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations” is based on the Company’s loan segments, which are based on the purpose of the loan, unless otherwise noted as a regulatory classification. The following table summarizes the Company’s loan portfolio as of the dates indicated:
| December 31, 2021 | December 31, 2020 | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Amount | Percent | Amount | Percent | |||||||||
| Residential real estate | $ | 1,051,883 | 8 | % | $ | 802,508 | 7 | % | |||||
| Commercial Real estate | 8,630,831 | 65 | % | 6,315,895 | 58 | % | |||||||
| Other commercial | 2,664,190 | 20 | % | 3,054,817 | 28 | % | |||||||
| Home equity | 736,288 | 6 | % | 636,405 | 6 | % | |||||||
| Other consumer | 348,839 | 2 | % | 313,071 | 3 | % | |||||||
| Loans receivable | 13,432,031 | 101 | % | 11,122,696 | 102 | % | |||||||
| ACL | (172,665) | (1 | %) | (158,243) | (2 | %) | |||||||
| Loans receivable, net | $ | 13,259,366 | 100 | % | $ | 10,964,453 | 100 | % |
The stated maturities or first repricing term (if applicable) for the loan portfolio at December 31, 2021 was as follows:
| (Dollars in thousands) | Residential Real Estate | Commercial | Consumer and Other | Total | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Variable rate maturing or repricing | |||||||||||
| In one year or less | $ | 134,964 | 2,024,656 | 349,990 | 2,509,610 | ||||||
| After one through five years | 264,274 | 3,400,714 | 308,519 | 3,973,507 | |||||||
| After five through fifteen years | 54,690 | 307,012 | 2,696 | 364,398 | |||||||
| Thereafter | — | — | — | — | |||||||
| Fixed rate maturing | |||||||||||
| In one year or less | 393,335 | 1,970,227 | 117,442 | 2,481,004 | |||||||
| After one through five years | 148,519 | 2,617,605 | 209,046 | 2,975,170 | |||||||
| After five through fifteen years | 52,878 | 933,679 | 56,454 | 1,043,011 | |||||||
| Thereafter | 3,223 | 41,128 | 40,980 | 85,331 | |||||||
| Total | $ | 1,051,883 | 11,295,021 | 1,085,127 | 13,432,031 |
Residential Real Estate Lending
The Company’s lending activities consist of the origination of both construction and permanent loans on residential real estate. The Company actively solicits residential real estate loan applications from real estate brokers, contractors, existing customers, customer referrals, and online applications. The Company’s lending policies generally limit the maximum loan-to-value ratio on residential mortgage loans to 80 percent of the lesser of the appraised value or purchase price. Policies allow for higher loan-to-values with appropriate risk mitigation such as documented compensating factors, credit enhancement, etc. For loans held for sale, the Company complies with each investor’s loan-to-value guidelines. The Company also provides interim construction financing for single-family dwellings. These loans are supported by a term take-out commitment that may be subject to certain contingencies.
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Consumer Land or Lot Loans
The Company originates land and lot acquisition loans to borrowers who intend to construct their primary residence on the respective land or lot. These loans are generally for a term of three to five years and are secured by the developed land or lot with the loan-to-value limited to the lesser of 75 percent of the appraised value or 75 percent of the cost.
Unimproved Land and Land Development Loans
Although the Company has originated very few unimproved land and land development loans since the economic downturn in 2008, the Company may originate such loans on properties intended for residential and commercial use where real estate market conditions have improved. These loans are typically made for a term of 18 months to two years and are secured by the developed property with a loan-to-value not to exceed the lesser of 75 percent of cost or 65 percent of the appraised discounted bulk sale value upon completion of the improvements. The projects under development are inspected on a regular basis and advances are made on a percentage-of-completion basis. The loans are made to borrowers with real estate development experience and appropriate financial strength. Generally, the Company requires that a certain percentage of the development be pre-sold or that construction and term take-out commitments are in place prior to funding the loan. Loans made on unimproved land are generally made for a term of five to ten years with a loan-to-value not to exceed the lesser of 50 percent of appraised value or 50 percent of cost.
Residential Builder Guidance Lines
The Company provides Builder Guidance Lines that are comprised of pre-sold and spec-home construction and lot acquisition loans. The spec-home construction and lot acquisition loans are limited to a specific number and maximum amount. Generally, the individual loans will not exceed a one year maturity. The homes under construction are inspected on a regular basis and advances made on a percentage-of-completion basis.
Construction Loans
During the construction loan term, all construction loan collateral properties are inspected at least monthly, or more frequently as needed, until completion. Draws on construction loans are predicated upon the results of the inspection and advanced based upon a percentage-of-completion basis versus original budget percentages. When construction loans become non-performing and the associated project is not complete, the Company on a case-by-case basis makes the decision to advance additional funds or to initiate collection/foreclosure proceedings. Such decision includes obtaining “as-is” and “at completion” appraisals for consideration of potential increases or decreases in the collateral’s value. The Company also considers the increased costs of monitoring progress to completion, and the related collection/holding period costs should collateral ownership be transferred to the Company.
Commercial Real Estate Loans
Loans are made to purchase, construct and finance commercial real estate properties. These loans are generally made to borrowers who will own and occupy the property, but may include loans to finance investment or income properties. Commercial real estate loans generally have a loan-to-value up to the lesser of 75 percent of the appraised value or 75 percent of the cost and require a minimum 1.2 times debt service coverage margin.
Agricultural Lending
Agricultural lending is conducted on a conservative basis and consists of operating credits, term real estate loans for the acquisition or refinance of agricultural real estate or equipment, and term livestock loans for the acquisition or refinance of livestock. Loan-to-value on equipment, livestock and agricultural real estate is generally limited to 75 percent.
PPP Loans
A PPP loan is a small business loan designed to assist qualifying businesses in keeping workers on the payroll during the Covid-19 pandemic. The program commenced on April 3, 2020 with June 30, 2020 (subsequently changed to August 8, 2020) as the last day to apply for and receive a PPP loan for the first round. As originally enacted, each PPP loan is 100% guaranteed by the SBA, has a 1% interest rate, 2-year maturity and 6-month payment deferral period starting from the loan disbursement date. The PPP program was further amended as of June 5, 2020 under the Paycheck Protection Program Flexibility Act with the primary changes to extend the period of qualifying expenditures from 8 weeks to 24 weeks, reduce the required use of funds for payroll expenses from 75% to 60%, change the deferral date from 6 months to the date of forgiveness, and extend the maturity from 2 years to 5 years for loans originated after the June 5, 2020 enactment date. A second round of the program opened up January 11, 2021, and ran through May 31, 2021.
Home Equity Loans
Home equity lines of credit are generally originated with maturity terms of 15 years. At origination, borrowers can choose a variable interest rate that changes quarterly, or after the first 3 or 5 years from the origination date. The draw period for home equity lines of credit usually exists from origination to maturity. During the draw period, the Company has home equity lines of credit where the borrowers pay interest only and home equity lines of credit where borrowers pay principal and interest.
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Consumer Lending
The majority of consumer loans are secured by real estate, automobiles, or other assets. The Company intends to continue making such loans because of their short-term nature, generally between three months and five years. Moreover, interest rates on consumer loans are generally higher than on residential mortgage loans.
States and Political Subdivisions Lending
The Company lends directly to state and local political subdivisions. The loans are typically secured by the full faith and credit of the municipality or a specific revenue stream such as water or sewer fees. In general, state and local political subdivision loans carry a low risk of default and offer other complementary business opportunities such as deposits and cash management. The loans are generally long-term in nature and interest on many of these loans is tax-exempt for federal income tax purposes.
Credit Risk Management
The Company is committed to a conservative management of the credit risk within the loan portfolio, including the early recognition of problem loans. The Company’s credit risk management includes stringent credit policies, individual loan approval limits, limits on concentrations of credit, and committee approval of larger loan requests. Management practices also include regular internal and external credit examinations, identification and review of individual loans and leases experiencing deterioration of credit quality, procedures for the collection of non-performing assets, quarterly monitoring of the loan portfolio, semi-annual review of loans by industry, and periodic stress testing of the loans secured by real estate. Federal and state regulatory safety and soundness examinations are conducted annually.
The Company’s loan policy and credit administration practices establish standards and limits for all extensions of credit that are secured by interests in or liens on real estate, or made for the purpose of financing the construction of real property or other improvements. Ongoing monitoring and review of the loan portfolio is based on current information, including: the borrowers’ and guarantors’ creditworthiness, value of the real estate and other collateral, the project’s performance against projections, and monthly inspections by Company employees or external parties until the real estate project is complete.
Monitoring of the junior lien and home equity lines of credit portfolios includes evaluating payment delinquency, collateral values, bankruptcy notices and foreclosure filings. Additionally, the Company places junior lien mortgages and junior lien home equity lines of credit on non-accrual status when there is evidence that the associated senior lien is 90 days past due or is in the process of foreclosure, regardless of the junior lien delinquency status.
Loan Approval Limits
Individual loan approval limits have been established for each lender based on the loan types and experience of the individual. There are four additional loan approval levels: 1) the Bank divisions’ Officer Loan Committees, consisting of senior lenders and members of senior management; 2) the Bank divisions’ advisory boards; 3) the Bank’s Executive Loan Committee, consisting of the Bank divisions’ senior loan officers and the Company’s Chief Credit Administrator; and 4) the Bank’s Board of Directors. Under banking laws, loans-to-one-borrower and related entities are limited to a prescribed percentage of the unimpaired capital and surplus of the Bank.
Interest Reserves
Interest reserves are used to periodically advance loan funds to pay interest charges on the outstanding balance of the related loan. As with any extension of credit, the decision to establish a loan-funded interest reserve upon origination of construction loans, including residential construction and land, lot and other construction loans, is based on prudent underwriting, including the feasibility of the project, expected cash flow, creditworthiness of the borrower and guarantors, and the protection provided by the real estate and other underlying collateral. Interest reserves provide an effective means for addressing the cash flow characteristics of construction loans. In response to the downturn in the housing market and potential impact upon construction lending, the Company discourages the creation or continued use of interest reserves.
Interest reserves are advanced provided the related construction loan is performing as expected. Loans with interest reserves may be extended, renewed or restructured only when the related loan continues to perform as expected and meets the prudent underwriting standards identified above. Such renewals, extension or restructuring are not permitted in order to keep the related loan current.
In monitoring the performance and credit quality of a construction loan, the Company assesses the adequacy of any remaining interest reserve, and whether the use of an interest reserve remains appropriate in the presence of emerging weakness and associated risks in the construction loan.
The ongoing accrual and recognition of uncollected interest as income continues only when facts and circumstances continue to reasonably support the contractual payment of principal or interest. Loans are typically designated as non-accrual when the collection
37
of the contractual principal or interest is unlikely and has remained unpaid for ninety days or more. For such loans, the accrual of interest and its capitalization into the loan balance will be discontinued.
The Company had $374 million and $155 million of loans with remaining interest reserves of $17.6 million and $6.2 million as of December 31, 2021 and 2020, respectively. During 2021 and 2020, the Company extended, renewed or restructured 3 loans and 6 loans, respectively, with interest reserves. Such loans had an aggregate outstanding principal balance of $3.7 million and $12.2 million as of December 31, 2021 and 2020, respectively. As of December 31, 2021, the Company had no construction loans with interest reserves that are currently non-performing or which are potential problem loans.
Loan Purchases, Sales, and Servicing
Fixed rate, long-term mortgage loans are generally sold in the secondary market. The Company is active in the secondary market, primarily through the origination of conventional, Rural Development, Federal Housing Administration and Department of Veterans Affairs residential mortgages. The sale of loans in the secondary mortgage market reduces the Company’s risk of holding long-term, fixed rate loans during periods of rising interest rates. In connection with conventional loan sales, the Company typically sells the majority of mortgage loans originated with servicing released. In certain circumstances, the Company strategically retains servicing and in the current year has been more active in retaining the servicing. For the loans that are sold with servicing retained, the Company records a servicing right asset that is subsequently amortized over the life of the loan. The servicing assets are also evaluated for impairment based on the fair value of the servicing asset compared to the carrying value.
The Company has also been very active in generating commercial SBA loans, and other commercial loans, with a portion of those loans sold to investors. The Company has not originated any type of subprime mortgages, either for the loan portfolio or for sale to investors. In addition, the Company has not purchased debt securities collateralized with subprime mortgages. The Company does not actively purchase loans from other financial institutions, and substantially all of the Company’s loans receivable are with customers in the Company’s geographic market areas.
Loan Origination and Other Fees
In addition to interest earned on loans, the Company receives fees for originating loans. Loan fees generally are a percentage of the principal amount of the loan and are charged to the borrower, and are normally deducted from the proceeds of the loan. Loan origination fees are generally 1.0 to 1.5 percent on residential mortgages and 0.5 to 1.5 percent on commercial loans, excluding PPP loans. Consumer loans generally require a fixed fee amount. The Company also receives other fees and charges relating to existing loans, which include charges and fees collected in connection with loan modifications.
As enticement to financial institutions to administer the program, the SBA reimburses PPP lenders for processing a PPP loan via loan fees. The fee structure changed as the PPP developed with the following reflecting the fee structure for each program:
Original Program Commencing on April 3, 2020 (round one):
•5% for loans of not more than $350,000.
•3% for loans of more than $350,000 and less than $2 million.
•1% for loans of $2 million up to a maximum loan of $10 million that were available under the original PPP.
New program commencing on January 11, 2021 for new borrowers (round two):
•50% with maximum of $2,500 for loans up to $50,000.
•5% for loans of more than $50,000 and less than $350,000.
•3% for loans of more than $350,000 and less than $2 million.
•1% for loans of $2 million up to a maximum loan of $10 million.
New program commencing on January 11, 2021 for existing borrowers (round two):
•50% with maximum of $2,500 for loans up to $50,000.
•5% for loans of more than $50,000 and less than $350,000.
•3% for loans of $350,000 up to a maximum loan of $2 million.
Appraisal and Evaluation Process
The Company’s loan policy and credit administration practices have adopted and implemented the applicable legal and regulatory requirements, which establishes criteria for obtaining appraisals or evaluations (new or updated), including transactions that are otherwise exempt from the appraisal requirements.
Each of the Bank divisions monitor conditions, including supply and demand factors, in the real estate markets served so they can react quickly to changing market conditions to mitigate potential losses from specific credit exposures within the loan portfolio. Evidence of the following real estate market conditions and trends is obtained from lending personnel and third party sources:
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•demographic indicators, including employment and population trends;
•foreclosures, vacancy, construction and absorption rates;
•property sales prices, rental rates, and lease terms;
•current tax assessments;
•economic indicators, including trends within the lending areas; and
•valuation trends, including discount and capitalization rates.
Third party information sources include federal, state, and local governments and agencies thereof, private sector economic data vendors, real estate brokers, licensed agents, sales, rental and foreclosure data tracking services.
The time between ordering an appraisal or evaluation and receipt from third party vendors is typically two to six weeks for residential property depending on geographic market and four to six weeks for non-residential property. For real estate properties that are of highly specialized or limited use, significantly complex or large, additional time beyond the typical times may be required for new appraisals or evaluations (new or updated).
As part of the Company’s credit administration and portfolio monitoring practices, the Company’s regular internal and external credit examinations review a significant number of individual loan files. Appraisals and evaluations (new or updated) are reviewed to determine whether the timeliness, methods, assumptions, and findings are reasonable and in compliance with the Company’s loan policy and credit administration practices. Such reviews include the adequacy of the steps taken by the Company to ensure that the individuals who perform appraisals and evaluations (new or updated) are appropriately qualified and are not subject to conflicts of interest. If there are any deficiencies noted in the reviews, they are reported to Bank management and prompt corrective action is taken.
Non-performing Assets
The following table summarizes information regarding non-performing assets at the dates indicated:
| At or for the Years ended | ||||||||
|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2021 | December 31, 2020 | December 31, 2019 | |||||
| Other real estate owned and foreclosed assets | $ | 18 | 1,744 | 5,142 | ||||
| Accruing loans 90 days or more past due | 17,141 | 1,725 | 1,412 | |||||
| Non-accrual loans | 50,532 | 31,964 | 30,883 | |||||
| Total non-performing assets | $ | 67,691 | 35,433 | 37,437 | ||||
| Non-performing assets as a percentage of subsidiary assets | 0.26 | % | 0.19 | % | 0.27 | % | ||
| ACL as a percentage of non-performing loans | 255 | % | 470 | % | 385 | % | ||
| Accruing loans 30-89 days past due | $ | 50,566 | 22,721 | 23,192 | ||||
| Accruing troubled debt restructurings | $ | 34,591 | 42,003 | 34,055 | ||||
| Non-accrual troubled debt restructurings | $ | 2,627 | 3,507 | 3,346 | ||||
| U.S. government guarantees included in non-performing assets | $ | 4,028 | 3,011 | 1,786 | ||||
| Interest income 1 | $ | 2,422 | 1,545 | 1,603 |
______________________________
1Amounts represent estimated interest income that would have been recognized on loans accounted for on a non-accrual basis as of the end of each period had such loans performed pursuant to contractual terms.
Non-performing assets increased $32.3 million, or 91 percent, over the prior year primarily as a result of the Alta acquisition and a single credit relationship. Non-performing assets as a percentage of subsidiary assets at December 31, 2021 was 0.26 percent compared to 0.19 percent in the prior year. Early stage delinquencies (accruing loans 30-89 days past due) of $50.6 million at December 31, 2021 increased $27.8 million from the prior year. Early stage delinquencies as a percentage of loans at December 31, 2021 was 0.38 percent, which was an increase of 18 basis points increase from prior year.
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Most of the Company’s non-performing assets are secured by real estate, and based on the most current information available to management, including updated appraisals or evaluations (new or updated), the Company believes the value of the underlying real estate collateral is adequate to minimize significant charge-offs or losses to the Company. Through pro-active credit administration, the Company works closely with its borrowers to seek favorable resolution to the extent possible, thereby attempting to minimize net charge-offs or losses to the Company. With very limited exceptions, the Company does not disburse additional funds on non-performing loans. Instead, the Company proceeds to collection and foreclosure actions in order to reduce the Company’s exposure to loss on such loans.
For additional information on accounting policies relating to non-performing assets, see Note 1 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
Restructured Loans
A restructured loan is considered 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. Each restructured debt is separately negotiated with the borrower and includes terms and conditions that reflect the borrower’s prospective ability to service their obligations as modified. The Company discourages the use of the multiple loan strategy when restructuring loans regardless of whether or not the loans are designated as TDRs. The Company had TDR loans of $37.2 million and $45.5 million at December 31, 2021 and 2020, respectively.
On March 27, 2020, the CARES Act was signed into law which includes many provisions that impact the Company and its customers. The banking regulatory agencies have encouraged banks to work with borrowers who have been impacted by the COVID-19 pandemic, and the CARES Act, along with related regulatory guidance, allowed the Bank to not designate certain modifications as TDRs that otherwise may have been classified as TDRs.
Other Real Estate Owned and Foreclosed Assets
The book value of loans prior to the acquisition of collateral and transfer of the loans into other real estate owned (“OREO”) during 2021 was $1.6 million. The fair value of the loan collateral acquired in foreclosure during 2021 was $1.5 million. The following table sets forth the changes in OREO for the periods indicated:
| Years ended | |||||
|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2021 | December 31, 2020 | |||
| Balance at beginning of period | $ | 1,744 | 5,142 | ||
| Acquisitions | — | 307 | |||
| Additions | 1,482 | 2,076 | |||
| Capital improvements | — | 145 | |||
| Write-downs | (120) | (451) | |||
| Sales | (3,088) | (5,475) | |||
| Balance at end of period | $ | 18 | 1,744 |
PPP Loans
| Years ended | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Dec 31, 2021 | Dec 31, 2020 | ||||||||
| PPP interest income | 45,405 | 38,180 | ||||||||
| Deferred compensation on originating PPP loans | 6,735 | 8,850 | ||||||||
| Total PPP income impact | 52,140 | 47,030 |
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| (Dollars in thousands) | Dec 31, 2021 | Dec 31, 2020 | |||||
|---|---|---|---|---|---|---|---|
| PPP Round 1 loans | $ | 32,348 | 909,173 | ||||
| PPP Round 2 loans | 136,329 | — | |||||
| Total PPP loans | 168,677 | 909,173 | |||||
| Net remaining fees - Round 1 | 269 | 17,605 | |||||
| Net remaining fees - Round 2 | 4,808 | — | |||||
| Total net remaining fees | $ | 5,077 | 17,605 |
The SBA Round 2 PPP program ended in early May 2021 after the available funds were fully drawn upon. During the first half of 2021, the Company originated $555 million of Round 2 PPP loans which generated $33.2 million of SBA deferred processing fees and $6.7 million of deferred compensation costs for total net deferred fees of $26.5 million. These net deferred fees are recognized as interest income over the remaining life of the loans or when the loans are forgiven in whole or in part by the SBA.
During 2021, the SBA processing fees received on Round 2 averaged 5.99 percent which compared to the average of 3.75 percent received on Round 1 in the prior year. The increase in the fee percentage received on Round 2 was the result of an increase in the number of smaller loans which receive a higher percentage fee.
The Company’s PPP borrowers received $1.305 billion in PPP loan forgiveness during 2021. As of December 31, 2021, the Company had $32.3 million remaining, or 2 percent of the $1.472 billion of Round 1 PPP loans originated in the prior year still to be forgiven and had $136 million remaining, or 25 percent of the $555 million of Round 2 PPP loans originated in the current year. Net deferred fees remaining on the balance of the PPP loans at December 31, 2021 were $5.1 million.
Supplemental information regarding credit quality and identification of the Company’s loan portfolio based on regulatory classification is provided below in the section entitled “Loans by Regulatory Classification”. The regulatory classification of loans is based primarily on collateral type while the Company’s loan segments presented herein are based on the purpose of the loan.
Allowance for Credit Losses - Loans Receivable
On January 1, 2020, the Company adopted Financial Accounting Standards Board (“FASB”) Accounting Standards Updates (“ASU”) 2016-13, Financial Instruments - Credit Losses, which significantly changed the allowance for credit loss accounting policies. The following allowance for credit loss discussion was presented under Accounting Standards Codification™ (“ASC”) Topic 326.
The following table summarizes the allocation of the ACL as of the dates indicated:
| December 31, 2021 | December 31, 2020 | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | ACL | Percent of Loans in Category | ACL | Percent of Loans in Category | |||||||||
| Residential real estate | $ | 16,458 | 8 | % | $ | 9,604 | 7 | % | |||||
| Commercial real estate | 117,901 | 64 | % | 86,999 | 57 | % | |||||||
| Other commercial | 24,703 | 20 | % | 49,133 | 27 | % | |||||||
| Home equity | 8,566 | 5 | % | 8,182 | 6 | % | |||||||
| Other consumer | 5,037 | 3 | % | 4,325 | 3 | % | |||||||
| Total | $ | 172,665 | 100 | % | $ | 158,243 | 100 | % |
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The following table summarizes the ACL experience for the periods indicated:
| At or for the Years ended | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2021 | % of Average Loans | December 31, 2020 | % of Average Loans | December 31, 2019 | % of Average Loans | |||||||||||
| Balance at beginning of period | $ | 158,243 | 124,490 | 131,239 | |||||||||||||
| Impact of adopting CECL | — | 3,720 | — | ||||||||||||||
| Acquisitions | 371 | 49 | — | ||||||||||||||
| Provision for credit losses | 16,380 | 37,637 | 57 | ||||||||||||||
| Net (charge-offs) recoveries | |||||||||||||||||
| Residential real estate | 337 | 0.04 | % | 40 | — | % | (357) | (0.04) | % | ||||||||
| Commercial real estate | 1,597 | 0.02 | % | (2,403) | (0.04) | % | (248) | — | % | ||||||||
| Other commercial | (1,048) | (0.04) | % | (3,049) | (0.10) | % | (2,008) | (0.10) | % | ||||||||
| Home equity | 198 | 0.03 | % | (128) | (0.02) | % | (11) | — | % | ||||||||
| Other consumer | (3,413) | (1.03) | % | (2,113) | (0.69) | % | (4,182) | (1.44) | % | ||||||||
| Net Charge-offs | (2,329) | (0.02) | % | (7,653) | (0.07) | % | (6,806) | (0.08) | % | ||||||||
| Balance at end of period | $ | 172,665 | $ | 158,243 | $ | 124,490 | |||||||||||
| ACL as a percentage of total loans | 1.29 | % | 1.42 | % | 1.31 | % | |||||||||||
| Non-accrual loans as a percentage of total loans | 0.38 | % | 0.29 | % | 0.32 | % | |||||||||||
| ACL as percentage of non-accrual loans | 341.69 | % | 495.07 | % | 403.10 | % |
The ACL as a percentage of total loans outstanding at December 31 2021 was 1.29 percent which was a 13 basis points decrease from the prior year end. The Company’s ACL of $173 million is considered by management to be adequate to absorb the estimated credit losses from any segment of its loan portfolio based upon managements’ best estimate of current expected credit losses within the existing portfolio of loans. Should any of the factors considered by management in making this estimate change, the Company’s estimate of current expected credit losses could also change, which could affect the level of future provision of credit losses related to loans. For the periods ended December 31, 2021 and 2020, the Company believes the ACL is commensurate with the risk in the Company’s loan portfolio and is directionally consistent with the change in the quality of the Company’s loan portfolio. During 2021, provision for credit losses exceeded the charge-offs, net of recoveries, by $14.1 million. During the same period in 2020, the charge-offs, net of recoveries, exceeded provision for credit losses by $30.0 million.
While the Company has incorporated its estimate of the impact of the COVID-19 pandemic into its calculation of the ACL for based on assumptions and forecasts that existed as of the reporting period end, the uncertainty of the current economic environment remains volatile and the Company cannot predict whether additional credit losses will be sustained as a result of the COVID-19 pandemic if assumptions and forecasts change in the future.
At the end of each quarter, the Company analyzes its loan portfolio and maintains an ACL at a level that is appropriate and determined in accordance with accounting principles generally accepted in the United States of America (“GAAP”). Determining the adequacy of the ACL involves a high degree of judgment and is inevitably imprecise as the risk of loss is difficult to quantify. The ACL methodology is designed to reasonably estimate the probable credit losses within the Company’s loan portfolio. Accordingly, the ACL is maintained within a range of estimated losses. The determination of the ACL on loans, including credit loss expense and net charge-offs, is a critical accounting estimate that involves management’s judgments about the loan portfolio that impact credit losses, including the credit risk inherent in the loan portfolio, economic forecasts nationally and in the local markets in which the Company operates, trends and changes in collateral values, delinquencies, non-performing assets, net charge-offs, credit-related policies and personnel, and other environmental factors.
In determining the allowance, the loan portfolio is separated into pools of loans that share similar risk characteristics which are the Company’s loan segments. The Company then derives estimated loss assumptions from its model by loan segment which is further segregated by the credit quality indicators. The loss assumptions are then applied to each segment of loan to estimate the ACL on the pooled loans. For any loans that do not share similar risk characteristics, the estimated credit losses are determined on an individual loan basis and such loans primarily consist of non-accrual loans. An estimated credit loss is recorded on individually reviewed loans
42
when the fair value of a collateral-dependent loan or the present value of the loan’s expected future cash flows (discounted at the loans original effective interest rate) is less than the amortized cost of the loan.
The Company provides commercial banking services to individuals, small to medium-sized businesses, community organizations and public entities from 224 locations, including 188 branches, across Montana, Idaho, Utah, Washington, Wyoming, Colorado, Arizona and Nevada. The states in which the Company operates have diverse economies and markets that are tied to commodities (crops, livestock, minerals, oil and natural gas), tourism, real estate and land development and an assortment of industries, both manufacturing and service-related. Thus, the changes in the global, national, and local economies are not uniform across the Company’s geographic locations. The geographic dispersion of these market areas helps to mitigate the risk of credit loss. The Company’s model of seventeen bank divisions with separate management teams is also a significant benefit in mitigating and managing the Company’s credit risk. This model provides substantial local oversight to the lending and credit management function and requires multiple reviews of larger loans before credit is extended.
The primary responsibility for credit risk assessment and identification of problem loans rests with the loan officer of the account. This continuous process of identifying non-performing loans is necessary to support management’s evaluation of the ACL adequacy. An independent loan review function verifying credit risk ratings evaluates the loan officer and management’s evaluation of the loan portfolio credit quality. The ACL evaluation is well documented and approved by the Company’s Board. In addition, the policy and procedures for determining the balance of the ACL are reviewed annually by the Company’s Board, the internal audit department, independent credit reviewers and state and federal bank regulatory agencies.
Although the Company continues to actively monitor economic trends and regulatory developments, no assurance can be given that the Company will not, in any particular period, sustain losses that are significant relative to the ACL amount, or that subsequent evaluations of the loan portfolio applying management’s judgment about then current factors will not require significant changes in the ACL. Under such circumstances, additional credit loss expense could result.
For additional information regarding the ACL, its relation to credit loss expense and risk related to asset quality, see Note 3 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
43
Loans by Regulatory Classification
Supplemental information regarding identification of the Company’s loan portfolio and credit quality based on regulatory classification is provided in the following tables. The regulatory classification of loans is based primarily on the type of collateral for the loans. There may be differences when compared to loan tables and loan amounts appearing elsewhere which reflect the Company’s internal loan segments which are based on the purpose of the loan.
The following table summarizes the Company’s loan portfolio by regulatory classification:
| (Dollars in thousands) | December 31, 2021 | December 31, 2020 | $ Change | % Change | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Custom and owner occupied construction | $ | 263,758 | $ | 157,529 | $ | 106,229 | 67 | % | ||||||
| Pre-sold and spec construction | 257,568 | 148,845 | 108,723 | 73 | % | |||||||||
| Total residential construction | 521,326 | 306,374 | 214,952 | 70 | % | |||||||||
| Land development | 185,200 | 102,930 | 82,270 | 80 | % | |||||||||
| Consumer land or lots | 173,305 | 123,747 | 49,558 | 40 | % | |||||||||
| Unimproved land | 81,064 | 59,500 | 21,564 | 36 | % | |||||||||
| Developed lots for operative builders | 41,840 | 30,449 | 11,391 | 37 | % | |||||||||
| Commercial lots | 99,418 | 60,499 | 38,919 | 64 | % | |||||||||
| Other construction | 762,970 | 555,375 | 207,595 | 37 | % | |||||||||
| Total land, lot, and other construction | 1,343,797 | 932,500 | 411,297 | 44 | % | |||||||||
| Owner occupied | 2,645,841 | 1,945,686 | 700,155 | 36 | % | |||||||||
| Non-owner occupied | 3,056,658 | 2,290,512 | 766,146 | 33 | % | |||||||||
| Total commercial real estate | 5,702,499 | 4,236,198 | 1,466,301 | 35 | % | |||||||||
| Commercial and industrial | 1,463,022 | 1,850,197 | (387,175) | (21 | %) | |||||||||
| Agriculture | 751,185 | 721,490 | 29,695 | 4 | % | |||||||||
| 1st lien | 1,393,267 | 1,228,867 | 164,400 | 13 | % | |||||||||
| Junior lien | 34,830 | 41,641 | (6,811) | (16 | %) | |||||||||
| Total 1-4 family | 1,428,097 | 1,270,508 | 157,589 | 12 | % | |||||||||
| Multifamily residential | 545,001 | 391,895 | 153,106 | 39 | % | |||||||||
| Home equity lines of credit | 761,990 | 657,626 | 104,364 | 16 | % | |||||||||
| Other consumer | 207,513 | 190,186 | 17,327 | 9 | % | |||||||||
| Total consumer | 969,503 | 847,812 | 121,691 | 14 | % | |||||||||
| States and political subdivisions | 615,251 | 575,647 | 39,604 | 7 | % | |||||||||
| Other | 153,147 | 156,647 | (3,500) | (2 | %) | |||||||||
| Total loans receivable, including loans held for sale | 13,492,828 | 11,289,268 | 2,203,560 | 20 | % | |||||||||
| Less loans held for sale 1 | (60,797) | (166,572) | 105,775 | (64 | %) | |||||||||
| Total loans receivable | $ | 13,432,031 | $ | 11,122,696 | $ | 2,309,335 | 21 | % |
______________________________
1 Loans held for sale are primarily 1st lien 1-4 family loans.
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The following table summarizes the Company’s non-performing assets by regulatory classification:
| Non-performing Assets, by Loan Type | Non- Accrual Loans | Accruing Loans 90 Days or More Past Due | OREO | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2021 | December 31, 2020 | December 31, 2021 | December 31, 2021 | December 31, 2021 | |||||||||
| Custom and owner occupied construction | $ | 237 | 247 | 237 | — | — | ||||||||
| Total residential construction | 237 | 247 | 237 | — | — | |||||||||
| Land development | 250 | 342 | 250 | — | — | |||||||||
| Consumer land or lots | 309 | 201 | 176 | 133 | — | |||||||||
| Unimproved land | 124 | 294 | 124 | — | — | |||||||||
| Commercial lots | — | 368 | — | — | — | |||||||||
| Other construction | 12,884 | — | — | 12,884 | — | |||||||||
| Total land, lot and other construction | 13,567 | 1,205 | 550 | 13,017 | — | |||||||||
| Owner occupied | 3,918 | 6,725 | 3,918 | — | — | |||||||||
| Non-owner occupied | 6,063 | 4,796 | 5,848 | 215 | — | |||||||||
| Total commercial real estate | 9,981 | 11,521 | 9,766 | 215 | — | |||||||||
| Commercial and industrial | 3,066 | 6,689 | 2,517 | 549 | — | |||||||||
| Agriculture | 29,151 | 6,313 | 26,323 | 2,828 | — | |||||||||
| 1st lien | 2,870 | 5,353 | 2,612 | 258 | — | |||||||||
| Junior lien | 136 | 301 | 136 | — | — | |||||||||
| Total 1-4 family | 3,006 | 5,654 | 2,748 | 258 | — | |||||||||
| Multifamily residential | 6,548 | — | 6,548 | — | — | |||||||||
| Home equity lines of credit | 1,563 | 2,939 | 1,522 | 41 | — | |||||||||
| Other consumer | 460 | 572 | 321 | 121 | 18 | |||||||||
| Total consumer | 2,023 | 3,511 | 1,843 | 162 | 18 | |||||||||
| Other | 112 | 293 | — | 112 | — | |||||||||
| Total | $ | 67,691 | 35,433 | 50,532 | 17,141 | 18 |
45
The following table summarizes the Company’s accruing loans 30-89 days past due by regulatory classification:
| Accruing 30-89 Days Delinquent Loans, by Loan Type | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2021 | December 31, 2020 | $ Change | % Change | ||||||||||
| Custom and owner occupied construction | $ | 1,243 | $ | 788 | $ | 455 | 58 | % | ||||||
| Pre-sold and spec construction | 443 | — | 443 | n/m | ||||||||||
| Total residential construction | 1,686 | 788 | 898 | 114 | % | |||||||||
| Land development | — | 202 | (202) | (100 | %) | |||||||||
| Consumer land or lots | 149 | 71 | 78 | 110 | % | |||||||||
| Unimproved land | 305 | 357 | (52) | (15 | %) | |||||||||
| Developed lots for operative builders | — | 306 | (306) | (100 | %) | |||||||||
| Other construction | 30,788 | — | 30,788 | n/m | ||||||||||
| Total land, lot and other construction | 31,242 | 936 | 30,306 | 3,238 | % | |||||||||
| Owner occupied | 1,739 | 3,432 | (1,693) | (49 | %) | |||||||||
| Non-owner occupied | 1,558 | 149 | 1,409 | 946 | % | |||||||||
| Total commercial real estate | 3,297 | 3,581 | (284) | (8 | %) | |||||||||
| Commercial and industrial | 4,732 | 1,814 | 2,918 | 161 | % | |||||||||
| Agriculture | 459 | 1,553 | (1,094) | (70 | %) | |||||||||
| 1st lien | 2,197 | 6,677 | (4,480) | (67 | %) | |||||||||
| Junior lien | 87 | 55 | 32 | 58 | % | |||||||||
| Total 1-4 family | 2,284 | 6,732 | (4,448) | (66 | %) | |||||||||
| Home equity lines of credit | 1,994 | 2,840 | (846) | (30 | %) | |||||||||
| Other consumer | 1,681 | 1,054 | 627 | 59 | % | |||||||||
| Total consumer | 3,675 | 3,894 | (219) | (6 | %) | |||||||||
| States and political subdivisions | 1,733 | 2,358 | (625) | (27 | %) | |||||||||
| Other | 1,458 | 1,065 | 393 | 37 | % | |||||||||
| Total | $ | 50,566 | $ | 22,721 | $ | 27,845 | 123 | % |
_________________
n/m - not measurable
46
The following table summarizes the Company’s charge-offs and recoveries by regulatory classification:
| Net Charge-Offs (Recoveries), Years ended, By Loan Type | Charge-Offs | Recoveries | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2021 | December 31, 2020 | December 31, 2021 | December 31, 2021 | |||||||
| Custom and owner occupied construction | $ | — | (9) | — | — | ||||||
| Pre-sold and spec construction | (15) | (24) | — | 15 | |||||||
| Total residential construction | (15) | (33) | — | 15 | |||||||
| Land development | (233) | (106) | — | 233 | |||||||
| Consumer land or lots | (165) | (221) | 3 | 168 | |||||||
| Unimproved land | (241) | (489) | — | 241 | |||||||
| Commercial lots | — | (55) | — | — | |||||||
| Total land, lot and other construction | (639) | (871) | 3 | 642 | |||||||
| Owner occupied | (423) | (168) | 117 | 540 | |||||||
| Non-owner occupied | (357) | 3,030 | 148 | 505 | |||||||
| Total commercial real estate | (780) | 2,862 | 265 | 1,045 | |||||||
| Commercial and industrial | 41 | 1,533 | 988 | 947 | |||||||
| Agriculture | (20) | 337 | 12 | 32 | |||||||
| 1st lien | (331) | 69 | 42 | 373 | |||||||
| Junior lien | (650) | (211) | — | 650 | |||||||
| Total 1-4 family | (981) | (142) | 42 | 1,023 | |||||||
| Multifamily residential | (40) | (244) | — | 40 | |||||||
| Home equity lines of credit | (621) | 101 | 41 | 662 | |||||||
| Other consumer | 236 | 307 | 532 | 296 | |||||||
| Total consumer | (385) | 408 | 573 | 958 | |||||||
| Other | 5,148 | 3,803 | 9,711 | 4,563 | |||||||
| Total | $ | 2,329 | 7,653 | 11,594 | 9,265 |
47
Sources of Funds
The Company’s deposits have traditionally been the principal source of funds for use in lending and other business purposes. The Company also obtains funds from repayment of loans and debt securities, securities sold under agreements to repurchase (“repurchase agreements”), wholesale deposits, advances from FHLB and other borrowings. Loan repayments are a relatively stable source of funds, while interest bearing deposit inflows and outflows are significantly influenced by general interest rate levels and market conditions. Borrowings and advances may be used on a short-term basis to compensate for reductions in normal sources of funds such as deposit inflows at less than projected levels. Borrowings also may be used on a long-term basis to support expanded activities, match maturities of longer-term assets or manage interest rate risk.
Deposits
The Company has several deposit programs designed to attract both short-term and long-term deposits from the general public by providing a wide selection of accounts and rates. These programs include non-interest bearing deposit accounts and interest bearing deposit accounts such as NOW, DDA, savings, money market deposits, fixed rate certificates of deposit with maturities ranging from three months to five years, negotiated-rate jumbo certificates, and individual retirement accounts. These deposits are obtained primarily from individual and business residents in the Bank’s geographic market areas. Wholesale deposits are obtained through various programs and include brokered deposits classified as NOW, DDA, money market deposits and certificate accounts. The Company’s deposits are summarized below:
| December 31, 2021 | December 31, 2020 | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Amount | Percent | Amount | Percent | |||||||||
| Non-interest bearing deposits | $ | 7,779,288 | 36 | % | $ | 5,454,539 | 37 | % | |||||
| NOW and DDA accounts | 5,301,832 | 25 | % | 3,698,559 | 25 | % | |||||||
| Savings accounts | 3,180,046 | 15 | % | 2,000,174 | 13 | % | |||||||
| Money market deposit accounts | 4,014,128 | 19 | % | 2,627,336 | 18 | % | |||||||
| Certificate accounts | 1,036,077 | 5 | % | 978,779 | 7 | % | |||||||
| Wholesale deposits | 25,878 | — | % | 38,142 | — | % | |||||||
| Total interest bearing deposits | 13,557,961 | 64 | % | 9,342,990 | 63 | % | |||||||
| Total deposits | $ | 21,337,249 | 100 | % | $ | 14,797,529 | 100 | % |
Total estimated uninsured deposits were $6,907,608,000 and $4,066,521,000 at December 31, 2021 and December 31, 2020, respectively. The following table summarizes the estimated amounts outstanding at December 31, 2021 for uninsured time deposits according to the time remaining to maturity.
| (Dollars in thousands) | Certificates of Deposit | |
|---|---|---|
| Within three months | $ | 70,280 |
| Three months to six months | 55,390 | |
| Seven months to twelve months | 72,861 | |
| Over twelve months | 105,434 | |
| Total | $ | 303,965 |
For additional information on deposits, see Note 8 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
48
Securities Sold Under Agreements to Repurchase, Federal Home Loan Bank Advances and Other Borrowings
The Company borrows money through repurchase agreements. This process involves the selling of one or more of the securities in the Company’s investment portfolio and simultaneously entering into an agreement to repurchase the same securities at an agreed upon later date, typically overnight. A rate of interest is paid for the agreed period of time. The Bank enters into repurchase agreements with local municipalities, and certain customers, and has adopted procedures designed to ensure proper transfer of title and safekeeping of the underlying securities. In addition to retail repurchase agreements, the Company periodically enters into wholesale repurchase agreements as additional funding sources. The Company has not entered into reverse repurchase agreements.
The Bank is a member of the FHLB of Des Moines, which is one of eleven banks that comprise the FHLB system. The Bank is required to maintain a certain level of activity-based stock in order to borrow or to engage in other transactions with the FHLB of Des Moines. Additionally, the Bank is subject to a membership capital stock requirement that is based upon an annual calibration tied to the total assets of the Bank. The borrowings are collateralized by eligible categories of loans and debt securities (principally, securities which are obligations of, or guaranteed by, the U.S. government and its agencies), provided certain standards related to credit-worthiness have been met. Advances are made pursuant to several different credit programs, each of which has its own interest rates and range of maturities. The Bank’s maximum amount of FHLB advances is limited to the lesser of a fixed percentage of the Bank’s total assets or the discounted value of eligible collateral. FHLB advances fluctuate to meet seasonal and other withdrawals of deposits and to expand lending or investment opportunities of the Company.
Additionally, the Company has other sources of secured and unsecured borrowing lines from various sources that may be used from time to time.
For additional information concerning the Company’s borrowings, see Note 9 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
Short-term borrowings
A critical component of the Company’s liquidity and capital resources is access to short-term borrowings to fund its operations. Short-term borrowings are accompanied by increased risks managed by the Bank’s Asset Liability Committee (“ALCO”) such as rate increases or unfavorable change in terms which would make it more costly to obtain future short-term borrowings. The Company’s short-term borrowing sources include FHLB advances, federal funds purchased and retail and wholesale repurchase agreements. The Company also has access to the short-term discount window borrowing programs (i.e., primary credit) of the Federal Reserve Bank (“FRB”). FHLB advances and certain other short-term borrowings may be renewed as long-term borrowings to decrease certain risks such as liquidity or interest rate risk; however, the reduction in risks are weighed against the increased cost of funds and other risks.
The following table provides information relating to significant short-term borrowings, which consists of borrowings that mature within one year of period end:
| At or for the Years ended | |||||
|---|---|---|---|---|---|
| (Dollars in thousands) | December 31, 2021 | December 31, 2020 | |||
| Repurchase agreements | |||||
| Amount outstanding at end of period | $ | 1,020,794 | 1,004,583 | ||
| Weighted interest rate on outstanding amount | 0.19 | % | 0.33 | % | |
| Maximum outstanding at any month end | $ | 1,040,939 | 1,004,583 | ||
| Average balance | $ | 994,968 | 783,100 | ||
| Weighted-average interest rate | 0.23 | % | 0.46 | % |
49
Subordinated Debentures
In addition to funds obtained in the ordinary course of business, the Company formed or acquired financing subsidiaries for the purpose of issuing trust preferred securities that entitle the investor to receive cumulative cash distributions thereon. Subordinated debentures were issued in conjunction with the trust preferred securities and the terms of the subordinated debentures and trust preferred securities are the same. For regulatory capital purposes, the trust preferred securities are included in Tier 2 capital at December 31, 2021. The subordinated debentures outstanding as of December 31, 2021 were $133 million, including fair value adjustments from acquisitions. For additional information regarding the subordinated debentures, see Note 10 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
Liquidity Risk
In the normal course of business, the Company has commitments that require material cash requirements for customer deposits outflows, repurchase agreements, borrowed funds, lease obligations, off-balance sheet obligations, operating expenses and other contractual obligations. The source of funding for such requirements includes loan repayments, customer deposit inflows, borrowings and capital resources. Liquidity risk is the possibility that the Company will not be able to fund present and future obligations as they come due because of an inability to liquidate assets or obtain adequate funding at a reasonable cost.
The objective of liquidity management is to maintain cash flows adequate to meet current and future needs for credit demand, deposit withdrawals, maturing liabilities and corporate operating expenses. Effective liquidity management entails three elements:
1.assessing on an ongoing basis, the current and expected future needs for funds, and ensuring that sufficient funds or access to funds exist to meet those needs at the appropriate time;
2.providing for an adequate cushion of liquidity to meet unanticipated cash flow needs that may arise from potential adverse circumstances ranging from high probability/low severity events to low probability/high severity; and
3.balancing the benefits between providing for adequate liquidity to mitigate potential adverse events and the cost of that liquidity.
The Company has a wide range of versatility in managing the liquidity and asset/liability mix. The Bank’s ALCO meets regularly to assess liquidity risk, among other matters. The Company monitors liquidity and contingency funding alternatives through management reports of liquid assets (e.g., debt securities), both unencumbered and pledged, as well as borrowing capacity, both secured and unsecured, including off-balance sheet funding sources. The Company evaluates its potential funding needs across alternative scenarios and maintains contingency funding plans consistent with the Company’s access to diversified sources of contingent funding.
50
The following table identifies certain liquidity sources and capacity available to the Company as of the dates indicated:
| (Dollars in thousands) | December 31, 2021 | December 31, 2020 | |||
|---|---|---|---|---|---|
| FHLB advances | |||||
| Borrowing capacity | $ | 2,995,622 | 2,446,759 | ||
| Amount utilized | — | — | |||
| Letters of credit | (1,631) | (1,498) | |||
| Amount available | $ | 2,993,991 | 2,445,261 | ||
| FRB discount window | |||||
| Borrowing capacity | $ | 1,450,908 | 1,269,778 | ||
| Amount utilized | — | — | |||
| Amount available | $ | 1,450,908 | 1,269,778 | ||
| Unsecured lines of credit available | $ | 635,000 | 635,000 | ||
| Unencumbered debt securities | |||||
| U.S. government and federal agency | $ | 1,346,749 | 38,588 | ||
| U.S. government sponsored enterprises | 240,693 | 9,781 | |||
| State and local governments | 796,323 | 185,680 | |||
| Corporate bonds | 180,752 | 99,764 | |||
| Residential mortgage-backed securities | 4,094,713 | 1,994,927 | |||
| Commercial mortgage-backed securities | 1,023,131 | 1,028,944 | |||
| Total unencumbered debt securities | $ | 7,682,361 | 3,357,684 |
Contractual Obligations and Off-Balance Sheet Arrangements
In the normal course of business, there may be various outstanding commitments to obtain funding and to extend credit, such as letters of credit and unfunded loan commitments, which are not reflected in the accompanying condensed consolidated financial statements. The Company assessed the off-balance sheet credit exposures as of December 31, 2021 and determined its ACL of $22.8 million was adequate to absorb the estimated credit losses. Such ACL is included in other liabilities.
Off-balance sheet arrangements also include any obligation related to a variable interest held in an unconsolidated entity. The Company does not anticipate any material losses as a result of these transactions. For additional information regarding the Company’s interests in unconsolidated VIEs, see Note 7 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
51
Capital Resources
Maintaining capital strength continues to be a long-term objective of the Company. Abundant capital is necessary to sustain growth, provide protection against unanticipated declines in asset values, and to safeguard the funds of depositors. Capital is also a source of funds for loan demand and enables the Company to effectively manage its assets and liabilities. The Company has the capacity to issue 117,187,500 shares of common stock of which 110,687,533 have been issued as of December 31, 2021. The Company also has the capacity to issue 1,000,000 shares of preferred stock of which none have been issued as of December 31, 2021. Conversely, the Company may decide to utilize a portion of its strong capital position, as it has done in the past, to repurchase shares of its outstanding common stock, depending on market price and other relevant considerations.
The Federal Reserve has adopted capital adequacy guidelines that are used to assess the adequacy of capital in supervising a bank holding company. The federal banking agencies issued final rules (“Final Rules”) that established a comprehensive regulatory capital framework based on the recommendation of the Basel Committee on Banking Supervision and certain requirements of the Dodd-Frank Wall Street Reform and Consumer Protection Act. The Final Rules require the Company to hold a 2.5 percent capital conservation buffer designed to absorb losses during periods of economic stress. As of December 31, 2021, management believes the Company and Bank meet all capital adequacy requirements to which they are subject and there are no conditions or events subsequent to this date that management believes have changed the Company’s or Bank’s risk-based capital category.
The following table illustrates the Bank’s regulatory capital ratios and the Federal Reserve’s capital adequacy guidelines as of December 31, 2021:
| Total Capital (To Risk-Weighted Assets) | Tier 1 Capital (To Risk-Weighted Assets) | Common Equity Tier 1 (To Risk-Weighted Assets) | Leverage Ratio/ Tier 1 Capital (To Average Assets) | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Glacier Bank actual regulatory ratios | 13.53 | % | 12.56 | % | 12.56 | % | 8.70 | % | |||
| Minimum capital requirements | 8.00 | % | 6.00 | % | 4.50 | % | 4.00 | % | |||
| Minimum capital requirements plus capital conservation buffer | 10.50 | % | 8.50 | % | 7.00 | % | N/A | ||||
| Well capitalized requirements | 10.00 | % | 8.00 | % | 6.50 | % | 5.00 | % |
On January 1, 2020, the Company adopted the current expected credit loss (“CECL”) accounting standard that requires management’s estimate of credit losses over the expected contractual lives of the Company's relevant financial assets. On March 27, 2020, in response to the COVID-19 pandemic, federal banking regulators issued an interim final rule to delay for two years the initial adoption impact of CECL on regulatory capital, followed by a three-year transition period to phase out the aggregate amount of the capital benefit provided during 2020 and 2021 (i.e., a five-year transition period). The Company has elected to utilize the five-year transition period. During the two-year delay, the Company will add back to Common Tier 1 capital 100 percent of the initial adoption impact of CECL plus 25 percent of the cumulative quarterly changes in ACL (i.e., quarterly transitional amounts). Starting on January 1, 2022, the quarterly transitional amounts along with the initial adoption impact of CECL will be phased out of Common Tier 1 capital evenly over the three-year period.
For additional information regarding regulatory capital, see Note 12 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
52
Federal and State Income Taxes
The Company files a consolidated federal income tax return using the accrual method of accounting. All required tax returns have been timely filed. Financial institutions are subject to the provisions of the Internal Revenue Code of 1986, as amended, in the same general manner as other corporations. The federal statutory corporate income tax rate is 21 percent.
Within the Company’s geographic footprint under Montana, Idaho, Utah, Colorado and Arizona law, financial institutions are subject to a corporation income tax, which incorporates or is substantially similar to applicable provisions of the Internal Revenue Code. The corporation income tax is imposed on federal taxable income, subject to certain adjustments. State taxes are incurred at the rate of 6.75 percent in Montana, 6.500 percent in Idaho, 4.95 percent in Utah, 4.6 percent in Colorado and 4.9 percent in Arizona. Washington, Wyoming and Nevada do not impose a corporate income tax. The Company is also required to file in states other than the eight states in which it has properties.
Income tax expense for the years ended December 31, 2021 and 2020 was $64.7 million and $61.6 million, respectively. The Company’s effective income tax rate for the years ended December 31, 2021 and 2020 was 18.5 percent and 18.8 percent, respectively. The current and prior year’s low effective income tax rates were due to income from tax-exempt debt securities, municipal loans and leases and benefits from federal income tax credits. Income from tax-exempt debt securities, loans and leases was $69.2 million and $62.5 million for the years ended December 31, 2021 and 2020, respectively. Benefits from federal income tax credits were $12.3 million and $14.9 million for the years ended December 31, 2021 and 2020, respectively.
The Company has equity investments in Certified Development Entities (“CDE”) which have received allocations of New Markets Tax Credits (“NMTC”). Administered by the Community Development Financial Institutions Fund (“CDFI Fund”) of the U.S. Department of the Treasury, the NMTC program is aimed at stimulating economic and community development and job creation in low-income communities. The federal income tax credits received are claimed over a seven-year credit allowance period. The Company also has equity investments in Low-Income Housing Tax Credits (“LIHTC”) which are indirect federal subsidies used to finance the development of affordable rental housing for low-income households. The federal income tax credits are claimed over a ten-year credit allowance period. The Company has investments of $16.0 million in Qualified School Construction bonds whereby the Company receives quarterly federal income tax credits in lieu of taxable interest income. The federal income tax credits on these debt securities are subject to federal and state income tax.
Following is a list of expected federal income tax credits to be received in the years indicated.
| (Dollars in thousands) | New Markets Tax Credits | Low-Income Housing Tax Credits | Debt Securities Tax Credits | Total | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2022 | $ | 6,674 | 12,926 | 674 | 20,274 | ||||||
| 2023 | 6,078 | 15,653 | 631 | 22,362 | |||||||
| 2024 | 4,482 | 15,878 | 594 | 20,954 | |||||||
| 2025 | 2,736 | 15,760 | 451 | 18,947 | |||||||
| 2026 | 2,016 | 15,619 | 219 | 17,854 | |||||||
| Thereafter | 2,016 | 53,926 | 233 | 56,175 | |||||||
| $ | 24,002 | 129,762 | 2,802 | 156,566 |
For additional information on income taxes, see Note 16 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data”.
Average Balance Sheet
The following schedule provides 1) the total dollar amount of interest and dividend income of the Company for earning assets and the average yields; 2) the total dollar amount of interest expense on interest bearing liabilities and the average rates; 3) net interest and dividend income and interest rate spread; and 4) net interest margin (tax-equivalent).
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| Years ended | ||||||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| December 31, 2021 | December 31, 2020 | December 31, 2019 | ||||||||||||||||||||||||||||||
| (Dollars in thousands) | Average Balance | Interest and Dividends | Average Yield/ Rate | Average Balance | Interest and Dividends | Average Yield/ Rate | Average Balance | Interest and Dividends | Average Yield/ Rate | |||||||||||||||||||||||
| Assets | ||||||||||||||||||||||||||||||||
| Residential real estate loans | $ | 910,300 | $ | 43,300 | 4.76 | % | $ | 1,006,001 | $ | 46,392 | 4.61 | % | $ | 965,553 | $ | 46,899 | 4.86 | % | ||||||||||||||
| Commercial loans 1 | 9,900,056 | 476,678 | 4.81 | % | 9,057,210 | 441,762 | 4.88 | % | 7,084,753 | 373,888 | 5.28 | % | ||||||||||||||||||||
| Consumer and other loans | 993,082 | 44,614 | 4.49 | % | 948,379 | 44,559 | 4.70 | % | 881,726 | 44,667 | 5.07 | % | ||||||||||||||||||||
| Total loans 2 | 11,803,438 | 564,592 | 4.78 | % | 11,011,590 | 532,713 | 4.84 | % | 8,932,032 | 465,454 | 5.21 | % | ||||||||||||||||||||
| Tax-exempt investment securities 3 | 1,584,313 | 59,713 | 3.77 | % | 1,306,640 | 52,201 | 4.00 | % | 917,454 | 38,195 | 4.16 | % | ||||||||||||||||||||
| Taxable investment securities 4 | 6,512,202 | 75,553 | 1.16 | % | 2,746,855 | 59,027 | 2.15 | % | 1,935,215 | 56,258 | 2.91 | % | ||||||||||||||||||||
| Total earning assets | 19,899,953 | 699,858 | 3.52 | % | 15,065,085 | 643,941 | 4.27 | % | 11,784,701 | 559,907 | 4.75 | % | ||||||||||||||||||||
| Goodwill and intangibles | 683,000 | 564,603 | 410,561 | |||||||||||||||||||||||||||||
| Non-earning assets | 850,742 | 784,075 | 611,788 | |||||||||||||||||||||||||||||
| Total assets | $ | 21,433,695 | $ | 16,413,763 | $ | 12,807,050 | ||||||||||||||||||||||||||
| Liabilities | ||||||||||||||||||||||||||||||||
| Non-interest bearing deposits | $ | 6,544,843 | $ | — | — | % | $ | 4,772,386 | $ | — | — | % | $ | 3,323,641 | $ | — | — | % | ||||||||||||||
| NOW and DDA accounts | 4,325,071 | 2,737 | 0.06 | % | 3,094,675 | 2,849 | 0.09 | % | 2,447,037 | 4,196 | 0.17 | % | ||||||||||||||||||||
| Savings accounts | 2,493,174 | 771 | 0.03 | % | 1,737,272 | 742 | 0.04 | % | 1,420,682 | 1,022 | 0.07 | % | ||||||||||||||||||||
| Money market deposit accounts | 3,144,507 | 3,914 | 0.12 | % | 2,356,508 | 5,077 | 0.22 | % | 1,787,149 | 5,385 | 0.30 | % | ||||||||||||||||||||
| Certificate accounts | 976,894 | 4,643 | 0.48 | % | 986,126 | 8,568 | 0.87 | % | 923,840 | 9,257 | 1.00 | % | ||||||||||||||||||||
| Wholesale deposits 5 | 31,103 | 70 | 0.22 | % | 78,283 | 384 | 0.49 | % | 137,442 | 3,420 | 2.49 | % | ||||||||||||||||||||
| Repurchase agreements | 994,968 | 2,302 | 0.23 | % | 783,101 | 3,601 | 0.94 | % | 470,351 | 3,694 | 0.79 | % | ||||||||||||||||||||
| FHLB advances | — | — | — | % | 79,277 | 733 | 0.91 | % | 265,712 | 9,023 | 3.35 | % | ||||||||||||||||||||
| Subordinated debentures and other borrowed funds | 166,386 | 4,121 | 2.48 | % | 172,104 | 5,361 | 3.11 | % | 154,891 | 6,776 | 4.37 | % | ||||||||||||||||||||
| Total interest bearing liabilities | 18,676,946 | 18,558 | 0.10 | % | 14,059,732 | 27,315 | 0.19 | % | 10,930,745 | 42,773 | 0.39 | % | ||||||||||||||||||||
| Other liabilities | 186,068 | 162,079 | 123,002 | |||||||||||||||||||||||||||||
| Total liabilities | 18,863,014 | 14,221,811 | 11,053,747 | |||||||||||||||||||||||||||||
| Stockholders’ Equity | ||||||||||||||||||||||||||||||||
| Common stock | 993 | 949 | 883 | |||||||||||||||||||||||||||||
| Paid-in capital | 1,708,271 | 1,474,359 | 1,208,772 | |||||||||||||||||||||||||||||
| Retained earnings | 772,300 | 604,796 | 510,601 | |||||||||||||||||||||||||||||
| Accumulated other comprehensive income (loss) | 89,117 | 111,848 | 33,047 | |||||||||||||||||||||||||||||
| Total stockholders’ equity | 2,570,681 | 2,191,952 | 1,753,303 | |||||||||||||||||||||||||||||
| Total liabilities and stockholders’ equity | $ | 21,433,695 | $ | 16,413,763 | $ | 12,807,050 | ||||||||||||||||||||||||||
| Net interest income (tax-equivalent) | $ | 681,300 | $ | 616,626 | $ | 517,134 | ||||||||||||||||||||||||||
| Net interest spread (tax-equivalent) | 3.42 | % | 4.08 | % | 4.36 | % | ||||||||||||||||||||||||||
| Net interest margin (tax-equivalent) | 3.42 | % | 4.09 | % | 4.39 | % |
______________________________
1Includes tax effect of $5.6 million, $5.3 million and $4.8 million on tax-exempt municipal loan and lease income for the years ended December 31, 2021, 2020 and 2019, respectively.
2Total loans are gross of the allowance for credit losses, net of unearned income and include loans held for sale. Non-accrual loans were included in the average volume for the entire period.
3Includes tax effect of $12.2 million, $10.5 million and $7.8 million on tax-exempt debt securities income for the years ended December 31, 2021, 2020 and 2019, respectively.
4Includes tax effect of $1.0 million, $1.1 million and $1.1 million on federal income tax credits for the years ended December 31, 2021, 2020 and 2019, respectively.
5Wholesale deposits include brokered deposits classified as NOW, DDA, money market deposit and certificate accounts with contractual maturities.
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Rate/Volume Analysis
Net interest income can be evaluated from the perspective of relative dollars of change in each period. Interest income and interest expense, which are the components of net interest income, are shown in the following table on the basis of the amount of any increases (or decreases) attributable to changes in the dollar levels of the Company’s interest earning assets and interest bearing liabilities (“volume”) and the yields earned and paid on such assets and liabilities (“rate”). The change in interest income and interest expense attributable to changes in both volume and rates has been allocated proportionately to the change due to volume and the change due to rate.
| Year ended December 31, | Year ended December 31, | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2021 vs. 2020 | 2020 vs. 2019 | ||||||||||||||||
| Increase (Decrease) Due to: | Increase (Decrease) Due to: | ||||||||||||||||
| (Dollars in thousands) | Volume | Rate | Net | Volume | Rate | Net | |||||||||||
| Interest income | |||||||||||||||||
| Residential real estate loans | $ | (4,413) | 1,321 | (3,092) | 1,964 | (2,471) | (507) | ||||||||||
| Commercial loans (tax-equivalent) | 39,791 | (4,874) | 34,917 | 105,403 | (37,528) | 67,875 | |||||||||||
| Consumer and other loans | 1,972 | (1,917) | 55 | 3,508 | (3,616) | (108) | |||||||||||
| Investment securities (tax-equivalent) | 110,940 | (86,900) | 24,040 | 39,760 | (22,987) | 16,773 | |||||||||||
| Total interest income | 148,290 | (92,370) | 55,920 | 150,635 | (66,602) | 84,033 | |||||||||||
| Interest expense | |||||||||||||||||
| NOW and DDA accounts | 1,122 | (1,233) | (111) | 1,125 | (2,471) | (1,346) | |||||||||||
| Savings accounts | 319 | (290) | 29 | 231 | (511) | (280) | |||||||||||
| Money market deposit accounts | 1,679 | (2,843) | (1,164) | 1,735 | (2,043) | (308) | |||||||||||
| Certificate accounts | (103) | (3,821) | (3,924) | 651 | (1,340) | (689) | |||||||||||
| Wholesale deposits | (232) | (83) | (315) | (1,467) | (1,570) | (3,037) | |||||||||||
| Repurchase agreements | 962 | (2,260) | (1,298) | 2,473 | (2,565) | (92) | |||||||||||
| FHLB advances | (733) | — | (733) | (6,324) | (1,966) | (8,290) | |||||||||||
| Repurchase agreements and other borrowed funds | (193) | (1,048) | (1,241) | 773 | (2,189) | (1,416) | |||||||||||
| Total interest expense | 2,821 | (11,578) | (8,757) | (803) | (14,655) | (15,458) | |||||||||||
| Net interest income (tax-equivalent) | $ | 145,469 | (80,792) | 64,677 | 151,438 | (51,947) | 99,491 |
Net interest income (tax-equivalent) increased $64.7 million for the year ended December 31, 2021 compared to the same period in 2020. The interest income for 2021 increased over the same period last year primarily from the acquisition of Alta, increased volume in commercial loans and investment securities. The growth in the investment securities was the result of security purchases utilizing the $1.623 billion of cash received from the Alta acquisition, excess liquidity from the increase in core deposits, and SBA forgiveness of PPP loans. Total interest expense decreased from the prior year primarily from the decreased rates on deposits.
Net interest income (tax-equivalent) increased $99.5 million for the year ended December 31, 2020 compared to the same period in 2019. The interest income for 2020 increased over the same period last year primarily from increased growth in commercial loans and investment securities. The growth in the commercial loan portfolio was driven by the PPP loans new for 2020. The growth in the investment securities was the result of security purchases utilizing excess liquidity from the increase in core deposits. Total interest expense decreased from the prior year primarily from the decreased rates on deposits and borrowings combined with a decreased amount of FHLB advances and wholesale deposits.
Cyber Risk
A failure in or breach of the Company’s operational or security systems, or those of the Company’s third party service providers, including as a result of cyber-attacks, could disrupt business, result in the disclosure or misuse of confidential or proprietary information, damage our reputation, increase costs and cause losses. The Company employs detection and response mechanisms designed to contain and mitigate these risks. The Company maintains a robust information security program that is regularly reviewed, tested, and updated. This includes vulnerability and patch management programs, incident response planning, security monitoring, employee training, and security awareness testing. The Board's Risk Oversight Committee is responsible for monitoring the Company’s cyber risk management profile and related programs. The Board is responsible for approval of related policies.
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Critical Accounting Policies
The preparation of consolidated financial statements in conformity with GAAP often requires management to use significant judgments as well as subjective and/or complex measurements in making estimates and assumptions that affect the reported amounts of assets, liabilities, income and expenses. The Company considers its accounting policies for the ACL, goodwill and fair value measurements to be critical accounting policies. The application of these policies has a significant impact on the Company’s consolidated financial statements and financial results could differ significantly if different judgments or estimates were applied. The following describes why the estimates are subject to uncertainty, the estimated change in the reported periods, and the sensitivity of the reported amounts to the methods, assumptions, and estimates underlying the calculation.
Allowance for Credit Losses
The allowance for credit losses for loans receivable represents management’s estimate of credit losses over the expected contractual life of the loan portfolio. Determining the adequacy of the allowance is complex and requires a high degree of judgment by management about the effect of matters that are inherently uncertain. Subsequent evaluations of the then-existing loan portfolio, in light of the factors then prevailing, may result in significant changes in the allowance in those future period which is why there is such a high degree of uncertainty. Such factors or assumptions include loan volumes, delinquency status, credit ratings, historical loss experiences, estimated prepayment speeds, weighted average lives and other conditions influencing loss expectations, such as reasonable and supportable forecasts of economic conditions. As a result of the significant size of the loan portfolio, the numerous assumptions in the model, and the high degree of potential change in such assumptions, there is a high degree of sensitivity to the reported amounts. For information regarding the ACL for loans receivable, its relation to the provision for credit losses and risk related to asset quality, and the estimated change during the reported periods, see the section captioned “Allowance for Credit Losses - Loans Receivable” included in “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” and Notes 1 and 3 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
Goodwill
The Company is required to assess goodwill for impairment on an annual basis, or more frequently if determined necessary. Goodwill of a reporting unit is tested for impairment if an event is more-likely-than-not to reduce the fair value of a reporting unit below its carrying amount. Changes in the economic environment, operations of the aggregated reporting units, or other factors could result in the decline in the fair value of the aggregated reporting units which could result in a goodwill impairment in the future. The estimate is considered to have a low amount of uncertainty unless there is an event that significantly lowers the goodwill fair value estimate. Examples of events and circumstances include: significant change in legal factors or in the business climate, an adverse action or assessment by a regulator, unanticipated competition, loss of key personnel, a more likely-than-not expectation that a reporting unit or a significant portion of a reporting unit will be sold or otherwise disposed of, and the testing for recoverability of a significant asset group within a reporting unit. There were no changes to the Company’s assessment or reported amounts during 2021. For information on goodwill, see Notes 1 and 5 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
Fair Value Measurements
Fair value measurement estimates are used for certain recorded and disclosed financial instruments on a recurring and non-recurring basis. Such estimates utilize a variety of assumptions which are subject to uncertainty. Certain fair value measurements have a higher degree of sensitivity of the reported amount to the methods, assumptions and estimates underlying the calculation. For information on fair value measurements and the estimated changes during the reporting periods, see Note 21 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”
Impact of Recently Issued Accounting Standards
Authoritative accounting guidance that may have had a material impact on the Company that became effective during 2021 or 2020 includes amendments to:
•FASB ASC Topic 326, Financial Instruments - Credit Losses
•FASB ASC Topic 350, Simplifying the Test for Goodwill
There is no authoritative accounting guidance which is pending adoption at December 31, 2021, that is expected to have a material impact on the Company.
For additional information on the topics and the impact on the Company see Note 1 to the Consolidated Financial Statements in “Item 8. Financial Statements and Supplementary Data.”