FIRST FINANCIAL BANCORP OH
For the period ended Mar 31, 2024. Filed May 9, 2024.
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Mar 31, 2024 · Filed May 9, 2024
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Notes to Consolidated Financial Statements (unaudited)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2024
NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of presentation. The Consolidated Financial Statements of First Financial Bancorp., a financial holding company principally serving Ohio, Indiana, Kentucky and Illinois, include the accounts and operations of First Financial and its wholly-owned subsidiary, First Financial Bank. All significant intercompany transactions and accounts have been eliminated in consolidation. Certain reclassifications of prior periods' amounts have been made to conform to current year presentation. Such reclassifications had no effect on net earnings.
These interim financial statements have been prepared in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they may not include all of the information and accompanying notes necessary to constitute a complete set of financial statements required by GAAP and should be read in conjunction with the audited consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023. Management believes these unaudited consolidated financial statements reflect all adjustments of a normal recurring nature which are necessary for a fair presentation of the results for the interim periods presented. The results of operations for the interim periods are not necessarily indicative of the results that may be expected for the full year or any other interim period. The Consolidated Balance Sheet as of December 31, 2023 has been derived from the audited financial statements in the Company’s 2023 Form 10-K.
Use of estimates. The preparation of financial statements in conformity with GAAP requires management to make estimates, assumptions and judgments that affect the amounts reported in the Consolidated Financial Statements and accompanying Notes. Actual realized amounts could differ materially from these estimates.
NOTE 2: ACCOUNTING STANDARDS RECENTLY ADOPTED OR ISSUED
Standards Adopted in 2024
In March, 2023, the FASB issued ASU No. 2023-02, Investments—Equity Method and Joint Ventures (Topic 323): Accounting for Investments in Tax Credit Structures Using the Proportional Amortization Method, that is intended to improve the accounting and disclosures for investments in tax credit structures. The ASU is a ratification of the FASB’s EITF consensus that was issued in December, 2022. The ASU allows reporting entities to elect to account for qualifying tax equity investments using the proportional amortization method, if certain conditions are met, regardless of the program giving rise to the related income tax credits.
The amendments are effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years, and early adoption is permitted. First Financial adopted this standard on a modified retrospective basis, resulting in amended disclosures in the Company's Consolidated Financial Statements, but not materially impacting the Company's results of operations. The Company recorded a net increase to retained earnings of$0.6 million as of January 1, 2024 for the cumulative effect of adopting this guidance.
Standards Adopted in 2023
In March, 2022, the FASB issued ASU 2022-02 -Financial Instruments—Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures. This standard eliminates the accounting guidance on TDRs for creditors in ASC 310-40 and amends the guidance on “vintage disclosures” to require disclosure of current period gross write-offs by year of origination. The ASU also updates the requirements related to accounting for credit losses under ASC 326 and adds enhanced disclosures for creditors with respect to loan refinancings and restructurings for borrowers experiencing financial difficulty. The amendments in this update are effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years, for any entities that have adopted ASU 2016-13 - Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. The adoption of this standard resulted in amended disclosures in the Company's Consolidated Financial Statements, but did not materially impact the Company's results of operations.
Standards Issued But Not Yet Adopted
In November, 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. The amendments are intended to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. Additionally, the amendments enhance interim disclosure requirements, clarify circumstances in which an entity can disclose multiple segment measures of profit or loss, provide new segment disclosure requirements for entities with a single reportable segment and define other disclosure requirements. A public entity must apply the amendments retrospectively to all prior periods presented in the financial statements. Upon transition, the segment expense categories and amounts disclosed in the prior periods should be based on the significant segment expense categories identified and disclosed in the period of adoption. This ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. The adoption of this standard will likely result in additional disclosures in the Company's Consolidated Financial Statements, but it is not expected to materially impact the Company's results of operations.
In December, 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. These amendments require public business entities on an annual basis to disclose additional information in specified categories with respect to the reconciliation of the effective tax rate to the statutory rate for federal, state, and foreign income taxes. It also requires greater detail about individual reconciling items in the rate reconciliation to the extent the impact of those items exceeds a quantitative threshold. Additionally, the ASU requires information pertaining to taxes paid (net of refunds received) to be disaggregated for federal, state, and foreign taxes and further disaggregated for specific jurisdictions to the extent the related amounts are equal to or greater than 5 percent of total income taxes paid (net of refunds received). The amendments in this ASU are effective for annual periods beginning after December 15, 2024. The adoption of this standard will likely result in additional disclosures in the Company's Consolidated Financial Statements, but it is not expected to materially impact the Company's results of operations.
NOTE 3: INVESTMENTS
For the three months ended March 31, 2024, there were $212.0 million of sales of AFS securities with $0.4 million gross realized gains and gross realized losses of $7.9 million. Additionally, during the first quarter of 2024, First Financial sold its remaining Class B Visa shares, which resulted in proceeds of $11.6 million, with gross realized gains of $2.2 million which is included in Net gain (loss) on sales of investment securities on the Consolidated Statements of Income. For the three months ended March 31, 2023, there wereno of sales of AFS securities.
The following is a summary of HTM and AFS investment securities as of March 31, 2024:
| Held-to-maturity · Available-for-sale | ||||||||
|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Amortizedcost | Unrecognized gain | Unrecognized loss | Fairvalue | Amortizedcost | Unrealizedgain | Unrealizedloss | Fairvalue |
| U.S. Treasuries | $0 | $0 | $0 | $0 | $34,910 | $0 | $(3,998) | $30,912 |
| Securities of U.S. government agencies and corporations | 0 | 0 | 0 | 0 | 82,145 | 0 | (12,761) | 69,384 |
| Mortgage-backed securities - residential | 0 | 0 | 0 | 0 | 839,802 | 763 | (98,339) | 742,226 |
| Mortgage-backed securities - commercial | 32,286 | 0 | (4,739) | 27,547 | 428,261 | 0 | (35,560) | 392,701 |
| Collateralized mortgage obligations | 7,797 | 0 | (662) | 7,135 | 429,785 | 88 | (58,111) | 371,762 |
| Obligations of state and other political subdivisions | 8,209 | 71 | (270) | 8,010 | 711,149 | 1,274 | (119,217) | 593,206 |
| Asset-backed securities | 0 | 0 | 0 | 0 | 561,117 | 9 | (32,470) | 528,656 |
| Other securities | 31,250 | 0 | (3,092) | 28,158 | 134,211 | 0 | (12,391) | 121,820 |
| Total | $79,542 | $71 | $(8,763) | $70,850 | $3,221,380 | $2,134 | $(372,847) | $2,850,667 |
The following is a summary of HTM and AFS investment securities as of December 31, 2023:
| Held-to-maturity · Available-for-sale | ||||||||
|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Amortizedcost | Unrecognized gain | Unrecognizedloss | Fairvalue | Amortizedcost | Unrealizedgain | Unrealizedloss | Fairvalue |
| U.S. Treasuries | $0 | $0 | $0 | $0 | $34,904 | $0 | $(3,661) | $31,243 |
| Securities of U.S. government agencies and corporations | 0 | 0 | 0 | 0 | 81,790 | 0 | (12,010) | 69,780 |
| Mortgage-backed securities - residential | 0 | 0 | 0 | 0 | 744,546 | 2,034 | (85,532) | 661,048 |
| Mortgage-backed securities - commercial | 32,926 | 0 | (4,628) | 28,298 | 543,134 | 7 | (35,911) | 507,230 |
| Collateralized mortgage obligations | 7,970 | 0 | (539) | 7,431 | 478,744 | 181 | (60,277) | 418,648 |
| Obligations of state and other political subdivisions | 8,175 | 130 | (215) | 8,090 | 765,223 | 1,614 | (114,320) | 652,517 |
| Asset-backed securities | 0 | 0 | 0 | 0 | 600,055 | 6 | (39,813) | 560,248 |
| Other securities | 31,250 | 0 | (3,381) | 27,869 | 134,208 | 0 | (13,796) | 120,412 |
| Total | $80,321 | $130 | $(8,763) | $71,688 | $3,382,604 | $3,842 | $(365,320) | $3,021,126 |
The following table provides a summary of investment securities by contractual maturity as of March 31, 2024, except for residential and commercial mortgage-backed securities, collateralized mortgage obligations and asset-backed securities, which are shown as single totals due to the unpredictability of the timing in principal repayments.
| Held-to-maturity | Available-for-sale | |||
|---|---|---|---|---|
| (Dollars in thousands) | Amortizedcost | Fairvalue | Amortizedcost | Fairvalue |
| By Contractual Maturity: | ||||
| Due in one year or less | $0 | $0 | $10,537 | $10,514 |
| Due after one year through five years | 5,048 | 5,077 | 159,964 | 146,109 |
| Due after five years through ten years | 32,733 | 29,637 | 225,990 | 193,606 |
| Due after ten years | 1,678 | 1,454 | 565,924 | 465,093 |
| Mortgage-backed securities - residential | 0 | 0 | 839,802 | 742,226 |
| Mortgage-backed securities - commercial | 32,286 | 27,547 | 428,261 | 392,701 |
| Collateralized mortgage obligations | 7,797 | 7,135 | 429,785 | 371,762 |
| Asset-backed securities | 0 | 0 | 561,117 | 528,656 |
| Total | $79,542 | $70,850 | $3,221,380 | $2,850,667 |
Unrealized gains and losses on debt securities available-for-sale are generally due to fluctuations in current market yields relative to the yields of the securities at their amortized cost. All AFS securities with unrealized losses are reviewed quarterly to determine if any impairment exists, requiring a write-down to fair value. For AFS securities in an unrealized loss position, the Company first assesses whether it intends to sell or it is more likely than not that it will be required to sell the security before recovery of its amortized cost basis. If either of the criteria regarding intent or requirement to sell is met, the security’s amortized cost basis is written down to fair value through income. For debt securities available-for-sale in an unrealized loss position that do not meet the aforementioned criteria, the Company evaluates whether the decline in fair value has resulted from credit losses or other factors. In making this assessment, management considers the extent to which fair value is less than amortized cost, any changes to the rating of the security by a rating agency and adverse conditions specifically related to the security, among other factors. If this assessment indicates that a credit loss exists, the present value of cash flows expected to be collected from the security are compared to the amortized cost basis of the security. If the present value of cash flows expected to be collected is less than the amortized cost basis for the security, a credit loss exists and an allowance for credit losses is recorded, limited to the amount that the fair value of the security is less than its amortized cost basis.
First Financial does not intend to sell, and it is not more likely than not that the Company will be required to sell, debt securities prior to maturity or recovery of the recorded value. Additionally, based on the Company's credit assessment of AFS securities in an unrealized loss position, the Company recordedno reserves for the periods ended March 31, 2024 or December 31, 2023.
As of March 31, 2024, the Company's investment securities portfolio consisted of 970 securities, of which 721 were in an unrealized loss position. As of December 31, 2023, the Company's investment securities portfolio consisted of 1,018 securities, of which 783 were in an unrealized loss position.
Primarily all of First Financial’s HTM debt securities are issued by U.S. government-sponsored enterprises. These securities carry the explicit and/or implicit guarantee of the U.S. government, are widely recognized as “risk free,” and have a long history of zero credit loss. The remainder of the Company's HTM securities are non-agency collateralized mortgage obligations and obligations of state and other political subdivisions which currently carry ratings no lower than A+. There wereno HTM securities on nonaccrual status or past due at March 31, 2024 or December 31, 2023.
Management measures expected credit losses on HTM debt securities on a collective basis by security type. The estimate of expected credit losses considers historical credit loss information that is adjusted for current conditions and reasonable and supportable forecasts. The Company did not record an ACL for these securities as of March 31, 2024 or December 31, 2023.
The following tables provide the fair value and gross unrealized losses of AFS investment securities in an unrealized loss position for which an ACL has not been recorded, aggregated by investment category and the length of time the individual securities have been in a continuous loss position:
| Less than 12 months | 12 months or more | Total | ||||
|---|---|---|---|---|---|---|
| (Dollars in thousands) | Fairvalue | Unrealizedloss | Fairvalue | Unrealizedloss | Fairvalue | Unrealizedloss |
| U.S. Treasuries | $0 | $0 | $30,912 | $(3,998) | $30,912 | $(3,998) |
| Securities of U.S. Government agencies and corporations | 0 | 0 | 69,384 | (12,761) | 69,384 | (12,761) |
| Mortgage-backed securities - residential | 87,732 | (787) | 566,393 | (97,552) | 654,125 | (98,339) |
| Mortgage-backed securities - commercial | 0 | 0 | 373,651 | (35,560) | 373,651 | (35,560) |
| Collateralized mortgage obligations | 10,141 | (18) | 325,367 | (58,093) | 335,508 | (58,111) |
| Obligations of state and other political subdivisions | 31,689 | (209) | 510,000 | (119,008) | 541,689 | (119,217) |
| Asset-backed securities | 46,969 | (204) | 417,895 | (32,266) | 464,864 | (32,470) |
| Other securities | 0 | 0 | 116,820 | (12,391) | 116,820 | (12,391) |
| Total | $176,531 | $(1,218) | $2,410,422 | $(371,629) | $2,586,953 | $(372,847) |
| Less than 12 months | 12 months or more | Total | ||||
|---|---|---|---|---|---|---|
| (Dollars in thousands) | Fairvalue | Unrealizedloss | Fairvalue | Unrealizedloss | Fairvalue | Unrealizedloss |
| U.S. Treasuries | $0 | $0 | $31,243 | $(3,661) | $31,243 | $(3,661) |
| Securities of U.S. Government agencies and corporations | 0 | 0 | 69,780 | (12,010) | 69,780 | (12,010) |
| Mortgage-backed securities - residential | 31,892 | (483) | 538,863 | (85,049) | 570,755 | (85,532) |
| Mortgage-backed securities - commercial | 1,772 | (11) | 495,451 | (35,900) | 497,223 | (35,911) |
| Collateralized mortgage obligations | 10,699 | (157) | 393,884 | (60,120) | 404,583 | (60,277) |
| Obligations of state and other political subdivisions | 15,155 | (132) | 562,740 | (114,188) | 577,895 | (114,320) |
| Asset-backed securities | 6,853 | (15) | 542,029 | (39,798) | 548,882 | (39,813) |
| Other securities | 14,605 | (396) | 105,807 | (13,400) | 120,412 | (13,796) |
| Total | $80,976 | $(1,194) | $2,739,797 | $(364,126) | $2,820,773 | $(365,320) |
The following tables provide the fair value and gross unrealized losses of HTM investment securities in an unrealized loss position for which an ACL has not been recorded, aggregated by investment category and the length of time the individual securities have been in a continuous loss position:
| Less than 12 months | 12 months or more | Total | ||||
|---|---|---|---|---|---|---|
| (Dollars in thousands) | Fairvalue | Unrealizedloss | Fairvalue | Unrealizedloss | Fairvalue | Unrealizedloss |
| U.S. Treasuries | $0 | $0 | $0 | $0 | $0 | $0 |
| Securities of U.S. Government agencies and corporations | 0 | 0 | 0 | 0 | 0 | 0 |
| Mortgage-backed securities - residential | 0 | 0 | 0 | 0 | 0 | 0 |
| Mortgage-backed securities - commercial | 0 | 0 | 27,547 | (4,739) | 27,547 | (4,739) |
| Collateralized mortgage obligations | 0 | 0 | 7,135 | (662) | 7,135 | (662) |
| Obligations of state and other political subdivisions | 2,912 | (33) | 2,580 | (237) | 5,492 | (270) |
| Asset-backed securities | 0 | 0 | 0 | 0 | 0 | 0 |
| Other securities | 0 | 0 | 28,158 | (3,092) | 28,158 | (3,092) |
| Total | $2,912 | $(33) | $65,420 | $(8,730) | $68,332 | $(8,763) |
| Less than 12 months | 12 months or more | Total | ||||
|---|---|---|---|---|---|---|
| (Dollars in thousands) | Fairvalue | Unrealizedloss | Fairvalue | Unrealizedloss | Fairvalue | Unrealizedloss |
| U.S. Treasuries | $0 | $0 | $0 | $0 | $0 | $0 |
| Securities of U.S. Government agencies and corporations | 0 | 0 | 0 | 0 | 0 | 0 |
| Mortgage-backed securities - residential | 0 | 0 | 0 | 0 | 0 | 0 |
| Mortgage-backed securities - commercial | 0 | 0 | 28,298 | (4,628) | 28,298 | (4,628) |
| Collateralized mortgage obligations | 0 | 0 | 7,431 | (539) | 7,431 | (539) |
| Obligations of state and other political subdivisions | 1,128 | (3) | 1,488 | (212) | 2,616 | (215) |
| Asset-backed securities | 0 | 0 | 0 | 0 | 0 | 0 |
| Other securities | 0 | 0 | 27,869 | (3,381) | 27,869 | (3,381) |
| Total | $1,128 | $(3) | $65,086 | $(8,760) | $66,214 | $(8,763) |
For further detail on the fair value of investment securities, see Note 17 – Fair Value Disclosures.
NOTE 4: LOANS AND LEASES
First Financial offers clients a variety of commercial and consumer loan and lease products with diverse interest rates and payment terms. Commercial loan categories include C&I, CRE, construction real estate and lease financing. Consumer loan categories include residential real estate, home equity, installment and credit card.
Lending activities are primarily concentrated in states where the Bank operates banking centers (Ohio, Indiana, Kentucky and Illinois). First Financial also has certain specialty lending platforms that extend beyond the geographic banking center footprint. These specialty finance businesses provide insurance premium financing, equipment lease financing and financing to franchise owners and clients within the financial services industry.
Credit Quality. To facilitate the monitoring of credit quality for commercial loans, First Financial utilizes the following categories of credit grades:
Pass - Higher quality loans that do not fit any of the other categories described below.
Special Mention - First Financial assigns a special mention rating to loans and leases with potential weaknesses that deserve management's close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the loan, lease or First Financial's credit position at some future date.
Substandard - First Financial assigns a substandard rating to loans or leases that are inadequately protected by the current sound financial worth and paying capacity of the borrower or of the collateral pledged, if any. Substandard loans and leases have well-defined weaknesses that jeopardize repayment of the debt. Substandard loans and leases are characterized by the distinct possibility that the Company will sustain some loss if the deficiencies are not addressed.
Doubtful - First Financial assigns a doubtful rating to loans and leases with all the attributes of a substandard rating with the added characteristic that the weaknesses make collection or liquidation in full highly questionable and improbable, on the basis of currently existing facts, conditions and values. The possibility of loss is extremely high, but because of certain important and reasonably specific pending factors that may work to the advantage and strengthening of the credit quality of the loan or lease, its classification as an estimated loss is deferred until its more exact status may be determined. Pending factors include proposed merger, acquisition or liquidation procedures, capital injection, perfecting liens on additional collateral and refinancing plans.
The credit grades previously described are derived from standard regulatory rating definitions and are assigned upon initial approval of credit to borrowers and updated periodically thereafter.
First Financial considers repayment performance to be the best indicator of credit quality for consumer loans. Consumer loans that have principal and interest payments that are past due by 90 days or more are generally classified as nonperforming. In 2022 and all years prior that are presented below, consumer loans that had been modified in a TDR were classified as nonperforming.
The following table sets forth the Company's loan portfolio at March 31, 2024 by risk attribute and origination date as well as current period gross chargeoffs:
| (Dollars in thousands) | 2024 | 2023 | 2022 | 2021 | 2020 | Prior | Term Total | Revolving | Total |
|---|---|---|---|---|---|---|---|---|---|
| Commercial & industrial | |||||||||
| Pass | $851,420 | $813,714 | $381,849 | $250,566 | $310,397 | $97,382 | $2,705,328 | $763,541 | $3,468,869 |
| Special mention | 1,428 | 11,177 | 810 | 774 | 16,139 | 0 | 30,328 | 10,193 | 40,521 |
| Substandard | 3,212 | 23,504 | 15,243 | 405 | 11,339 | 190 | 53,893 | 28,145 | 82,038 |
| Doubtful | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Total | $856,060 | $848,395 | $397,902 | $251,745 | $337,875 | $97,572 | $2,789,549 | $801,879 | $3,591,428 |
| YTD Gross chargeoffs | $0 | $169 | $1,046 | $82 | $65 | $1,333 | $2,695 | $0 | $2,695 |
| Lease financing | |||||||||
| Pass | $296,467 | $126,286 | $15,991 | $8,620 | $3,903 | $25,658 | $476,925 | $0 | $476,925 |
| Special mention | 4,515 | 7,628 | 0 | 0 | 0 | 0 | 12,143 | 0 | 12,143 |
| Substandard | 170 | 764 | 87 | 0 | 2,773 | 0 | 3,794 | 0 | 3,794 |
| Total | $301,152 | $134,678 | $16,078 | $8,620 | $6,676 | $25,658 | $492,862 | $0 | $492,862 |
| YTD Gross chargeoffs | $0 | $0 | $0 | $3 | $0 | $0 | $3 | $0 | $3 |
| Construction real estate | |||||||||
| Pass | $207,191 | $262,016 | $116,097 | $1,041 | $6,128 | $19,089 | $611,562 | $1,071 | $612,633 |
| Special mention | 0 | 0 | 0 | 16,588 | 12,375 | 0 | 28,963 | 0 | 28,963 |
| Substandard | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Total | $207,191 | $262,016 | $116,097 | $17,629 | $18,503 | $19,089 | $640,525 | $1,071 | $641,596 |
| YTD Gross chargeoffs | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $0 |
| Commercial real estate - investor | |||||||||
| Pass | $475,608 | $593,740 | $457,647 | $258,943 | $1,125,418 | $152,336 | $3,063,692 | $30,139 | $3,093,831 |
| Special mention | 0 | 10,600 | 9,091 | 280 | 50,407 | 0 | 70,378 | 0 | 70,378 |
| Substandard | 0 | 0 | 0 | 5,325 | 30,618 | 0 | 35,943 | 0 | 35,943 |
| Doubtful | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| (Dollars in thousands) | 2024 | 2023 | 2022 | 2021 | 2020 | Prior | Term Total | Revolving | Total |
|---|---|---|---|---|---|---|---|---|---|
| Total | $475,608 | $604,340 | $466,738 | $264,548 | $1,206,443 | $152,336 | $3,170,013 | $30,139 | $3,200,152 |
| YTD Gross chargeoffs | $0 | $0 | $0 | $0 | $788 | $4,531 | $5,319 | $0 | $5,319 |
| Commercial real estate - owner | |||||||||
| Pass | $138,580 | $173,395 | $122,326 | $138,745 | $280,584 | $33,987 | $887,617 | $20,585 | $908,202 |
| Special mention | 0 | 0 | 3,407 | 85 | 15,257 | 0 | 18,749 | 0 | 18,749 |
| Substandard | 0 | 0 | 5,947 | 2,102 | 10,817 | 0 | 18,866 | 0 | 18,866 |
| Total | $138,580 | $173,395 | $131,680 | $140,932 | $306,658 | $33,987 | $925,232 | $20,585 | $945,817 |
| YTD Gross chargeoffs | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $0 |
| Residential real estate | |||||||||
| Performing | $347,008 | $220,697 | $251,735 | $185,921 | $301,620 | $21,728 | $1,328,709 | $0 | $1,328,709 |
| Nonperforming | 237 | 570 | 3,078 | 3,541 | 8,542 | 0 | 15,968 | 0 | 15,968 |
| Total | $347,245 | $221,267 | $254,813 | $189,462 | $310,162 | $21,728 | $1,344,677 | $0 | $1,344,677 |
| YTD Gross chargeoffs | $0 | $0 | $25 | $16 | $0 | $24 | $65 | $0 | $65 |
| Home equity | |||||||||
| Performing | $28,006 | $22,443 | $28,145 | $31,994 | $29,944 | $6,706 | $147,238 | $619,832 | $767,070 |
| Nonperforming | 20 | 87 | 365 | 27 | 362 | 0 | 861 | 5,880 | 6,741 |
| Total | $28,026 | $22,530 | $28,510 | $32,021 | $30,306 | $6,706 | $148,099 | $625,712 | $773,811 |
| YTD Gross chargeoffs | $0 | $25 | $0 | $0 | $0 | $0 | $25 | $0 | $25 |
| Installment | |||||||||
| Performing | $13,676 | $34,337 | $19,054 | $3,315 | $4,887 | $3,779 | $79,048 | $72,290 | $151,338 |
| Nonperforming | 129 | 1,220 | 470 | 23 | 11 | 26 | 1,879 | 621 | 2,500 |
| Total | $13,805 | $35,557 | $19,524 | $3,338 | $4,898 | $3,805 | $80,927 | $72,911 | $153,838 |
| YTD Gross chargeoffs | $0 | $281 | $1,261 | $624 | $40 | $30 | $2,236 | $0 | $2,236 |
| Credit cards | |||||||||
| Performing | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $60,737 | $60,737 |
| Nonperforming | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 202 | 202 |
| Total | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $60,939 | $60,939 |
| YTD Gross chargeoffs | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $794 | $794 |
| Total Loans | $2,367,667 | $2,302,178 | $1,431,342 | $908,295 | $2,221,521 | $360,881 | $9,591,884 | $1,613,236 | $11,205,120 |
| Total YTD Gross Chargeoffs | $0 | $475 | $2,332 | $725 | $893 | $5,918 | $10,343 | $794 | $11,137 |
The following table sets forth the Company's loan portfolio at December 31, 2023 by risk attribute and origination date:
| (Dollars in thousands) | 2023 | 2022 | 2021 | 2020 | 2019 | Prior | Term Total | Revolving | Total |
|---|---|---|---|---|---|---|---|---|---|
| Commercial & industrial | |||||||||
| Pass | $848,448 | $736,213 | $414,460 | $265,143 | $113,296 | $226,970 | $2,604,530 | $774,080 | $3,378,610 |
| Special mention | 0 | 13,373 | 4,970 | 882 | 19,560 | 1,328 | 40,113 | 8,882 | 48,995 |
| Substandard | 3,133 | 21,505 | 11,483 | 1,205 | 1,023 | 9,990 | 48,339 | 25,277 | 73,616 |
| Total | $851,581 | $771,091 | $430,913 | $267,230 | $133,879 | $238,288 | $2,692,982 | $808,239 | $3,501,221 |
| YTD Gross chargeoffs | $10 | $2,978 | $7,267 | $7,055 | $936 | $929 | $19,175 | $0 | $19,175 |
| Lease financing | |||||||||
| Pass | $261,064 | $186,997 | $6,404 | $1,189 | $2,222 | $523 | $458,399 | $0 | $458,399 |
| Special mention | 4,761 | 8,047 | 0 | 0 | 0 | 0 | 12,808 | 0 | 12,808 |
| Substandard | 1,407 | 1,961 | 97 | 0 | 145 | 0 | 3,610 | 0 | 3,610 |
| Total | $267,232 | $197,005 | $6,501 | $1,189 | $2,367 | $523 | $474,817 | $0 | $474,817 |
| YTD Gross chargeoffs | $0 | $0 | $4,423 | $0 | $0 | $0 | $4,423 | $0 | $4,423 |
| Construction real estate | |||||||||
| Pass | $170,259 | $208,446 | $108,886 | $27,686 | $7,784 | $6,165 | $529,226 | $19,275 | $548,501 |
| Special mention | 0 | 0 | 0 | 16,331 | 0 | 0 | 16,331 | 0 | 16,331 |
| Substandard | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Total | $170,259 | $208,446 | $108,886 | $44,017 | $7,784 | $6,165 | $545,557 | $19,275 | $564,832 |
| YTD Gross chargeoffs | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $0 |
| Commercial real estate - investor | |||||||||
| Pass | $468,579 | $595,423 | $473,325 | $261,794 | $554,893 | $636,598 | $2,990,612 | $39,668 | $3,030,280 |
| Special mention | 7,894 | 9,345 | 12,134 | 110 | 32,756 | 14,204 | 76,443 | 0 | 76,443 |
| Substandard | 0 | 0 | 0 | 6,238 | 0 | 25,668 | 31,906 | 0 | 31,906 |
| Total | $476,473 | $604,768 | $485,459 | $268,142 | $587,649 | $676,470 | $3,098,961 | $39,668 | $3,138,629 |
| YTD Gross chargeoffs | $0 | $0 | $859 | $2,030 | $0 | $3,119 | $6,008 | $0 | $6,008 |
| Commercial real estate - owner | |||||||||
| Pass | $138,932 | $175,336 | $130,240 | $138,919 | $86,182 | $215,458 | $885,067 | $22,639 | $907,706 |
| Special mention | 396 | 45 | 179 | 2,403 | 462 | 19,807 | 23,292 | 0 | 23,292 |
| Substandard | 0 | 0 | 3,919 | 835 | 1,324 | 5,234 | 11,312 | 0 | 11,312 |
| Doubtful | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Total | $139,328 | $175,381 | $134,338 | $142,157 | $87,968 | $240,499 | $919,671 | $22,639 | $942,310 |
| YTD Gross chargeoffs | $0 | $0 | $0 | $2,643 | $1 | $71 | $2,715 | $0 | $2,715 |
| Residential real estate | |||||||||
| Performing | $325,304 | $234,583 | $255,964 | $188,212 | $101,663 | $210,583 | $1,316,309 | $0 | $1,316,309 |
| Nonperforming | 243 | 917 | 2,584 | 3,496 | 2,160 | 7,965 | 17,365 | 0 | 17,365 |
| Total | $325,547 | $235,500 | $258,548 | $191,708 | $103,823 | $218,548 | $1,333,674 | $0 | $1,333,674 |
| YTD Gross chargeoffs | $0 | $0 | $8 | $1 | $27 | $3 | $39 | $0 | $39 |
| Home equity | |||||||||
| Performing | $28,979 | $23,175 | $29,084 | $32,917 | $9,883 | $22,419 | $146,457 | $606,183 | $752,640 |
| Nonperforming | 20 | 69 | 258 | 162 | 138 | 317 | 964 | 5,072 | 6,036 |
| Total | $28,999 | $23,244 | $29,342 | $33,079 | $10,021 | $22,736 | $147,421 | $611,255 | $758,676 |
| YTD Gross chargeoffs | $0 | $0 | $7 | $0 | $174 | $159 | $340 | $0 | $340 |
| Installment | |||||||||
| Performing | $16,026 | $39,212 | $22,961 | $3,923 | $1,691 | $3,768 | $87,581 | $68,673 | $156,254 |
| Nonperforming | 196 | 1,142 | 742 | 12 | 12 | 30 | 2,134 | 690 | 2,824 |
| Total | $16,222 | $40,354 | $23,703 | $3,935 | $1,703 | $3,798 | $89,715 | $69,363 | $159,078 |
| YTD Gross chargeoffs | $168 | $3,189 | $2,903 | $154 | $5 | $23 | $6,442 | $0 | $6,442 |
| Credit cards | |||||||||
| (Dollars in thousands) | 2023 | 2022 | 2021 | 2020 | 2019 | Prior | Term Total | Revolving | Total |
|---|---|---|---|---|---|---|---|---|---|
| Performing | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $59,438 | $59,438 |
| Nonperforming | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 501 | 501 |
| Total | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $59,939 | $59,939 |
| YTD Gross chargeoffs | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $1,173 | $1,173 |
| Total Loans | $2,275,641 | $2,255,789 | $1,477,690 | $951,457 | $935,194 | $1,407,027 | $9,302,798 | $1,630,378 | $10,933,176 |
| Total YTD Gross Chargeoffs | $178 | $6,167 | $15,467 | $11,883 | $1,143 | $4,304 | $39,142 | $1,173 | $40,315 |
Delinquency. Loans are considered past due or delinquent when the contractual principal or interest due in accordance with the terms of the loan agreement remains unpaid after the date of the scheduled payment.
Loan delinquency, including loans classified as nonaccrual, was as follows:
| (Dollars in thousands) | 30 – 59dayspast due | 60 – 89dayspast due | > 89 dayspast due | Totalpastdue | Current | Total | > 89 dayspast dueand stillaccruing |
|---|---|---|---|---|---|---|---|
| Loans | |||||||
| Commercial & industrial | $2,048 | $1,015 | $3,695 | $6,758 | $3,584,670 | $3,591,428 | $0 |
| Lease financing | 1,041 | 368 | 617 | 2,026 | 490,836 | 492,862 | 617 |
| Construction real estate | 0 | 0 | 0 | 0 | 641,596 | 641,596 | 0 |
| Commercial real estate-investor | 7 | 0 | 17,364 | 17,371 | 3,182,781 | 3,200,152 | 0 |
| Commercial real estate-owner | 1,617 | 79 | 5,691 | 7,387 | 938,430 | 945,817 | 0 |
| Residential real estate | 4,169 | 1,561 | 2,697 | 8,427 | 1,336,250 | 1,344,677 | 0 |
| Home equity | 2,764 | 355 | 2,479 | 5,598 | 768,213 | 773,811 | 0 |
| Installment | 1,009 | 590 | 733 | 2,332 | 151,506 | 153,838 | 0 |
| Credit card | 789 | 272 | 202 | 1,263 | 59,676 | 60,939 | 203 |
| Total | $13,444 | $4,240 | $33,478 | $51,162 | $11,153,958 | $11,205,120 | $820 |
| (Dollars in thousands) | 30 – 59dayspast due | 60 – 89dayspast due | > 89 dayspast due | Totalpastdue | Current | Total | > 89 dayspast dueand stillaccruing |
|---|---|---|---|---|---|---|---|
| Loans | |||||||
| Commercial & industrial | $1,717 | $733 | $4,822 | $7,272 | $3,493,949 | $3,501,221 | $376 |
| Lease financing | 790 | 1,028 | 4,224 | 6,042 | 468,775 | 474,817 | 1,151 |
| Construction real estate | 0 | 0 | 0 | 0 | 564,832 | 564,832 | 0 |
| Commercial real estate-investor | 19 | 16,455 | 6,238 | 22,712 | 3,115,917 | 3,138,629 | 0 |
| Commercial real estate-owner | 269 | 205 | 5,290 | 5,764 | 936,546 | 942,310 | 0 |
| Residential real estate | 4,786 | 1,929 | 3,744 | 10,459 | 1,323,215 | 1,333,674 | 0 |
| Home equity | 1,998 | 1,082 | 1,919 | 4,999 | 753,677 | 758,676 | 0 |
| Installment | 1,157 | 864 | 669 | 2,690 | 156,388 | 159,078 | 0 |
| Credit card | 320 | 211 | 501 | 1,032 | 58,907 | 59,939 | 501 |
| Total | $11,056 | $22,507 | $27,407 | $60,970 | $10,872,206 | $10,933,176 | $2,028 |
Financial Difficulty Modifications. FDM might result when a borrower is in financial distress, and may be in the form of principal forgiveness, an interest rate reduction, a term extension or an other-than-insignificant payment delay. In some cases, the Company might provide multiple types of modifications for a single loan. One type of modification, such as delay, may be granted initially, however, if the borrower continues to experience financial difficulty, another modification, such as term extension and/or interest rate reduction might be granted. Loans included in the "combination" column in the table that follows have more than one modification made to the same loan within the current reporting period. Additionally, modifications with a term extension or interest rate reduction are intended to reduce the borrower’s monthly payment, while modifications with a payment delay, which typically allow borrowers to make monthly payments, interest only payments for a period of time, are structured to cure the payment defaults by making delinquent payments due at maturity. Payment deferrals may be up to one year and have minimal financial impact since the deferred payments are paid at maturity.
The following table provides the amortized cost basis, as of the period end date, of FDMs that were granted modifications during the three months ended March 31, 2024 and 2023:
| (Dollars in thousands) | Principal forgiveness | Payment delay | Term extension | Interest rate reduction | Combination: Term extension and interest rate reduction | Total | Percent of total class of loans |
|---|---|---|---|---|---|---|---|
| Commercial & industrial | $0 | $0 | $7,548 | $0 | $0 | $7,548 | 0.21% |
| Residential real estate | 0 | 556 | 0 | 0 | 0 | 556 | 0.04% |
| Home equity | 0 | 40 | 0 | 0 | 0 | 40 | 0.01% |
| Total | $0 | $596 | $7,548 | $0 | $0 | $8,144 | 0.07% |
| (Dollars in thousands) | Principal forgiveness | Payment delay | Term extension | Interest rate reduction | Combination: Term extension and interest rate reduction | Total | Percent of total class of loans |
|---|---|---|---|---|---|---|---|
| Residential real estate | $0 | $725 | $106 | $0 | $58 | $889 | 0.08% |
| Home equity | 0 | 0 | 0 | 0 | 15 | 15 | 0.00% |
| Total | $0 | $725 | $106 | $0 | $73 | $904 | 0.08% |
The following table provides the financial effect of FDMs granted during the three months ended March 31, 2024 and 2023:
| (Dollars in thousands) | Principal forgiveness | Weighted average interest rate reduction | Weighted average term extension |
|---|---|---|---|
| Commercial & industrial | $0 | 0.00% | 0.2 years |
| Total | $0 | 0.00% | 0.2 years |
| (Dollars in thousands) | Principal forgiveness | Weighted average interest rate reduction | Weighted average term extension |
|---|---|---|---|
| Residential real estate | $0 | 2.00% | 11.6 years |
| Home equity | 0 | 0.31% | 22.6 years |
| Total | $0 | 1.66% | 12.5 years |
The Company has committed to lendno additional amounts to the borrowers who have been classified as FDM as of either March 31, 2024 or March 31, 2023. Additionally, there were three FDMs with a balance of $0.2 million that defaulted during the three months ended March 31, 2024 and were classified as FDMs during the twelve months preceding the default date. There wereno FDMs that defaulted during the three months ended March 31, 2023.
The Company closely monitors the performance of FDMs to understand the effectiveness of its modification efforts. The following table provides the performance of loans, as of the period end date, of FDMs granted during the twelve months preceding March 31, 2024.
| (Dollars in thousands) | Current | 30 – 59 days past due | 60 – 89 days past due | > 89 days past due | Total |
|---|---|---|---|---|---|
| Commercial & industrial | $7,897 | $0 | $0 | $2,266 | $10,163 |
| Residential real estate | 1,091 | 163 | 173 | 304 | 1,731 |
| Home equity | 130 | 67 | 0 | 21 | 218 |
| Total | $9,118 | $230 | $173 | $2,591 | $12,112 |
The following table presents the performance as of March 31, 2023 for FDMs granted since the January 1, 2023 adoption date.
| (Dollars in thousands) | Current | 30 – 59 days past due | 60 – 89 days past due | > 89 days past due | Total |
|---|---|---|---|---|---|
| Residential real estate | $889 | $0 | $0 | $0 | $889 |
| Home equity | 15 | 0 | 0 | 0 | 15 |
| Total | $904 | $0 | $0 | $0 | $904 |
Nonaccrual loans. Loans are classified as nonaccrual when, in the opinion of management, collection of principal or interest is doubtful or when principal or interest payments are 90 days or more past due. Generally, loans are classified as nonaccrual due to the continued failure to adhere to contractual payment terms by the borrower, coupled with other pertinent factors. When a loan is classified as nonaccrual, the accrual of interest income is discontinued and previously accrued but unpaid interest is reversed. Any payments received while a loan is on nonaccrual status are applied as a reduction to the carrying value of the loan. A loan classified as nonaccrual may return to accrual status if none of the principal and interest is due and unpaid, and the Bank expects repayment of the remaining contractual principal and interest.
First Financial individually reviews all nonaccrual loan relationships greater than $250,000 to determine if a specific reserve is required based on the borrower’s overall financial condition, resources and payment record, support from guarantors and the realizable value of any collateral. Specific reserves are based on discounted cash flows using the loan's initial effective interest rate or the fair value of the collateral for certain collateral dependent loans.
The following table provides information on nonaccrual loans and leases:
| March 31, 2024 | December 31, 2023 | |||||
|---|---|---|---|---|---|---|
| (Dollars in thousands) | Nonaccrual loans with a related ACL | Nonaccrual loans with no related ACL | Total nonaccrual | Nonaccrual loans with a related ACL | Nonaccrual loans with no related ACL | Total nonaccrual |
| Nonaccrual loans | ||||||
| Commercial & industrial | $5,506 | $9,026 | $14,532 | $3,329 | $12,417 | $15,746 |
| Lease financing | 2,896 | 898 | 3,794 | 1,505 | 2,105 | 3,610 |
| Construction real estate | 0 | 0 | 0 | 0 | 0 | 0 |
| Commercial real estate | 0 | 23,055 | 23,055 | 16,356 | 11,628 | 27,984 |
| Residential real estate | 0 | 12,836 | 12,836 | 0 | 14,067 | 14,067 |
| Home equity | 0 | 4,036 | 4,036 | 0 | 3,476 | 3,476 |
| Installment | 0 | 984 | 984 | 0 | 870 | 870 |
| Total nonaccrual loans | $8,402 | $50,835 | $59,237 | $21,190 | $44,563 | $65,753 |
First Financial recognized interest income on nonaccrual loans and leases of $0.3 million for both the three months ended March 31, 2024 and March 31, 2023.
A loan is considered to be collateral dependent when the borrower is experiencing financial difficulty and the repayment is expected to be provided substantially through the operation or sale of collateral. The following table presents the amortized cost basis of collateral dependent loans by class of loan.
| Type of Collateral | |||||||
|---|---|---|---|---|---|---|---|
| (Dollar in thousands) | Businessassets | Commercial real estate | Equipment | Land | Residential real estate | Other | Total |
| Class of loan | |||||||
| Commercial & industrial | $10,939 | $0 | $3,249 | $0 | $0 | $344 | $14,532 |
| Lease financing | 0 | 0 | 3,794 | 0 | 0 | 0 | 3,794 |
| Commercial real estate-investor | 0 | 17,365 | 0 | 0 | 0 | 0 | 17,365 |
| Commercial real estate-owner | 0 | 3,797 | 1,893 | 0 | 0 | 0 | 5,690 |
| Residential real estate | 0 | 0 | 0 | 0 | 12,836 | 0 | 12,836 |
| Home equity | 0 | 0 | 0 | 0 | 4,036 | 0 | 4,036 |
| Installment | 0 | 0 | 0 | 0 | 0 | 984 | 984 |
| Total | $10,939 | $21,162 | $8,936 | $0 | $16,872 | $1,328 | $59,237 |
| Type of Collateral | |||||||
| (Dollar in thousands) | Businessassets | Commercial real estate | Equipment | Land | Residential real estate | Other | Total |
| Class of loan | |||||||
| Commercial & industrial | $10,952 | $0 | $3,869 | $0 | $0 | $925 | $15,746 |
| Lease financing | 0 | 0 | 3,610 | 0 | 0 | 0 | 3,610 |
| Commercial real estate-investor | 0 | 22,694 | 0 | 0 | 0 | 0 | 22,694 |
| Commercial real estate-owner | 0 | 3,397 | 1,893 | 0 | 0 | 0 | 5,290 |
| Residential real estate | 0 | 0 | 0 | 0 | 14,067 | 0 | 14,067 |
| Home equity | 0 | 0 | 0 | 0 | 3,476 | 0 | 3,476 |
| Installment | 0 | 0 | 0 | 0 | 0 | 870 | 870 |
| Total | $10,952 | $26,091 | $9,372 | $0 | $17,543 | $1,795 | $65,753 |
Lease financing - Lessor. First Financial originates both sales-type and direct financing leases, and the Company manages and reviews lease residuals in accordance with its credit policies. Payments are generally fixed, however, in some agreements, lease payments are based on a rate or index plus a spread. Sales-type lease contracts contain the ability to purchase the underlying equipment at lease maturity and profit or loss is recognized at lease commencement. Direct financing leases are generally three to five years in length and may be extended at maturity, however, early cancellation may result in a fee to the borrower. For direct financing leases, the net unearned income is deferred and amortized over the life of the lease.
The components of the Company's net investments in direct financing and sales-type leases, which are included in Lease financing on the Consolidated Balance Sheets are as follows:
| (Dollar in thousands) | March 31, 2024 | December 31, 2023 |
|---|---|---|
| Direct financing leases | ||
| Lease receivables | $14,898 | $16,272 |
| Unguaranteed residual values | 11,798 | 11,402 |
| Sales-type leases | ||
| Lease receivables | 463,030 | 444,144 |
| Unguaranteed residual values | 3,136 | 2,999 |
| Total net investment in direct financing and sales-type leases | $492,862 | $474,817 |
Interest income for direct financing and sales-type leases was $8.4 million and $4.9 million for the three months ended March 31, 2024 and March 31, 2023, respectively.
The remaining maturities of lease receivables were as follows:
| (Dollars in thousands) | Direct financing and Sales-type |
|---|---|
| Remainder of 2023 | $111,848 |
| 2024 | 142,499 |
| 2025 | 120,393 |
| 2026 | 92,857 |
| 2027 | 48,059 |
| Thereafter | 34,029 |
| Total lease payments | 549,685 |
| Less: unearned interest income | (71,757) |
| Net lease receivables | $477,928 |
OREO. OREO consists of properties acquired by the Company primarily through the loan foreclosure or repossession process, that results in partial or total satisfaction of problem loans.
Changes in OREO were as follows:
| Three months ended | ||
|---|---|---|
| March 31, | ||
| (Dollars in thousands) | 2024 | 2023 |
| Balance at beginning of period | $106 | $191 |
| Additions | ||
| Commercial real estate | 0 | 0 |
| Residential real estate | 55 | 0 |
| Total additions | 55 | 0 |
| Disposals | ||
| Commercial real estate | 0 | 0 |
| Residential real estate | 0 | 0 |
| Total disposals | 0 | 0 |
| Valuation adjustment | ||
| Commercial real estate | 0 | 0 |
| Residential real estate | 0 | 0 |
| Total valuation adjustment | 0 | 0 |
| Balance at end of period | $161 | $191 |
NOTE 5: ALLOWANCE FOR CREDIT LOSSES
Allowance for credit losses - loans and leases. The ACL is a valuation account that is deducted from the amortized cost basis of loans to present the net amount expected to be collected. The ACL is increased by provision expense and decreased by charge-offs, net of recoveries of amounts previously charged-off. First Financial's policy is to charge-off all or a portion of a loan when, in management's opinion, it is unlikely to collect the principal amount owed in full either through payments from the borrower or a guarantor or from the liquidation of collateral. Similarly, upon the Company's determination that a modified loan (or portion of a loan) has subsequently been deemed uncollectible, the loan (or portion of the loan) is written off. Therefore, the amortized cost basis of the loan is reduced by the uncollectible amount and the allowance for credit losses is adjusted by the same amount. Cumulative recovery payments credited to the ACL for any loan do notexceed the amount charged-off. Accrued interest receivable on loans and leases, which totaled $60.1 million and $56.9 million as of March 31, 2024 and December 31, 2023, respectively, is excluded from the estimate of credit losses.
Management estimates the allowance using relevant available information from both internal and external sources, relating to past events, current conditions and reasonable and supportable forecasts. Historical credit loss experience paired with economic forecasts provides the basis for the quantitatively modeled estimation of expected credit losses. First Financial adjusts its quantitative model, as necessary, to reflect conditions not already considered by the quantitative model. These adjustments are commonly known as the Qualitative Framework.
The ACL is measured on a collective (pool) basis when similar risk characteristics exist. The Company has identified the following portfolio segments and measures the ACL using the following methods:
Commercial and industrial–C&I loans include revolving lines of credit and term loans to commercial customers for use in normal business operations to finance working capital needs, equipment purchases, leasehold improvements or other projects. C&I loans are generally underwritten individually and secured with the assets of the Company and/or the personal guarantee of the business owners. C&I loans also include ABL, equipment and leasehold improvement financing for franchisees in the quick service and casual dining restaurant sector, insurance premium financing and commission-based loans to insurance agents and brokers. ABL transactions typically involve larger commercial clients and are secured by specific assets, such as inventory, accounts receivable, machinery and equipment. In the franchise lending space, First Financial focuses on a limited number of restaurant concepts that have sound economics, low closure rates and strong brand awareness within specified local, regional or national markets. Within the insurance lending platform, First Financial serves insurance agents and brokers that are looking to maximize their book-of-business value and grow their agency business. Expected default activity in the C&I portfolio is based on forecasted manufacturing overtime hours and business bankruptcies. Changes in forecasted expectations for these economic variables could result in volatility in the Company’s ACL in future periods.
Lease financing–Lease financing consists of lease transactions for the acquisition of both new and used business equipment for commercial clients. Lease products may include tax leases, finance leases, lease lines of credit and interim funding. The credit underwriting for lease transactions includes detailed analysis of the lessee's industry and business model, nature of the equipment, equipment resale values, historical and projected cash flow analysis, secondary sources of repayment and guarantor, in addition to other considerations.
The ACL model for leases sources expected default rates from the C&I portfolio model. Therefore, changes in forecasted expectations for manufacturing overtime hours and business bankruptcies could result in volatility in the Company's ACL as it pertains to finance leases in future periods.
Construction real estate–Real estate construction loans are term loans to individuals, companies or developers used for the construction or development of a commercial or residential property for which repayment will be generated by the sale or permanent financing of the property. Generally, these loans are for construction projects that have been pre-sold, pre-leased or have secured permanent financing, as well as loans to real estate companies with significant equity invested in the project. An independent credit team underwrites construction real estate loans, which are managed by experienced lending officers and monitored through the construction phase by a centralized funding desk that manages loan disbursements.
The construction ACL model is adjusted for forecasted changes in rental vacancy rates in the Bank’s geographic footprint and the housing price index. Changes in forecasted expectations for these economic variables could result in volatility in the Company's ACL in future periods.
Commercial real estate - owner & investor–Commercial real estate loans consist of term loans secured by a mortgage lien on real estate properties such as apartment buildings, office and industrial buildings and retail shopping centers. Additionally, the Company's franchise lending activities discussed in the "Commercial and Industrial" section often include the financing of real estate in addition to equipment. The credit underwriting for both owner-occupied and investor income producing real estate loans includes detailed market analysis, historical and projected cash flow analysis, appropriate equity margins, assessment of lessees and lessors, environmental risks and the type, age, condition and location of real estate, among other factors.
First Financial models owner-occupied and investor CRE separately when determining the ACL. For owner occupied CRE, the model is adjusted for forecasted changes in S&P 500 performance, CRE prices, and business bankruptcies. The investor CRE loans model is adjusted by forecasted S&P 500 performance, the return on rental property (NCREIF Property Index) and business bankruptcies. Changes in forecasted expectations for these economic variables could result in volatility in the Company’s ACL in future periods.
Residential real estate–Residential real estate loans represent loans to consumers for the financing of a residence. These loans generally have a 15 to 30 year term and a fixed interest rate, but may have a shorter term to maturity or an adjustable interest rate. In most cases, these loans are extended to borrowers to finance their primary residence. First Financial sells residential real estate loan originations into the secondary market on both servicing retained and servicing released bases. Residential real estate loans are generally underwritten to secondary market lending standards, utilizing underwriting processes that rely on empirical data to assess credit risk as well as analysis of the borrower's ability to repay their obligations, credit history, the amount of any down payment and the market value or other characteristics of the property. First Financial also offers a residential mortgage product that features similar borrower credit characteristics but a more streamlined underwriting process than typically required to sell to government-sponsored enterprises and thus is retained on the Consolidated Balance Sheets.
The residential real estate ACL model is adjusted for forecasted changes in household price index, housing starts, mortgage debt service ratio, home sales, and disposable income. Changes in forecasted expectations for these economic variables could result in volatility in the Company's ACL in future periods.
Home equity–Home equity lending includes both term loans and revolving lines of credit secured by a first or second lien on the borrower’s residence. Home equity lending underwriting considerations include the borrower's credit history as well as debt-to-income and loan-to-value policy limits.
The home equity ACL model is adjusted for forecasted changes in personal bankruptcies and outstanding consumer credit. Changes in forecasted expectations for these economic variables could result in volatility in the Company's ACL in future periods.
Installment– Installment lending consists of consumer loans not secured by real estate, including loans secured by automobiles and unsecured personal loans.
The installment ACL model is adjusted for forecasted changes in household consumer debt service ratio, outstanding consumer credit and CPI. Changes in forecasted expectations for these economic variables could result in volatility in the Company's ACL in future periods.
Credit card– Credit card lending consists of secured and unsecured revolving lines of credit to consumer and business customers. Credit card lines are generally available for an indefinite period of time as long as the borrower's credit characteristics do not materially or adversely change, but lines are unconditionally cancellable by the Company at any time.
The credit card ACL model is adjusted for forecasted changes in prime rate, outstanding consumer credit and household mortgage debt service ratio. Changes in forecasted expectations for these economic variables could result in volatility in the Company's ACL in future periods.
The Company utilized the Moody's March baseline forecast as its R&S forecast in the quantitative model. For reasonableness, the Company also considered the impact to the model from alternative, more adverse economic forecasts and slower prepayment speeds. These alternative analyses were utilized to inform the Company's qualitative adjustments. Additionally, First Financial considered its credit exposure to certain industries believed to be at risk for future credit stress, such as franchise, office, hotel and investor commercial real estate lending when making qualitative adjustments to the ACL model.
First Financial's ACL is influenced by loan volumes, risk rating migration or delinquency status, and other conditions impacting loss expectations, such as reasonable and supportable forecasts of economic conditions. The ACL as of March 31, 2024 increased slightly from year end primarily due to loan growth during the first quarter.
Changes in the allowance by loan category were as follows:
| (Dollars in thousands) | Commercial & industrial | Lease financing | Construction real estate | Commercial real estate | Residential real estate | Home equity | Installment | Credit card | Total |
|---|---|---|---|---|---|---|---|---|---|
| Allowance for credit losses: | |||||||||
| Beginning balance | $44,319 | $12,365 | $11,003 | $34,903 | $18,088 | $13,322 | $4,888 | $2,545 | $141,433 |
| Provision for credit losses | 4,233 | (518) | 2,334 | 4,789 | (330) | (380) | 2,623 | 668 | 13,419 |
| Loans charged off | (2,695) | (3) | 0 | (5,319) | (65) | (25) | (2,236) | (794) | (11,137) |
| Recoveries | 162 | 59 | 0 | 38 | 24 | 80 | 145 | 51 | 559 |
| Total net charge-offs | (2,533) | 56 | 0 | (5,281) | (41) | 55 | (2,091) | (743) | (10,578) |
| Ending allowance for credit losses | $46,019 | $11,903 | $13,337 | $34,411 | $17,717 | $12,997 | $5,420 | $2,470 | $144,274 |
| (Dollars in thousands) | Commercial & industrial | Lease financing | Construction real estate | Commercial real estate | Residential real estate | Home equity | Installment | Credit card | Total |
| Allowance for credit losses: | |||||||||
| Beginning balance | $42,313 | $3,571 | $13,527 | $41,106 | $12,684 | $12,447 | $4,945 | $2,384 | $132,977 |
| Provision for credit losses | 4,213 | 391 | 119 | (1,258) | 2,786 | 944 | 1,218 | 231 | 8,644 |
| Loans charged off | (730) | (13) | 0 | (66) | 0 | (91) | (1,524) | (217) | (2,641) |
| Recoveries | 109 | 1 | 0 | 2,238 | 66 | 80 | 54 | 63 | 2,611 |
| Total net charge-offs | (621) | (12) | 0 | 2,172 | 66 | (11) | (1,470) | (154) | (30) |
| Ending allowance for credit losses | $45,905 | $3,950 | $13,646 | $42,020 | $15,536 | $13,380 | $4,693 | $2,461 | $141,591 |
Allowance for credit losses - unfunded commitments. First Financial estimates expected credit losses over the contractual period in which the Company is exposed to credit risk via a contractual obligation to extend credit, unless that obligation is unconditionally cancellable by the Company. The estimate includes consideration of the likelihood that funding will occur and an estimate of expected credit losses on commitments expected to be funded over its estimated life consistent with the Company's ACL methodology for loans and leases.
First Financial determined the adequacy of this reserve based upon an evaluation of the unfunded credit facilities, which included consideration of historical commitment utilization experience, credit risk ratings and historical loss rates, consistent with the Company's ACL methodology at the time.
The ACL on unfunded commitments was $16.2 million as of March 31, 2024 and $18.4 million as of December 31, 2023. Additionally, First Financial recorded provision recapture related to the allowance on unfunded commitments of $2.3 million for the three months ended March 31, 2024. For the three months ended March 31, 2023, First Financial recorded provision expense for credit losses on unfunded commitments of $1.8 million.
NOTE 6: LEASES - LESSEE
A lease is defined as a contract, or part of a contract, that conveys the right to control the use of identified property, plant or equipment for a period of time in exchange for consideration. For contracts where First Financial is a lessee, the recipient of the right to control, substantially all of those agreements are for real estate property for branches, ATM locations and office space.
Substantially all of the company's lessee contracts are classified as operating leases. Under Topic 842, operating lease agreements are required to be recognized on the Consolidated Balance Sheets as an ROU asset and a corresponding lease liability. The Company's right to use an asset over the life of a lease is recorded as a ROU asset in Accrued interest and other assets on the Consolidated Balance Sheets and was $52.9 million and $54.2 million at March 31, 2024 and December 31, 2023, respectively. Certain adjustments to the ROU asset may be required for items such as initial direct costs paid or incentives received. First Financial recorded a $63.1 million and $64.5 million lease liability in Accrued interest and other liabilities on the Consolidated Balance Sheets at March 31, 2024 and December 31, 2023, respectively.
The calculated amount of the ROU assets and lease liabilities are impacted by the length of the lease term and the discount rate used to calculate the present value of minimum lease payments. Regarding the discount rate, Topic 842 requires the use of the rate implicit in the lease whenever this rate is readily determinable. As this rate is rarely determinable, the Company utilizes its incremental borrowing rate at lease inception, on a collateralized basis, over a similar term.
Leases with an initial term of 12 months or less are not recorded on the balance sheet and First Financial recognizes lease expense for these leases on a straight-line basis over the term of the lease. Most leases include one or more options to renew, with renewal terms that can extend the lease term from one to 20 years or more. The exercise of renewal options on operating leases is at the Company's sole discretion, and certain leases may include options to purchase the leased property. If at lease inception, the Company considers the exercising of a renewal option to be reasonably certain, the Company will include the extended term in the calculation of the ROU asset and lease liability. First Financial does not enter into lease agreements which contain material residual value guarantees or material restrictive covenants.
Certain leases provide for increases in future minimum annual rental payments as defined in the lease agreements and leases generally also include real estate taxes and common area maintenance charges in the annual rental payments.
The components of lease expense were as follows:
| Three months ended | ||
|---|---|---|
| March 31, | ||
| (Dollars in thousands) | 2024 | 2023 |
| Operating lease cost | $2,044 | $1,914 |
| Variable lease cost | 790 | 758 |
| Total operating lease cost | $2,834 | $2,672 |
Future minimum commitments due under these lease agreements as of March 31, 2024 are as follows:
| (Dollars in thousands) | Operating leases |
|---|---|
| 2024 (remaining nine months) | $5,974 |
| 2025 | 7,788 |
| 2026 | 7,509 |
| 2027 | 7,181 |
| 2028 | 7,117 |
| Thereafter | 43,793 |
| Total lease payments | 79,362 |
| Less imputed interest | (16,267) |
| Total | $63,095 |
The weighted average remaining lease term and discount rate for the Company's operating leases were as follows:
| March 31, 2024 | December 31, 2023 | |
|---|---|---|
| Operating leases | ||
| Weighted-average remaining lease term | 12.2 years | 12.3 years |
| Weighted-average discount rate | 3.44% | 3.43% |
Supplemental cash information at March 31, 2024 and 2023 related to leases was as follows:
| Three months ended | ||
|---|---|---|
| March 31, | ||
| (Dollars in thousands) | 2024 | 2023 |
| Cash paid for amounts included in the measurement of lease liabilities | ||
| Operating cash flows from operating leases | $2,121 | $1,970 |
| ROU assets obtained in exchange for lease obligations | ||
| Operating leases | 174 | 501 |
NOTE 7: OPERATING LEASES - LESSOR
First Financial provides financing for various types of equipment through a variety of leasing arrangements. Operating leases are carried at cost less accumulated depreciation in the Consolidated Balance Sheets. Operating leases were $161.5 million and $153.2 million at March 31, 2024 and December 31, 2023, respectively, net of accumulated depreciation of $66.7 million and $62.1 million, respectively. The Company recorded lease income of $12.1 million and $10.2 million related to lease payments for operating leases in leasing business revenue in the Consolidated Statement of Income for the three months ended March 31, 2024 and 2023, respectively. Depreciation expense related to operating lease equipment was $9.8 million and $7.9 million for the three months ended March 31, 2024 and 2023, respectively.
First Financial performs assessments of the recoverability of long-lived assets when events or changes in circumstances indicate that their carrying values may not be recoverable. First Financial recognizedno impairment losses associated with operating lease assets for the three months ended March 31, 2024 or 2023. Recognized impairment losses, if any, would be recorded in Leasing business income in the Consolidated Statements of Income.
The future lease payments receivable from operating leases as of March 31, 2024 are as follows:
| (Dollars in thousands) | Undiscounted cash flows |
|---|---|
| 2024 (remaining nine months) | $35,686 |
| 2025 | 39,484 |
| 2026 | 29,190 |
| 2027 | 15,875 |
| 2028 | 8,582 |
| Thereafter | 3,629 |
| Total operating lease payments | $132,446 |
NOTE 8: GOODWILL AND OTHER INTANGIBLE ASSETS
Goodwill. Assets and liabilities acquired in a business combination are recorded at their estimated fair values as of the acquisition date. The excess of the purchase price of the acquisition over the fair value of net assets acquired is recorded as goodwill.
Changes in the carrying amount of goodwill for the three months ended March 31, 2024 and March 31, 2023 were as follows:
| Three months ended | ||
|---|---|---|
| March 31, | ||
| (Dollars in thousands) | 2024 | 2023 |
| Balance at beginning of period | $1,005,868 | $1,001,507 |
| Goodwill resulting from business combinations | 1,788 | 4,231 |
| Balance at end of period | $1,007,656 | $1,005,738 |
In the first quarter of 2024, First Financial recorded $1.8 million of goodwill related to the acquisition of Agile Premium Finance. Agile specializes in lending to commercial customers to finance insurance premiums. These loans are generally secured by the unearned premiums on the underlying insurance policies and are typically short in duration. This acquisition is consistent with First Financial's approach of adding niche financial services to its line up of core banking services and will complement First Financial's existing specialty lending business. The measurement period for recording adjustments to the fair value of assets and liabilities acquired in the Agile acquisition ends in February 2025.
In the first quarter of 2023, First Financial recorded $4.2 million of goodwill related to the acquisition of the assets of Brady Ware Capital. Brady Ware Capital specializes in buy-side and sell-side consulting services for mid-sized businesses. Similar to Agile, this acquisition is consistent with First Financial's approach of adding niche financial services to further expand its broad service offerings. In May 2023, First Financial also acquired Brady Ware Corporate Finance, a broker-dealer and member of FINRA. First Financial recorded $0.1 million of goodwill in connection with the acquisition of Brady Ware Corporate Finance. The fair value measurements of Brady Ware assets and liabilities are subject to refinement for up to one year after the closing date of the acquisition as additional information relative to closing date fair values become available, and the measurement period ended in January 2024 for Brady Ware Capital. The measurement period for recording adjustments to the fair value of assets and liabilities ends in May 2024 for Brady Ware Corporate Finance.
Goodwill is evaluated for impairment on an annual basis as of October 1 of each year, or whenever events or changes in circumstances indicate that the fair value of a reporting unit may be below its carrying value. First Financial performed its most recent annual impairment test as of October 1, 2023 and no impairment was indicated. As of March 31, 2024, no events or changes in circumstances indicated that the fair value of the reporting unit was below its carrying value.
Other intangible assets. Other intangible assets consist primarily of core deposit, customer lists, mortgage servicing rights and other miscellaneous intangibles, such as purchase commissions, non-compete agreements, trade name intangibles and premium finance servicing rights.
Core deposit intangibles represent the estimated fair value of acquired customer deposit relationships on the date of acquisition and are amortized on anaccelerated basis over their estimated useful lives. First Financial's core deposit intangibles have an estimated weighted average remaining life of 4.0 years.
First Financial recorded a customer list intangible asset in conjunction with the Agile, Summit and Bannockburn acquisitions to account for the obligation or advantage on the part of either the Company or the customer to continue the pre-existing relationship subsequent to the merger. These customer list intangibles are being amortized on astraight-line basis over their estimated used lives. The Agile customer list was $2.7 million at March 31, 2024 and is being amortized over a period of 13 years. The Summit customer list was $24.5 million and $25.1 million at March 31, 2024 and December 31, 2023, respectively, and is being amortized over 12 years. The Bannockburn customer list was $23.0 million and $23.9 million at March 31, 2024 and December 31, 2023, respectively, and is being amortized over 11 years.
Mortgage servicing rights represent the value of servicing fees First Financial expects to receive from the servicing responsibilities it retained when selling fixed and adjustable-rate residential mortgage loans. In those sales, First Financial retained servicing responsibilities and provided certain standard representations and warranties; however, the investors have no recourse to the Company’s other assets for failure of debtors to pay when due. First Financial receives servicing fees based on a percentage of the outstanding balance. When First Financial sells mortgage loans with servicing rights retained, these servicing rights are initially recorded at fair value. First Financial has selected the “amortization method” as permissible within U.S. GAAP, whereby the servicing rights capitalized are amortized in proportion to and over the period of estimated future servicing income with respect to the underlying loan. At the end of each reporting period, the carrying value of MSRs is assessed for impairment with a comparison to fair value. MSRs are carried at the lower of their amortized cost or fair value. The amortization of MSRs is included within other noninterest income in the Consolidated Statements of Income.
Amortization expense recognized on other intangible assets for the three months ended March 31, 2024 and March 31, 2023 was $3.1 million and $3.3 million, which includes MSR amortization of $0.8 million and $0.7 million, respectively.
The gross carrying amount and accumulated amortization of other intangible assets at March 31, 2024 and December 31, 2023 were as follows:
| (Dollars in thousands) | March 31, 2024 | December 31, 2023 | ||
|---|---|---|---|---|
| Grosscarryingamount | Accumulatedamortization | Grosscarryingamount | Accumulatedamortization | |
| Core deposit intangibles | $41,750 | $(30,121) | $41,750 | $(29,395) |
| Customer list | 72,278 | (22,094) | 69,563 | (20,553) |
| Other | 11,931 | (5,485) | 10,960 | (5,477) |
| Mortgage servicing rights | 24,556 | (7,212) | 23,791 | (6,690) |
| Total | $150,515 | $(64,912) | $146,064 | $(62,115) |
NOTE 9: BORROWINGS
Short-term borrowings on the Consolidated Balance Sheets include repurchase agreements utilized for corporate sweep accounts with cash management account agreements in place, federal funds purchased, overnight advances from the FHLB and a short-term line of credit.
All repurchase agreements are subject to terms and conditions agreed to by the Bank and the client. To secure its liability to the client, the Bank is authorized to sell or repurchase U.S. Treasury, government agency and mortgage-backed securities. As of both March 31, 2024 and December 31, 2023, the Bank hadno securities sold under agreements to repurchase.
First Financial hadno federal funds purchased at March 31, 2024 or December 31, 2023, while the Company had $700.0 million and $800.0 million in short-term borrowings with the FHLB at March 31, 2024 and December 31, 2023, respectively. These short-term borrowings are used to manage normal liquidity needs and support the Company's asset and liability management strategies. Additionally, at March 31, 2024 and December 31, 2023, other short-term borrowings included $162.1 million and $137.8 million, respectively, of collateral owed to counterparty banks by First Financial.
First Financial also has a $40.0 million short-term credit facility with an unaffiliated bank that matures in December 2024, which is considered a short-term borrowing. This facility has a variable interest rate and provides First Financial additional liquidity, if needed, for various corporate activities including the repurchase of First Financial common stock and the payment of dividends to shareholders. As of both March 31, 2024 and December 31, 2023, First Financial hadno outstanding balance on this facility. The credit agreement requires First Financial to comply with certain covenants including those related to asset quality and capital levels, and First Financial was in compliance with all covenants associated with this facility as of both March 31, 2024 and December 31, 2023. This credit facility also required First Financial to pledge as collateral the Bank's common stock where the lender is granted a security interest in this collateral.
The following is a summary of First Financial's short-term borrowings:
| (Dollars in thousands) | March 31, 2024 | December 31, 2023 |
|---|---|---|
| FHLB short-term borrowings | $700,000 | $800,000 |
| Other short-term borrowings | 162,145 | 137,814 |
| Total short-term borrowings | $862,145 | $937,814 |
First Financial had $343.2 million and $344.1 million of long-term debt as of March 31, 2024 and December 31, 2023 respectively, which included subordinated notes, capital lease liabilities and an interest free loan with a municipality.
The following is a summary of First Financial's long-term debt:
| March 31, 2024 | December 31, 2023 | |||
|---|---|---|---|---|
| (Dollars in thousands) | Amount | Average rate | Amount | Average rate |
| Subordinated notes | $314,276 | 5.59% | $314,163 | 5.60% |
| Unamortized debt issuance costs | (1,516) | N/A | (1,613) | N/A |
| Notes issued in conjunction with acquisition of property and equipment | 28,112 | 4.37% | 29,179 | 4.40% |
| Capital lease liability | 1,589 | 3.84% | 1,611 | 3.84% |
| Capital loan with municipality | 775 | 0.00% | 775 | 0.00% |
| Total long-term debt | $343,236 | 5.50% | $344,115 | 5.51% |
In 2015, First Financial issued $120.0 million of subordinated notes, which have a fixed interest rate of 5.13% payable semiannually and mature in August 2025. These notes are not redeemable by the Company, or callable by the holders of the notes prior to maturity. Subordinated notes are included in Long-term debt on the Consolidated Balance Sheets and treated as Tier 2 capital for regulatory capital purposes, subject to certain limitations. When subordinated notes are within five years of maturity, the tier 2 capital eligibility reduces by 20% each year. This subordinated debt issued is eligible to be treated as Tier 2 capital for 20% of its original issuance amount at March 31, 2024 for regulatory capital purposes.
In April 2020, First Financial issued $150.0 million of fixed to floating rate subordinated notes. These subordinated notes have an initial fixed interest rate of 5.25% to, but excluding, May 15, 2025, payable semi-annually in arrears. From, and including, May 15, 2025, the interest rate on the subordinated notes will reset quarterly to a floating rate per annum equal to a benchmark rate, which is expected to be the then-current three-month term SOFR, plus 509 basis points, payable quarterly in arrears. The subordinated notes mature on May 15, 2030. These notes are redeemable by the Company in whole or in part beginning with the interest payment date of May 15, 2025. This subordinated debt issued in April 2020 that matures in May 2030, is eligible to be treated as Tier 2 capital for 100% of its original issuance amount at March 31, 2024 for regulatory capital purposes.
In addition, First Financial acquired $49.5 million of variable rate subordinated notes in the MSFG merger that were issued to previously formed trusts in exchange for the trust proceeds. These notes were recorded at fair value at the date of the MSFG merger and the Consolidated Balance Sheets include $44.3 million and $44.2 million for these notes at March 31, 2024 and December 31, 2023, respectively. Interest on the acquired subordinated notes is payable quarterly, in arrears, and the Company has the option to defer interest payments for a period not to exceed 20 consecutive quarters. These acquired subordinated notes mature 30 years after the date of original issuance and may be called at par following the 5 year anniversary of issuance. These variable rate subordinated notes are treated as Tier 1 capital for regulatory capital purposes.
Additionally, long-term borrowings included $28.1 million and $29.2 million of term notes, both with and without recourse, with an average interest rate of 4.37% and 4.40% at March 31, 2024 and December 31, 2023, respectively. These term notes were used to finance equity investments in the purchase of equipment to be leased to customers.
NOTE 10: ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)
Shareholders’ equity is affected by transactions and valuations of asset and liability positions that require adjustments to accumulated other comprehensive income (loss). The following table summarizes the changes within each classification of AOCI:
| Total other comprehensive income (loss) · Total accumulatedother comprehensive income (loss) | ||||||||
|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Prior toreclass | Reclassfrom | Pre-tax | Tax effect | Net of tax | Beginning balance | Net activity | Ending balance |
| Unrealized gain (loss) on debt securities | $(16,734) | $(7,518) | $(9,216) | $2,030 | $(7,186) | $(281,958) | $(7,186) | $(289,144) |
| Unrealized gain (loss) on derivatives | (5,521) | (199) | (5,322) | 1,231 | (4,091) | 3,755 | (4,091) | (336) |
| Retirement obligation | 0 | (375) | 375 | (87) | 288 | (31,117) | 288 | (30,829) |
| Foreign currency translation | (301) | 0 | (301) | 0 | (301) | (499) | (301) | (800) |
| Total | $(22,556) | $(8,092) | $(14,464) | $3,174 | $(11,290) | $(309,819) | $(11,290) | $(321,109) |
| Total other comprehensive income (loss) · Total accumulatedother comprehensive income (loss) | ||||||||
|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | Prior toreclass | Reclassfrom | Pre-tax | Tax effect | Net of tax | Beginning balance | Net activity | Ending balance |
| Unrealized gain (loss) on debt securities | $39,079 | $(19) | $39,098 | $(8,613) | $30,485 | $(325,925) | $30,485 | $(295,440) |
| Unrealized gain (loss) on derivatives | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Retirement obligation | 0 | (150) | 150 | (35) | 115 | (32,023) | 115 | (31,908) |
| Foreign currency translation | 4 | 0 | 4 | 0 | 4 | (715) | 4 | (711) |
| Total | $39,083 | $(169) | $39,252 | $(8,648) | $30,604 | $(358,663) | $30,604 | $(328,059) |
The following table presents the activity reclassified from accumulated other comprehensive income into income during the three month periods ended March 31, 2024 and 2023, respectively:
| Amount reclassified fromaccumulated other comprehensive income (loss) | |||
|---|---|---|---|
| Three months ended | |||
| March 31, | |||
| (Dollars in thousands) | 2024 | 2023 | Affected Line Item in the Consolidated Statements of Income |
| Gains and losses on cash flow hedges | |||
| Interest rate contracts | $(199) | $0 | Interest income - Loans and leases, including fees |
| Realized gain (loss) on securities available-for-sale | (7,518) | (19) | Net gain (loss) on sales of investments securities |
| Defined benefit pension plan | |||
| Amortization of prior service cost (1) | 0 | 0 | Other noninterest expense |
| Recognized net actuarial loss (1) | (375) | (150) | Other noninterest expense |
| Defined benefit pension plan total | (375) | (150) | |
| Total reclassifications for the period, before tax | $(8,092) | $(169) | |
(1) Included in the computation of net periodic pension cost (see Note 14 - Employee Benefit Plans for additional details).
NOTE 11: DERIVATIVES
First Financial maintains an overall risk management strategy that incorporates the use of derivative instruments to reduce certain risks related to interest rate, prepayment and foreign currency volatility. Additionally, First Financial holds derivative instruments for the benefit of its commercial customers and for other business purposes. The Company does not enter into unhedged speculative derivative positions. The Company’s interest rate risk management strategy involves modifying the repricing characteristics of certain financial instruments so that changes in interest rates do not adversely affect First Financial’s net interest margin and cash flows. Derivative instruments that the Company may use as part of its interest rate risk management strategy include interest rate caps, floors, swaps, and foreign exchange contracts, to meet the needs of its clients while managing the interest and currency rate risk associated with certain transactions. First Financial may also utilize interest rate swaps to manage the interest rate risk profile of the Company. These derivatives are reported within Accumulated other comprehensive income (loss).
Interest rate payments are exchanged with counterparties based on the notional amount established in the interest rate agreement. As only interest rate payments are exchanged, the cash requirements and credit risk associated with interest rate swaps are significantly less than the notional amount and the Company’s credit risk exposure is limited to the market value of the instruments. First Financial does not use derivatives for speculative purposes.
First Financial manages market value credit risk through counterparty credit policies including a review of total derivative notional position to total assets, total credit exposure to total capital and counterparty credit exposure risk.
Interest rate client derivatives. First Financial utilizes interest rate swaps as a means to offer commercial borrowers fixed rate funding while providing the Company with floating rate assets. These derivatives are classified as free-standing instruments with the revaluation gain or loss recorded in Client derivative fees in the Consolidated Statements of Income. While these derivatives represent economic hedges, they do not qualify as hedges for accounting purposes.
At March 31, 2024, for the interest rate client derivatives, the Company had a total counterparty notional amount outstanding of $2.2 billion, spread amongsix counterparties, with an estimated fair value of $120.0 million. At December 31, 2023, the Company had interest rate client derivatives with a total counterparty notional amount outstanding of $2.2 billion, spread amongsix counterparties, with an estimated fair value of $95.7 million.
First Financial monitors its derivative credit exposure to borrowers by monitoring the creditworthiness of the related loan customers through the Company's normal credit review processes. Additionally, the Company monitors derivative credit risk exposure related to problem loans through its ACL Committee. First Financial considers the market value of a derivative instrument to be part of the carrying value of the related loan for these purposes as the borrower is contractually obligated to pay First Financial this amount in the event the derivative contract is terminated.
In connection with its use of derivative instruments, First Financial and its counterparties may be required to post cash collateral to offset the market position of the derivative instruments. First Financial maintains the right to offset these derivative positions with the collateral posted against them by or with the relevant counterparties.
Foreign exchange contracts. First Financialmay enter into foreign exchange derivative contracts for the benefit of commercial customers to hedge their exposure to foreign currency fluctuations. Similar to the hedging of interest rate risk from interest rate client derivative contracts, First Financial also enters into foreign exchange contracts with major financial institutions to economically hedge a substantial portion of the exposure from client driven foreign exchange activity. These derivatives are classified as free-standing instruments with the revaluation gain or loss recorded in Foreign exchange income in the Consolidated Statements of Income. The Company has risk limits and internal controls in place to help ensure excessive risk is not being taken when providing this service to customers. These controls include a determination of currency volatility and credit equivalent exposure on these contracts. At March 31, 2024, the Company had total counterparty notional amount outstanding of $6.6 billion spread among five counterparties, with an estimated fair value of$36.3 million. At December 31, 2023, the Company had total counterparty notional amounts outstanding of $7.0 billion spread among five counterparties, with an estimated fair value of $23.9 million.
In connection with its use of foreign exchange contracts, First Financial and its counterparties may be required to post cash collateral to offset the market position of the derivative instruments. First Financial maintains the right to offset these derivative positions with the collateral posted against them by or with the relevant counterparties.
Cash Flow Hedges. In 2023, First Financial entered into interest rate collars and floors, which are designated as cash flow hedges. These cash flow hedges are utilized to mitigate interest rate risk on variable-rate commercial loan pools. As of both March 31, 2024 and December 31, 2023, hedges were determined to be effective and are expected to remain effective during the remaining terms. Changes in the fair value of cash flow hedges included in the assessment of hedge effectiveness are recorded in AOCI and reclassified from AOCI to current period earnings when the hedged item affects earnings. Reclassified gains and losses on interest rate contracts related to commercial and industrial loans are recorded within interest income in the Consolidated Statements of Income.
The structure of the interest rate collars is such that First Financial pays the counterparty an incremental amount if the collar index exceeds the cap rate. Conversely, First Financial receives an incremental amount if the index falls below the floor rate. No payments are required if the collar index falls between the cap and floor rates.
The structure of First Financial's interest rate floors is such that First Financial receives an incremental amount if the index falls below the floor strike rate. No payments are required if the index remains above the floor strike rate.
The notional value of the Company's cash flow hedges was $1.0 billion at March 31, 2024, with a $0.3 million loss recorded in AOCI in the Consolidated Balance Sheet. As of March 31, 2024, the maximum length of time over which the Company is hedging its exposure to the variability in future cash flows is 57 months. It is estimated that $0.7 million will be reclassified from OCI to interest income during the next 12 months.
At December 31, 2023, the notional value of the Company's cash flow hedges was $1.0 billion, with a $3.8 million gain recorded in AOCI in the Consolidated Balance Sheet. As of December 31, 2023, the maximum length of time over which the Company is hedging its exposure to the variability in future cash flows was 60 months.
The effect of derivative instruments in cash flow hedging relationships on the Consolidated Statements of Income for the three months ended March 31 were as follows:
| Derivatives in Cash Flow Hedging Relationship · Location of Gain or (Loss) Reclassified from AOCI into income · Gain (loss) reclassified in AOCI on Derivatives · Gain (loss) recognized in OCI on Derivatives | |||||
|---|---|---|---|---|---|
| (Dollars in thousands) · March 31, 2024 · March 31, 2023 · March 31, 2024 · March 31, 2023 | |||||
| Interest rate contracts | Interest income/(expense) | $(199) | $0 | $(336) | $0 |
The following table details the classification and amounts of interest rate derivatives, foreign exchange contracts and cash flow hedges recognized in the Consolidated Balance Sheets:
| March 31, 2024 · December 31, 2023 | ||||||
|---|---|---|---|---|---|---|
| Estimated fair value | Estimated fair value | |||||
| (Dollars in thousands) | Notionalamount | Gain (1) | Loss (2) | Notionalamount | Gain (1) | Loss (2) |
| Derivatives not designated as qualifying hedging instruments | ||||||
| Interest rate derivatives - instruments associated with loans | ||||||
| Matched interest rate contracts with borrowers | $2,202,947 | $8,012 | $(123,248) | $2,172,714 | $13,232 | $(104,343) |
| Matched interest rate contracts with counterparty | 2,202,947 | 123,058 | (8,012) | 2,172,714 | 104,092 | (13,232) |
| Foreign exchange contracts | ||||||
| Matched foreign exchange contracts with customers | 6,571,536 | 99,421 | (63,075) | 7,021,569 | 84,731 | (60,825) |
| Match foreign exchange contracts with counterparty | 6,526,793 | 63,075 | (99,421) | 6,972,870 | 60,825 | (84,731) |
| Total derivatives not designated as qualifying hedging instruments | 17,504,223 | 293,566 | (293,756) | 18,339,867 | 262,880 | (263,131) |
| Derivatives designated as qualifying hedging instruments | ||||||
| Cash flow hedges | ||||||
| Interest rate collars and floors | 1,000,000 | 1,565 | (170) | 1,000,000 | 6,896 | 0 |
| Total derivatives designated as qualifying hedging instruments | 1,000,000 | 1,565 | (170) | 1,000,000 | 6,896 | 0 |
| Total | $18,504,223 | $295,131 | $(293,926) | $19,339,867 | $269,776 | $(263,131) |
(1) Derivative assets are included in Accrued interest and other assets in the Consolidated Balance Sheets.
(2) Derivative liabilities are included in Accrued interest and other liabilities in the Consolidated Balance Sheets.
The following table discloses the gross and net amounts of interest rate derivatives, foreign exchange contracts and cash flow hedges recognized in the Consolidated Balance Sheets:
| March 31, 2024 | December 31, 2023 | |||||
|---|---|---|---|---|---|---|
| (Dollars in thousands) | Gross amounts of recognized assets (liabilities) | Gross amounts offset in the Consolidated Balance Sheets | Net amounts of assets/(liabilities) presented in the Consolidated Balance Sheets | Gross amounts of recognized assets (liabilities) | Gross amounts offset in the Consolidated Balance Sheets | Net amounts of assets/(liabilities) presented in the Consolidated Balance Sheets |
| Interest rate contracts (1) | $(131,070) | $322,455 | $191,385 | $(117,324) | $270,678 | $153,354 |
| Foreign exchange contracts | (162,496) | 62,169 | (100,327) | (145,556) | 55,959 | (89,597) |
| Cash flow hedges | 1,735 | 97 | 1,832 | 6,896 | (4,886) | 2,010 |
| Total | $(291,831) | $384,721 | $92,890 | $(255,984) | $321,751 | $65,767 |
| (1) Includes accrued interest receivable and collateral. | ||||||
The following table details the derivative financial instruments and the average remaining maturities at March 31, 2024:
| (Dollars in thousands) | Notionalamount | Averagematurity(years) | Fairvalue |
|---|---|---|---|
| Interest rate contracts | |||
| Receive fixed, matched interest rate contracts with borrower | $2,202,947 | 4.5 | $(115,236) |
| Pay fixed, matched interest rate contracts with counterparty | 2,202,947 | 4.5 | 115,046 |
| Foreign exchange contracts | |||
| Foreign exchange contracts-pay USD | 6,571,536 | 0.6 | 36,346 |
| Foreign exchange contracts-receive USD | 6,526,793 | 0.6 | (36,346) |
| Total client derivatives | 17,504,223 | 1.6 | (190) |
| Cash flow hedges | |||
| Interest rate collars and floors on loan pools | 1,000,000 | 3.3 | 1,395 |
| Total cash flow hedges | 1,000,000 | 3.3 | 1,395 |
| Total | $18,504,223 | 1.7 | $1,205 |
At March 31, 2024, the derivative collateral owed by the Company to counterparty banks was $142.1 million with $20.0 million restricted within cash and due from banks on the Company's Consolidated Balance Sheets and $162.1 million recorded in short-term borrowings. Derivative collateral owed by the Company to the counterparty banks at December 31, 2023 was $116.2 million with $21.6 million restricted within cash and due from banks and $137.8 million recorded in short-term borrowings.
Credit derivatives. In conjunction with participating interests in commercial loans, First Financial periodically enters into risk participation agreements with counterparties whereby First Financial either assumes or sells a portion of the credit exposure associated with an interest rate swap on the participated loan in exchange for a fee. Under these agreements, First Financial will either make a payment to or receive a payment from the counterparty if the loan customer defaults on its obligation to perform under the interest rate swap contract. The total notional value of the purchased risk agreements totaled $217.6 million as of March 31, 2024 and $232.5 million as of December 31, 2023. The total notional value of the sold risk agreements totaled $108.6 million as of March 31, 2024 and $109.2 million as of December 31, 2023. The net fair value of these agreements is recorded in Accrued interest and other liabilities on the Consolidated Balance Sheets and was $0.1 million at both March 31, 2024 and December 31, 2023.
Mortgage derivatives. First Financial enters into IRLCs and forward commitments for the future delivery of mortgage loans to third party investors, which are considered derivatives. When borrowers secure IRLCs with First Financial and the loans are intended to be sold, First Financial will enter into forward commitments for the future delivery of the loans to third party investors in order to hedge against the effect of changes in interest rates impacting IRLCs and loans held for sale. At March 31, 2024, the notional amount of the IRLCs was $43.6 million and the notional amount of forward commitments was $38.3 million.
As of December 31, 2023, the notional amount of IRLCs was $25.2 million and the notional amount of forward commitments was $25.5 million. The fair value on these agreements was $0.5 million and $0.3 million at March 31, 2024 and December 31, 2023, respectively, and was recorded in Accrued interest and other assets on the Consolidated Balance Sheets.
NOTE 12: COMMITMENTS AND CONTINGENCIES
First Financial offers a variety of financial instruments including loan commitments and letters of credit to assist clients in meeting their requirement for liquidity and credit enhancement. GAAP does not require these financial instruments to be recorded in the Consolidated Financial Statements.
First Financial utilizes the same credit policies in issuing commitments and conditional obligations as it does for credit instruments recorded on the Consolidated Balance Sheets. First Financial’s exposure to credit loss in the event of non-performance by the counterparty was represented by the contractual amounts of those instruments. First Financial adopted ASC 326 and therefore estimates expected credit losses over the contractual period in which the Company is exposed to credit risk via a contractual obligation to extend credit, unless that obligation is unconditionally cancellable by the Company. The estimate includes consideration of the likelihood that funding will occur and an estimate of expected credit losses on commitments expected to be funded over its estimated life consistent with the Company's ACL methodology for loans and leases. Adjustments to the reserve for unfunded commitments are recorded in Provision for credit losses - unfunded commitments in the Consolidated Statements of Income. First Financialhad $16.2 million and $18.4 million of reserves for unfunded commitments recorded in Accrued interest and other liabilities on the Consolidated Balance Sheets at March 31, 2024 and December 31, 2023, respectively.
First Financial had commitments to extend credit, including overdraft lending lines, of $4.4 billion at March 31, 2024 and $4.5 billion at December 31, 2023. As of March 31, 2024, commitments with a fixed interest rate totaled $91.6 million while commitments with variable interest rates totaled $4.3 billion. At December 31, 2023, commitments with a fixed interest rate totaled $108.2 million while commitments with variable interest rates totaled $4.4 billion. First Financial's fixed rate commitments have interest rates ranging from 0.00% to 21.00% at both March 31, 2024 and December 31, 2023 and have maturities ranging from less thanone year to 31.0 years at March 31, 2024 and maturities ranging from less thanone year to 31.6 years at December 31, 2023.
Loan commitments. Loan commitments are agreements to extend credit to a client, absent any violation of conditions established in the commitment agreement. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. Since many of the commitments will expire without being fully drawn upon, the total commitment amounts do not necessarily represent future cash requirements. The amount of collateral obtained, if deemed necessary by First Financial upon extension of credit, is based on management’s credit evaluation of the client. The collateral held varies, but may include securities, real estate, inventory, plant or equipment.
The following table presents by type First Financial's active loan balances and related obligations to extend credit:
| March 31, 2024 | December 31, 2023 | |||
|---|---|---|---|---|
| (dollars in thousands) | Unfunded commitment | Loan balance | Unfunded commitment | Loan balance |
| Commercial & industrial | $1,968,264 | $3,591,428 | $1,942,868 | $3,501,221 |
| Lease financing | 0 | 492,862 | 0 | 474,817 |
| Construction real estate | 502,057 | 641,596 | 565,009 | 564,832 |
| Commercial real estate-investor | 105,911 | 3,200,152 | 101,689 | 3,138,629 |
| Commercial real estate-owner | 37,367 | 945,817 | 40,346 | 942,310 |
| Residential real estate | 79,238 | 1,344,677 | 98,686 | 1,333,674 |
| Home equity | 985,993 | 773,811 | 972,474 | 758,676 |
| Installment | 29,905 | 153,838 | 25,841 | 159,078 |
| Credit card | 244,323 | 60,939 | 235,686 | 59,939 |
| Total | $3,953,058 | $11,205,120 | $3,982,599 | $10,933,176 |
Letters of credit. Letters of credit are conditional commitments issued by First Financial to guarantee the performance of a client to a third party. First Financial’s letters of credit consist of performance assurances made on behalf of clients who have a contractual commitment to produce or deliver goods or services. The risk to First Financial arises from its obligation to make payment in the event of the client's contractual default to produce the contracted good or service to a third party. First Financial issued letters of credit aggregating $37.0 million and $34.9 million at March 31, 2024 and December 31, 2023, respectively. Management conducts regular reviews of these instruments on an individual client basis.
Risk participation agreements. First Financial is a party in risk participation transactions of interest rate swaps, which had total notional amount of $326.2 million and $341.7 million at March 31, 2024 and December 31, 2023, respectively.
Affordable housing projects and other tax credit investments. First Financialis a limited partner in several tax-advantaged limited partnerships whose purpose is to invest in approved qualified affordable housing, renewable energy, or other renovation or community revitalization projects. These investments are included in Accrued interest and other assets in the Consolidated Balance Sheets, with any unfunded commitments included in Accrued interest andother liabilities in the Consolidated Balance Sheets. As of March 31, 2024, First Financial expects to recover its remaining investments through the use of the tax credits that are generated by the investments.
First Financial adopted ASU 2023-02 effective January 1, 2024, using the modified retrospective basis. This ASU was required for fiscal years beginning after December 15, 2023 and expanded the scope of the proportional amortization method to equity investments beyond LIHTC investments. First Financial has made an accounting policy election to apply PAM to the following tax credit programs: HTC, NMTC, and renewable energy tax credits. For each program that First Financial elected to the apply proportional amortization method, First Financial analyzed each investment individually under the scope criteria to determine if PAM applies. First Financial determined that it was eligible to apply PAM to certain HTC investments, however not every investment qualified under the existing guidance. Consistent with the guidance set forth in the ASU, First Financial recorded a $0.6 million adjustment to retained earnings to account for the transition of qualified HTC that transitioned to PAM during the first quarter of 2024.
The following table summarizes First Financial's investments in affordable housing projects and other tax credit investments.
| (Dollars in thousands) · March 31, 2024 · December 31, 2023 | |||||
|---|---|---|---|---|---|
| Investment | Accounting Method | Investment | Unfunded commitment | Investment | Unfunded commitment |
| LIHTC | Proportional amortization | $146,186 | $79,909 | $142,933 | $80,465 |
| HTC | Proportional amortization | 14,798 | 11,955 | 0 | 0 |
| HTC | Equity | 3,749 | 2,088 | 19,798 | 14,043 |
| NMTC | Equity | 1,754 | 0 | 1,938 | 0 |
| Renewable energy | Equity | 23,845 | 1,787 | 23,981 | 1,857 |
| Total | $190,332 | $95,739 | $188,650 | $96,365 | |
The following table summarizes First Financial's amortization expense and tax benefit recognized in affordable housing projects and other tax credit investments.
| Three months ended | |||||
|---|---|---|---|---|---|
| March 31, 2024 · March 31, 2023 | |||||
| (Dollars in thousands) | Accounting Method | Amortization expense (1) | Tax expense (benefit) recognized (2) | Amortization expense (1) | Tax expense (benefit) recognized (2) |
| LIHTC | Proportional amortization | $4,075 | $(4,126) | $3,327 | $(3,540) |
| HTC | Proportional amortization | 833 | (968) | 0 | 0 |
| HTC | Equity | 0 | 0 | 0 | (80) |
| NMTC | Equity | 31 | (1) | 104 | (53) |
| Renewable energy | Equity | 0 | 0 | 0 | 0 |
| Total | $4,939 | $(5,095) | $3,431 | $(3,673) | |
| (1) The amortization expense for investments using the proportional amortization method is included in income tax expense. The amortization expense for the equity method investments is included in other noninterest expense. | |||||
| (2) All of the tax benefits recognized are included in Income tax expense. The tax benefit recognized for the equity method investments primarily reflects the tax credits generated from the investments and excludes the net tax expense (benefit) and deferred tax liability of the investments’ income (loss). | |||||
Contingencies/Litigation. First Financial and its subsidiaries are engaged in various matters of litigation and have a number of unresolved claims pending.
As part of the ordinary course of business, First Financial and its subsidiaries are parties to litigation, including claims to the ownership of funds in particular accounts, the collection of delinquent accounts, challenges to security interests in collateral, foreclosure interests that are incidental to our regular business activities and other matters. While the ultimate liability with respect to these litigation matters and claims cannot be determined at this time, First Financial believes that damages, if any, and other amounts relating to pending matters are not probable or cannot be reasonably estimated as of March 31, 2024. Reserves are established for these various matters of litigation when appropriate under FASB ASC Topic 450, Contingencies, based in part upon the advice of legal counsel. First Financial hadno reserves related to litigation matters as of March 31, 2024 or December 31, 2023.
NOTE 13: INCOME TAXES
For the first quarter of 2024, income tax expense was $11.0 million, resulting in an effective tax rate of 17.9% compared with $17.3 million and an effective tax rate of 19.7% for the comparable period in 2023. The lower effective tax rate in 2024 is primarily driven by tax credits realized in 2024 as well as lower taxable income.
At both March 31, 2024 and December 31, 2023, First Financial hadno unrecognized tax benefits. As defined by FASB ASC Topic 740-10, Income Taxes, an unrecognized tax benefit is a position that if recognized would favorably impact the effective income tax rate in future periods. First Financial recognizes interest accrued related to unrecognized tax benefits and penalties as income tax expense. At March 31, 2024 and December 31, 2023, the Company hadno interest or penalties recorded.
First Financial and its subsidiaries are subject to U.S. federal income tax as well as state and local income tax in several jurisdictions. Tax years prior to 2020 have been closed and are no longer subject to U.S. federal income tax examinations. Tax years 2020 through 2023 remain open to examination by the federal taxing authority. First Financial is no longer subject to state and local income tax examinations for years prior to 2019.
NOTE 14: EMPLOYEE BENEFIT PLANS
First Financial sponsors a non-contributory defined benefit pension plan which covers substantially all employees and uses a December 31 measurement date. Plan assets are primarily invested in fixed income and publicly traded equity mutual funds. The pension plan does not directly own any shares of First Financial common stock or any other First Financial security or product.
First Financial madeno cash contributions to fund the pension plan during the three months ended March 31, 2024 or the year ended December 31, 2023, and does not expect to make cash contributions to the plan through the remainder of 2024.
As a result of the plan’s actuarial projections, First Financial recorded expense as set forth in the following table. The amounts are recognized in First Financial’s Consolidated Statements of Income related to the Company's pension plan.
| Three months ended | ||
|---|---|---|
| March 31, | ||
| (Dollars in thousands) | 2024 | 2023 |
| Service cost | $2,425 | $2,350 |
| Interest cost | 1,300 | 1,075 |
| Expected return on assets | (2,625) | (2,700) |
| Net actuarial loss | 375 | 150 |
| Net periodic benefit cost (income) | $1,475 | $875 |
NOTE 15: REVENUE RECOGNITION
The majority of the Company’s revenues come from sources that are outside of the scope of ASU 2014-09, Revenue from Contracts with Customers. Income sources that are outside of this standard include income earned on loans, leases, securities, derivatives and foreign exchange, excluding spot transactions. The Company's services that fall within the scope of ASU 2014-09 are presented within Noninterest income and are recognized as revenue when the Company satisfies its obligation to the customer. Services within the scope of this guidance include service charges on deposits, trust and wealth management fees, bankcard income, foreign exchange spot income, gain/loss on the sale of OREO and investment brokerage fees.
Service charges on deposit accounts. The Company earns revenues from its deposit customers for transaction-based fees, account maintenance fees and overdraft fees. Transaction-based fees, which include services such as ATM use fees, stop payment charges, statement rendering and ACH fees, are recognized at the time the transaction is executed as that is the point in time the Company fulfills the customer's request. Account maintenance fees, which relate primarily to monthly maintenance, are earned over the course of a month, representing the period over which the Company satisfies the performance obligation. Similarly, overdraft fees are recognized at the point in time that the overdraft occurs as this corresponds with the Company's performance obligation. Service charges on deposit accounts are withdrawn from the customer's deposit account.
Wealth management fees. Wealth management fees are primarily asset-based, but can also include flat fees based upon a specific service rendered, such as tax preparation services. The Company’s performance obligation is generally satisfied over time and the resulting fees are recognized monthly, based upon the month-end market value of the assets under management and the applicable fees. The Company does not earn performance-based incentives. Optional services such as real estate sales and tax return preparation services are also available to existing wealth management customers. The Company’s performance obligation for these transactional-based services is generally satisfied, and related revenue recognized, as incurred.
Wealth management fees also includes brokerage revenue. Brokerage revenue represents fees from investment brokerage services provided to customers by a third party provider. The Company receives commissions from the third-party service provider on a monthly basis based upon customer activity for the month. The fees are recognized monthly and a receivable is recorded until commissions are paid the following month. Because the Company (i) acts as an agent in arranging the relationship between the customer and the third-party service provider and (ii) does not control the services rendered to the customers, investment brokerage fees are presented net of related costs.
Bankcard income. The Company earns interchange fees from cardholder transactions conducted through the Visa payment network. Interchange fees from cardholder transactions represent a percentage of the underlying transaction value and are recognized concurrent with the transaction processing services provided to the cardholder. Interchange income is presented on the Consolidated Statements of Income net of expenses. Gross interchange income for the first three months of 2024 was $7.2 million, partially offset by $4.0 million of expenses within Noninterest income. Gross interchange income for the same period in 2023 was $7.2 million, partially offset by $3.6 million of expenses within Noninterest income.
Foreign exchange income. Foreign exchange income includes both spot and forward income in First Financial's Consolidated Statements of Income. Forward income is excluded from the scope of ASU 2019-04, however, spot income is within the scope of the guidance. A foreign exchange spot trade is a trade made for immediate exchange and delivery of the currency, thus satisfying the performance obligation. Income from foreign exchange spot trades was $2.9 million and $3.1 million for the first three months ended March 31, 2024 and 2023, respectively.
Other. Other noninterest income includes recurring revenue streams such as transaction fees, safe deposit rental income, insurance commissions, merchant referral income and gain (loss) on sale of OREO. Transaction fees primarily include check printing sales commissions, collection fees and wire transfer fees which arise from in-branch transactions. Safe deposit rental income arises from fees charged to the customer on an annual basis and recognized upon receipt of payment. Insurance commissions are agent commissions earned by the Company and earned upon the effective date of the bound coverage. Merchant referral income is associated with a program whereby the Company receives a share of processing revenue that is generated from clients that were referred by First Financial to the service provider. Revenue is recognized at the time the transaction occurs.
The Company records a gain or loss from the sale of OREO when control of the property transfers to the buyer, which generally occurs at the time of the executed deed. When the Company finances the sale of OREO to the buyer, the Company assesses whether the buyer is committed to perform their obligations under the contract and whether collectibility of the transaction price is probable. Once these criteria are met, the OREO asset is removed and the gain or loss on sale is recorded upon the transfer of control of the property to the buyer.
NOTE 16: EARNINGS PER COMMON SHARE
The following table sets forth the computation of basic and diluted earnings per common share:
| Three months ended | ||
|---|---|---|
| March 31, | ||
| (Dollars in thousands, except per share data) | 2024 | 2023 |
| Numerator | ||
| Net income available to common shareholders | $50,689 | $70,403 |
| Denominator | ||
| Weighted average shares outstanding for basic earnings per common share | 94,218,067 | 93,732,532 |
| Effect of dilutive securities | ||
| Employee stock awards | 965,931 | 1,227,626 |
| Adjusted weighted average shares for diluted earnings per common share | 95,183,998 | 94,960,158 |
| Earnings per share available to common shareholders | ||
| Basic | $0.54 | $0.75 |
| Diluted | $0.53 | $0.74 |
Stock options and warrants with exercise prices greater than the average market price of the common shares were not included in the computation of net income per diluted share, as they would have been antidilutive. Using the end of period price of the Company's common shares, there wereno antidilutive options at March 31, 2024 and March 31, 2023.
NOTE 17: FAIR VALUE DISCLOSURES
The fair value framework as disclosed in the Fair Value Topic includes a hierarchy which focuses on prioritizing the inputs used in valuation techniques. The fair value hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1), a lower priority to observable inputs other than quoted prices in active markets for identical assets and liabilities (Level 2) and the lowest priority to unobservable inputs (Level 3). When determining the fair value measurements for assets and liabilities, First Financial looks to active markets to price identical assets or liabilities whenever possible and classifies such items in Level 1. When identical assets and liabilities are not traded in active markets, First Financial looks to observable market data for similar assets and liabilities and classifies such items as Level 2. Certain assets and liabilities are not actively traded in observable markets and First Financial must use alternative techniques, based on unobservable inputs, to determine the fair value and classifies such items as Level 3. The level within the fair value hierarchy is based on the lowest level of input that is significant in the fair value measurement.
The estimated fair values of First Financial’s financial instruments not measured at fair value on a recurring or nonrecurring basis in the consolidated financial statements were as follows:
| Carrying · Estimated fair value | |||||
|---|---|---|---|---|---|
| (Dollars in thousands) | value | Total | Level 1 | Level 2 | Level 3 |
| Financial assets | |||||
| Cash and short-term investments | $950,697 | $950,697 | $950,697 | $0 | $0 |
| Investment securities held-to-maturity | 79,542 | 70,850 | 0 | 70,850 | 0 |
| Other investments | 11,324 | 11,324 | 1,284 | 10,040 | 0 |
| Loans and leases | 11,060,846 | 10,759,097 | 0 | 0 | 10,759,097 |
| Accrued interest receivable | 74,377 | 74,377 | 0 | 14,247 | 60,130 |
| Financial liabilities | |||||
| Deposits | 13,457,148 | 13,440,989 | 0 | 13,440,989 | 0 |
| Short-term borrowings | 862,145 | 862,145 | 862,145 | 0 | 0 |
| Long-term debt | 343,236 | 296,116 | 0 | 296,116 | 0 |
| Accrued interest payable | 48,171 | 48,171 | 4,283 | 43,888 | 0 |
| Carrying · Estimated fair value | |||||
|---|---|---|---|---|---|
| (Dollars in thousands) | value | Total | Level 1 | Level 2 | Level 3 |
| Financial assets | |||||
| Cash and short-term investments | $1,006,019 | $1,006,019 | $1,006,019 | $0 | $0 |
| Investment securities held-to-maturity | 80,321 | 71,688 | 0 | 71,688 | 0 |
| Other investments | 20,554 | 20,554 | 1,194 | 10,040 | 9,320 |
| Loans and leases | 10,791,743 | 10,468,144 | 0 | 0 | 10,468,144 |
| Accrued interest receivable | 72,620 | 72,620 | 0 | 15,697 | 56,923 |
| Financial liabilities | |||||
| Deposits | 13,360,797 | 13,347,319 | 0 | 13,347,319 | 0 |
| Short-term borrowings | 937,814 | 937,814 | 937,814 | 0 | 0 |
| Long-term debt | 344,115 | 350,426 | 0 | 350,426 | 0 |
| Accrued interest payable | 51,454 | 51,454 | 15,494 | 35,960 | 0 |
The following methods, assumptions and valuation techniques were used by First Financial to measure different financial assets and liabilities at fair value on a recurring or nonrecurring basis.
Investment securities. Investment securities classified as available-for-sale are recorded at fair value on a recurring basis. Fair value measurement is based upon quoted market prices, when available (Level 1). If quoted market prices are not available, fair values are measured utilizing independent valuation techniques of identical or similar investment securities. First Financial compiles prices from various sources who may apply such techniques as matrix pricing to determine the value of identical or similar investment securities (Level 2). Matrix pricing is a mathematical technique widely used in the banking industry to value investment securities without relying exclusively on quoted prices for the specific investment securities but rather relying on the investment securities’ relationship to other benchmark quoted investment securities. Any investment securities not valued based upon the methods previously described are considered Level 3.
First Financial utilizes values provided by third-party pricing vendors to price the investment securities portfolio in accordance with the fair value hierarchy of the Fair Value Topic and reviews the pricing methodologies utilized by the pricing vendors to ensure that the fair value determination is consistent with the applicable accounting guidance. First Financial’s pricing process includes a series of quality assurance activities where prices are compared to recent market conditions, historical prices and other independent pricing services. Further, the Company periodically validates the fair value of a sample of securities in the portfolio by comparing the fair values to prices from other independent sources for the same or similar securities. First Financial analyzes unusual or significant variances, conducts additional research with the pricing vendor, and if necessary, takes appropriate action based on its findings. The results of the quality assurance process are incorporated into the selection of pricing providers by the portfolio manager.
Loans held for sale. The fair value of the Company’s residential mortgage loans held for sale is determined on a recurring basis based on quoted prices for similar loans in active markets, and therefore, is classified as Level 2 the fair value hierarchy.
Derivatives. The fair values of derivative instruments are based primarily on a net present value calculation of the cash flows related to the interest rate swaps and foreign exchange contracts at the reporting date, using primarily observable market inputs such as interest rate yield curves which represents the cost to terminate the swap if First Financial should choose to do so. Additionally, First Financial utilizes an internally-developed model to value the credit risk component of derivative assets and liabilities, which is recorded as an adjustment to the fair value of the derivative asset or liability on the reporting date. Derivative instruments are classified as Level 2 in the fair value hierarchy.
Collateral dependent loans. Collateral dependent loans are defined as loans for which the repayment is expected to be provided substantially through the operation or sale of the collateral when the borrowers are experiencing financial difficulty. Collateral dependent loans are carried at fair value when the value of the operation or collateral less any costs to sell is not sufficient to cover the remaining balance. In these instances, the loans will either be partially charged-off or receive specific allocations of the allowance for credit losses. For collateral dependent loans, fair value is generally based on real estate appraisals, a calculation of enterprise value or a valuation of business assets including equipment, inventory and accounts receivable. These loans had a principal amount of $5.5 million and $19.7 million at March 31, 2024 and December 31, 2023, respectively, with a valuation allowance of $0.9 million and $4.4 million at March 31, 2024 and December 31, 2023, respectively.
The value of real estate collateral is determined utilizing an income or market valuation approach based on an appraisal conducted by an independent, licensed third-party appraiser (Level 3). These appraisals may utilize a single valuation approach or a combination of approaches including the comparable sales approach and the income approach. Adjustments are routinely made in the appraisal process by the independent appraisers to adjust for differences between the comparable sales and income data available. Collateral is then adjusted or discounted based on management’s historical knowledge, changes in market conditions from the time of the valuation, and management’s expertise and knowledge of the client and the client’s business, resulting in a Level 3 fair value classification. Collateral dependent loans are evaluated on a quarterly basis for additional write-downs and are adjusted accordingly.
Enterprise value is defined as imputed value for the entire underlying business. To determine an appropriate range of enterprise value, FFB relies on a standardized set of valuation methodologies that take into account future projected cash flows, market based multiples as well as asset values. Valuations involve both quantitative and qualitative considerations and professional judgments concerning differences in financial and operating characteristics in addition to other factors that may impact values over time (Level 3).
The value of business equipment is based on an outside appraisal, if deemed significant, or the net book value on the applicable borrower financial statements. Likewise, values for inventory and accounts receivable collateral are based on borrower financial statement balances or aging reports on a discounted basis as appropriate (Level 3).
The fair value of collateral dependent loans is measured at fair value on a nonrecurring basis. Any fair value adjustments are recorded in the period incurred as provision for credit losses on the Consolidated Statements of Income.
Mortgage servicing rights. Mortgage servicing rights are evaluated for impairment based upon the fair value of the rights as compared to the carrying amount. If the carrying amount of the servicing asset exceeds fair value, impairment is recorded so that the servicing asset is carried at fair value. Fair value is determined based on a valuation model that calculates the present value of estimated future net servicing income. The valuation model utilized a discount rate of 11.52% at March 31, 2024 and 11.50% at December 31, 2023, respectively, weighted average prepayment speed of 5.91% at March 31, 2024 and 5.92% at December 31, 2023, respectively, and other economic factors that market participants would use in estimating future net servicing income and that can be validated against available market data.
OREO. Assets acquired through loan foreclosure are recorded at fair value less costs to sell, with any difference between the fair value of the property and the carrying value of the loan recorded as a charge-off establishing a new cost basis. Subsequent changes in value are reported as adjustments to the carrying amount and are recorded in noninterest expense. The carrying value of OREO is not re-measured to fair value on a recurring basis, but is subject to fair value adjustments when the carrying value differs from the fair value, less estimated selling costs. Fair value is based on recent real estate appraisals and is updated at least annually. The Company classifies OREO in level 3 of the fair value hierarchy.
Operating leases. First Financial performs assessments of the recoverability of long-lived assets when events or changes in circumstances indicate that their carrying values may not be recoverable and therefore, the carrying value of Operating leases is re-measured at fair value on a nonrecurring basis. When evaluating whether an individual asset is impaired, First Financial considers the current fair value of the asset, the changes in overall market demand for the asset and the rate of change in advancements associated with technological improvements that impact the demand for the specific asset under review. First Financial determines whether the carrying values of certain operating leases are not recoverable and as a result, records an impairment loss equal to the amount by which the carrying value of the assets exceeds the fair value. The fair value amounts are generally based on appraised values of the assets, resulting in a classification within Level 3 of the valuation hierarchy.
The financial assets and liabilities measured at fair value on a recurring basis in the consolidated financial statements were as follows:
| Fair value measurements using | ||||
|---|---|---|---|---|
| (Dollars in thousands) | Level 1 | Level 2 | Level 3 | Assets/liabilitiesat fair value |
| Assets | ||||
| Investment securities available-for-sale | $30,912 | $2,787,626 | $32,129 | $2,850,667 |
| Loans held for sale | 0 | 11,534 | 0 | 11,534 |
| Interest rate derivative contracts | 0 | 131,076 | 0 | 131,076 |
| Foreign exchange derivative contracts | 0 | 162,496 | 0 | 162,496 |
| Interest rate floor | 0 | 1,565 | 0 | 1,565 |
| Total | $30,912 | $3,094,297 | $32,129 | $3,157,338 |
| Liabilities | ||||
| Interest rate derivative contracts | $0 | $131,323 | $0 | $131,323 |
| Foreign exchange derivative contracts | 0 | 162,496 | 0 | 162,496 |
| Interest rate collars | 0 | 170 | 0 | 170 |
| Total | $0 | $293,989 | $0 | $293,989 |
| Fair value measurements using | ||||
|---|---|---|---|---|
| (Dollars in thousands) | Level 1 | Level 2 | Level 3 | Assets/liabilitiesat fair value |
| Assets | ||||
| Investment securities available-for-sale | $31,243 | $2,956,938 | $32,945 | $3,021,126 |
| Loans held for sale | 0 | 9,213 | 0 | 9,213 |
| Interest rate derivative contracts | 0 | 117,344 | 0 | 117,344 |
| Foreign exchange derivative contracts | 0 | 145,556 | 0 | 145,556 |
| Interest rate floor | 0 | 6,896 | 0 | 6,896 |
| Total | $31,243 | $3,235,947 | $32,945 | $3,300,135 |
| Liabilities | ||||
| Interest rate derivative contracts | $0 | $118,105 | $0 | $118,105 |
| Foreign exchange derivative contracts | 0 | 145,556 | 0 | 145,556 |
| Interest rate collars | 0 | 0 | 0 | 0 |
| Total | $0 | $263,661 | $0 | $263,661 |
The following table presents a reconciliation for certain AFS securities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the three months ended March 31, 2024 and March 31, 2023.
| Three months ended | ||
|---|---|---|
| March 31, | ||
| (dollars in thousands) | 2024 | 2023 |
| Beginning balance | $32,945 | $35,857 |
| Accretion (amortization) | (8) | (25) |
| Increase (decrease) in fair value | 2 | 12 |
| Settlements | (810) | (1,029) |
| Ending balance | $32,129 | $34,815 |
Certain financial assets and liabilities are measured at fair value on a nonrecurring basis. Adjustments to the fair value of these assets usually result from the application of fair value accounting or write-downs of individual assets. The following table summarizes financial assets and liabilities measured at fair value on a nonrecurring basis.
| Fair value measurements using | |||
|---|---|---|---|
| (Dollars in thousands) | Level 1 | Level 2 | Level 3 |
| Assets | |||
| Collateral dependent loans | |||
| Commercial | $0 | $0 | $4,568 |
| Commercial real estate | 0 | 0 | 0 |
| OREO | 0 | 0 | 106 |
| Operating leases | 0 | 0 | 0 |
| Fair value measurements using | |||
|---|---|---|---|
| (Dollars in thousands) | Level 1 | Level 2 | Level 3 |
| Assets | |||
| Collateral dependent loans | |||
| Commercial | $0 | $0 | $1,795 |
| Commercial real estate | 0 | 0 | 13,538 |
| OREO | 0 | 0 | 106 |
| Operating leases | 0 | 0 | 0 |
Fair value option. First Financial may elect to report most financial instruments and certain other items at fair value on an instrument-by instrument basis with changes in fair value reported in net income. After the initial adoption, the election is made at the acquisition of an eligible financial asset, financial liability, or firm commitment or when certain specified reconsideration events occur. The fair value election may not be revoked once an election is made.
The Company elected the fair value option for residential mortgage loans held for sale. This election allows for a more effective offset of the changes in fair values of the loans held for sale and the derivative financial instruments used to financially hedge them without having to apply complex hedge accounting requirements. The fair value of the Company’s residential mortgage loans held for sale was determined based on quoted prices for similar loans in active markets.
The aggregate fair value of the Company’s residential mortgage loans held for sale as of March 31, 2024 and December 31, 2023 was $11.5 million and $9.2 million, respectively. The aggregate unpaid principal balance of the Company’s residential mortgage loans held for sale as of March 31, 2024 and December 31, 2023 was $10.4 million and $8.5 million, respectively. The resulting difference between the aggregate fair value and the aggregate remaining principal balance for loans for which the fair value option has been elected was $1.2 million and $0.7 million as of March 31, 2024 and December 31, 2023, respectively.
Changes in the estimated fair value of residential mortgage loans held for sale are reported as a component of Net gain from sales of loans in the Company’s Consolidated Statements of Income. The change in fair value of the Company’s residential mortgage loans held for sale resulted in a gain of $0.5 million for the three months ended March 31, 2024 and March 31, 2023.
NOTE 18: BUSINESS COMBINATIONS
On February 29, 2024, First Financial acquired Agile Premium Finance in an all cash transaction. Agile originates commercial loans for the payment of annual property and casualty insurance for businesses. The loans are secured by the unearned premium of the policies and have an average term of approximately ten months. Upon completion of the transaction, Agile became a division of the Bank and continues to operate as Agile Premium Finance, taking advantage of its existing brand recognition within the insurance premium financing industry. Operating results from the Agile acquisition are included in the Consolidated Statements of Income since the acquisition date.
The Agile transaction was accounted for using the acquisition method of accounting and accordingly, assets acquired, liabilities assumed and consideration exchanged were recorded at estimated fair value on the acquisition date in accordance with FASB ASC Topic 805, Business Combinations. The fair value measurements of assets acquired and liabilities assumed were $97.8 million and $2.7 million, respectively. Acquisition accounting adjustments are considered preliminary at March 31, 2024. These present value measurements are subject to refinement for up to one year after the closing date of the acquisition as additional information relative to closing date fair values become available, and the measurement period ends in February 2025. Goodwill arising from the Agile acquisition was $1.8 million and reflects the additional revenue growth expected with the Company's expansion into the insurance premium financing business. First Financial incurred $0.1 million of expenses related to the Agile acquisition in the first quarter of 2024.
The goodwill is deductible for income tax purposes. For further detail, see Note 8 – Goodwill and Other Intangible Assets.
The following table provides the purchase price calculation as of the acquisition date, identifiable assets purchased and liabilities assumed at their estimated fair value.
| (Dollars in thousands) | Agile |
|---|---|
| Purchase consideration | |
| Cash consideration | $96,887 |
| Assets acquired | |
| Commercial loans | 93,353 |
| Premises and equipment | 651 |
| Intangible assets | 3,797 |
| Total assets acquired | 97,801 |
| Liabilities assumed | |
| Other liabilities | 2,702 |
| Total liabilities assumed | 2,702 |
| Net identifiable assets | 95,099 |
| Goodwill | $1,788 |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.