LOANS AND ALLOWANCE FOR LOAN LOSSES

The following table summarizes the composition of the loan portfolio at December 31, 2014 and 2013:



(dollars in thousands)	2014			2013
Commercial, financial and agricultural	$	695,267		600,704
Real estate construction and development	89,851			121,662
Real estate mortgage:
One-to-four-family residential	1,016,710			921,488
Multi-family residential	115,434			121,304
Commercial real estate	1,183,042			1,048,234
Consumer and installment	18,950			18,681
Loans held for sale	31,411			25,548
Net deferred loan fees	(1,422		)	(526	)
Total loans	$	3,149,243		2,857,095

The Company's loan portfolio is primarily comprised of residential and commercial real estate loans, and commercial, financial and agricultural loans. The Company primarily lends to borrowers within its primary market areas of California, Florida, southern Illinois and eastern Missouri. The Company maintains a diversified portfolio with limited industry concentrations of credit risk. Real estate lending constitutes the only significant concentration of credit risk. Real estate loans comprised approximately 77% and 78% of the loan portfolio at December 31, 2014 and 2013, respectively, of which 43% and 42%, respectively, were made to consumers in the form of residential real estate mortgages and home equity lines of credit. First Bank also offers residential real estate mortgage loans with terms that require interest only payments. At December 31, 2014, the balance of such loans, all of which were held for portfolio, was approximately $12.7 million, of which approximately 5.1% were delinquent. At December 31, 2013, the balance of such loans, all of which were held for portfolio, was approximately $16.0 million, of which approximately 5.1% were delinquent. In general, the Company is a secured lender. At December 31, 2014 and 2013, 98% and 99% of the loan portfolio was collateralized. Collateral is required in accordance with the normal credit evaluation process based upon the creditworthiness of the client and the credit risk associated with the particular transaction. First Bank also originates certain one-to-four-family residential mortgage loans for sale in the secondary market. First Bank has a repurchase obligation on these loans in the event of fraud or, on certain loans, early payment default. The early payment default provisions generally range from four months to one year after sale of the loan in the secondary market. First Bank has not sold any one-to-four-family residential mortgage loans into the secondary market with early payment default provisions since 2007, as further described in Note 24 to the consolidated financial statements.

Loans to directors, their affiliates and executive officers of the Company were approximately $28.8 million and $12.0 million at December 31, 2014 and 2013, respectively, as further described in Note 20 to the consolidated financial statements.

Loans with a carrying value of approximately $1.05 billion and $1.03 billion at December 31, 2014 and 2013, respectively, were pledged as collateral under borrowing arrangements with the FRB and the FHLB. At December 31, 2014 and 2013 and for the years then ended, First Bank had no advances outstanding under these borrowing arrangements.

Aging of Loans. The following table presents the aging of loans by loan classification at December 31, 2014 and 2013:



(dollars in thousands)	30-59 Days		60-89 Days	Recorded Investment > 90 Days Accruing	Nonaccrual	Total Past Due	Current	Total Loans
December 31, 2014:
Commercial, financial and agricultural	$	132	430	54	9,486	10,102	685,165	695,267
Real estate construction and development	431		—	—	3,393	3,824	86,027	89,851
Real estate mortgage:
Residential mortgage	2,690		986	35	13,890	17,601	603,567	621,168
Home equity	1,857		334	72	6,831	9,094	386,448	395,542
Multi-family residential	—		—	—	19,731	19,731	95,703	115,434
Commercial real estate	196		54	—	4,122	4,372	1,178,670	1,183,042
Consumer and installment and net deferred loan fees	136		33	2	23	194	17,334	17,528
Loans held for sale	—		—	—	—	—	31,411	31,411
Total	$	5,442	1,837	163	57,476	64,918	3,084,325	3,149,243

December 31, 2013:
Commercial, financial and agricultural	$	447	394	80	10,523	11,444	589,260	600,704
Real estate construction and development	—		—	—	4,914	4,914	116,748	121,662
Real estate mortgage:
Residential mortgage	4,262		2,637	162	20,063	27,124	545,040	572,164
Home equity	2,256		963	182	7,361	10,762	338,562	349,324
Multi-family residential	—		—	—	1,793	1,793	119,511	121,304
Commercial real estate	1,423		391	—	8,283	10,097	1,038,137	1,048,234
Consumer and installment and net deferred loan fees	87		39	—	19	145	18,010	18,155
Loans held for sale	—		—	—	—	—	25,548	25,548
Total	$	8,475	4,424	424	52,956	66,279	2,790,816	2,857,095

Under the Company’s loan policy, loans are placed on nonaccrual status once principal or interest payments become 90 days past due. However, individual loan officers may submit written requests for approval to continue the accrual of interest on loans that become 90 days past due. These requests may be submitted for approval consistent with the authority levels provided in the Company’s credit approval policies, and they are only granted if an expected near term future event, such as a pending renewal or expected payoff, exists at the time the loan becomes 90 days past due. If the expected near term future event does not occur as anticipated, the loan is then placed on nonaccrual status.

Credit Quality Indicators. The Company’s credit management policies and procedures focus on identifying, measuring and controlling credit exposure. These procedures employ a lender-initiated system of rating credits, which is ratified in the loan approval process and subsequently tested in internal credit reviews, external audits and regulatory bank examinations. The system requires the rating of all loans at the time they are originated or acquired, except for homogeneous categories of loans, such as residential real estate mortgage loans and consumer loans. These homogeneous loans are assigned an initial rating based on the Company’s experience with each type of loan. The Company adjusts the ratings of the homogeneous loans based on payment experience subsequent to their origination.

The Company includes adversely rated credits, including loans requiring close monitoring that would not normally be considered classified credits by the Company’s regulators, on its monthly loan watch list. Loans may be added to the Company’s watch list for reasons that are temporary and correctable, such as the absence of current financial statements of the borrower or a deficiency in loan documentation. Loans may also be added to the Company’s watch list whenever any adverse circumstance is detected which might affect the borrower’s ability to comply with the contractual terms of the loan. The delinquency of a scheduled loan payment, deterioration in the borrower’s financial condition identified in a review of periodic financial statements, a decrease in the value of the collateral securing the loan, or a change in the economic environment within which the borrower operates could initiate the addition of a loan to the Company’s watch list. Loans on the Company’s watch list require periodic detailed loan status reports prepared by the responsible officer which are discussed in formal meetings with credit review and credit administration staff members. Upgrades and downgrades of loan risk ratings may be initiated by the responsible loan officer. However, upgrades of risk ratings associated with significant credit relationships and/or problem credit relationships may only be made with the concurrence of appropriate regional credit officers.

Under the Company’s risk rating system, special mention loans are those loans that do not currently expose the Company to sufficient risk to warrant classification as substandard, troubled debt restructuring (TDR) or nonaccrual, but possess weaknesses that deserve management’s close attention. Substandard loans include those loans characterized by the distinct possibility that the Company will sustain some loss if the deficiencies are not corrected. A loan is classified as a TDR when a borrower is experiencing financial difficulties that lead to the restructuring of a loan, and the Company grants concessions to the borrower in the restructuring that it would not otherwise consider. Loans classified as TDRs which are accruing interest are classified as performing TDRs. Loans classified as TDRs which are not accruing interest are classified as nonperforming TDRs and are included with all other nonaccrual loans for presentation purposes. Loans classified as nonaccrual have all the weaknesses inherent in those loans classified as substandard with the added characteristic that the weaknesses present make collection or liquidation in full, on the basis of the currently existing facts, conditions and values, highly questionable and improbable. Loans not meeting the criteria above that are analyzed individually as part of the above described process are considered to be pass-rated loans.

The following tables present the credit exposure of the loan portfolio by internally assigned credit grade and payment activity as of December 31, 2014 and 2013:



Commercial Loan Portfolio Credit Exposure by Internally Assigned Credit Grade (dollars in thousands)	Commercial and Industrial		Real Estate Construction and Development	Multi-family	Commercial Real Estate	Total
December 31, 2014:
Pass	$	653,951	85,973	89,148	1,147,824	1,976,896
Special mention	18,713		143	5,945	20,691	45,492
Substandard	12,833		—	610	6,640	20,083
Performing troubled debt restructuring	284		342	—	3,765	4,391
Nonaccrual	9,486		3,393	19,731	4,122	36,732
Total	$	695,267	89,851	115,434	1,183,042	2,083,594

December 31, 2013:
Pass	$	559,243	42,429	91,001	1,001,719	1,694,392
Special mention	16,211		929	—	21,714	38,854
Substandard	14,727		73,390	555	11,999	100,671
Performing troubled debt restructuring	—		—	27,955	4,519	32,474
Nonaccrual	10,523		4,914	1,793	8,283	25,513
Total	$	600,704	121,662	121,304	1,048,234	1,891,904



Consumer Loan Portfolio Credit Exposure by Payment Activity (dollars in thousands)	Residential Mortgage		Home Equity	Consumer and Installment and Net Deferred Loan Fees	Total
December 31, 2014:
Pass	$	528,388	386,448	17,334	932,170
Substandard	2,662		2,263	171	5,096
Performing troubled debt restructuring	76,228		—	—	76,228
Nonaccrual	13,890		6,831	23	20,744
Total	$	621,168	395,542	17,528	1,034,238

December 31, 2013:
Pass	$	468,642	338,562	18,010	825,214
Substandard	5,306		3,401	126	8,833
Performing troubled debt restructuring	78,153		—	—	78,153
Nonaccrual	20,063		7,361	19	27,443
Total	$	572,164	349,324	18,155	939,643

Impaired Loans. Loans deemed to be impaired include performing TDRs and nonaccrual loans. Impaired loans with outstanding balances equal to or greater than $500,000 are evaluated individually for impairment. For these loans, the Company measures the level of impairment based on the present value of the estimated projected cash flows, or if the impaired loans are collateral dependent, the estimated value of the collateral, less applicable selling costs. If the current valuation is lower than the current book balance of the loan, the amount of the difference is evaluated for possible charge-off. In instances where management determines that a charge-off is not appropriate, a specific reserve is established for the individual loan in question. This specific reserve is included as a part of the overall allowance for loan losses.

The following tables present the recorded investment, unpaid principal balance, related allowance for loan losses, average recorded investment and interest income recognized while on impaired status for impaired loans without a related allowance for loan losses and for impaired loans with a related allowance for loan losses by loan classification at December 31, 2014 and 2013:



(dollars in thousands)	Recorded Investment		Unpaid Principal Balance	Related Allowance for Loan Losses	Average Recorded Investment	Interest Income Recognized
December 31, 2014:
With No Related Allowance Recorded:
Commercial, financial and agricultural	$	1,937	2,911	—	2,278	—
Real estate construction and development	2,626		12,333	—	3,106	—
Real estate mortgage:
Residential mortgage	—		—	—	—	—
Home equity	—		—	—	—	—
Multi-family residential	19,050		24,759	—	25,234	959
Commercial real estate	4,119		4,190	—	6,063	116
Consumer and installment	—		—	—	—	—
	27,732		44,193	—	36,681	1,075
With A Related Allowance Recorded:
Commercial, financial and agricultural	7,833		22,089	1,626	9,212	6
Real estate construction and development	1,109		3,403	219	1,312	17
Real estate mortgage:
Residential mortgage	90,118		106,163	7,639	94,835	2,082
Home equity	6,831		7,988	1,366	7,056	—
Multi-family residential	681		3,581	1,157	902	—
Commercial real estate	3,768		5,619	463	5,546	21
Consumer and installment	23		23	1	14	—
	110,363		148,866	12,471	118,877	2,126
Total:
Commercial, financial and agricultural	9,770		25,000	1,626	11,490	6
Real estate construction and development	3,735		15,736	219	4,418	17
Real estate mortgage:
Residential mortgage	90,118		106,163	7,639	94,835	2,082
Home equity	6,831		7,988	1,366	7,056	—
Multi-family residential	19,731		28,340	1,157	26,136	959
Commercial real estate	7,887		9,809	463	11,609	137
Consumer and installment	23		23	1	14	—
	$	138,095	193,059	12,471	155,558	3,201



(dollars in thousands)	Recorded Investment		Unpaid Principal Balance	Related Allowance for Loan Losses	Average Recorded Investment	Interest Income Recognized
December 31, 2013:
With No Related Allowance Recorded:
Commercial, financial and agricultural	$	3,119	4,342	—	4,270	1
Real estate construction and development	3,172		12,931	—	17,152	418
Real estate mortgage:
Residential mortgage	—		—	—	—	—
Home equity	596		632	—	564	—
Multi-family residential	443		709	—	474	—
Commercial real estate	6,884		9,221	—	11,636	273
Consumer and installment	—		—	—	—	—
	14,214		27,835	—	34,096	692
With A Related Allowance Recorded:
Commercial, financial and agricultural	7,404		21,565	497	10,136	—
Real estate construction and development	1,742		4,326	294	9,419	—
Real estate mortgage:
Residential mortgage	98,216		118,305	9,740	102,775	2,043
Home equity	6,765		7,637	1,472	6,406	—
Multi-family residential	29,305		29,322	2,438	31,377	1,226
Commercial real estate	5,918		9,468	990	10,003	26
Consumer and installment	19		19	—	22	—
	149,369		190,642	15,431	170,138	3,295
Total:
Commercial, financial and agricultural	10,523		25,907	497	14,406	1
Real estate construction and development	4,914		17,257	294	26,571	418
Real estate mortgage:
Residential mortgage	98,216		118,305	9,740	102,775	2,043
Home equity	7,361		8,269	1,472	6,970	—
Multi-family residential	29,748		30,031	2,438	31,851	1,226
Commercial real estate	12,802		18,689	990	21,639	299
Consumer and installment	19		19	—	22	—
	$	163,583	218,477	15,431	204,234	3,987

Recorded investment represents the Company’s investment in its impaired loans reduced by cumulative charge-offs recorded against the allowance for loan losses on these same loans. At December 31, 2014 and 2013, the Company had recorded charge-offs of $55.0 million and $54.9 million, respectively, on its impaired loans, representing the difference between the unpaid principal balance and the recorded investment reflected in the tables above. The unpaid principal balance represents the principal amount contractually owed to the Company by the borrowers on the impaired loans.

Interest on impaired loans that would have been recorded under the original terms of the loans was $11.9 million, $13.4 million and $21.7 million for the years ended December 31, 2014, 2013 and 2012, respectively. Of these amounts, $3.6 million, $4.3 million and $6.0 million was recorded as interest income on such loans in 2014, 2013 and 2012, respectively.

Troubled Debt Restructurings. In the ordinary course of business, the Company modifies loan terms across loan types, including both consumer and commercial loans, for a variety of reasons. Modifications to consumer loans may include, but are not limited to, changes in interest rate, maturity, amortization and financial covenants. In the original underwriting, loan terms are established that represent the then current and projected financial condition of the borrower. Over any period of time, modifications to these loan terms may be required due to changes in the original underwriting assumptions. These changes may include the financial covenants of the borrower as well as underwriting standards.

Loan modifications are generally performed at the request of the borrower, whether commercial or consumer, and may include reductions in interest rates, changes in payments and maturity date extensions. Although the Company does not have formal, standardized loan modification programs for its commercial or consumer loan portfolios, it addresses loan modifications on a case-by-case basis and also participates in the United States Department of the Treasury's (U.S. Treasury) Home Affordable Modification Program (HAMP). HAMP gives qualifying homeowners an opportunity to refinance into more affordable monthly payments, with the U.S. Treasury compensating the Company for a portion of the reduction in monthly amounts due from borrowers participating in this program. At December 31, 2014 and 2013, the Company had $72.7 million and $75.3 million, respectively, of modified loans in the HAMP program.

For a loan modification to be classified as a TDR, all of the following conditions must be present: (1) the borrower is experiencing financial difficulty, (2) the Company makes a concession to the original contractual loan terms and (3) the Company would not consider the concessions but for economic or legal reasons related to the borrower’s financial difficulty. Modifications of loan terms to borrowers experiencing financial difficulty are made in an attempt to protect as much of the investment in the loan as possible. These modifications are generally made to either prevent a loan from becoming nonaccrual or to return a nonaccrual loan to performing status based on the expectations that the borrower can adequately perform in accordance with the modified terms.

The determination of whether a modification should be classified as a TDR requires significant judgment after taking into consideration all facts and circumstances surrounding the transaction. No single characteristic or factor, taken alone, is determinative of whether a modification should be classified as a TDR. The fact that a single characteristic is present is not considered sufficient to overcome the preponderance of contrary evidence. Assuming all of the TDR criteria are met, the Company considers one or more of the following concessions to the loan terms to represent a TDR: (1) a reduction of the stated interest rate, (2) an extension of the maturity date or dates at a stated interest rate lower than the current market rate for a new loan with similar terms or (3) forgiveness of principal or accrued interest.

Loans renegotiated at a rate equal to or greater than that of a new loan with comparable risk at the time the contract is modified are excluded from TDR classification in the calendar years subsequent to the renegotiation if the loan is in compliance with the modified terms for at least six months.

The Company does not accrue interest on any TDRs unless it believes collection of all principal and interest under the modified terms is reasonably assured. Generally, six months of consecutive payment performance by the borrower under the restructured terms is required before a TDR is returned to accrual status. However, the period could vary depending upon the individual facts and circumstances of the loan. TDRs accruing interest are classified as performing TDRs. The following table presents the categories of performing TDRs as of December 31, 2014 and 2013:



(dollars in thousands)	2014		2013
Performing Troubled Debt Restructurings:
Commercial, financial and agricultural	$	284	—
Real estate construction and development	342		—
Real estate mortgage:
One-to-four-family residential	76,228		78,153
Multi-family residential	—		27,955
Commercial real estate	3,765		4,519
Total	$	80,619	110,627

The Company does not accrue interest on TDRs which have been modified for a period less than six months or are not in compliance with the modified terms. These loans are considered nonperforming TDRs and are included with other nonaccrual loans for classification purposes. The following table presents the categories of loans considered nonperforming TDRs as of December 31, 2014 and 2013:



(dollars in thousands)	2014		2013
Nonperforming Troubled Debt Restructurings:
Commercial, financial and agricultural	$	243	711
Real estate construction and development	2,788		3,605
Real estate mortgage:
One-to-four-family residential	4,003		6,266
Multi-family residential	19,050		—
Commercial real estate	371		—
Total	$	26,455	10,582

Both performing and nonperforming TDRs are considered to be impaired loans. When an individual loan is determined to be a TDR, the amount of impairment is based upon the present value of expected future cash flows discounted at the loan’s effective interest rate or the fair value of the underlying collateral less applicable selling costs. The impairment amount is either charged off as a reduction to the allowance for loan losses or provided for as a specific reserve within the allowance for loan losses. The allowance for loan losses allocated to TDRs was $6.1 million and $9.1 million at December 31, 2014 and 2013, respectively.

The following tables present loans classified as TDRs that were modified during the years ended December 31, 2014 and 2013:



	2014					2013
(dollars in thousands)	Number of Contracts	Pre- Modification Outstanding Recorded Investment		Post- Modification Outstanding Recorded Investment		Number of Contracts	Pre- Modification Outstanding Recorded Investment		Post- Modification Outstanding Recorded Investment
Loan Modifications as Troubled Debt Restructurings:
Commercial, financial and agricultural	1	$	287	$	287	2	$	246	$	201
Real estate mortgage:
One-to-four-family residential	52	7,187		6,338		53	11,838		10,897

The following tables present TDRs that defaulted within 12 months of modification during the years ended December 31, 2014 and 2013:



	2014			2013
(dollars in thousands)	Number of Contracts	Recorded Investment		Number of Contracts	Recorded Investment
Troubled Debt Restructurings That Subsequently Defaulted:
Commercial, financial and agricultural	—	$	—	3	$	401
Real estate mortgage:
One-to-four-family residential	8	1,385		6	1,101

Upon default of a TDR, which is considered to be 90 days or more past due under the modified terms, impairment is measured based on the fair value of the underlying collateral less applicable selling costs. The impairment amount is either charged off as a reduction to the allowance for loan losses or provided for as a specific reserve within the allowance for loan losses.

Allowance for Loan Losses. Changes in the allowance for loan losses for the years ended December 31, 2014, 2013 and 2012 were as follows:



(dollars in thousands)	2014			2013		2012
Balance, beginning of year	$	81,033		91,602		137,710
Loans charged-off	(21,923		)	(25,835	)	(78,070	)
Recoveries of loans previously charged-off	14,764			20,266		29,962
Net loans charged-off	(7,159		)	(5,569	)	(48,108	)
(Benefit) provision for loan losses	(7,000		)	(5,000	)	2,000
Balance, end of year	$	66,874		81,033		91,602

The following table represents a summary of changes in the allowance for loan losses by portfolio segment for the years ended December 31, 2014 and 2013:



(dollars in thousands)	Commercial and Industrial			Real Estate Construction and Development		One-to- Four-Family Residential		Multi- Family Residential		Commercial Real Estate		Consumer and Installment		Total
Year Ended December 31, 2014:
Allowance for loan losses:
Beginning balance	$	13,401		7,407		32,619		5,249		22,052		305		81,033
Charge-offs	(4,898		)	(132	)	(6,611	)	(8,828	)	(1,333	)	(121	)	(21,923	)
Recoveries	4,687			2,060		4,330		212		3,345		130		14,764
(Benefit) provision for loan losses	(616		)	(5,845	)	(6,283	)	8,997		(3,081	)	(172	)	(7,000	)
Ending balance	$	12,574		3,490		24,055		5,630		20,983		142		66,874

Year Ended December 31, 2013:
Allowance for loan losses:
Beginning balance	$	13,572		14,434		38,897		4,252		20,048		399		91,602
Charge-offs	(5,578		)	(448	)	(12,747	)	(162	)	(6,720	)	(180	)	(25,835	)
Recoveries	5,302			7,165		4,455		145		3,067		132		20,266
Provision (benefit) for loan losses	105			(13,744	)	2,014		1,014		5,657		(46	)	(5,000	)
Ending balance	$	13,401		7,407		32,619		5,249		22,052		305		81,033

The following table represents a summary of the impairment method used by loan category at December 31, 2014 and 2013:



(dollars in thousands)	Commercial and Industrial		Real Estate Construction and Development	One-to- Four-Family Residential	Multi- Family Residential	Commercial Real Estate	Consumer and Installment and Net Deferred Loan Fees	Total
Ending Balance at December 31, 2014:
Allowance for loan losses:
Impaired loans individually evaluated for impairment	$	1,053	—	1,184	—	—	—	2,237
Impaired loans collectively evaluated for impairment	573		219	7,821	1,157	463	1	10,234
All other loans collectively evaluated for impairment	10,948		3,271	15,050	4,473	20,520	141	54,403
Total allowance for loan losses	$	12,574	3,490	24,055	5,630	20,983	142	66,874
Loans:
Impaired loans individually evaluated for impairment	$	4,712	2,626	7,388	19,050	3,765	—	37,541
Impaired loans collectively evaluated for impairment	5,058		1,109	89,561	681	4,122	23	100,554
All other loans collectively evaluated for impairment	685,497		86,116	919,761	95,703	1,175,155	17,505	2,979,737
Total loans	$	695,267	89,851	1,016,710	115,434	1,183,042	17,528	3,117,832

Ending Balance at December 31, 2013:
Allowance for loan losses:
Impaired loans individually evaluated for impairment	$	—	62	2,275	1,034	385	—	3,756
Impaired loans collectively evaluated for impairment	497		232	8,937	1,404	605	—	11,675
All other loans collectively evaluated for impairment	12,904		7,113	21,407	2,811	21,062	305	65,602
Total allowance for loan losses	$	13,401	7,407	32,619	5,249	22,052	305	81,033
Loans:
Impaired loans individually evaluated for impairment	$	3,480	3,440	12,276	28,641	9,168	—	57,005
Impaired loans collectively evaluated for impairment	7,043		1,474	93,301	1,107	3,634	19	106,578
All other loans collectively evaluated for impairment	590,181		116,748	815,911	91,556	1,035,432	18,136	2,667,964
Total loans	$	600,704	121,662	921,488	121,304	1,048,234	18,155	2,831,547