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HERITAGE FINANCIAL CORP WA

For the period ended Sep 30, 2024. Filed Nov 6, 2024.

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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2024 · Filed Nov 6, 2024

HFWA$28.39-0.6%Stored close · as of Nov 6, 2026

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Contents

LOANS RECEIVABLE

(3)Loans Receivable

The Company originates loans in the ordinary course of business and has also acquired loans through mergers and acquisitions. Accrued interest receivable was excluded from disclosures presenting the Company's amortized cost of loans receivable as it was deemed insignificant. In addition to originating loans, the Company may also purchase loans through pool purchases, participation purchases and syndicated loan purchases.

(a) Loan Origination/Risk Management

The Company categorizes the individual loans in the total loan portfolio into four segments: commercial business; residential real estate; real estate construction and land development; and consumer. Within these segments are classes of loans for which management monitors and assesses credit risk in the loan portfolios. A detailed description of the portfolio segments and classes is contained in the 2023 Annual Form 10-K.

The Company has certain lending policies and guidelines in place that are designed to maximize loan income within an acceptable level of risk. Management reviews and approves these policies and guidelines on a regular basis. A reporting system supplements the review process by providing management with frequent reports related to loan production, loan quality, concentrations of credit, loan delinquencies and nonperforming and criticized loans. The Company also conducts internal loan reviews and validates the credit risk assessment on a periodic basis and presents the results of these reviews to management. The loan review process complements and reinforces the risk identification and assessment decisions made by loan officers and credit personnel.

The amortized cost of loans receivable, net of ACL on loans, consisted of the following portfolio segments and classes at the dates indicated:

September 30,2024December 31,2023
(Dollars in thousands)
Commercial business:
Commercial and industrial$824,134$718,291
Owner-occupied CRE987,084958,620
Non-owner occupied CRE1,835,6091,697,574
Total commercial business3,646,8273,374,485
Residential real estate408,982375,342
Real estate construction and land development:
Residential79,32578,610
Commercial and multifamily378,322335,819
Total real estate construction and land development457,647414,429
Consumer166,023171,371
Loans receivable4,679,4794,335,627
ACL on loans(51,391)(47,999)
Loans receivable, net$4,628,088$4,287,628
Balances included in the amortized cost of loans receivable:
Unamortized net discount on acquired loans$(1,182)$(1,923)
Unamortized net deferred fee$(9,613)$(11,063)

(b)Concentrations of Credit

Most of the Company’s lending activity occurs within its primary market areas which are concentrated along the I-5 corridor from Whatcom County, Washington to Lane County, Oregon, as well as in Yakima County, Washington and Ada County, Idaho. Additionally, the Company's loan portfolio is concentrated in commercial business loans, which include commercial and industrial, owner-occupied and nonowner-occupied CRE, and commercial and multifamily real estate construction and land development loans. Commercial business loans and commercial and multifamily real estate construction and land development loans are generally considered as having a more inherent risk of default than residential real estate loans or other consumer loans. Also, the commercial loan balance per borrower is typically larger than that for residential real estate loans and consumer loans, implying higher potential losses on an individual loan basis.

(c)Credit Quality Indicators

As part of the on-going monitoring of the credit quality of the Company’s loan portfolio, management tracks certain credit quality indicators including trends related to (i) the risk grade of the loans, (ii) the level of classified loans, (iii) net charge-offs, (iv) nonperforming loans, (v) past due status, and (vi) the general economic conditions of the United States of America, and specifically the states of Washington, Oregon and Idaho.

The Company utilizes a risk grading matrix to assign a risk grade to each of its loans. Loans are graded on a scale of 1 to 10. Risk grades are aggregated to create the risk categories of Pass for grades 1 to 6, Special Mention or "SM" for grade 7, Substandard or "SS" for grade 8, Doubtful for grade 9 and Loss for grade 10. Descriptions of the general characteristics of the risk grades, including qualitative information on how the risk grades relate to the risk of loss, are contained in the 2023 Annual Form 10-K. Numerical loan grades for loans are established at the origination of the loan. Changes to loan grades are considered at the time new information about the performance of a loan becomes available, including the receipt of updated financial information from the borrower, results of annual term loan reviews and scheduled loan reviews. For consumer loans, the Company follows the FDIC’s Uniform Retail Credit Classification and Account Management Policy for subsequent classification in the event of payment delinquencies or default. Typically, an individual loan grade will not be changed from the prior period unless there is a specific indication of credit deterioration or improvement. Credit deterioration is evidenced by delinquency, direct communications with the borrower or other borrower information that becomes known to management. Credit improvements are evidenced by known facts regarding the borrower or the collateral property.

Loan grades relate to the likelihood of losses in that the higher the grade, the greater the loss potential. Loans with a Pass grade may have some estimated inherent losses, but to a lesser extent than the other loan grades. The SM loan grade is transitory in that the Company is waiting on additional information to determine the likelihood and extent of any potential loss. The likelihood of loss for SM graded loans, however, is greater than Pass graded loans because there has been measurable credit deterioration. Loans with a SS grade have further credit deterioration and include both accrual loans and nonaccrual loans. For Doubtful and Loss graded loans, the Company is almost certain of the losses and the outstanding principal balances are generally charged off to the realizable value. There were no loans graded Doubtful or Loss as of September 30, 2024 and December 31, 2023.

The following tables present the amortized cost of loans receivable by risk grade and origination year at the dates indicated:

September 30, 2024
Term Loans Amortized Cost Basis by Origination Year · Revolving Loans · Revolving Loans Converted(1) · Loans Receivable
2024 · 2023 · 2022 · 2021 · 2020 · Prior
(Dollars in thousands)
Commercial business:
Commercial and industrial
Pass$147,830$133,134$130,593$56,034$58,485$89,182$153,789$556$769,603
SM——6,5082451,1525,35018,738—31,993
SS—2358824563,3976,2558,0893,22422,538
Total147,830133,369137,98356,73563,034100,787180,6163,780824,134
Owner-occupied CRE
Pass88,17687,012138,532149,00280,640414,842——958,204
SM———2,40087910,535——13,814
SS———2,95764111,468——15,066
Total88,17687,012138,532154,35982,160436,845——987,084
Non-owner occupied CRE
Pass94,285173,846318,395242,336154,332801,586—1051,784,885
SM———8,035—33,245——41,280
SS——588——8,856——9,444
Total94,285173,846318,983250,371154,332843,687—1051,835,609
Total commercial business
Pass330,291393,992587,520447,372293,4571,305,610153,7896613,512,692
SM——6,50810,6802,03149,13018,738—87,087
SS—2351,4703,4134,03826,5798,0893,22447,048
Total330,291394,227595,498461,465299,5261,381,319180,6163,8853,646,827
Residential real estate
Pass34,33452,628137,906133,64322,05027,479——408,040
SS———788—154——942
Total34,33452,628137,906134,43122,05027,633——408,982
Real estate construction and land development:
Residential
Pass26,60435,5648,425—1,0019801—72,575
SS—1,000—5,750————6,750
Total26,60436,5648,4255,7501,0019801—79,325
Commercial and multifamily
Pass18,476153,295165,5589,931—3,446——350,706
SM——893—5,1755,923——11,991
SS———15,625————15,625
Total18,476153,295166,45125,5565,1759,369——378,322
Total real estate construction and land development
Pass45,080188,859173,9839,9311,0014,4261—423,281
SM——893—5,1755,923——11,991
SS—1,000—21,375————22,375
Total45,080189,859174,87631,3066,17610,3491—457,647
Consumer
Pass1,7511,5881,6953643,86123,989130,514649164,411
SS——25—1076893104811,612
Total1,7511,5881,7203643,96824,678130,8241,130166,023
September 30, 2024
Term Loans Amortized Cost Basis by Origination Year · Revolving Loans · Revolving Loans Converted(1) · Loans Receivable
2024 · 2023 · 2022 · 2021 · 2020 · Prior
(Dollars in thousands)
Loans receivable
Pass411,456637,067901,104591,310320,3691,361,504284,3041,3104,508,424
SM——7,40110,6807,20655,05318,738—99,078
SS—1,2351,49525,5764,14527,4228,3993,70571,977
Total$411,456$638,302$910,000$627,566$331,720$1,443,979$311,441$5,015$4,679,479

(1)Represents the loans receivable balance at September 30, 2024 which was converted from a revolving loan to a non-revolving amortizing loan during the nine months ended September 30, 2024.

December 31, 2023
Term Loans Amortized Cost Basis by Origination Year · Revolving Loans · Revolving Loans Converted(1) · Loans Receivable
2023 · 2022 · 2021 · 2020 · 2019 · Prior
(Dollars in thousands)
Commercial business:
Commercial and industrial
Pass$120,973$150,854$74,231$66,364$40,307$76,924$141,740$188$671,581
SM—2,4951042924,5561,4589,124—18,029
SS—1,2152,7343,5481,0767,87512,1686528,681
Total120,973154,56477,06970,20445,93986,257163,032253718,291
Owner-occupied CRE
Pass90,775138,505159,49082,296146,869299,609——917,544
SM——2,2192,77570516,266——21,965
SS——4,908654—13,549——19,111
Total90,775138,505166,61785,725147,574329,424——958,620
Non-owner-occupied CRE
Pass153,239260,431216,811157,424239,928628,489——1,656,322
SM——8,172—57019,300——28,042
SS—598———12,612——13,210
Total153,239261,029224,983157,424240,498660,401——1,697,574
Total commercial business
Pass364,987549,790450,532306,084427,1041,005,022141,7401883,245,447
SM—2,49510,4953,0675,83137,0249,124—68,036
SS—1,8137,6424,2021,07634,03612,1686561,002
Total364,987554,098468,669313,353434,0111,076,082163,0322533,374,485
Residential real estate
Pass36,321141,201141,43024,10815,02216,297——374,379
SS——801——162——963
Total36,321141,201142,23124,10815,02216,459——375,342
Real estate construction and land development:
Residential
Pass41,66324,7601,0501,2898047191—70,286
SM——2,139—————2,139
SS1,0003194,866—————6,185
Total42,66325,0798,0551,2898047191—78,610
December 31, 2023
Term Loans Amortized Cost Basis by Origination Year · Revolving Loans · Revolving Loans Converted(1) · Loans Receivable
2023 · 2022 · 2021 · 2020 · 2019 · Prior
(Dollars in thousands)
Commercial and multifamily
Pass42,499187,82791,4603377493,145——326,017
SM———3,7775,660365——9,802
SS—————————
Total42,499187,82791,4604,1146,4093,510——335,819
Total real estate construction and land development
Pass84,162212,58792,5101,6261,5533,8641—396,303
SM——2,1393,7775,660365——11,941
SS1,0003194,866—————6,185
Total85,162212,90699,5155,4037,2134,2291—414,429
Consumer
Pass1,8971,9802936,22115,84120,402122,0071,123169,764
SS———134207893333401,607
Total1,8971,9802936,35516,04821,295122,3401,163171,371
Loans receivable
Pass487,367905,558684,765338,039459,5201,045,585263,7481,3114,185,893
SM—2,49512,6346,84411,49137,3899,124—79,977
SS1,0002,13213,3094,3361,28335,09112,50110569,757
Total$488,367$910,185$710,708$349,219$472,294$1,118,065$285,373$1,416$4,335,627

(1)Represents the loans receivable balance at December 31, 2023 which was converted from a revolving loan to non-revolving amortizing loan during the year ended December 31, 2023.

The following tables present the gross charge-offs by loan class and origination year, for the periods indicated:

Nine Months Ended September 30, 2024
Current Period Gross Charge-offs by Origination Year · Revolving Loans · Total Gross Charge-Offs
2024 · 2023 · 2022 · 2021 · 2020 · Prior
(Dollars in thousands)
Commercial business$—$313$—$—$—$2,636$—$2,949
Consumer—622—11139268446
Total$—$319$22$—$11$2,775$268$3,395
Nine Months Ended September 30, 2023
Current Period Gross Charge-offs by Origination Year · Revolving Loans · Total Gross Charge-Offs
2023 · 2022 · 2021 · 2020 · 2019 · Prior
(Dollars in thousands)
Commercial business$—$—$15$61$—$100$—$176
Consumer710122154122194420
Total$7$10$27$82$54$222$194$596

(d) Nonaccrual Loans

The following tables present the amortized cost of nonaccrual loans at the dates indicated:

September 30, 2024
Nonaccrual without ACLNonaccrual with ACLTotal Nonaccrual
(Dollars in thousands)
Commercial business:
Commercial and industrial$1,134$718$1,852
September 30, 2024
Nonaccrual without ACLNonaccrual with ACLTotal Nonaccrual
(Dollars in thousands)
Owner-occupied CRE2,449—2,449
Total$3,583$718$4,301
December 31, 2023
Nonaccrual without ACLNonaccrual with ACLTotal Nonaccrual
(Dollars in thousands)
Commercial business:
Commercial and industrial$1,706$2,557$4,263
Owner-occupied CRE—205205
Total$1,706$2,762$4,468

The following tables present the reversal of interest income on loans due to the write-off of accrued interest receivable upon the initial classification of loans as nonaccrual loans and the interest income recognized due to payment in full or sale of previously classified nonaccrual loans during the periods indicated:

Three Months Ended September 30,
20242023
Interest Income ReversedInterest Income RecognizedInterest Income ReversedInterest Income Recognized
(Dollars in thousands)
Commercial business:
Commercial and industrial$—$126$(10)$18
Owner-occupied CRE(28)———
Total$(28)$126$(10)$18
Nine Months Ended September 30,
20242023
Interest Income ReversedInterest Income RecognizedInterest Income ReversedInterest Income Recognized
(Dollars in thousands)
Commercial business:
Commercial and industrial$(27)$339$(24)$48
Owner-occupied CRE(28)144——
Total$(55)$483$(24)$48

For the three and nine months ended September 30, 2024 and 2023, no interest income was recognized subsequent to a loan’s classification as nonaccrual, except as indicated in the tables above due to payment in full or sale.

(e) Past due loans

The Company performs an aging analysis of past due loans using policies consistent with regulatory reporting requirements with categories of 30-89 days past due and 90 or more days past due. The following tables present the amortized cost of past due loans at the dates indicated:

September 30, 2024
30-89 Days90 Days orGreaterTotal Past DueCurrentLoans Receivable
(Dollars in thousands)
Commercial business:
Commercial and industrial$1,496$6,132$7,628$816,506$824,134
Owner-occupied CRE———987,084987,084
September 30, 2024
30-89 Days90 Days orGreaterTotal Past DueCurrentLoans Receivable
(Dollars in thousands)
Non-owner occupied CRE———1,835,6091,835,609
Total commercial business1,4966,1327,6283,639,1993,646,827
Residential real estate———408,982408,982
Real estate construction and land development:
Residential———79,32579,325
Commercial and multifamily———378,322378,322
Total real estate construction and land development———457,647457,647
Consumer461352813165,210166,023
Total$1,957$6,484$8,441$4,671,038$4,679,479
December 31, 2023
30-89 Days90 Days orGreaterTotal Past DueCurrentLoans Receivable
(Dollars in thousands)
Commercial business:
Commercial and industrial$2,289$3,857$6,146$712,145$718,291
Owner-occupied CRE—189189958,431958,620
Non-owner occupied CRE1,489—1,4891,696,0851,697,574
Total commercial business3,7784,0467,8243,366,6613,374,485
Residential real estate162—162375,180375,342
Real estate construction and land development:
Residential—31931978,29178,610
Commercial and multifamily———335,819335,819
Total real estate construction and land development—319319414,110414,429
Consumer61587702170,669171,371
Total$4,555$4,452$9,007$4,326,620$4,335,627

Loans 90 days or more past due and still accruing interest were $5.3 million and $1.3 million as of September 30, 2024 and December 31, 2023, respectively. Loans 90 days past due and still accruing interest as of September 30, 2024 were comprised of $5.0 million in commercial and industrial loans $0.3 million in consumer loans.

(f) Collateral-dependent Loans

The following tables present the type of collateral securing loans individually evaluated for credit losses and for which the repayment was expected to be provided substantially through the operation or sale of the collateral at the dates indicated, with balances representing the amortized cost of the loan classified by the primary collateral category of each loan if multiple collateral sources secure the loan:

September 30, 2024
CREFarmlandResidential Real EstateEquipmentTotal
(Dollars in thousands)
Commercial business:
Commercial and industrial$—$389$613$—$1,002
Owner-occupied CRE2,449———2,449
Total$2,449$389$613$—$3,451
December 31, 2023
CREFarmlandResidential Real EstateEquipmentTotal
(Dollars in thousands)
Commercial business:
Commercial and industrial$260$389$621$304$1,574
Owner-occupied CRE189———189
Total$449$389$621$304$1,763

There have been no significant changes to the collateral securing loans individually evaluated for credit losses and for which repayment was expected to be provided substantially through the operation or sale of the collateral during the nine months ended September 30, 2024, except changes due to additions or removals of loans in this classification.

(g) Modification of Loans

Occasionally, the Company modifies loans to borrowers in financial distress by providing modifications of loans which may include interest rate reductions, principal or interest forgiveness, term extensions, and other actions intended to minimize economic loss and to avoid foreclosure or repossession of collateral. In some cases, the Company provides multiple types of concessions on one loan. When principal forgiveness is provided, the amount of forgiveness is charged-off against the ACL.

The following tables present the amortized cost of loans that were experiencing both financial difficulty and modified during the periods indicated:

Three Months Ended September 30, 2024
Term ExtensionTotal Modified Loans% of Modified Loans to Loans Receivable, net
(Dollars in thousands)
Commercial business:
Commercial and industrial$7,041$7,0410.85%
Non-owner occupied CRE2,6572,6570.14
Total commercial business9,6989,6980.27
Real estate construction and land development:
Residential6,7506,7508.51
Total real estate construction and land development6,7506,7501.47
Consumer10100.01
Total$16,458$16,4580.35%
Three Months Ended September 30, 2023
Term ExtensionCombination Term Extension and Interest Rate Reduction(1)Total Modified Loans% of Modified Loans to Loans Receivable, net
(Dollars in thousands)
Commercial business:
Commercial and industrial$313$—$3130.05%
Non-owner occupied CRE—2392390.01
Total commercial business3132395520.02
Total$313$239$5520.01%
Nine Months Ended September 30, 2024
Term ExtensionTotal Modified Loans% of Modified Loans to Loans Receivable, net
(Dollars in thousands)
Commercial business:
Commercial and industrial$20,611$20,6112.50%
Non-owner occupied CRE2,6582,6580.14
Total commercial business23,26923,2690.64
Real estate construction and land development:
Residential6,7506,7508.51%
Commercial and multifamily20,80020,8005.50%
Total real estate construction and land development27,55027,5506.02%
Consumer39390.02%
Total$50,858$50,8581.09%
Nine Months Ended September 30, 2023
Term ExtensionTerm Extension & Int. Rate ReductionTotal Modified Loans% of Modified Loans to Loans Receivable, net
(Dollars in thousands)
Commercial business:
Commercial and industrial$6,516$—$6,5160.94%
Non-owner occupied CRE2,7162392,9550.17
Total commercial business9,2322399,4710.28
Real estate construction and land development:
Commercial and multifamily3,452—3,4521.11%
Total real estate construction and land development3,452—3,4520.91%
Consumer2817450.03%
Total$12,712$256$12,9680.30%

The following tables present the financial effects of the loan modifications presented in the preceding tables during the periods indicated:

Three Months Ended September 30, 2024
Weighted Average Years of Term Extensions
Commercial business:
Commercial and industrial0.59
Non-owner occupied CRE0.83
Total commercial business0.66
Real estate construction and land development:
Residential0.17
Total real estate construction and land development0.17
Consumer2.17
Total0.46
Three Months Ended September 30, 2023
Weighted Average % of Interest Rate ReductionsWeighted Average Years of Term Extensions
Commercial business:
Commercial and industrial—%1.82
Non-owner occupied CRE3.002.00
Total3.00%1.90
Nine Months Ended September 30, 2024
Weighted Average Years of Term Extensions
Commercial business:
Commercial and industrial0.76
Non-owner occupied CRE0.83
Total commercial business0.77
Real estate construction and land development:
Residential0.17
Commercial and multifamily0.69
Total real estate construction and land development0.56
Consumer1.52
Total0.66
Nine Months Ended September 30, 2023
Weighted Average % of Interest Rate ReductionsWeighted Average Years of Term Extensions
Commercial business:
Commercial and industrial—%0.58
Non-owner occupied CRE3.001.09
Total commercial business3.000.74
Real estate construction and land development:
Commercial and multifamily—0.42
Total real estate construction and land development—0.42
Consumer1.002.62
Total3.00%0.66

At September 30, 2024, there were $5.4 million in commitments to lend additional funds to borrowers experiencing financial difficulty whose terms have been modified during the nine months ended September 30, 2024. At December 31, 2023, there were $6.6 million in commitments to lend additional funds to borrowers experiencing financial difficulty whose terms have been modified during the year ended December 31, 2023.

The Company closely monitors the performance of loans that are modified for borrowers experiencing financial difficulty to understand the effectiveness of its modification efforts. The Company considers a modified loan as a payment default if the borrower is 90 or more days past due. There wereno loans 90 days past due or in default that have been modified in the past 12 months.

(h) Accrued interest receivable on loans receivable

Accrued interest receivable on loans receivable totaled $14.8 million and $13.3 million at September 30, 2024 and December 31, 2023, respectively, and is excluded from the calculation of the ACL on loans as interest accrued, but not received, is reversed timely.

(i) Foreclosure proceedings in process

At September 30, 2024, there was one home equity loan valued at $160,000, secured by residential real estate for which formal foreclosure proceedings were in process. At December 31, 2023, there were no home equity loans secured by residential real estate for which formal foreclosure proceedings were in process.

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.