grepcent public filings, reorganized for comparison

FIRST UNITED CORP/MD/ (FUNC) FY 2021 MD&A

Verbatim Item 7 Management's Discussion and Analysis from FIRST UNITED CORP/MD/'s 10-K for fiscal year 2021. Filing date: 2022-03-25. Report date: 2021-12-31. Accession: 0001558370-22-004382.

This page reproduces the company's own Item 7 MD&A text from the linked SEC filing. It is filer text, not grepcent analysis, scoring, or investment advice.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high.

Company profile: FUNC · All MD&A years: index · Next year: FY 2022

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This discussion and analysis should be read in conjunction with the Consolidated Financial Statements and notes thereto for the years ended December 31, 2021 and 2020, which are included in Item 8 of Part II of this annual report.

Overview

First United Corporation is a bank holding company that, through the Bank and its non-bank subsidiaries, provides an array of financial products and services primarily to customers in four Western Maryland counties and four Northeastern West Virginia counties. Its principal operating subsidiary is the Bank, which consists of a community banking network of 26 branch offices located throughout its market areas. Our primary sources of revenue are interest income earned from our loan and investment securities portfolios and fees earned from financial services provided to customers.

Consolidated net income for the year ended December 31, 2021 was $19.8 million, inclusive of litigation settlement expenses of $3.3 million, Federal Home Loan Bank (“FHLB”) prepayment penalties of $2.4 million, insurance reimbursement income of $1.4 million and charitable contributions of $1.0 million, compared to $13.8 million for the year ended December 31, 2020.  Basic and diluted net income per share for 2021 were both $2.95, a 49.0% increase when compared to basic and diluted net income per share of $1.98 and $1.97, respectively, for 2020.  The increase in earnings when comparing 2021 to 2020 was primarily due to an increase in net interest income on a non-GAAP, fully taxable equivalent (“FTE”) basis, of $4.0 million, an increase in other operating income, including gains, of $2.1 million, and a decrease in provision expense of $6.2 million, offset by an increase in other operating expenses of $3.8 million. The increase in provision expense for 2020 was driven by an increase in the qualitative factors reflecting the uncertainty of the economic environment related to the COVID-19 pandemic and its impact on our borrowers. Other operating income, including net gains, increased $2.1 million for the year ended December 31, 2021 when compared to the year ended December 31, 2020. This increase was due primarily to increased trust and brokerage income of $1.3 million related to new client relationships and assets under management, the receipt of a $1.4 million insurance reimbursement, and increased debit card income. The net interest margin, on an FTE basis, declined to 3.28% for the year ended December 31, 2021 from 3.34% for the same period of 2020.

The provision for loan losses was a credit of $0.8 million for the year ended December 31, 2021 and an expense of $5.4 million for the year December 31, 2020.  The higher provision expense recorded in 2020 was driven by an increase in the qualitative factors reflecting the uncertainty of the economic environment related to the COVID-19 pandemic. Net recoveries of $0.3 million were recorded for the year ended December 31, 2021, compared to net charge offs of $1.5 million for 2020. The ratio of the ALL to loans outstanding, including PPP loan balances, was 1.38% at December 31, 2021 compared to 1.41% at December 31, 2020.  The ratio of ALL to loans outstanding, excluding PPP loan balances of $7.7 million and $114.0 million, was 1.39% and 1.55% at December 31, 2021 and 2020, respectively, non-GAAP.

Other operating income, including net gains on sales of mortgage loans and sales of investment securities, increased $2.1 million for the year ended December 31, 2021 when compared to 2020.  Gains on the sale of mortgage loans to the secondary market decreased $1.3 million due to refinancing activity occurring at a slower pace than the pace experienced in 2020. Trust and brokerage income increased $1.3 million year-over-year due to growth in new client relationships and assets under management.  Debit card income increased $0.7 million for the year ended December 31, 2021, when compared to 2020 due to growth in deposit relationships and increased customer usage of our electronic services. Other miscellaneous income increased $0.4 million.  Service charge income remained stable while net gains on investment securities decreased $0.5 million when comparing 2021 to 2020 due to reduced sales activity during 2021.

Other operating expenses increased $3.8 million for the year ended December 31, 2021 when compared to 2020.  This increase was driven by $3.3 million of litigation settlement expenses recorded in the first quarter of 2021, a $2.4 million penalty on the repayment of $70.0 million of FHLB advances in the third quarter of 2021 and a $1.0 million charitable contribution to First United Community Dreams Foundation, Inc.  Salaries and benefits for 2021 increased $1.0 million when compared to 2020, related to a net increase of $0.7 million due to higher in salaries, incentive pay, stock compensation and 401(k) plan expense, offset by decreases in pension and life and health insurance costs and a $0.3 million offset in salary expense from deferred loan origination costs primarily attributable to PPP loans.  FDIC premiums

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increased slightly by $0.2 million due to credits received on quarterly assessments in 2020. Equipment, occupancy and technology expenses decreased $0.9 million in 2021 when compared to 2020 as we began to realize cost savings from our core processor related to the new contract negotiated in the third quarter of 2020. Other real estate owned (“OREO”) expenses were a net credit in 2021 due to $1.4 million in net gains attributable to the sale of OREO properties.  Professional services decreased $0.7 million as a result of increased accounting and audit fees of $0.3 million, offset by reductions of $0.5 million in consulting expenses and $0.4 million in legal expenses.

Outstanding loans of $1.2 billion at December 31, 2021 reflected a decline of $14.1 million during 2021.  Core commercial loan growth was offset by PPP loans that were forgiven. CRE loans increased by $5.1 million, acquisition and development (“A&D”) loans increased by $11.1 million and commercial and industrial (“C&I”) loans decreased by $85.8 million, as growth in core portfolio loans of $20.5 million was offset by PPP loans that were forgiven.  Residential mortgage loans increased $25.5 million due to the purchase of a $39.0 million loan pool of 1-4 family residential loans, offset by the decline in mortgage portfolio balances due to the continued utilization of the FNMA secondary market for refinancing activity. Given the current low interest rate environment, customers were seeking longer-term, fixed-rate loans and management chose not to book these loans in the portfolio. The consumer loan portfolio increased by $29.9 million due to the purchase of a pool of consumer loans in the second quarter of 2021 and the purchase of a $10.0 million pool of student loans late in the fourth quarter as an effort to deploy excess cash into higher yielding, short-term assets.  Management strategically purchased loan pools to complement the portfolio loans and to assist in managing interest rate risk.

Net interest income, on a non-GAAP, FTE basis, increased by $4.0 million during the year ended December 31, 2021 when compared to the year ended December 31, 2020 driven by a $3.9 million decrease in interest expense and a slight increase in interest income of $0.1 million.  The decrease in interest expense resulted from proactive efforts to reduce the cost of funds by further reductions to rates on deposit accounts throughout 2021, the runoff of balances in time deposits, including brokered deposits, and the expiration of empowered rates on money market accounts.  The net interest margin, on an FTE basis, declined to 3.28% for the year ended December 31, 2021 from 3.34% for the year ended December 31, 2020.  The net interest margin for the years ended December 31, 2021 and 2020 would have been 3.14% and 3.46%, respectively, after excluding the average balance of PPP loans of $79.4 million and $137.0 million, respectively, and interest and fees of $4.8 million and $3.0 million, respectively.

Comparing the year ended December 31, 2021 with the year ended December 31, 2020, interest income remained stable. Interest and fees on loans increased by $0.8 million and was partially offset by the reduction in investment income of $0.6 million. While the average balance of the investment portfolio increased by $67.3 million, bonds, at higher yielding rates, were called and replaced with lower yielding investments resulting in a decrease in average yield on the investment portfolio of 85 basis points. Excess cash balances during 2021 were invested at the lower Fed Funds rate, which also negatively affected interest income for the year ended December 31, 2021. The increase in interest and fees on loans was due primarily to an increase in average balances of $26.1 million, primarily driven by new loan production at lower yields, offset by the repayment of the PPP loans. The rate earned on the loan portfolio remained stable when comparing the year ended December 31, 2021 to the year ended December 31, 2020.

Total deposits at December 31, 2021 increased by $47.0 million when compared to deposits at December 31, 2020.  During 2021, non-interest-bearing deposits increased by $81.2 million, driven by retail and commercial account growth partially attributable to government stimulus programs. Traditional savings accounts increased by $40.5 million as we continued to see significant growth in our Prime Saver product, and total demand deposits increased by $26.6 million. Total money market accounts decreased by $36.3 million.  As a part of assets under management, the Trust department manages cash balances for customers as a percentage of their portfolio allocation.  These cash balances are in money market accounts.   The decrease in money market balances was due primarily to management’s decision to sweep approximately $70.0 million of wealth management money market funds off balance sheet in the first quarter of 2021. These funds can be readily shifted back to in-house money market accounts should liquidity needs arise in the future.  Time deposits decreased by $65.0 million, due primarily to our continued reduction in the pricing on single-service relationships and municipal bids.

The decrease in interest expense for 2021 was driven by a decrease in interest rates of 16 basis points, which offset the increase in average balances of $65.6 million on interest bearing deposits, and a 39 basis point decline in average

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rate and $23.6 million in average balances on long term borrowings related to the prepayment of $70.0 million in FHLB advances in the third quarter of 2021.  Proactive efforts to reduce the cost of funds by further reductions to rates on deposit accounts throughout 2021, the runoff of balances in the time deposits, including brokered deposits, and the expiration of empowered rates on money market accounts continued throughout 2021.

Estimates and Critical Accounting Policies

This discussion and analysis of our financial condition and results of operations is based upon our Consolidated Financial Statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America. The preparation of these financial statements requires management to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent liabilities. (See Note 1 to the Consolidated Financial Statements.)  On an on-going basis, management evaluates estimates and bases those estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. The Company identifies the following critical accounting policies may affect our more significant judgments and estimates used in the preparation of the Consolidated Financial Statements.

Allowance for Loan Losses

One of our most important accounting policies is that related to the monitoring of the loan portfolio. A variety of estimates impact the carrying value of the loan portfolio and resulting interest income, including the calculation of the ALL, the valuation of underlying collateral, and the timing of loan charge-offs. The ALL is established and maintained at a level that is adequate to cover losses resulting from the inability of borrowers to make required payments on loans. Estimates for loan losses are arrived at by analyzing risks associated with specific loans and the loan portfolio, current and historical trends in delinquencies and charge-offs, and changes in the size and composition of the loan portfolio. The analysis also requires consideration of the economic climate and direction, changes in lending rates, political conditions, legislation impacting the banking industry and economic conditions specific to Western Maryland and Northeastern West Virginia. Because the calculation of the ALL relies on management’s estimates and judgments relating to inherently uncertain events, actual results may differ from management’s estimates.

The ALL is also discussed below in Item 7 under the heading “Allowance for Loan Losses” and in Note 9 to the Consolidated Financial Statements.

Goodwill and Other Intangible Assets

ASC Topic 350, Intangibles – Goodwill and Other provides guidance with respect to goodwill and other intangible assets. Under this guidance, goodwill is not amortized but shall be tested at least annually for impairment at a level of accounting referred to as a reporting unit. The Corporation is considered the sole reporting unit. Goodwill of a reporting unit shall be tested for impairment between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. Impairment of goodwill is the condition that exists when the carrying amount of a reporting unit that includes goodwill exceeds its fair value. A goodwill impairment loss is recognized for the amount that the carrying amount of a reporting unit, including goodwill, exceeds its fair value, limited to the total amount of goodwill allocated to that reporting unit.

An entity may assess qualitative factors to determine whether it is more likely than not (that is, a likelihood of more than 50%) that the fair value of a reporting unit is less than its carrying amount, including goodwill. If, after assessing the totality of events or circumstances qualitatively, an entity determines that it is more likely than not that the fair value of a reporting unit is less than its carrying amount, then the entity shall perform a quantitative goodwill impairment test. However, if, after assessing the totality of events or circumstances qualitatively, an entity determines that it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, then the quantitative goodwill impairment test is unnecessary.

The Corporation performs an impairment test of goodwill as of December 31 each year.

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Having considered each of the qualitative factors and the negative and positive evidence of the totality of events and circumstances qualitatively, management has determined that it is not more likely than not that the fair value of our reporting unit is less than its carrying amount and a quantitative goodwill impairment test is unnecessary. As such, management concludes there is no goodwill impairment at December 31, 2021.

Other than as discussed above, management does not believe that any material changes in our critical accounting policies have occurred since December 31, 2021.

Liquidity Sources

Management has reviewed its Liquidity Contingency Funding Plan in preparation of funding needs as it relates to the COVID-19 pandemic. As of December 31, 2021, the Corporation had approximately $130.0 million in unsecured lines of credit with its correspondent banks, $1.0 million with the Federal Reserve Discount Window, and approximately $188.2 million of secured borrowings with the FHLB. Additionally, the Corporation has access to the brokered certificates of deposit market.

Capital

The Corporation’s and the Bank’s capital ratios are strong, and both institutions are considered to be well-capitalized by applicable regulatory measures

Adoption of New Accounting Standards and Effects of New Accounting Pronouncements

Note 1 to the Consolidated Financial Statements discusses new accounting pronouncements that, when adopted, could affect our future consolidated financial statements.

CONSOLIDATED STATEMENT OF INCOME REVIEW

Net Interest Income

Net interest income is our largest source of operating revenue. Net interest income is the difference between the interest that we earn on our interest-earning assets and the interest expense we incur on our interest-bearing liabilities. For analytical and discussion purposes, net interest income is adjusted to an FTE basis to facilitate performance comparisons between taxable and tax-exempt assets by increasing tax-exempt income by an amount equal to the federal income taxes that would have been paid if this income were taxable at the statutorily applicable rate. This is a non-GAAP disclosure and it is not materially different than the corresponding GAAP disclosure.

The table below summarizes net interest income for 2021 and 2020.

GAAPNon-GAAP - FTE
(Dollars in thousands)2021202020212020
Interest income$58,256$58,201$59,195$59,118
Interest expense5,7149,6555,7149,655
Net interest income$52,542$48,546$53,481$49,463
Net interest margin %3.22%3.28%3.28%3.34%

Net interest income, on a non-GAAP, FTE basis, increased by $4.0 million (8.1%) during the year ended December 31, 2021 when compared to the year ended December 31, 2020, driven by a $3.9 million (40.8%) decrease in interest expense and a slight increase in interest income of $0.1 million.  The decrease in interest expense resulted from proactive efforts to reduce the cost of funds by further reductions in rates on deposit accounts throughout 2021, the runoff of balances in the time deposits, including brokered deposits, and the expiration of empowered rates on money market accounts.  The net interest margin, on an FTE basis, declined to 3.28% for the year ended December 31, 2021 from 3.34% for the year ended December 31, 2020.  The net interest margin for the years ended December 31, 2021 and 2020 would

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have been 3.14% and 3.46%, respectively, after excluding the average balance of PPP loans of $79.4 million and $137.0 million, respectively, and interest and fees of $4.8 million and $3.0 million, respectively.

Comparing the year ended December 31, 2021 with the year ended December 31, 2020, interest income remained stable. Interest and fees on loans increased by $0.8 million and was partially offset by the reduction in investment income of $0.6 million. While the average balance of the investment portfolio increased by $67.3 million, bonds, at higher yielding rates, were called and replaced with lower yielding investments resulting in a decrease in average yield on the investment portfolio of 85 basis points. Excess cash balances during 2021 were invested at the lower Fed Funds rate, which also negatively affected interest income for the year ended December 31, 2021. The increase in interest and fees on loans was due primarily to an increase in average balances of $26.1 million, primarily driven by new loan production at lower yields, offset by the repayment of the PPP loans. The rate earned on the loan portfolio remained stable when comparing the year ended December 31, 2021 to the year ended December 31, 2020.

The decrease in interest expense for 2021 was driven by a decrease in interest rates of 16 basis points, which offset the increase in average balances of $65.6 million on interest bearing deposits, and a 39 basis point decline in average rate and $23.6 million in average balances on long term borrowings related to the prepayment of $70.0 million in FHLB advances in the third quarter of 2021.  Proactive efforts to reduce the cost of funds by further reductions to rates on deposit accounts throughout 2021, the runoff of balances in the time deposits, including brokered deposits, and the expiration of empowered rates on money market accounts continued throughout 2021.

As shown below, the composition of total interest income between 2021 and 2020 remained relatively stable.

% of Total Interest Income
20212020
Interest and fees on loans91%90%
Interest on investment securities8%9%
Other1%1%

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The following table sets forth the average balances, net interest income and expense, and average yields and rates for our interest-earning assets and interest-bearing liabilities for 2021 and 2020.

Distribution of Assets, Liabilities and Shareholders’ Equity

Interest Rates and Interest Differential – Tax Equivalent Basis

For the Years Ended December 31
20212020
(Dollars in thousands)Average BalanceInterestAverage Yield/ RateAverage BalanceInterestAverage Yield/ Rate
Assets
Loans$1,173,966$53,0404.52%$1,147,870$52,2154.55%
Investment Securities:
Taxable272,3053,9121.44%204,2434,5262.22%
Non taxable25,4631,9287.57%26,2751,9417.39%
Total297,7685,8401.96%230,5186,4672.81%
Federal funds sold150,5561780.12%96,4172150.22%
Interest-bearing deposits with other banks4,04020.05%90590.99%
Other interest earning assets2,9691354.55%4,4552124.76%
Total earning assets1,629,29959,1953.63%1,480,16559,1183.99%
Allowance for loan losses(16,825)(15,362)
Non-earning assets152,674148,818
Total Assets$1,765,148$1,613,621
Liabilities and Shareholders’ Equity
Interest-bearing demand deposits$214,510$5530.26%$182,767$7240.40%
Interest-bearing money markets341,6774360.13%313,8521,4430.46%
Savings deposits223,114810.04%176,5241660.09%
Time deposits198,2802,4031.21%238,8054,0231.68%
Short-term borrowings57,697860.15%46,519940.20%
Long-term borrowings77,3402,1552.79%100,9293,2053.18%
Total interest-bearing liabilities1,112,6185,7140.51%1,059,3969,6550.91%
Non-interest-bearing deposits491,967372,392
Other liabilities28,01354,732
Shareholders’ Equity132,550127,101
Total Liabilities and Shareholders’ Equity$1,765,148$1,613,621
Net interest income and spread$53,4813.12%$49,4633.08%
Net interest margin3.28%3.34%

Notes:

Column 1Column 2
(1)The above table reflects the average rates earned or paid stated on an FTE basis assuming a tax rate of 21% for 2021 and 2020. Non-GAAP interest income on an FTE basis for the years ended December 31, 2021 and 2020 were $939, and $917, respectively.
Column 1Column 2
(2)The average balances of non-accrual loans for the years ended December 31, 2021 and 2020, which were reported in the average loan balances for these years, were $6,041 and $9,945, respectively.
Column 1Column 2
(3)Net interest margin is calculated as net interest income divided by average earning assets.
Column 1Column 2
(4)The average yields on investments are based on amortized cost.

The following table sets forth an analysis of volume and rate changes in interest income and interest expense of our average interest-earning assets and average interest-bearing liabilities for 2021 and 2020. This table distinguishes between the changes related to average outstanding balances (changes in volume created by holding the interest rate constant) and the changes related to average interest rates (changes in interest income or expense attributed to average rates created by holding the outstanding balance constant).

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Interest Variance Analysis (1)

2021 Compared to 2020
(In thousands and tax equivalent basis)VolumeRateNet
Interest Income:
Loans$1,187$(362)$825
Taxable Investments1,508(2,122)(614)
Non-taxable Investments(60)47(13)
Federal funds sold121(158)(37)
Interest-bearing deposits31(38)(7)
Other interest earning assets(71)(6)(77)
Total interest income2,716(2,639)77
Interest Expense:
Interest-bearing demand deposits126(297)(171)
Interest-bearing money markets128(1,135)(1,007)
Savings deposits44(129)(85)
Time deposits(692)(928)(1,620)
Short-term borrowings23(31)(8)
Long-term borrowings(749)(301)(1,050)
Total interest expense(1,120)(2,821)(3,941)
Net interest income$3,836$182$4,018

Note:

Column 1Column 2
(1)The change in interest income/expense due to both volume and rate has been allocated to volume and rate changes in proportion to the relationship of the absolute dollar amounts of the change in each.

Provision for Loan Losses

The provision for loan losses was a credit of $0.8 million for the year ended December 31, 2021 and an expense of $5.4 million for the year December 31, 2020.  The higher provision expense recorded in 2020 was driven by an increase in the qualitative factors reflecting the uncertainty of the economic environment related to the COVID-19 pandemic. Net recoveries of $0.3 million were recorded for the year ended December 31, 2021, compared to net charge offs of $1.5 million for 2020. The ratio of the ALL to loans outstanding, including PPP loan balances, was 1.38% at December 31, 2021 compared to 1.41% at December 31, 2020.  The ratio of ALL to loans outstanding, excluding PPP loan balances of $7.7 million and $114.0 million, was 1.39% and 1.55% at December 31, 2021 and 2020, respectively, non-GAAP.  The ALL reflects a level commensurate with the risk inherent in our loan portfolio.

Other Operating Income

The following table shows the major components of other operating income for the past two years, exclusive of net gains, and the percentage changes during these years:

(Dollars in thousands)20212020% Change
Service charges on deposit accounts$1,771$1,929(8.19)%
Other service charges90969930.04%
Trust department income8,6507,44616.17%
Debit card income3,6442,90225.57%
Bank owned life insurance1,1761,253(6.15)%
Brokerage commissions1,0821,0047.77%
Insurance reimbursement1,375100.00%
Other income91255664.03%
Total other operating income$19,519$15,78923.62%

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Other operating income, exclusive of gains, increased $3.7 million during the year ended December 31, 2021 when compared to the same period of 2020.  The increase was primarily a result of an increase in trust and brokerage income of $1.3 million year-over-year due to growth in new client relationships and assets under management.  Debit card income increased $0.8 million for the year ended December 31, 2021 when compared to 2020 due to growth in deposit relationships and increased customer usage of our electronic services. Other income increased $0.4 million.  Service charge income remained stable while gains on investment securities decreased $0.5 million when comparing 2021 to 2020.

Net gains of $1.2 million and $2.8 million were reported through other income for the years ended December 31, 2021 and 2020, respectively. The $1.6 million decrease in gains for 2021 was primarily attributable to the decrease in gains on the sale of mortgage loans to the secondary market of $1.3 million due to refinancing activity occurring at a slower pace than the pace experienced in 2020.

Other Operating Expense

The following table compares the major components of other operating expense for 2021 and 2020:

(Dollars in thousands)20212020% Change
Salaries and employee benefits$22,061$21,0794.66%
FDIC premiums77261126.35%
Equipment3,8983,904(0.15)%
Occupancy2,7752,860(2.97)%
Data processing3,2043,981(19.52)%
Marketing535573(6.63)%
Professional services3,5284,204(16.08)%
Contract labor638641(0.47)%
Line rentals737864(14.70)%
(Gains)/losses on sales and write downs of foreclosed real estate, net(945)11(8690.91)%
Investor relations6761,277(47.06)%
Settlement expense3,300100.00%
FHLB prepayment expense2,368100.00%
Contributions1,220127860.63%
Other expenses2,9973,802(21.17)%
Total other operating expense$47,764$43,9348.72%

Other operating expenses increased $3.8 million for the year ended December 31, 2021 when compared to 2020.  This increase was driven by $3.3 million of litigation settlement expenses recorded in the first quarter of 2021, a $2.4 million penalty on the repayment of $70.0 million of FHLB advances in the third quarter of 2021 and the aforementioned $1.0 million charitable contribution to First United Community Dreams Foundation, Inc.  Salaries and benefits for 2021 increased $1.0 million when compared to 2020, related to a net increase of $0.7 million due to higher in salaries, incentive pay, stock compensation and 401(k) plan expense, offset by decreases in pension and life and health insurance costs and a $0.3 million offset in salary expense from deferred loan origination costs primarily attributable to PPP loans.  Federal Deposit Insurance Corporation premiums increased slightly by $0.2 million due to credits received on quarterly assessments in 2020. Equipment, occupancy and technology expenses decreased $0.9 million in 2021 when compared to 2020 as we began to realize cost savings from our core processor related to the new contract negotiated in the third quarter of 2020. OREO expenses were a net credit in the 2021 due to $1.4 million in net gains attributable to the sale of OREO properties.  Professional services decreased $0.7 million as a result of increased accounting and audit fees of $0.3 million, offset by reductions of $0.5 million in consulting expenses, and $0.4 million in legal expenses.

Applicable Income Taxes

We recognized a tax expense of $6.5 million in 2021, compared to a tax expense of $3.9 million in 2020. See the discussion under “Income Taxes” in Note 17 to the Consolidated Financial Statements presented elsewhere in this annual report for a detailed analysis of our deferred tax assets and liabilities. Our effective tax rate was 24.9% in 2021 and 22.2% in 2020. The increase in the tax rate for 2021 was primarily due to the reduction in tax exempt income as well as the

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reduction in tax credits related to the expiration of a low-income housing tax credit in June 2021.  A new 2021 investment in a low-income housing tax credit is expected to provide tax benefits in 2022 and beyond.

At December 31, 2021, the Corporation had Maryland Net Operating Losses (“NOLs”) of $43.0 million for which a deferred tax asset of $2.8 million has been recorded. There was also a Maryland state interest expense carryforward of $2.5 million, for which a deferred tax asset of $0.2 million has been recorded.  There has been and continues to be a full valuation allowance on these NOLs and interest expense deferred tax assets, based on management’s belief that it is more likely than not that these NOLs will not be realized prior to the expiration of their carry-forward periods because the Corporation will not generate sufficient taxable income in the future to fully utilize the NOLs. The valuation allowance was $3.0 million and $2.7 million at December 31, 2021 and 2020, respectively.

We have concluded that no valuation allowance is deemed necessary for our remaining federal and state deferred tax assets at December 31, 2021, as it is more likely than not that they will be realized based on the expected reversal of deferred tax liabilities, the generation of future income sufficient to realize the deferred tax assets as they reverse, and the ability to implement tax planning strategies to prevent the expiration of any carry-forward periods.

GAAP and Non-GAAP measures

The following tables sets forth certain selected financial data for the years ended December 31, 2021 and 2020 and is qualified in its entirety by the detailed information and unaudited financial statements, including the notes thereto, included elsewhere in this quarterly report.

For the year ended
December 31, 2021
20212020
Per Share Data
Basic net income per common share (1) - as reported$2.95$1.98
Basic net income per common share (1) - non-GAAP3.541.98
Diluted net income per common share (1) - as reported$2.95$1.97
Diluted net income per common share (1) - non-GAAP3.541.97
Significant Ratios:
Return on Average Assets (a) (1) - as reported1.12%0.86%
Settlement, FHLB and contribution expenses, and insurance reimbursement income, net of income tax effect0.23%
Adjusted Return on Average Assets (a) (1) (non-GAAP)1.35%0.86%
Return on Average Equity (a) (1) - as reported14.92%10.89%
Settlement, FHLB and contribution expenses, and insurance reimbursement income, net of income tax effect2.90%
Adjusted Return on Average Equity (a) (1) (non-GAAP)17.82%10.89%
(1) See reconciliation of this non-GAAP financial measure provided elsewhere herein associated with settlement, FHLB and contribution expenses, and insurance reimbursement incurred during 2021.

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Year Ended
20212020
(in thousands, except for per share amount)
Net income - as reported$19,770$13,841
Adjustments:
Settlement expense3,300
FHLB penalty2,368
Charitable contribution1,000
Insurance reimbursement(1,375)
Income tax effect of adjustment(1,227)
Adjusted net income (non-GAAP)$23,836$13,841
Basic earnings per share - as reported$2.95$1.98
Adjustments:
Settlement expense0.47
FHLB penalty0.35
Charitable contribution0.15
Insurance reimbursement(0.20)
Income tax effect of adjustment(0.18)
Adjusted basic and diluted earnings per share (non-GAAP)$3.54$1.98
Diluted earnings per share - as reported$2.95$1.97

CONSOLIDATED BALANCE SHEET REVIEW

Overview

Total assets at December 31, 2021 decreased slightly by $3.6 million since December 31, 2020.  During 2021, cash and interest-bearing deposits in other banks decreased by $33.7 million, the investment portfolio increased by $47.9 million and gross loans decreased by $14.1 million.  Management made strategic decisions to deploy excess cash balances in 2021.  Cash was utilized to purchase a $20.0 million consumer loan pool and a $39.0 million pool of mortgage loans for the purpose of offsetting the decline in mortgage portfolio balances due to the continued utilization of the FNMA secondary market for refinancing activity. Management also used $70.0 million to prepay FHLB advances in the third quarter. Additionally, approximately $60.0 million was used to purchase investment securities and to purchase a $10.0 million student loan pool late in the fourth quarter.  OREO balances decreased $4.9 million related to the sale of parcels of real estate securing a large commercial participation loan and additional sales of undeveloped lots.  We anticipate further reductions to OREO balances during the first quarter of 2022 as we consummate additional sale contracts.  Total liabilities decreased by $14.4 million when compared to liabilities at December 31, 2020.  The decrease in 2021 was attributable to deposit growth of $47.0 million due to stimulus programs and to growth in core relationships, increased balances in short-term borrowings related to our Treasury Management product, offset by the prepayment of $70.0 million in FHLB long-term borrowings. Total shareholders’ equity increased by $10.9 million during the year ended December 31, 2021, as net income of $19.8 million was offset by the repurchase of $7.2 million (400,000 shares) of Common Stock, the payment of $3.9 million in dividends and the improvement of $1.5 million in accumulated other comprehensive loss.

As indicated below, the total interest-earning asset mix remained relatively constant at December 31, 2021 as compared to December 31, 2020. The mix for each year is illustrated below.

Year End Percentage of Total Assets
20212020
Cash and cash equivalents7%9%
Net loans66%66%
Investments20%17%

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The year-end total liability mix has remained consistent during the two-year period as illustrated below.

Year End Percentage of Total Liabilities
20212020
Total deposits93%90%
Total borrowings6%9%

Loan Portfolio

The Bank is actively engaged in originating loans to customers primarily in Allegany County, Frederick County, Garrett County, and Washington County in Maryland, and in Berkeley County, Mineral County, Monongalia County, and Harrison County in West Virginia; and the surrounding regions of West Virginia and Pennsylvania. We have policies and procedures designed to mitigate credit risk and to maintain the quality of our loan portfolio. These policies include underwriting standards for new credits as well as continuous monitoring and reporting policies for asset quality and the adequacy of the ALL. These policies, coupled with ongoing training efforts, have provided effective checks and balances for the risk associated with the lending process. Lending authority is based on the type of the loan, and the experience of the lending officer.

Commercial loans are collateralized primarily by real estate and, to a lesser extent, equipment and vehicles. Unsecured commercial loans represent an insignificant portion of total commercial loans. Residential mortgage loans are collateralized by the related property. Generally, a residential mortgage loan exceeding a specified internal loan-to-value ratio requires private mortgage insurance. Installment loans are typically collateralized, with loan-to-value ratios which are established based on the financial condition of the borrower. We also have made unsecured consumer loans to qualified borrowers meeting our underwriting standards. Additional information about our loans and underwriting policies can be found in Item 1 of Part I of this annual report under the heading “Banking Products and Services”.

The following table sets forth the composition of our loan portfolio. Historically, our policy has been to make the majority of our loan commitments in our market areas. We had no foreign loans in our portfolio as of December 31 for any of the years presented.

Summary of Loan Portfolio

The following table presents the composition of our loan portfolio as of December 31 for the past two years:

(In millions)20212020
Commercial real estate$374.3$369.2
Acquisition and development128.1117.0
Commercial and industrial *181.0266.7
Residential mortgage404.7379.2
Consumer65.635.7
Total Loans$1,153.7$1,167.8

*Included $7.7 million of PPP loans at December 31, 2021 and $114.0 million at December 31, 2020

Outstanding loans of $1.2 billion at December 31, 2021 reflected a decline of $14.1 million during 2021.  Core commercial loan growth was offset by PPP loans that were forgiven.  CRE loans increased by $5.1 million, A&D loans increased by $11.1 million and C&I loans decreased by $85.8 million, as growth in core portfolio loans of $20.5 million was offset by PPP loans that were forgiven.  Residential mortgage loans increased $25.5 million due to the purchase of a $39.0 million loan pool of 1-4 family residential loans, offset by the decline in mortgage portfolio balances due to the continued utilization of the FNMA secondary market for refinancing activity. Given the current low interest rate environment, customers were seeking longer-term, fixed-rate loans and management chose not to book these longer-term low fixed rate mortgage loans in the portfolio. The consumer loan portfolio increased by $29.9 million due to the purchase of a pool of consumer loans in the second quarter of 2021 and the purchase of a $10.0 million pool of student loans late in

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the fourth quarter as an effort to deploy excess cash into higher yielding, short-term assets.  Management strategically purchased loan pools to complement the portfolio loans and to assist in managing interest rate risk.

Commercial loan production for the year ended December 31, 2021 was approximately $178.0 million, with $42.0 million originated during the fourth quarter, exclusive of PPP loan production. PPP loan production was approximately $64.3 million for 2021.   At December 31, 2021, unfunded, committed commercial construction loans totaled approximately $25.5 million. Commercial amortization and payoffs were approximately $119.0 million through December 31, 2021, exclusive of PPP.

Consumer mortgage loan production was approximately $119.3 million through December 31, 2021.  The production and pipeline mix of in-house, portfolio loans and investor loans remained strong as of December 31, 2021, with those loans totaling $15.3 million, consisting of $13.4 million in portfolio loans and $1.9 million in investor loans. At the end of the second quarter of 2021, management implemented special promotions for residential mortgage products to shift production towards portfolio loans and utilize excess cash balances.

The following table sets forth the maturities, based upon contractual dates, for selected loan categories as of December 31, 2021:

Maturities of Loan Portfolio at December 31, 2021

Fixed Rate Loans
(In thousands)Maturing Within One YearMaturing After One Year But Within Five YearsMaturing After Five Years Within Fifteen YearsMaturing After Fifteen YearsTotal
Commercial Real Estate$17,355$185,679$47,268$1,027$251,329
Acquisition and Development81,2104,63875186,599
Commercial and Industrial *21,68763,33029,121147114,285
Residential Mortgage1,39830,78134,62199,632166,432
Consumer1,79035,01218,1303,33358,265
Total Loans$123,440$319,440$129,891$104,139$676,910
Variable Rate Loans
(In thousands)Maturing Within One YearMaturing After One Year But Within Five YearsMaturing After Five Years Within Fifteen YearsMaturing After Fifteen YearsTotal
Commercial Real Estate$13,923$20,085$64,253$24,701$122,962
Acquisition and Development16,8437,6096,47310,55341,478
Commercial and Industrial *29,24218,90317,3161,23066,691
Residential Mortgage2,2742,41516,314217,251238,254
Consumer3,535352903,5327,392
Total Loans$65,817$49,047$104,646$257,267$476,777
* Commercial and Industrial includes $7.7 million of PPP balances at December 31, 2021

Management monitors the performance and credit quality of the loan portfolio by analyzing the age of the portfolio as determined by the length of time a required payment is past due. A loan is considered to be past due when a scheduled payment has not been received for 30 days past its contractual due date. For all loan segments, the accrual of interest is discontinued when principal or interest is delinquent for 90 days or more unless the loan is well-secured and in the process of collection. All non-accrual loans are considered to be impaired. Interest payments received on non-accrual loans are applied as a reduction of the loan principal balance. Loans are returned to accrual status when all principal and interest amounts contractually due are brought current and future payments are reasonably assured. Our policy for recognizing interest income on impaired loans does not differ from our overall policy for interest recognition.

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The following sets forth the amounts of non-accrual, past-due and restructured loans for the past two years:

Risk Elements of Loan Portfolio

At December 31,
(In thousands)20212020
Non-accrual loans:
Commercial real estate$81$898
Acquisition and development390366
Commercial and industrial90
Residential mortgage1,9012,048
Consumer27
Total non-accrual loans$2,462$3,339
Accruing Loans Past Due 90 days or more:
Acquisition and development10
Residential mortgage148710
Consumer1524
Total accruing loans past due 90 days or more$300$724
Total non-accrual and past due 90 days or more$2,762$4,063
Restructured Loans (TDRs):
Performing$2,997$3,657
Non-accrual (included above)300301
Total TDRs$3,297$3,958
Other Real Estate Owned$4,477$9,386
Total Non-performing assets$7,239$13,449
Impaired loans without a valuation allowance$5,248$6,060
Impaired loans with a valuation allowance4801,399
Total impaired loans$5,728$7,459
Valuation allowance related to impaired loans$64$57
Non-accrual loans to total loans (as %)0.21%0.29%
Non-performing loans to total loans (as %)0.24%0.35%
Non-performing assets to total assets (as %)0.42%0.78%
Allowance for loan losses to non-accrual loans (as %)648.05%493.74%
Allowance for loan losses to non-performing assets (as %)220.40%122.58%

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The following table sets forth the percent applicable by portfolio for non-accrual loans for the past two years:

Non-Accrual Loans as a % of Applicable Portfolio

20212020
Commercial real estate0.0%0.2%
Acquisition and development0.3%0.3%
Commercial and industrial0.0%0.0%
Residential mortgage0.5%0.5%
Consumer0.0%0.1%

We would have recognized $0.2 million in interest income for the year ended December 31, 2021 had our non-accrual loans been current and performing in accordance with their terms. During 2021, we recognized, on a cash basis, $0.1 million of interest income on non-accrual loans that paid off.

Performing loans considered to be impaired (including performing troubled debt restructurings, or TDRs), as defined and identified by management, amounted to $3.3 million at December 31, 2021 and $4.1 million at December 31, 2020. Loans are identified as impaired when, based on current information and events, management determines that we will be unable to collect all amounts due according to contractual terms. These loans consist primarily of A&D loans and CRE loans. The fair values are generally determined based upon independent third-party appraisals of the collateral or discounted cash flows based upon the expected proceeds. Specific allocations have been made where there is insufficient collateral to repay the loan balance if liquidated and there is no secondary source of repayment available.

The level of performing impaired loans (other than performing TDRs) decreased by $0.6 million during the year ended December 31, 2021.  The increase in allowance for loan losses as a percentage of non-accrual loans was related to the reduction in non-accrual loans during 2021 and the increase in allowance for loan losses to non-performing assets was primarily related to the decrease in OREO balances in 2021.

A troubled debt restructuring is the restructuring of a loan in which one or more concessions are granted to a borrower who is experiencing financial difficulties. A loan will be classified as a TDR if the Bank restructures the loan’s terms (i.e., interest rate, payment amount, amortization period and/or maturity date) after determining that the borrower is experiencing financial difficulties. A modified loan is considered to be a TDR when the Bank has determined that the borrower is experiencing financial difficulties. The Bank evaluates the probability that the borrower will be in payment default on any of its debt in the foreseeable future without modification. To make this determination, the Bank performs a global financial review of the borrower and loan guarantors to assess their current ability to meet their financial obligations.

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The following table presents the details of TDRs by loan class at December 31, 2021 and December 31, 2020:

December 31, 2021December 31, 2020
(Dollars in thousands)Number of ContractsRecorded InvestmentNumber of ContractsRecorded Investment
Performing
Commercial real estate
Non owner-occupied1$1061$224
All other CRE22,17822,208
Acquisition and development
1-4 family residential construction12391266
All other A&D1210
Commercial and industrial
Residential mortgage
Residential mortgage – term64747749
Residential mortgage – home equity
Consumer
Total performing10$2,99712$3,657
Non-accrual
Commercial real estate
Non owner-occupied$$
All other CRE
Acquisition and development
1-4 family residential construction
All other A&D
Commercial and industrial
Residential mortgage
Residential mortgage – term23002301
Residential mortgage – home equity
Consumer
Total non-accrual23002301
Total TDRs12$3,29714$3,958

The level of TDRs decreased by $0.7 million during the year ended December 31, 2021. There were no new loans added to TDRs and four loans already in performing TDRs were re-modified. During the year ended December 31, 2021, two loans totaling $0.4 million paid off.  Net principal payments totaling $0.2 million were received during the same time period.

At December 31, 2021, there were no additional funds committed to be advanced in connection with TDRs. Interest income not recognized due to rate modifications of TDRs was $61 thousand and interest income recognized on all TDRs was $0.2 million in 2021.

While the COVID-19 pandemic has had an impact on most industries, some have been more affected than others.  In accordance with Section 4013 of the Coronavirus Aid, Relief, and Economic Security Act and related regulatory pronouncements, we have not accounted for modifications of loans affected by the pandemic as troubled debt restructurings nor have we designated them as past due or nonaccrual.

As of December 31, 2021, total loan modifications of $9.4 million were performed in accordance with the CARES Act.  This amount included 13 commercial loans related to real estate rental, food services and health care sectors.  These loans are scheduled to return to contractual payment terms within the first quarter of 2022.

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Allowance for Loan Losses

The ALL is maintained to absorb probable incurred credit losses from the loan portfolio. The ALL is based on management’s continuing evaluation of the quality of the loan portfolio, assessment of current economic conditions, diversification and size of the portfolio, adequacy of collateral, past and anticipated loss experience, and the amount of non-performing loans.

The ALL is also based on estimates, and actual losses will vary from current estimates. These estimates are reviewed quarterly, and as adjustments, either positive or negative, become necessary, a corresponding increase or decrease is made in the ALL. The methodology used to determine the adequacy of the ALL is consistent with prior years. An estimate for probable losses related to unfunded lending commitments, such as letters of credit and binding but unfunded loan commitments is also prepared. This estimate is computed in a manner similar to the methodology described above, adjusted for the probability of actually funding the commitment.  At December 31, 2021 and 2020, the balance for reserve for probable losses on unfunded commitments, included in other liabilities in the consolidated statements of financial condition, was $0.1 million.

The ALL was $16.0 million at December 31, 2021 compared to $16.5 million at December 31, 2020, a decrease of 3.2% that resulted primarily from improvements in unemployment rates and a decline in total delinquencies.  Net recoveries of $0.3 million were recorded for 2021, compared to net charge-offs of $1.5 million for 2020. The ratio of the ALL to loans outstanding, including PPP loan balances, was 1.38% at December 31, 2021 compared to 1.41% at December 31, 2020.  The ALL to loans outstanding, excluding PPP loan balances of $7.7 million and $114.0 million, was 1.39% and 1.55% at December 31, 2021 and 2020, respectively, non-GAAP.

The ratio of net recoveries to average loans for the year ended December 31, 2021 was an annualized 0.02%, compared to net charge-offs to average loans of 0.13% for the year ended December 31, 2020. The improvement was primarily related to the $1.1 million charge off of a formerly allocated specific allowance on an adversely classified non-accrual participation loan during the third quarter of 2020. This loan was subsequently purchased by the lending group at foreclosure and moved to the OREO portfolio. The project is now being aggressively marketed. Our special assets team continues to effectively collect on charged-off loans, resulting in ongoing overall low charge-off ratios.

Accruing loans past due 30 days or more increased to 0.31%, compared to 0.20% at December 31, 2020. Non-accrual loans totaled $2.5 million at December 31, 2021 compared to $3.3 million at December 31, 2020. The decrease in non-accrual balances at December 31, 2021 was primarily related to $0.8 million of one CRE loan that paid off in the fourth quarter of 2021.  Two hospitality loans, totaling approximately $4.0 million, that were moved to non-accrual status during the first quarter of 2021 returned to accrual status in the fourth quarter of 2021 after successfully paying full contractual payments for six months.

The ALL at December 31, 2021 is adequate to provide for probable losses inherent in our loan portfolio. Amounts that will be recorded for the provision for loan losses in future periods will depend upon trends in the loan balances, including the composition of the loan portfolio, changes in loan quality and loss experience trends, potential recoveries on previously charged-off loans and changes in other qualitative factors. Management also applies interest rate risk, collateral value and debt service sensitivity analyses to the CRE loan portfolio and obtains new appraisals on specific loans under defined parameters to assist in the determination of the periodic provision for loan losses.

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The following table presents the activity in the ALL by major loan category for the past two years.

Analysis of Activity in the Allowance for Loan Losses

For the Years Ended December 31,
(In thousands)20212020
Balance, January 1$16,486$12,537
Charge-offs:
Commercial real estate(14)
Acquisition and development(85)(1,172)
Commercial and industrial(2)(232)
Residential mortgage(141)(217)
Consumer(396)(341)
Total charge-offs(638)(1,962)
Recoveries:
Commercial real estate69
Acquisition and development17537
Commercial and industrial513151
Residential mortgage6683
Consumer170170
Total recoveries924510
Net credit recoveries/(losses)286(1,452)
Provision/(credit) for loan losses(817)5,401
Balance at end of period$15,955$16,486
Allowance for loan losses to total loans (as %)1.38%1.41%
Net (Charge-offs)/Recoveries as a % of Average Applicable Portfolio
20212020
Commercial real estate(0.0)%0.0%
Acquisition and development0.1%(1.0)%
Commercial and industrial0.2%0.0%
Residential mortgage(0.0)%0.0%
Consumer(0.4)%(0.5)%

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The following presents management’s allocation of the ALL by major loan category in comparison to that loan category’s percentage of total loans. Changes in the allocation over time reflect changes in the composition of the loan portfolio risk profile and refinements to the methodology of determining the ALL. Specific allocations in any particular category may be reallocated in the future as needed to reflect current conditions. Accordingly, the entire ALL is considered available to absorb losses in any category.

Allocation of the Allowance for Loan Losses

For the Years Ended December 31,
(In thousands)2021% of Total Loans2020% of Total Loans
Commercial real estate$6,03232%$5,54332%
Acquisition and development2,61511%2,33910%
Commercial and industrial2,46016%2,58423%
Residential mortgage3,48435%5,15032%
Consumer9346%3703%
Unallocated4300%5000%
Total$15,955100%$16,486100%

Investment Securities

The following table sets forth the composition of our investment securities portfolio by major category as of the indicated dates:

At December 31,
20212020
(In thousands)Amortized CostFair Value (FV)FV As % of TotalAmortized CostFair Value (FV)FV As % of Total
Securities Available-for-Sale:
U.S. government agencies$69,602$67,16923%$75,856$76,43334%
Residential mortgage-backed agencies49,63048,66117%22,99922,89910%
Commercial mortgage-backed agencies51,69450,86819%32,54933,04214%
Collateralized mortgage obligations93,01890,07731%70,37270,63731%
Obligations of states and political subdivisions12,43912,8044%10,14410,6145%
Collateralized debt obligations18,60917,1926%18,54413,2606%
Total available for sale$294,992$286,771100%$230,464$226,885100%
Securities Held to Maturity:
Residential mortgage-backed agencies$30,634$30,84747%$34,597$35,73246%
Commercial mortgage-backed agencies5,4565,6019%11,71612,30316%
Collateralized mortgage obligations0%1,3481,4062%
Obligations of states and political subdivisions20,16928,92144%20,60228,17136%
Total held to maturity$56,259$65,369100%$68,263$77,612100%

Total fair value of investment securities available-for-sale at December 31, 2021 increased by $59.9 million when compared to December 31, 2020. At December 31, 2021, the securities classified as available-for-sale included a net unrealized loss of $8.2 million, compared to a net unrealized loss of $3.6 million at December 31, 2020. These unrealized losses represent the difference between the fair value and amortized cost of securities in the portfolio. On June 1, 2014, management reclassified an amortized cost basis of $107.6 million of available-for-sale securities to held to maturity. The unrealized loss of approximately $4.0 million, at the date of transfer, will continue to be reported in a separate component of shareholders’ equity as accumulated other comprehensive income and will be amortized over the remaining life of the securities as an adjustment of yield in a manner consistent with the amortization of any premium or discount.

As discussed in Note 23 to the Consolidated Financial Statements, we measure fair market values based on the fair value hierarchy established in ASC Topic 820, Fair Value Measurements and Disclosures. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). Level 3 prices or valuation techniques require inputs that are both significant to the valuation assumptions and are not readily observable in the market (i.e. supported with little

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or no market activity). These Level 3 instruments are valued based on both observable and unobservable inputs derived from the best available data, some of which is internally developed, and considers risk premiums that a market participant would require.

Approximately $269.6 million of the available-for-sale portfolio was valued using Level 2 pricing and had net unrealized losses of $6.8 million at December 31, 2021. The remaining $17.2 million of the securities available-for-sale represents the entire CDO portfolio, which was valued using significant unobservable inputs, or Level 3 pricing. The $1.4 million in net unrealized losses associated with the collateralized debt obligation (“CDO”) portfolio relates to nine pooled trust preferred securities. Unrealized losses of $0.6 million was related to seven of the securities that have had non-credit related OTTI charges.  The remaining $0.8 million of unrealized losses was related to two securities which have had no OTTI charges.  The unrealized losses on these securities are primarily attributable to continued depression in the marketability and liquidity associated with CDOs.

The following table provides a summary of the trust preferred securities in the CDO portfolio and the credit status of the securities as of December 31, 2021.

Investment DescriptionFirst United Level 3 InvestmentsSecurity Credit Status
DealClassAmortized CostFair Market ValueUnrealized Gain/(Loss)Lowest Credit RatingOriginal CollateralDeferrals/ Defaults as % of Original CollateralPerforming CollateralCollateral SupportCollateral Support as % of Performing CollateralNumber of Performing Issuers/ Total Issuers
Preferred Term Security XVIII*C1,8941,532(362)C676,56514.82%267,39522,0448.24%40 / 56
Preferred Term Security XVIIIC2,7172,299(418)C676,56514.82%267,39522,0448.24%40 / 56
Preferred Term Security XIX*C1,8451,86823C700,5356.57%407,42031,3357.69%44 / 52
Preferred Term Security XIX*C1,1041,12117C700,5356.57%407,42031,3357.69%44 / 52
Preferred Term Security XIX*C2,5582,61557C700,5356.57%407,42031,3357.69%44 / 52
Preferred Term Security XIX*C1,1061,12115C700,5356.57%407,42031,3357.69%44 / 52
Preferred Term Security XXII*C-11,6041,503(101)C1,386,60010.31%624,54874,38111.91%58 / 72
Preferred Term Security XXII*C-14,0103,757(253)C1,386,60010.31%624,54874,38111.91%58 / 72
Preferred Term Security XXIIIC-11,7711,376(395)C1,467,00012.95%658,365104,60915.89%70 / 82
Total Level 3 Securities Available for Sale18,60917,192(1,417)

*  Security has been deemed other-than-temporarily impaired and loss has been recognized in accordance with ASC Section 320-10-35.

The terms of the debentures underlying trust preferred securities allow the issuer of the debentures to defer interest payments for up to 20 quarters, and, in such case, the terms of the related trust preferred securities require their issuers to contemporaneously defer dividend payments. The issuers of the trust preferred securities in our investment portfolio have defaulted and/or deferred payments, ranging from 6.57% to 14.82% of the total collateral balances underlying the securities. The securities were designed to include structural features that provide investors with credit enhancement or support to provide default protection by subordinated tranches. These features include over-collateralization of the notes or subordination, excess interest or spread which will redirect funds in situations where collateral is insufficient, and a specified order of principal payments. There are securities in our portfolio that are under-collateralized, which does represent additional stress on our tranche. However, in these cases, the terms of the securities require excess interest to be redirected from subordinate tranches as credit support, which provides additional support to our investment.

Management systematically evaluates securities for impairment on a quarterly basis. Based upon application of ASC Topic 320 (Section 320-10-35), management must assess whether (i) the Corporation has the intent to sell the security and (ii) it is more likely than not that the Corporation will be required to sell the security prior to its anticipated recovery. If neither applies, then declines in the fair value of securities below their cost that are considered other-than-temporary declines are split into two components. The first is the loss attributable to declining credit quality. Credit losses are recognized in earnings as realized losses in the period in which the impairment determination is made. The second component consists of all other losses. The other losses are recognized in other comprehensive income. In estimating OTTI charges, management considers (a) the length of time and the extent to which the fair value has been less than cost, (b) adverse conditions specifically related to the security, an industry, or a geographic area, (c) the historic and implied volatility of the security, (d) changes in the rating of a security by a rating agency, (e) recoveries or additional declines in fair value subsequent to the balance sheet date, (f) failure of the issuer of the security to make scheduled interest payments, and (g) the payment structure of the debt security and the likelihood of the issuer being able to make payments that increase

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in the future. Due to the duration and the significant market value decline in the pooled trust preferred securities held in our portfolio, we performed more extensive testing on these securities for purposes of evaluating whether or not an OTTI has occurred.

The market for these securities as of December 31, 2021 was not active and markets for similar securities were also not active. The inactivity was evidenced first by a significant widening of the bid-ask spread in the brokered markets in which these securities trade and then by a significant decrease in the volume of trades relative to historical levels. The new issue market is also inactive, as no new CDOs have been issued since 2007. There are currently very few market participants who are willing to effect transactions in these securities. The market values for these securities, or any securities other than those issued or guaranteed by the U.S. Department of the Treasury (the “Treasury”), are very depressed relative to historical levels. Therefore, in the current market, a low market price for a particular bond may only provide evidence of stress in the credit markets in general rather than being an indicator of credit problems with a particular issue. Given the conditions in the current debt markets and the absence of observable transactions in the secondary and new issue markets, management has determined that (a) the few observable transactions and market quotations that are available are not reliable for the purpose of obtaining fair value at December 31, 2021, (b) an income valuation approach technique (i.e. present value) that maximizes the use of relevant unobservable inputs and minimizes the use of observable inputs will be equally or more representative of fair value than a market approach, and (c) the CDO segment is appropriately classified within Level 3 of the valuation hierarchy because management determined that significant adjustments were required to determine fair value at the measurement date.

Management relies on an independent third party to prepare both the evaluations of OTTI and the fair value determinations for the CDO portfolio. Management does not believe that there were any material differences in the OTTI evaluations and pricing between December 31, 2021 and December 31, 2020.

The approach used by the third party to determine fair value involved several steps, which included detailed credit and structural evaluation of each piece of collateral in each bond, projection of default, recovery and prepayment/amortization probabilities for each piece of collateral in the bond, and discounted cash flow modeling. The discount rate methodology used by the third party combines a baseline current market yield for comparable corporate and structured credit products with adjustments based on evaluations of the differences found in structure and risks associated with actual and projected credit performance of each CDO being valued. Currently, the only active and liquid trading market that exists is for stand-alone trust preferred securities, with a limited market for highly-rated CDO securities that are more senior in the capital structure than the securities in the CDO portfolio. Therefore, adjustments to the baseline discount rate are also made to reflect the additional leverage found in structured instruments.

Based upon a review of credit quality and the cash flow tests performed by the independent third party, management determined that no additional credit-related OTTI was required during 2021.

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The following table sets forth the contractual or estimated maturities of the components of our investment securities portfolio as of December 31, 2021 and the weighted average yields on a tax-equivalent basis.

Investment Security Maturities, Yields, and Fair Values at December 31, 2021

(In thousands)Within 1 Year1 Year To 5 Years5 Years To 10 YearsOver 10 YearsTotal Fair Value
Securities Available-for-Sale:
U.S. government agencies$$5,064$18,536$43,569$67,169
Residential mortgage-backed agencies10,38028,15610,12548,661
Commercial mortgage-backed agencies23921,84028,78950,868
Collateralized mortgage obligations3,00741,30945,76190,077
Obligations of states and political subdivisions4,4375087,85912,804
Collateralized debt obligations17,19217,192
Total available for sale$3,246$83,030$121,750$78,745$286,771
Percentage of total1.13%28.95%42.46%27.46%100.00%
Weighted average yield1.06%1.30%1.47%1.10%1.31%
Held to Maturity:
Residential mortgage-backed agencies$1,859$8,795$139$20,054$30,847
Commercial mortgage-backed agencies5,601$5,601
Collateralized mortgage obligations
Obligations of states and political subdivisions28,92128,921
Total held to maturity$1,859$14,396$139$48,975$65,369
Percentage of total2.85%22.02%0.21%74.92%100.00%
Weighted average yield(0.76)%2.63%5.33%3.08%2.88%

The weighted average yield was calculated using historical cost balances and does not give effect to changes in fair value. The negative weighted average yield was due to increased paydowns on mortgage-backed securities that impacted their factors and three month conditional prepayment rate. At December 31, 2021, one Tax Increment Funding bond totaling $18.3 million exceeded 10% of shareholders’ equity.

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Deposits

The following table sets forth the deposit balances by major category for 2021 and 2020:

Deposit Balances

20212020
(In thousands)Actual BalancePercent​ Actual BalancePercent
Non-interest-bearing demand deposits$501,62734%$420,42730%
Interest-bearing deposits:
Demand228,17516%201,57114%
Money Market339,74823%376,09626%
Savings deposits236,59516%196,04614%
Time deposits163,22911%228,22616%
Total Deposits$1,469,374100%$1,422,366100%

Total deposits at December 31, 2021 increased by $47.0 million when compared to deposits at December 31, 2020.  During 2021, non-interest-bearing deposits increased by $81.2 million, driven by retail and commercial account growth partially attributable to government stimulus programs. Traditional savings accounts increased by $40.5 million as we continued to see significant growth in our Prime Saver product, and total demand deposits increased by $26.6 million. Total money market accounts decreased by $36.3 million due primarily to management’s decision to sweep approximately $70.0 million of wealth management money market funds off balance sheet in the first quarter of 2021. These funds can be readily shifted back to in-house money market accounts should liquidity needs arise in the future.  Time deposits decreased by $65.0 million, primarily due to the continued efforts to reduce pricing on single-service relationships and municipal bids.

Borrowed Funds

The following shows the composition of our borrowings at December 31:

(In thousands)20212020
Securities sold under agreements to repurchase$57,699$49,160
Total short-term borrowings$57,699$49,160
Long-term FHLB advances$$70,000
Junior subordinated debentures30,92930,929
Total long-term borrowings$30,929$100,929
Total borrowings$88,628$150,089
Average balance (from Table 1)$135,037$147,448

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The following is a summary of short-term borrowings at December 31 with original maturities of less than one year:

(Dollars in thousands)20212020
Securities sold under agreements to repurchase:
Outstanding at end of year$57,699$49,160
Weighted average interest rate at year end0.15%0.19%
Maximum amount outstanding as of any month end$72,396$55,290
Average amount outstanding57,69746,519
Approximate weighted average rate during the year0.15%0.20%

Total borrowings decreased by $61.5 million, or 40.9%, in 2021 when compared to 2020 due to the prepayment of $70.0 million in FHLB advances in 2021, offset by increased balances in our existing accounts in our Treasury Management product.

Management will continue to closely monitor interest rates within the context of its overall asset-liability management process. See the discussion under the heading “Interest Rate Sensitivity” in this Item 7 for further information on this topic.

At December 31, 2021, we had additional borrowing capacity with the FHLB totaling $188.2 million, an additional $130.0 million of unused lines of credit with various financial institutions, and $1.0 million of an unused secured line of credit with the Federal Reserve Bank.  See Note 14 to the Consolidated Financial Statements presented elsewhere in this annual report for further details about our borrowings and additional borrowing capacity, which is incorporated herein by reference.

Off-Balance Sheet Arrangements

In the normal course of business, to meet the financing needs of its customers, the Bank is a party to financial instruments with off-balance sheet risk. These financial instruments include commitments to extend credit, lines of credit, and standby letters of credit. Our exposure to credit loss in the event of nonperformance by the other party to these financial instruments is represented by the contractual amount of the instruments. The credit risks inherent in loan commitments and letters of credit are essentially the same as those involved in extending loans to customers, and these arrangements are subject to our normal credit policies. We use the same credit policies in making commitments and conditional obligations as we do for on-balance sheet instruments. We generally require collateral or other security to support the financial instruments with credit risk. The amount of collateral or other security is determined based on management’s credit evaluation of the counterparty. We evaluate each customer’s creditworthiness on a case-by-case basis.

Loan commitments and letters of credit totaled $226.0 million and $16.7 million, respectively, at December 31, 2021. Management does not believe that any of the foregoing arrangements have or are reasonably likely to have a current or future effect on our financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors. We are not a party to any other off-balance sheet arrangements. See Note 22 to the Consolidated Financial Statements presented elsewhere in this annual report for additional information on these arrangements.

Capital Resources

We require capital to fund loans, satisfy our obligations under the Bank’s letters of credit, meet the deposit withdraw demands of the Bank’s customers, and satisfy our other monetary obligations. To the extent that deposits are not adequate to fund our capital requirements, we can rely on the funding sources identified below under the heading “Liquidity Management”. At December 31, 2021, the Bank had $130.0 million available through unsecured lines of credit with correspondent banks, $1.0 million available through a secured line of credit with the Fed Discount Window and approximately $188.2 million available through the FHLB. Management is not aware of any demands, commitments, events or uncertainties that are likely to materially affect our ability to meet our future capital requirements.

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In addition to operational requirements, the Bank and the Corporation are subject to risk-based capital regulations, which were adopted and are monitored by federal banking regulators. These regulations are used to evaluate capital adequacy and require an analysis of an institution’s asset risk profile and off-balance sheet exposures, such as unused loan commitments and stand-by letters of credit. Detailed information about these capital regulations and their requirements is set forth in the “Supervision and Regulation” section of Item 1 of Part I of this annual report under the heading “Capital Requirements”.

At December 31, 2021, the Corporation’s total risk-based capital ratio was 15.89% and the Bank’s total risk-based capital ratio was 14.97%, both of which were well above the regulatory minimum of 8%. The total risk-based capital ratios of the Corporation and the Bank at December 31, 2020 were 16.08% and 15.50%, respectively. The decrease in 2021 for the Corporation was attributable to the repurchase of 400,000 common shares ($7.2 million); and the Bank was primarily due to dividend funding to the Corporation.

At December 31, 2021, the most recent notification from the regulators categorizes the Corporation and the Bank as “well capitalized” under the regulatory framework for prompt corrective action. See Note 6 to the Consolidated Financial Statements presented elsewhere in this annual report for additional information regarding regulatory capital ratios.

Liquidity Management

Liquidity is a financial institution’s capability to meet customer demands for deposit withdrawals while funding all credit-worthy loans. The factors that determine the institution’s liquidity are:

Column 1Column 2Column 3
Reliability and stability of core deposits;
Column 1Column 2Column 3
Cash flow structure and pledging status of investments; and
Column 1Column 2Column 3
Potential for unexpected loan demand.

We actively manage our liquidity position through meetings of a sub-committee of executive management, which looks forward 12 months at 30-day intervals. The measurement is based upon the projection of funds sold or purchased position, along with ratios and trends developed to measure dependence on purchased funds and core growth. Monthly reviews by management and quarterly reviews by the Asset and Liability Committee under prescribed policies and procedures are designed to ensure that we will maintain adequate levels of available funds.

It is our policy to manage our affairs so that liquidity needs are fully satisfied through normal Bank operations. That is, the Bank will manage its liquidity to minimize the need to make unplanned sales of assets or to borrow funds under emergency conditions. The Bank will use funding sources where the interest cost is relatively insensitive to market changes in the short run (periods of one year or less) to satisfy operating cash needs. The remaining normal funding will come from interest-sensitive liabilities, either deposits or borrowed funds. When the marginal cost of needed wholesale funding is lower than the cost of raising this funding in the retail markets, the Corporation may supplement retail funding with external funding sources such as:

Column 1Column 2Column 3
Unsecured Fed Funds lines of credit with upstream correspondent banks (M&T Bank, Atlantic Community Bankers Bank, Community Bankers Bank, PNC Financial Services, Pacific Coast Banker’s Bank and Zions Bancorp).
Column 1Column 2Column 3
Secured advances with the FHLB of Atlanta, which are collateralized by eligible one to four family residential mortgage loans, home equity lines of credit, commercial real estate loans. Cash and various securities may also be pledged as collateral.
Column 1Column 2Column 3
Secured line of credit with the Fed Discount Window for use in borrowing funds up to 90 days, using municipal securities as collateral.
Column 1Column 2Column 3
Brokered deposits, including CDs and money market funds, provide a method to generate deposits quickly. These deposits are strictly rate driven but often provide the most cost effective means of funding growth.
Column 1Column 2Column 3
One Way Buy CDARS/ICS funding – a form of brokered deposits that has become a viable supplement to brokered deposits obtained directly.

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We have adequate liquidity available to respond to current and anticipated liquidity demands and is not aware of any trends or demands, commitments, events or uncertainties that are likely to materially affect our ability to maintain liquidity at satisfactory levels.

Market Risk and Interest Sensitivity

Our primary market risk is interest rate fluctuation. Interest rate risk results primarily from the traditional banking activities that we engage in, such as gathering deposits and extending loans. Many factors, including economic and financial conditions, movements in interest rates and consumer preferences affect the difference between the interest earned on our assets and the interest paid on our liabilities. Interest rate sensitivity refers to the degree that earnings will be impacted by changes in the prevailing level of interest rates. Interest rate risk arises from mismatches in the repricing or maturity characteristics between interest-bearing assets and liabilities. Management seeks to minimize fluctuating net interest margins, and to enhance consistent growth of net interest income through periods of changing interest rates. Management uses interest sensitivity gap analysis and simulation models to measure and manage these risks. The interest rate sensitivity gap analysis assigns each interest-earning asset and interest-bearing liability to a time frame reflecting its next repricing or maturity date. The differences between total interest-sensitive assets and liabilities at each time interval represent the interest sensitivity gap for that interval. A positive gap generally indicates that rising interest rates during a given interval will increase net interest income, as more assets than liabilities will reprice. A negative gap position would benefit us during a period of declining interest rates.

At December 31, 2021, we were asset sensitive.

Our interest rate risk management goals are:

Column 1Column 2Column 3
Ensure that the Board of Directors and senior management will provide effective oversight and ensure that risks are adequately identified, measured, monitored and controlled;
Column 1Column 2Column 3
Enable dynamic measurement and management of interest rate risk;
Column 1Column 2Column 3
Select strategies that optimize our ability to meet our long-range financial goals while maintaining interest rate risk within policy limits established by the Board of Directors;
Column 1Column 2Column 3
Use both income and market value oriented techniques to select strategies that optimize the relationship between risk and return; and
Column 1Column 2Column 3
Establish interest rate risk exposure limits for fluctuation in net interest income (“NII”), net income and economic value of equity.

In order to manage interest sensitivity risk, management formulates guidelines regarding asset generation and pricing, funding sources and pricing, and off-balance sheet commitments. These guidelines are based on management’s outlook regarding future interest rate movements, the state of the regional and national economy, and other financial and business risk factors. Management uses computer simulations to measure the effect on net interest income of various interest rate scenarios. Key assumptions used in the computer simulations include cash flows and maturities of interest rate sensitive assets and liabilities, changes in asset volumes and pricing, and management’s capital plans. This modeling reflects interest rate changes and the related impact on net interest income over specified periods.

We evaluate the effect of a change in interest rates of +/-100 basis points to +/-400 basis points on both NII and Net Portfolio Value (“NPV”) / Economic Value of Equity (“EVE”). We concentrate on NII rather than net income as long as NII remains the significant contributor to net income.

NII modeling allows management to view how changes in interest rates will affect the spread between the yield earned on assets and the cost of deposits and borrowed funds. Unlike traditional Gap modeling, NII modeling takes into account the different degree to which installments in the same repricing period will adjust to a change in interest rates. It also allows the use of different assumptions in a falling versus a rising rate environment. The period considered by the NII modeling is the next eight quarters.

NPV / EVE modeling focuses on the change in the market value of equity. NPV / EVE is defined as the market value of assets less the market value of liabilities plus/minus the market value of any off-balance sheet positions. By

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effectively looking at the present value of all future cash flows on or off the balance sheet, NPV / EVE modeling takes a longer-term view of interest rate risk. This complements the shorter-term view of the NII modeling.

Measures of NII at risk produced by simulation analysis are indicators of an institution’s short-term performance in alternative rate environments. These measures are typically based upon a relatively brief period, usually one year. They do not necessarily indicate the long-term prospects or economic value of the institution.

Based on the simulation analysis performed at December 31, 2021 and 2020, management estimated the following changes in net interest income, assuming the indicated rate changes:

(Dollars in thousands)20212020
+400 basis points$4,072$5,124
+300 basis points$3,233$4,067
+200 basis points$2,315$2,897
+100 basis points$1,160$1,527
-100 basis points$(3,110)$(2,174)

This estimate is based on assumptions that may be affected by unforeseeable changes in the general interest rate environment and any number of unforeseeable factors. Rates on different assets and liabilities within a single maturity category adjust to changes in interest rates to varying degrees and over varying periods of time. The relationships between lending rates and rates paid on purchased funds are not constant over time. Management can respond to current or anticipated market conditions by lengthening or shortening the Bank’s sensitivity through loan repricings or changing its funding mix. The rate of growth in interest-free sources of funds will influence the level of interest-sensitive funding sources. In addition, the absolute level of interest rates will affect the volume of earning assets and funding sources. As a result of these limitations, the interest-sensitive gap is only one factor to be considered in estimating the net interest margin.

Impact of Inflation – Our assets and liabilities are primarily monetary in nature, and as such, future changes in prices do not affect the obligations to pay or receive fixed and determinable amounts of money. During inflationary periods, monetary assets lose value in terms of purchasing power and monetary liabilities have corresponding purchasing power gains. The concept of purchasing power is not an adequate indicator of the impact of inflation on financial institutions because it does not incorporate changes in our earnings.

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