FAIR VALUE MEASUREMENTS

Fair value is defined as the exchange price that would be received on the measurement date to sell an asset or the price paid to transfer a liability in the principal or most advantageous market available to the entity in an orderly transaction between market participants, with a three level valuation input hierarchy. The following is a description of valuation methodologies used for assets and liabilities recorded at fair value.

Investment Securities. Securities available for sale ("AFS") are recorded at fair value on a recurring basis. Fair value measurements are based upon quoted market exchange prices, if available. If quoted prices are not available, third-party pricing sources are generally utilized to determine fair value. These fair values are derived from market-based pricing matrices that were developed using observable inputs that include benchmark yields, benchmark securities, reported trades, offers, bids, issuer spreads, and broker quotes. Level 1 securities include securities traded on an active exchange, such as the New York Stock Exchange, or SBA-guaranteed securities where active market pricing is readily available. Level 2 securities include GSE securities and mortgage-backed securities issued by GSEs, private label mortgage-backed securities, municipal bonds and corporate debt securities. Level 3 securities include certain corporate debt securities with limited trading activity. The following table provides the components of the change in fair value of Level 3 available for sale securities for the periods presented.



	Three months ended June 30,				Six months ended June 30,
	2015		2014		2015		2014

Level 3 AFS securities at beginning of period	$	11,380	$	6,754	$	11,290	$	7,583
Sales, calls or maturities	—		—		—		(1,000		)
Changes in unrealized gains and losses	23		39		113		210
Level 3 AFS securities at end of period	$	11,403	$	6,793	$	11,403	$	6,793

SBA-Guaranteed Loans. The Company has elected to account for certain SBA-guaranteed loans at fair value on a recurring basis. Generally, the Company has reached an agreement with an investor to sell the guaranteed portion of these loans, and these amounts are classified in loans held for sale on the consolidated balance sheets until the sale is complete. The unguaranteed retained portion of the loans remains in loans held for investment and continues to be adjusted to fair value over the remaining life of the respective loans. Fair value estimates for these loans are based on observable market data and pricing and are therefore classified as recurring Level 2.

Derivatives. Derivative instruments include interest rate swaps and caps and are valued on a recurring basis using quoted market prices, dealer quotes, or third party pricing models that are primarily sensitive to market observable data. Currently outstanding derivatives, except for mortgage interest rate lock commitments described below, are classified as Level 2 within the fair value hierarchy.

Mortgage Loan Commitments. The fair value of interest rate lock commitments, which are included in derivatives assets and liabilities in the fair value measurement tables below, is based on servicing rate premium, origination income net of origination costs, fall out rates and changes in loan pricing between the commitment date and period end. Interest rate lock commitments are measured at fair value on a recurring basis and are classified as Level 3. The following table provides the components of the change in fair value of interest rate lock commitments for the periods presented.



	Three months ended June 30,						Six months ended June 30,
	2015			2014			2015			2014

Interest rate lock commitments at beginning of period	$	636		$	331		$	342		$	354
Issuances	1,645			290			2,972			623
Settlements	(1,798		)	(325		)	(2,831		)	(681		)
Interest rate lock commitments at end of period	$	483		$	296		$	483		$	296

The fair value of forward sale commitments, also included in derivative assets and liabilities in the fair value measurement tables below, is based on changes in loan pricing between the commitment date and period end. Forward sale commitments are measured at fair value on a recurring basis and are classified as Level 2. The difference between the interest rate lock commitment issuances and settlements in the preceding table and the change in fair value of forward sale commitments in the period represents the gain on mortgage loan commitments and is included in mortgage banking income on the consolidated statements of operations.

Loans. Loans are not generally recorded at fair value on a recurring basis. However, certain loans are determined to be impaired, and those loans are charged down to estimated fair value. The fair value of impaired loans that are collateral dependent is based on collateral value. For impaired loans that are not collateral dependent, estimated value is based on either an observable market price, if available, or the present value of expected future cash flows. Those impaired loans not requiring a charge-off represent loans for which the estimated fair value exceeds the recorded investments in such loans. When the fair value of an impaired loan is based on an observable market price or a current appraised value with no adjustments, the Company records the impaired loan as nonrecurring Level 2. When an appraised value is not available, or the Company determines the fair value of the collateral is further impaired below the appraised value, and there is no observable market price, the impaired loan is classified as nonrecurring Level 3.

Foreclosed Assets. Foreclosed assets are adjusted to fair value upon transfer of loans to foreclosed assets. Subsequently, foreclosed assets are carried at lower of cost or net realizable value. Fair value is based upon independent market prices, appraised values of the collateral or management’s estimation of the value of the collateral. Given the lack of observable market prices for identical properties and market discounts applied to appraised values, the Company classifies foreclosed assets as nonrecurring Level 3.

The following tables summarize fair value information for assets and liabilities measured on a recurring and nonrecurring basis.



	Total		Level 1		Level 2		Level 3
June 30, 2015
Measured at fair value on a recurring basis:
Securities available for sale:
GSE obligations	$	20,031	$	—	$	20,031	$	—
SBA-guaranteed securities	55,313		55,313		—		—
Mortgage-backed securities issued by GSE	394,179		—		394,179		—
Corporate bonds	130,380		2,524		116,453		11,403
Non-agency RMBS	4,307		—		4,307		—
Non-agency CMBS	3,519		—		3,519		—
Municipal bonds	39,028		—		39,028		—
Other debt securities	245		245		—		—
Equity securities	2,013		2,013		—		—
SBA-guaranteed loans held for sale	13,794		—		13,794		—
SBA loans held for investment	10,191		—		10,191		—
Derivative assets	3,283		—		2,800		483
Derivative liabilities	2,680		—		2,680		—

Measured at fair value on a non-recurring basis:
Impaired loans	$	17,626	$	—	$	—	$	17,626
Foreclosed assets	13,547		—		—		13,547



	Total		Level 1		Level 2		Level 3
December 31, 2014
Measured at fair value on a recurring basis:
Securities available for sale:
GSE obligations	$	14,944	$	—	$	14,944	$	—
SBA-guaranteed securities	60,120		60,120		—		—
Mortgage-backed securities issued by GSE	425,283		—		425,283		—
Corporate bonds	119,912		2,545		106,077		11,290
Non-agency RMBS	4,963		—		4,963		—
Non-agency CMBS	3,578		—		3,578		—
Municipal bonds	40,258		—		40,258		—
Other debt securities	498		498		—		—
Equity securities	2,865		2,865		—		—
SBA-guaranteed loans held for sale	8,365		—		8,365		—
SBA loans held for investment	8,906		—		8,906		—
Derivative assets	2,368		—		2,026		342
Derivative liabilities	2,497		—		2,497		—

Measured at fair value on a non-recurring basis:
Impaired loans	$	9,595	$	—	$	—	$	9,595
Foreclosed assets	12,891		—		—		12,891

Quantitative Information About Level 3 Fair Value Measurements

The table below outlines the valuation techniques, unobservable inputs, and the range of quantitative inputs used in the valuations.



				Fair Value
	Valuation Technique	Unobservable Input	Range	June 30, 2015		December 31, 2014
Recurring measurements:
Investment securities	Pricing model	Illiquidity or credit factor in discount rates	1-2%	$	11,403	$	11,290

Interest rate lock commitments	Pricing model	Pull through rates	80-95%	483		342

Nonrecurring measurements:
Impaired loans	Discounted appraisals	Collateral discounts	15-50%	17,626		9,595
	Discounted expected cash flows	Expected loss rates	0-75%
	Discounted expected cash flows	Discount rates	2-8%
Foreclosed assets	Discounted appraisals	Collateral discounts	15-50%	13,547		12,891

The significant unobservable input used in the fair value measurement of the Company’s interest rate lock commitments is the closing ratio (or pull through rate), which represents the percentage of loans currently in a lock position which management estimates will ultimately close. Generally, the fair value of an interest rate lock commitment is positive (negative) if the prevailing interest rate is lower (higher) than the interest rate lock commitment rate. Therefore, an increase in the pull through rates (i.e., higher percentage of loans estimated to close) will result in the fair value of the interest rate lock commitments increasing in a gain position, or decreasing in a loss position. The pull through ratio is largely dependent on the loan processing stage that a loan is currently in and the change in prevailing interest rates from the time of the rate lock. The pull through rate is computed based on historical internal data and the ratio is periodically reviewed by the Company’s mortgage banking department.

Due to the nature of the Company’s business, a significant portion of its assets and liabilities consist of financial instruments. Accordingly, the estimated fair values of these financial instruments are disclosed. Quoted market prices, if available, are utilized as an estimate of the fair value of financial instruments. The fair value of such instruments has been derived based on assumptions with respect to future economic conditions, the amount and timing of future cash flows and estimated discount rates. Different assumptions could significantly affect these estimates. Accordingly, the net amounts ultimately collected could be materially different from the estimates presented below. In addition, these estimates are only indicative of the values of individual financial instruments and should not be considered an indication of the fair value of the Company taken as a whole.

Cash and Cash Equivalents. The carrying amounts for cash and cash equivalents are a reasonable estimate of fair value.

Investment Securities Available for Sale. A description of fair value estimates for securities available for sale is included in the recurring fair value measurements section above.

Investment Securities Held to Maturity. The fair value of the municipal bonds classified as held to maturity are derived from market-based pricing matrices that were developed using observable inputs that include benchmark yields, benchmark securities, reported trades, offers, bids, issuer spreads, and broker quotes. These securities are classified as Level 2 in the fair value hierarchy since the inputs used in the valuation are readily available market inputs.

Loans Held For Sale. The fair value of mortgage loans held for sale is based on commitments on hand from investors within the secondary market. A description of fair value estimates for SBA-guaranteed loans held for sale is included in the recurring fair value measurements section above.

Loans. Expected cash flows are forecasted over the remaining life of each loan and are discounted to present value at current market interest rates for similar loans considering loan collateral type and credit quality.

Federal Home Loan Bank Stock. Given the option to redeem this stock at par through the FHLB, the carrying value of FHLB stock approximates fair value.

Purchased Accounts Receivable. Purchased accounts receivable, which are classified in other assets on the consolidated balance sheet, are initially recorded at fair value, which is the same as the discounted purchase price, and generally have maturities between 30 and 60 days. Due to the short duration of these assets, the carrying amounts are a reasonable estimate of fair value.

Deposits. The fair value of demand deposits, savings, money market and NOW accounts represents the amount payable on demand. The fair value of time deposits is estimated by calculating the present value of cash flows on the time deposit portfolio discounted using interest rates currently offered for instruments of similar remaining maturities.

Short-term Borrowings and Long-term Debt. The fair value of short-term borrowings and long-term debt are based upon the discounted value when using current rates at which borrowings of similar maturity could be obtained.

Accrued Interest Receivable and Accrued Interest Payable. The carrying amounts of accrued interest receivable and payable approximate fair value due to the short maturities of these instruments.

Derivative Instruments. A description of fair value estimates for derivative instruments is included in the recurring fair value measurements section above.

The following tables summarize the carrying amounts and estimated fair values of the Company's financial instruments.



	June 30, 2015
	Carrying Amount		Fair Value		Level 1		Level 2		Level 3
Financial assets:
Cash and cash equivalents	$	122,961	$	122,961	$	122,961	$	—	$	—
Investment securities available for sale	649,015		649,015		60,129		577,483		11,403
Investment securities held to maturity	39,402		39,977		—		39,977		—
Loans held for sale	38,622		38,622		—		38,622		—
Loans, net	2,947,413		2,980,811		—		10,191		2,970,620
Purchased accounts receivable	69,933		69,933		—		69,933		—
Federal Home Loan Bank stock	21,976		21,976		—		21,976		—
Derivative assets	3,283		3,283		—		2,800		483
Accrued interest receivable	12,210		12,210		—		12,210		—

Financial liabilities:
Deposits	3,243,094		3,243,154		—		3,243,154		—
Short-term borrowings	355,500		355,500		—		—		355,500
Long-term debt	147,265		153,499		—		—		153,499
Derivative liabilities	2,680		2,680		—		2,680		—
Accrued interest payable	2,711		2,711		—		2,711		—



	December 31, 2014
	Carrying Amount		Fair Value		Level 1		Level 2		Level 3
Financial assets:
Cash and cash equivalents	$	132,365	$	132,365	$	132,365	$	—	$	—
Investment securities available for sale	672,421		672,421		66,028		595,103		11,290
Investment securities held to maturity	39,620		40,404		—		40,404		—
Loans held for sale	20,205		20,205		—		20,205		—
Loans, net	2,890,449		2,919,573		—		1,241		2,918,332
Purchased accounts receivable	44,821		44,821		—		44,821		—
Federal Home Loan Bank stock	19,499		19,499		—		19,499		—
Derivative assets	2,368		2,368		—		2,027		341
Accrued interest receivable	12,071		12,071		—		12,071		—

Financial liabilities:
Deposits	3,247,364		3,245,431		—		3,245,431		—
Short-term borrowings	250,500		250,500		—		—		250,500
Long-term debt	180,164		183,326		—		—		183,326
Derivative liabilities	2,497		2,497		—		2,497		—
Accrued interest payable	2,688		2,688		—		2,688		—