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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
Form 10-Q
 
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the quarterly period ended June 30, 2020

or

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT

For the transition period from __________ to __________

Commission File Number: 001-37621

fgbi-20200630_g1.jpg

FIRST GUARANTY BANCSHARES, INC.
(Exact name of registrant as specified in its charter)
 
Louisiana26-0513559
(State or other jurisdiction incorporation or organization)(I.R.S. Employer Identification Number)
  
400 East Thomas Street 
Hammond,Louisiana70401
(Address of principal executive offices)(Zip Code)
  
(985)345-7685
(Registrant's telephone number, including area code)
 
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $1 par valueFGBIThe Nasdaq Stock Market LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes  ☒ No ☐
 
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Yes  ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filers," "accelerated filers," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer ☐     Accelerated filer  ☒   Non-accelerated filer ☐
Smaller reporting company
Emerging growth company





If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  
 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes No ☒

As of August 7, 2020 the registrant had 9,741,253 shares of $1 par value common stock outstanding.




Table of Contents

  Page
 4
   
   
 
   
 
   
 
 
   
 
   
 
   
   
   
   
   
   
   
  

-3-


PART I. FINANCIAL INFORMATION
Item 1.  Consolidated Financial Statements
FIRST GUARANTY BANCSHARES, INC. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS (unaudited) 

(in thousands, except share data)June 30, 2020December 31, 2019
Assets  
Cash and cash equivalents:  
Cash and due from banks$236,365  $66,511  
Federal funds sold778  914  
Cash and cash equivalents237,143  67,425  
Investment securities:  
Available for sale, at fair value450,538  339,937  
Held to maturity, at cost (estimated fair value of $0 and $86,817 respectively)
  86,579  
Investment securities450,538  426,516  
Federal Home Loan Bank stock, at cost3,336  3,308  
Loans held for sale280    
Loans, net of unearned income1,640,723  1,525,490  
Less: allowance for loan losses14,017  10,929  
Net loans1,626,706  1,514,561  
Premises and equipment, net58,680  56,464  
Goodwill13,072  12,942  
Intangible assets, net6,934  7,166  
Other real estate, net4,194  4,879  
Accrued interest receivable16,339  8,412  
Other assets19,403  15,543  
Total Assets$2,436,625  $2,117,216  
Liabilities and Shareholders' Equity  
Deposits:  
Noninterest-bearing demand$434,306  $325,888  
Interest-bearing demand722,301  635,942  
Savings169,862  135,156  
Time794,529  756,027  
Total deposits2,120,998  1,853,013  
Short-term advances from Federal Home Loan Bank50,000  13,079  
Repurchase agreements6,569  6,840  
Accrued interest payable5,377  6,047  
Long-term advances from Federal Home Loan Bank3,443  3,533  
Senior long-term debt45,470  48,558  
Junior subordinated debentures14,757  14,737  
Other liabilities10,085  5,374  
Total Liabilities2,256,699  1,951,181  
Shareholders' Equity  
Common stock:  
$1 par value - authorized 100,600,000 shares; issued 9,741,253 shares
9,741  9,741  
Surplus110,836  110,836  
Retained earnings49,175  43,283  
Accumulated other comprehensive income10,174  2,175  
Total Shareholders' Equity179,926  166,035  
Total Liabilities and Shareholders' Equity$2,436,625  $2,117,216  
See Notes to Consolidated Financial Statements
-4-


FIRST GUARANTY BANCSHARES, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME (unaudited) 

 Three Months Ended June 30,Six Months Ended June 30,
(in thousands, except share data)2020201920202019
Interest Income:    
Loans (including fees)$22,441  $19,920  $44,901  $38,402  
Deposits with other banks62  953  297  1,589  
Securities (including FHLB stock)2,814  2,565  5,557  5,422  
Federal funds sold  1    1  
Total Interest Income25,317  23,439  50,755  45,414  
Interest Expense:    
Demand deposits1,243  2,831  3,354  5,642  
Savings deposits32  142  148  280  
Time deposits4,439  4,356  8,998  8,363  
Borrowings763  408  1,492  834  
Total Interest Expense6,477  7,737  13,992  15,119  
Net Interest Income18,840  15,702  36,763  30,295  
Less: Provision for loan losses1,836  1,634  3,081  2,421  
Net Interest Income after Provision for Loan Losses17,004  14,068  33,682  27,874  
Noninterest Income:    
Service charges, commissions and fees471  613  1,200  1,221  
ATM and debit card fees806  579  1,415  1,107  
Net gains (losses) on securities1,351  (14) 1,843  (416) 
Net gains on sale of loans278  53  295  64  
Other420  415  999  971  
Total Noninterest Income3,326  1,646  5,752  2,947  
Noninterest Expense:    
Salaries and employee benefits7,536  6,146  14,935  12,108  
Occupancy and equipment expense1,865  1,530  3,694  3,015  
Other4,397  3,986  9,464  7,707  
Total Noninterest Expense13,798  11,662  28,093  22,830  
Income Before Income Taxes6,532  4,052  11,341  7,991  
Less: Provision for income taxes1,348  839  2,332  1,646  
Net Income$5,184  $3,213  $9,009  $6,345  
Per Common Share: (1)
    
Earnings$0.53  $0.33  $0.92  $0.65  
Cash dividends paid$0.16  $0.15  $0.32  $0.29  
Weighted Average Common Shares Outstanding9,741,253  9,687,123  9,741,253  9,687,123  
See Notes to Consolidated Financial Statements
(1) All share and per share amounts have been restated to reflect the ten percent stock dividend paid December 16, 2019 to shareholders of record as of December 9, 2019.
-5-


FIRST GUARANTY BANCSHARES, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (unaudited)

 Three Months Ended June 30,Six Months Ended June 30,
(in thousands)2020201920202019
Net Income$5,184  $3,213  $9,009  $6,345  
Other comprehensive income:    
Unrealized gains on securities:    
Unrealized holding gains arising during the period10,511  3,470  11,930  10,125  
Reclassification adjustments for (gains) losses included in net income(1,355) 14  (1,855) 416  
Reclassification of OTTI losses included in net income50    50    
Change in unrealized gains on securities9,206  3,484  10,125  10,541  
Tax impact(1,933) (732) (2,126) (2,214) 
Other comprehensive income7,273  2,752  7,999  8,327  
Comprehensive Income$12,457  $5,965  $17,008  $14,672  
 See Notes to Consolidated Financial Statements
-6-


FIRST GUARANTY BANCSHARES, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (unaudited) 

 
Common Stock
$1 Par
SurplusRetained
Earnings
Accumulated
Other Comprehensive
Income/(Loss)
Total
(in thousands, except per share data)
     
Balance December 31, 2018 (1)
$9,687  $109,788  $34,947  $(7,138) $147,284  
Net income—  —  6,345  —  6,345  
Other comprehensive income—  —  —  8,327  8,327  
Cash dividends on common stock ($0.29 per share)(1)
—  —  (2,818) —  (2,818) 
Balance June 30, 2019 (unaudited)$9,687  $109,788  $38,474  $1,189  $159,138  
Balance December 31, 2019$9,741  $110,836  $43,283  $2,175  $166,035  
Net income—  —  9,009  —  9,009  
Other comprehensive income—  —  —  7,999  7,999  
Cash dividends on common stock ($0.32 per share)
—  —  (3,117) —  (3,117) 
Balance June 30, 2020 (unaudited)$9,741  $110,836  $49,175  $10,174  $179,926  
See Notes to Consolidated Financial Statements
(1) All share and per share amounts have been restated to reflect the ten percent stock dividend paid December 16, 2019 to shareholders of record as of December 9, 2019.

-7-


FIRST GUARANTY BANCSHARES, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited) 

 Six Months Ended June 30,
(in thousands)20202019
Cash Flows From Operating Activities  
Net income$9,009  $6,345  
Adjustments to reconcile net income to net cash provided by operating activities:  
Provision for loan losses3,081  2,421  
Depreciation and amortization1,755  1,544  
Amortization/Accretion of investments1,373  589  
(Gain) loss on sale/call of securities(1,843) 416  
Other Than Temporary Impairment Charge on Securities50    
(Gain) loss on sale of assets(287) 2  
Repossessed asset write downs, gains and losses on dispositions125  106  
FHLB stock dividends(28) (29) 
Net (increase) decrease in loans held for sale(280) 344  
Change in other assets and liabilities, net(5,185) 1,871  
Net Cash Provided By Operating Activities7,770  13,609  
Cash Flows From Investing Activities  
Proceeds from maturities, calls and sales of HTM securities34,022  4,885  
Proceeds from maturities, calls and sales of AFS securities257,620  117,174  
Funds Invested in AFS securities(305,119) (46,177) 
Net increase in loans(120,281) (81,536) 
Purchase of premises and equipment(3,564) (4,790) 
Proceeds from sales of premises and equipment27  5  
Proceeds from sales of other real estate owned879    
Net Cash Used In Investing Activities(136,416) (10,439) 
Cash Flows From Financing Activities  
Net increase in deposits267,989  43,321  
Net increase in federal funds purchased and short-term borrowings36,650    
Repayment of long-term borrowings(3,158) (1,471) 
Dividends paid(3,117) (2,818) 
Net Cash Provided By Financing Activities298,364  39,032  
Net Increase In Cash and Cash Equivalents169,718  42,202  
Cash and Cash Equivalents at the Beginning of the Period67,425  127,965  
Cash and Cash Equivalents at the End of the Period$237,143  $170,167  
Noncash Activities:  
Acquisition of real estate in settlement of loans$319  $2,704  
Transfer of securities from HTM to AFS$52,553  $  
Cash Paid During The Period:  
Interest on deposits and borrowed funds$14,662  $14,471  
Federal income taxes$  $2,023  
State income taxes$  $  
 
See Notes to the Consolidated Financial Statements.
-8-


NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 1. Basis of Presentation
 
The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles. The consolidated financial statements and the footnotes of First Guaranty Bancshares, Inc. ("First Guaranty") thereto should be read in conjunction with the audited consolidated financial statements and note disclosures for First Guaranty previously filed with the Securities and Exchange Commission in First Guaranty's Annual Report on Form 10-K for the year ended December 31, 2019.
 
The consolidated financial statements include the accounts of First Guaranty Bancshares, Inc. and its wholly owned subsidiary First Guaranty Bank (the "Bank"). All significant intercompany balances and transactions have been eliminated in consolidation.
 
In the opinion of management, the accompanying unaudited consolidated financial statements contain all adjustments necessary for a fair presentation of the consolidated financial statements. Those adjustments are of a normal recurring nature. The results of operations at June 30, 2020 and for the three and six month periods ended June 30, 2020 and 2019 are not necessarily indicative of the results expected for the full year or any other interim period. The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates. Material estimates that are particularly susceptible to significant change in the near-term relate to the determination of the allowance for loan losses, the valuation of real estate acquired in connection with foreclosures or in satisfaction of loans, and the valuation of investment securities.
-9-


Note 2. Recent Accounting Pronouncements

In June 2016, the FASB issued ASU 2016-13, "Financial Instruments- Credit Losses: Measurement of Credit Losses on Financial Instruments". This ASU amends guidance on reporting credit losses for assets held at amortized cost basis and available for sale debt securities. The ASU amendments require the measurement of all expected credit losses for financial assets held at the reporting date be based on historical experience, current conditions, and reasonable and supportable forecasts. The ASU requires assets held at cost basis to reflect the company's current estimate of all expected credit losses. For available for sale debt securities, credit losses should be presented as an allowance rather than as a write-down. In addition, this ASU amends the accounting for purchased financial assets with credit deterioration. On October 16, 2019, the FASB approved an effective date delay applicable to smaller reporting companies until fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. First Guaranty is a smaller reporting company and has delayed the adoption of ASU 2016-13.




-10-


Note 3. Merger Transaction

Effective at the close of business on November 7, 2019, First Guaranty completed its acquisition of 100% of the outstanding shares of Union Bancshares, Incorporated, a Louisiana corporation ("Union"), a single bank holding company headquartered in Marksville, Louisiana and its wholly owned subsidiary, Union Bank for $43.4 million in cash. This acquisition allowed First Guaranty to expand its presence into the Central Louisiana market area. The purchase price resulted in approximately $9.6 million in goodwill and $4.2 million in core deposit intangible, none of which is deductible for tax purposes.

First Guaranty accounts for business combinations under the acquisition method in accordance with ASC Topic 805, Business Combinations. Accordingly, for each transaction, the purchase price is allocated to the fair value of the assets acquired and liabilities assumed as of the date of the acquisition. In conjunction with the adoption of ASU 2015-16, upon receipt of final fair value estimates during the measurement period, which must be within one year of the acquisition date, First Guaranty records any adjustments to the preliminary fair value estimates in the reporting period in which the adjustments are determined. First Guaranty is continuing to finalize the purchase price allocations related to the Union acquisition. Based on management's preliminary valuation of tangible and intangible assets acquired and liabilities assumed, the purchase price for the Union acquisition is allocated in the table below. These allocations are subject to change.

(in thousands)Union Bancshares, Incorporated
Cash and due from banks$20,058  
Securities available for sale38,813  
Loans 184,025  
Premises and equipment7,223  
Goodwill 9,599  
Intangible assets4,213  
Other real estate1,595  
Other assets9,486  
      Total assets acquired
$275,012  
Deposits204,979  
FHLB borrowings16,617  
Repurchase agreements6,863  
Other liabilities3,170  
      Total liabilities assumed$231,629  
        Net assets acquired$43,383  



-11-


Note 4. Securities
 
A summary comparison of securities by type at June 30, 2020 and December 31, 2019 is shown below. 

 June 30, 2020December 31, 2019
(in thousands)Amortized CostGross
Unrealized Gains
Gross
Unrealized Losses
Fair ValueAmortized CostGross Unrealized GainsGross
Unrealized Losses
Fair Value
Available for sale:        
U.S. Treasuries$47,700  $  $  $47,700  $  $  $  $  
U.S. Government Agencies45      45  16,380  15  (2) 16,393  
Corporate debt securities196,750  8,131  (1,685) 203,196  94,561  1,110  (302) 95,369  
Municipal bonds31,762  1,860    33,622  30,297  1,870  (14) 32,153  
Collateralized mortgage obligations6,508  146  (7) 6,647  16,400  40  (43) 16,397  
Mortgage-backed securities154,896  4,435  (3) 159,328  179,546  317  (238) 179,625  
Total available for sale securities$437,661  $14,572  $(1,695) $450,538  $337,184  $3,352  $(599) $339,937  
Held to maturity:        
U.S. Government Agencies$  $  $  $  $18,175  $  $(32) $18,143  
Municipal bonds        5,107  182    5,289  
Mortgage-backed securities        63,297  200  (112) 63,385  
Total held to maturity securities$  $  $  $  $86,579  $382  $(144) $86,817  
 
First Guaranty sold securities in the held to maturity portfolio in the first quarter of 2020 in order to manage its interest rate and liquidity risk due to changes in economic conditions. First Guaranty sold $18.2 million in U.S. Government agency securities, $13.5 million in mortgage-backed securities and $0.2 million in municipal securities. The total gain on the sale of these securities was $0.1 million. First Guaranty terminated its held to maturity portfolio after these sales.

The scheduled maturities of securities at June 30, 2020, by contractual maturity, are shown below. Actual maturities may differ from contractual maturities due to calls or prepayments. Mortgage-backed securities are not due at a single maturity because of amortization and potential prepayment of the underlying mortgages. For this reason they are presented separately in the maturity table below. 
 At June 30, 2020
(in thousands)Amortized CostFair Value
Available for sale:  
Due in one year or less$68,729  $68,917  
Due after one year through five years80,864  84,213  
Due after five years through 10 years110,778  114,972  
Over 10 years15,886  16,461  
Subtotal276,257  284,563  
Collateralized mortgage obligations6,508  6,647  
Mortgage-backed securities154,896  159,328  
Total available for sale securities$437,661  $450,538  
Held to maturity:  
Due in one year or less$  $  
Due after one year through five years    
Due after five years through 10 years    
Over 10 years    
Subtotal    
Mortgage-backed securities    
Total held to maturity securities$  $  
 
At June 30, 2020, $226.2 million of First Guaranty's securities were pledged to secure public funds deposits and borrowings. The pledged securities had a market value of $226.2 million as of June 30, 2020.
-12-



The following is a summary of the fair value of securities with gross unrealized losses and an aging of those gross unrealized losses at June 30, 2020.

  At June 30, 2020 
 Less Than 12 Months12 Months or MoreTotal
(in thousands)Number
of Securities
Fair ValueGross
Unrealized
Losses
Number
of Securities
Fair ValueGross
Unrealized
Losses
Number
of Securities
Fair ValueGross
Unrealized Losses
Available for sale:         
U.S. Treasuries4  $47,700  $    $  $  4  $47,700  $  
U.S. Government Agencies                  
Corporate debt securities56  31,127  (1,290) 8  1,607  (395) 64  32,734  (1,685) 
Municipal bonds                  
Collateralized mortgage obligations3  1,325  (7)       3  1,325  (7) 
Mortgage-backed securities9  209  (3)       9  209  (3) 
Total available for sale securities72  $80,361  $(1,300) 8  $1,607  $(395) 80  $81,968  $(1,695) 
Held to maturity:         
U.S. Government Agencies  $  $    $  $    $  $  
Municipal bonds                  
Mortgage-backed securities                  
Total held to maturity securities  $  $    $  $    $  $  

The following is a summary of the fair value of securities with gross unrealized losses and an aging of those gross unrealized losses at December 31, 2019. 

  At December 31, 2019 
 Less Than 12 Months12 Months or MoreTotal
(in thousands)Number
of Securities
Fair ValueGross
Unrealized
Losses
Number
of Securities
Fair ValueGross
Unrealized Losses
Number
of Securities
Fair ValueGross
Unrealized Losses
Available for sale:         
U.S. Treasuries  $  $    $  $    $  $  
U.S. Government Agencies1  4,398  (1) 1  149  (1) 2  4,547  (2) 
Corporate debt securities42  21,269  (174) 12  3,184  (128) 54  24,453  (302) 
Municipal bonds9  4,285  (14)       9  4,285  (14) 
Collateralized mortgage obligations12  10,022  (43)       12  10,022  (43) 
Mortgage-backed securities57  91,753  (186) 9  12,121  (52) 66  103,874  (238) 
Total available for sale securities121  $131,727  $(418) 22  $15,454  $(181) 143  $147,181  $(599) 
Held to maturity:         
U.S. Government Agencies2  $2,177  $(2) 8  $15,965  $(30) 10  $18,142  $(32) 
Municipal bonds      1  50    1  50    
Mortgage-backed securities7  8,880  (58) 10  11,343  (54) 17  20,223  (112) 
Total held to maturity securities9  $11,057  $(60) 19  $27,358  $(84) 28  $38,415  $(144) 

As of June 30, 2020, 80 of First Guaranty's debt securities had unrealized losses totaling 2.0% of the individual securities' amortized cost basis and 0.4% of First Guaranty's total amortized cost basis of the investment securities portfolio. Eight of the 80 securities had been in a continuous loss position for over 12 months at such date. The eight securities had an aggregate amortized cost basis of $2.0 million and an unrealized loss of $0.4 million at June 30, 2020. Management has the intent and ability to hold these debt securities until maturity or until anticipated recovery.
-13-



Securities are evaluated for other-than-temporary impairment at least quarterly and more frequently when economic or market conditions warrant such evaluation. Consideration is given to (i) the length of time and the extent to which the fair value has been less than cost, (ii) the financial condition and near-term prospects of the issuer, (iii) the recovery of contractual principal and interest and (iv) the intent and ability of First Guaranty to retain its investment in the issuer for a period of time sufficient to allow for any anticipated recovery in fair value.
 
Investment securities issued by the U.S. Government and Government sponsored enterprises with unrealized losses and the amount of unrealized losses on those investment securities that are the result of changes in market interest rates will not be other-than-temporarily impaired. First Guaranty has the ability and intent to hold these securities until recovery, which may not be until maturity.
 
Corporate debt securities in a loss position consist primarily of corporate bonds issued by businesses in the financial, insurance, utility, manufacturing, industrial, consumer products and oil and gas industries. There was one security with an other-than-temporary impairment loss at June 30, 2020. First Guaranty believes that the remaining issuers will be able to fulfill the obligations of these securities based on evaluations described above. First Guaranty has the ability and intent to hold these securities until they recover, which could be at their maturity dates.

There was one other-than-temporary impairment loss of $50,000 recognized on securities during the six months ended June 30, 2020. The security had an original book balance of $0.1 million and is not currently in default. First Guaranty's analysis of the company and the current market value of the security resulted in the determination that a write down was warranted.

The following table presents a roll-forward of the amount of credit losses on debt securities held by First Guaranty for which a portion of OTTI was recognized in other comprehensive income for the six months ended June 30, 2020 and 2019:

(in thousands)Six Months Ended
June 30, 2020
Six Months Ended
June 30, 2019
Beginning balance of credit losses at end of prior year$  $60  
Other-than-temporary impairment credit losses on securities not previously OTTI50    
Increases for additional credit losses on securities previously determined to be OTTI    
Reduction for increases in cash flows    
Reduction due to credit impaired securities sold or fully settled  (60) 
Ending balance of cumulative credit losses recognized in earnings at end of period$50  $  
 
In the first six months of 2020 there was no other-than-temporary impairment credit losses on securities for which we had previously recognized OTTI. For securities that have indications of credit related impairment, management analyzes future expected cash flows to determine if any credit related impairment is evident. Estimated cash flows are determined using management's best estimate of future cash flows based on specific assumptions. The assumptions used to determine the cash flows were based on estimates of loss severity and credit default probabilities. Management reviews reports from credit rating agencies and public filings of issuers. 
 
At June 30, 2020, First Guaranty's exposure to bond issuers that exceeded 10% of shareholders' equity is below: 

 At June 30, 2020
(in thousands)Amortized CostFair Value
U.S. Government Treasuries (U.S.)$47,700  $47,700  
Federal Home Loan Bank (FHLB)    
Federal Home Loan Mortgage Corporation (Freddie Mac-FHLMC)66,382  68,304  
Federal National Mortgage Association (Fannie Mae-FNMA)86,039  88,478  
Federal Farm Credit Bank (FFCB)    
Total$200,121  $204,482  

-14-


Note 5. Loans
 
The following table summarizes the components of First Guaranty's loan portfolio as of June 30, 2020 and December 31, 2019: 

 June 30, 2020December 31, 2019
(in thousands except for %)BalanceAs % of CategoryBalanceAs % of Category
Real Estate:    
Construction & land development$128,051  7.8 %$172,247  11.3 %
Farmland25,691  1.6 %22,741  1.5 %
1- 4 Family283,162  17.2 %289,635  18.9 %
Multifamily25,997  1.6 %23,973  1.6 %
Non-farm non-residential671,969  40.8 %616,536  40.3 %
Total Real Estate1,134,870  69.0 %1,125,132  73.6 %
Non-Real Estate:    
Agricultural33,884  2.0 %26,710  1.8 %
Commercial and industrial366,413  22.3 %268,256  17.5 %
Consumer and other111,293  6.7 %108,868  7.1 %
Total Non-Real Estate511,590  31.0 %403,834  26.4 %
Total Loans Before Unearned Income1,646,460  100.0 %1,528,966  100.0 %
Unearned income(5,737)  (3,476)  
Total Loans Net of Unearned Income$1,640,723   $1,525,490   
 
The following table summarizes fixed and floating rate loans by contractual maturity, excluding nonaccrual loans, as of June 30, 2020 and December 31, 2019 unadjusted for scheduled principal payments, prepayments, or repricing opportunities. The average life of the loan portfolio may be substantially less than the contractual terms when these adjustments are considered. 

 June 30, 2020December 31, 2019
(in thousands)FixedFloatingTotalFixedFloatingTotal
One year or less$180,487  $111,636  $292,123  $205,596  $104,859  $310,455  
More than one to five years635,673  293,018  928,691  509,455  286,131  795,586  
More than five to 15 years90,319  102,165  192,484  147,502  65,713  213,215  
Over 15 years141,141  70,267  211,408  143,695  51,612  195,307  
Subtotal$1,047,620  $577,086  1,624,706  $1,006,248  $508,315  1,514,563  
Nonaccrual loans  21,754    14,403  
Total Loans Before Unearned Income  1,646,460    1,528,966  
Unearned income  (5,737)   (3,476) 
Total Loans Net of Unearned Income  $1,640,723    $1,525,490  
 
As of June 30, 2020, $257.8 million of floating rate loans were at their interest rate floor. At December 31, 2019, $153.3 million of floating rate loans were at the interest rate floor. Nonaccrual loans have been excluded from these totals.
-15-



The following tables present the age analysis of past due loans at June 30, 2020 and December 31, 2019: 

 As of June 30, 2020
(in thousands)30-89 Days Past Due90 Days or GreaterTotal Past DueCurrentTotal LoansRecorded Investment
90 Days Accruing
Real Estate:      
Construction & land development$248  $1,278  $1,526  $126,525  $128,051  $311  
Farmland3,539  939  4,478  21,213  25,691  53  
1- 4 family7,177  7,832  15,009  268,153  283,162  2,088  
Multifamily832    832  25,165  25,997    
Non-farm non-residential1,531  13,301  14,832  657,137  671,969  5,219  
Total Real Estate13,327  23,350  36,677  1,098,193  1,134,870  7,671  
Non-Real Estate:      
Agricultural892  5,227  6,119  27,765  33,884  332  
Commercial and industrial658  1,672  2,330  364,083  366,413  763  
Consumer and other479  334  813  110,480  111,293  63  
Total Non-Real Estate2,029  7,233  9,262  502,328  511,590  1,158  
Total Loans Before Unearned Income$15,356  $30,583  $45,939  $1,600,521  $1,646,460  $8,829  
Unearned income    (5,737)  
Total Loans Net of Unearned Income    $1,640,723   
 
 As of December 31, 2019
(in thousands)30-89 Days Past Due90 Days or GreaterTotal Past DueCurrentTotal LoansRecorded Investment
90 Days Accruing
Real Estate:      
Construction & land development$760  $429  $1,189  $171,058  $172,247  $48  
Farmland6  1,274  1,280  21,461  22,741    
1- 4 family8,521  3,682  12,203  277,432  289,635  923  
Multifamily      23,973  23,973    
Non-farm non-residential11,279  6,249  17,528  599,008  616,536  1,603  
Total Real Estate20,566  11,634  32,200  1,092,932  1,125,132  2,574  
Non-Real Estate:      
Agricultural310  4,800  5,110  21,600  26,710    
Commercial and industrial2,801  342  3,143  265,113  268,256  15  
Consumer and other794  266  1,060  107,808  108,868  50  
Total Non-Real Estate3,905  5,408  9,313  394,521  403,834  65  
Total Loans Before Unearned Income$24,471  $17,042  $41,513  $1,487,453  $1,528,966  $2,639  
Unearned income    (3,476)  
Total Loans Net of Unearned Income    $1,525,490   
 
The tables above include $21.8 million and $14.4 million of nonaccrual loans at June 30, 2020 and December 31, 2019, respectively. See the tables below for more detail on nonaccrual loans.

-16-


The following is a summary of nonaccrual loans by class at the dates indicated: 

(in thousands)As of June 30, 2020As of December 31, 2019
Real Estate:  
Construction & land development$968  $381  
Farmland886  1,274  
1- 4 family5,744  2,759  
Multifamily    
Non-farm non-residential8,082  4,646  
Total Real Estate15,680  9,060  
Non-Real Estate:  
Agricultural4,895  4,800  
Commercial and industrial908  327  
Consumer and other271  216  
Total Non-Real Estate6,074  5,343  
Total Nonaccrual Loans$21,754  $14,403  
 
The following table identifies the credit exposure of the loan portfolio, including loans acquired with deteriorated credit quality, by specific credit ratings as of the dates indicated:
 
 As of June 30, 2020As of December 31, 2019
(in thousands)PassSpecial MentionSubstandardDoubtfulTotalPassSpecial MentionSubstandardDoubtfulTotal
Real Estate:          
Construction & land development$121,315  $5,367  $1,369  $  $128,051  $163,808  $6,180  $2,259  $  $172,247  
Farmland21,124  3,646  921    25,691  18,223  3,177  1,341    22,741  
1- 4 family263,888  5,131  14,143    283,162  271,392  4,751  13,492    289,635  
Multifamily17,994    8,003    25,997  16,025  805  7,143    23,973  
Non-farm
non-residential
642,160  6,309  23,500    671,969  589,800  7,743  18,993    616,536  
Total Real Estate1,066,481  20,453  47,936    1,134,870  1,059,248  22,656  43,228    1,125,132  
Non-Real Estate:          
Agricultural27,710  954  5,220    33,884  21,529  48  5,133    26,710  
Commercial
and industrial
360,220  1,763  4,430    366,413  262,416  1,199  4,641    268,256  
Consumer and other110,711  226  356    111,293  108,618  180  70    108,868  
Total Non-Real Estate498,641  2,943  10,006    511,590  392,563  1,427  9,844    403,834  
Total Loans Before Unearned Income$1,565,122  $23,396  $57,942  $  1,646,460  $1,451,811  $24,083  $53,072  $  1,528,966  
Unearned income    (5,737)     (3,476) 
Total Loans Net of Unearned Income    $1,640,723      $1,525,490  

-17-


Purchased Impaired Loans

As part of the acquisition of Union Bancshares, Incorporated on November 7, 2019 and Premier Bancshares, Inc. on June 16, 2017, First Guaranty purchased credit impaired loans for which there was, at acquisition, evidence of deterioration of credit quality since their origination and it was probable, at acquisition, that all contractually required payments would not be collected. The carrying amount of those loans is as follows at June 30, 2020 and December 31, 2019.

(in thousands)As of June 30, 2020As of December 31, 2019
Real Estate:  
Construction & land development$306  $526  
Farmland    
1- 4 family6,476  6,402  
Multifamily    
Non-farm non-residential2,308  2,294  
Total Real Estate9,090  9,222  
Non-Real Estate:  
Agricultural    
Commercial and industrial1,086  1,198  
Consumer and other    
Total Non-Real Estate1,086  1,198  
Total$10,176  $10,420  

For those purchased loans disclosed above, there was no allowance for loan losses at June 30, 2020 or December 31, 2019.

Where First Guaranty can reasonably estimate the cash flows expected to be collected on the loans, a portion of the purchase discount is allocated to an accretable yield adjustment based upon the present value of the future estimated cash flows versus the current carrying value of the loan and the accretable yield portion is being recognized as interest income over the remaining life of the loan.

Where First Guaranty cannot reasonably estimate the cash flows expected to be collected on the loans, it has decided to account for those loans using the cost recovery method of income recognition.  As such, no portion of a purchase discount adjustment has been determined to meet the definition of an accretable yield adjustment on those loans accounted for using the cost recovery method.  If, in the future, cash flows from the borrower(s) can be reasonably estimated, a portion of the purchase discount would be allocated to an accretable yield adjustment based upon the present value of the future estimated cash flows versus the current carrying value of the loan and the accretable yield portion would be recognized as interest income over the remaining life of the loan.  Until such accretable yield can be calculated, under the cost recovery method of income recognition, all payments will be used to reduce the carrying value of the loan and no income will be recognized on the loan until the carrying value is reduced to zero. 

The accretable yield, or income expected to be collected, on the purchased loans above is as follows for the six months ended June 30, 2020 and 2019.

(in thousands)Six Months Ended June 30, 2020Six Months Ended June 30, 2019
Balance, beginning of period$3,647  $613  
Acquisition accretable yield30    
Accretion(374) (699) 
Net transfers from nonaccretable difference to accretable yield  498  
Balance, end of period$3,303  $412  

-18-


Note 6. Allowance for Loan Losses
 
A summary of changes in the allowance for loan losses, by portfolio type, for the six months ended June 30, 2020 and 2019 are as follows: 

 For the Six Months Ended June 30,
 20202019
(in thousands)Beginning
Allowance
(12/31/2019)
Charge-offsRecoveriesProvisionEnding
Allowance
(6/30/2020)
Beginning
Allowance
(12/31/2018)
Charge-offsRecoveriesProvisionEnding
Allowance
(6/30/19)
Real Estate:          
Construction & land development$423  $  $  $194  $617  $581  $  $  $98  $679  
Farmland50      10  60  41      7  48  
1- 4 family1,027  (32) 29  190  1,214  911  (522) 31  303  723  
Multifamily1,038      (292) 746  1,318      32  1,350  
Non-farm
non-residential
5,277    15  2,546  7,838  4,771  (845) 4  585  4,515  
Total Real Estate7,815  (32) 44  2,648  10,475  7,622  (1,367) 35  1,025  7,315  
Non-Real Estate:          
Agricultural95  (45)   72  122  339      161  500  
Commercial
and industrial
1,909  (180) 10  265  2,004  1,909  (343) 16  499  2,081  
Consumer and other1,110  (367) 577  (134) 1,186  891  (748) 118  736  997  
Unallocated      230  230  15        15  
Total Non-Real Estate3,114  (592) 587  433  3,542  3,154  (1,091) 134  1,396  3,593  
Total$10,929  $(624) $631  $3,081  $14,017  $10,776  $(2,458) $169  $2,421  $10,908  
 
Negative provisions are caused by changes in the composition and credit quality of the loan portfolio and by recoveries. The result is an allocation of the loan loss reserve from one category to another.
-19-



A summary of the allowance and loans, including loans acquired with deteriorated credit quality, individually and collectively evaluated for impairment are as follows: 

As of June 30, 2020
(in thousands)Allowance
Individually
Evaluated
for Impairment
Allowance Individually Evaluated for Purchased Credit-ImpairmentAllowance
Collectively Evaluated
for Impairment
Total Allowance
for Credit Losses
Loans
Individually
Evaluated
for Impairment
Loans Individually Evaluated for Purchased Credit-ImpairmentLoans
Collectively
Evaluated
for Impairment
Total Loans
before
Unearned Income
Real Estate:        
Construction & land development$234  $  $383  $617  $539  $306  $127,206  $128,051  
Farmland    60  60  543    25,148  25,691  
1- 4 family63    1,151  1,214  1,150  6,476  275,536  283,162  
Multifamily    746  746      25,997  25,997  
Non-farm
non-residential
2,769    5,069  7,838  16,273  2,308  653,388  671,969  
Total Real Estate3,066    7,409  10,475  18,505  9,090  1,107,275  1,134,870  
Non-Real Estate:        
Agricultural    122  122  4,030    29,854  33,884  
Commercial and industrial106    1,898  2,004  1,940  1,086  363,387  366,413  
Consumer and other    1,186  1,186      111,293  111,293  
Unallocated    230  230          
Total Non-Real Estate106    3,436  3,542  5,970  1,086  504,534  511,590  
Total$3,172  $  $10,845  $14,017  $24,475  $10,176  $1,611,809  1,646,460  
Unearned Income       (5,737) 
Total Loans Net of Unearned Income       $1,640,723  
 

 As of December 31, 2019
(in thousands)Allowance
Individually
Evaluated
for Impairment
Allowance Individually Evaluated for Purchased Credit-ImpairmentAllowance
Collectively Evaluated
for Impairment
Total Allowance
for Credit Losses
Loans
Individually
Evaluated
for Impairment
Loans Individually Evaluated for Purchased Credit-ImpairmentLoans
Collectively
Evaluated
for Impairment
Total Loans
before
Unearned Income
Real Estate:        
Construction & land development$  $  $423  $423  $  $526  $171,721  $172,247  
Farmland    50  50  543    22,198  22,741  
1- 4 family34    993  1,027  1,058  6,402  282,175  289,635  
Multifamily    1,038  1,038      23,973  23,973  
Non-farm non-residential1,879    3,398  5,277  12,120  2,294  602,122  616,536  
Total Real Estate1,913    5,902  7,815  13,721  9,222  1,102,189  1,125,132  
Non-Real Estate:        
Agricultural    95  95  4,030    22,680  26,710  
Commercial and industrial111    1,798  1,909  2,981  1,198  264,077  268,256  
Consumer and other    1,110  1,110      108,868  108,868  
Unallocated                
Total Non-Real Estate111    3,003  3,114  7,011  1,198  395,625  403,834  
Total$2,024  $  $8,905  $10,929  $20,732  $10,420  $1,497,814  1,528,966  
Unearned Income       (3,476) 
Total loans net of unearned income       $1,525,490  
-20-




A loan is considered impaired when, based on current information and events, it is probable that First Guaranty will be unable to collect the scheduled payments of principal or interest when due according to the contractual terms of the loan agreement. Payment status, collateral value and the probability of collecting scheduled principal and interest payments when due are considered in evaluating loan impairment. Loans that experience insignificant payment delays and payment shortfalls generally are not classified as impaired.

The following is a summary of impaired loans, excluding loans acquired with deteriorated credit quality, by class as of the date indicated: 

 As of June 30, 2020
(in thousands)Recorded
Investment
Unpaid
Principal Balance
Related
Allowance
Average
Recorded Investment
Interest Income
Recognized
Interest Income
Cash Basis
Impaired Loans with no related allowance:      
Real Estate:      
Construction & land development$  $  $—  $  $  $  
Farmland543  552  —  543      
1- 4 family527  527  —  536      
Multifamily    —        
Non-farm non-residential6,095  6,095  —  6,118  137  44  
Total Real Estate7,165  7,174  —  7,197  137  44  
Non-Real Estate:      
Agricultural4,030  4,186  —  4,030      
Commercial and industrial951  951  —  952  27  23  
Consumer and other    —        
Total Non-Real Estate4,981  5,137  —  4,982  27  23  
Total Impaired Loans with no related allowance12,146  12,311  —  12,179  164  67  
Impaired Loans with an allowance recorded:      
Real Estate:      
Construction & land development539  539  234  538  6    
Farmland            
1- 4 family623  623  63  602      
Multifamily            
Non-farm non-residential10,178  10,527  2,769  10,736  225  277  
Total Real Estate11,340  11,689  3,066  11,876  231  277  
Non-Real Estate:      
Agricultural            
Commercial and industrial989  989  106  994  32  15  
Consumer and other            
Total Non-Real Estate989  989  106  994  32  15  
Total Impaired Loans with an allowance recorded12,329  12,678  3,172  12,870  263  292  
Total Impaired Loans$24,475  $24,989  $3,172  $25,049  $427  $359  

-21-




 As of December 31, 2019
(in thousands)Recorded
Investment
Unpaid
Principal Balance
Related
Allowance
Average
Recorded Investment
Interest Income
Recognized
Interest Income
Cash Basis
Impaired Loans with no related allowance:      
Real Estate:      
Construction & land development$  $  $—  $  $  $  
Farmland543  552  —  550      
1- 4 family541  541  —  544  27  22  
Multifamily    —        
Non-farm non-residential8,307  8,307  —  9,940  673  688  
Total Real Estate9,391  9,400  —  11,034  700  710  
Non-Real Estate:      
Agricultural4,030  4,186  —  4,031  12    
Commercial and industrial1,962  1,962  —  1,788  81  67  
Consumer and other    —        
Total Non-Real Estate5,992  6,148  —  5,819  93  67  
Total Impaired Loans with no related allowance15,383  15,548  —  16,853  793  777  
Impaired Loans with an allowance recorded:      
Real Estate:      
Construction & land development            
Farmland            
1- 4 family517  517  34  522      
Multifamily            
Non-farm non-residential3,813  4,162  1,879  4,134  194  212  
Total Real Estate4,330  4,679  1,913  4,656  194  212  
Non-Real Estate:      
Agricultural            
Commercial and industrial1,019  1,019  111  1,039  81  77  
Consumer and other            
Total Non-Real Estate1,019  1,019  111  1,039  81  77  
Total Impaired Loans with an allowance recorded5,349  5,698  2,024  5,695  275  289  
Total Impaired Loans$20,732  $21,246  $2,024  $22,548  $1,068  $1,066  


Troubled Debt Restructurings
 
A troubled debt restructuring ("TDR") is considered such if the lender for economic or legal reasons related to the debtor's financial difficulties grants a concession to the debtor that it would not otherwise consider. The modifications to First Guaranty's TDRs are generally concessions on either the interest rate charged or the amortization. The effect of the modifications to First Guaranty would be a reduction in interest income. First Guaranty has not restructured any loans that are considered TDRs in the six months ended June 30, 2020. At June 30, 2020 and at December 31, 2019, First Guaranty had no outstanding TDRs.

Under section 4013 of the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”), which was signed into law on March 27, 2020, financial institutions have the option to temporarily suspend certain requirements under U.S. generally accepted accounting principles related to troubled debt restructurings for a limited period of time to account for the effects of COVID-19. This provision allows a financial institution the option to not apply the guidance on accounting for troubled debt restructurings to loan modifications, such as extensions or deferrals, related to COVID-19 made between March 1, 2020 and the earlier of (i) December 31, 2020 or (ii) 60 days after the end of the COVID-19 national emergency. The relief can only be applied to modifications for borrowers that were not more than 30 days past due as of December 31, 2019. First Guaranty elected to adopt these provisions of the CARES Act.

-22-


Note 7. Goodwill and Other Intangible Assets
 
Goodwill and intangible assets deemed to have indefinite lives are no longer amortized, but are subject to impairment testing. Other intangible assets continue to be amortized over their useful lives. First Guaranty's goodwill is the difference in purchase price over the fair value of net assets acquired from its acquisition of Homestead Bancorp in 2007, Premier Bancshares, Inc. in 2017 and Union Bancshares, Incorporated in 2019. Goodwill totaled $13.1 million at June 30, 2020, and increase of $0.1 million, or 1.0%, compared to $12.9 million at December 31, 2019. No impairment charges have been recognized on First Guaranty's intangible assets since acquisition. Loan servicing assets increased $0.1 million to $0.8 million at June 30, 2020 compared to December 31, 2019. Other intangible assets recorded include core deposit intangibles, which are subject to amortization. The weighted-average amortization period remaining for First Guaranty's core deposit intangibles is 10.4 years at June 30, 2020. The core deposits intangible reflect the value of deposit relationships, including the beneficial rates, which arose from acquisitions.

In accordance with ASC Topic 350, Intangibles - Goodwill and Other, during the second quarter of 2020, we evaluated recent potential triggering events that might be indicators that our goodwill was impaired. The events include, among others, the economic disruption and uncertainty surrounding the COVID-19 pandemic and the significant decline in our stock price. Based on our evaluation, we concluded that our goodwill was not impaired as of June 30, 2020.
 
Note 8. Other Real Estate (ORE)
 
Other real estate owned consists of the following at the dates indicated: 

(in thousands)June 30, 2020December 31, 2019
Real Estate Owned Acquired by Foreclosure:  
Residential$146  $559  
Construction & land development607  669  
Non-farm non-residential3,441  3,651  
Total Other Real Estate Owned and Foreclosed Property$4,194  $4,879  
 
Loans secured by one-to-four family residential properties in the process of foreclosure totaled $2.9 million as of June 30, 2020.


-23-


Note 9. Commitments and Contingencies
 
Off-balance sheet commitments
 
First Guaranty is a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financing needs of its customers and to reduce its own exposure to fluctuations in interest rates. These financial instruments include commitments to extend credit and standby and commercial letters of credit. Those instruments involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the consolidated balance sheets. The contract or notional amounts of those instruments reflect the extent of the involvement in particular classes of financial instruments.
 
The exposure to credit loss in the event of nonperformance by the other party to the financial instrument for commitments to extend credit and standby and commercial letters of credit is represented by the contractual notional amount of those instruments. The same credit policies are used in making commitments and conditional obligations as it does for balance sheet instruments. Unless otherwise noted, collateral or other security is not required to support financial instruments with credit risk.
 
Below is a summary of the notional amounts of the financial instruments with off-balance sheet risk at June 30, 2020 and December 31, 2019:

Contract Amount

(in thousands)June 30, 2020December 31, 2019
Commitments to Extend Credit$138,214  $117,826  
Unfunded Commitments under lines of credit$179,677  $148,127  
Commercial and Standby letters of credit$9,893  $11,258  
 
First Guaranty currently has one new facility under construction with a total construction commitment of $10.1 million of which $9.1 million has been incurred as of June 30, 2020.

Litigation
 
The nature of First Guaranty's business ordinarily results in a certain amount of claims, litigation and legal and administrative cases, all of which are considered incidental to the normal conduct of business. When First Guaranty determines it has defenses to the claims asserted, it defends itself. First Guaranty will consider settlement of cases when it is in the best interests of both First Guaranty and its shareholders.
 
While the final outcome of legal proceedings is inherently uncertain, based on information currently available as of June 30, 2020, any incremental liability arising from First Guaranty's legal proceedings in excess of any liability accrued will not have a material adverse effect on First Guaranty's financial position or results of operations.
-24-


Note 10. Fair Value Measurements

The fair value of a financial instrument is the current amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. A fair value measurement assumes that the transaction to sell the asset or transfer the liability occurs in the principal market for the asset or liability or, in the absence of a principal market, the most advantageous market for the asset or liability. Valuation techniques use certain inputs to arrive at fair value. Inputs to valuation techniques are the assumptions that market participants would use in pricing the asset or liability. They may be observable or unobservable. First Guaranty uses a fair value hierarchy for valuation inputs that gives the highest priority to quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The fair value hierarchy is as follows:
 
Level 1 Inputs – Unadjusted quoted market prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date.
 
Level 2 Inputs – Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These might include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (such as interest rates, volatilities, prepayment speeds or credit risks) or inputs that are derived principally from or corroborated by market data by correlation or other means.
 
Level 3 Inputs – Unobservable inputs for determining the fair values of assets or liabilities that reflect an entity's own assumptions about the assumptions that market participants would use in pricing the assets or liabilities.
 
A description of the valuation methodologies used for instruments measured at fair value follows, as well as the classification of such instruments within the valuation hierarchy.
 
Securities available for sale. Securities are classified within Level 1 where quoted market prices are available in an active market. Inputs include securities that have quoted prices in active markets for identical assets. If quoted market prices are unavailable, fair value is estimated using quoted prices of securities with similar characteristics, at which point the securities would be classified within Level 2 of the hierarchy. Securities classified within Level 3 in First Guaranty's portfolio as of June 30, 2020 includes corporate debt and municipal securities.
 
Impaired loans. Loans are measured for impairment using the methods permitted by ASC Topic 310. Fair value of impaired loans is measured by either the fair value of the collateral if the loan is collateral dependent (Level 2 or Level 3), or the present value of expected future cash flows, discounted at the loan's effective interest rate (Level 3). Fair value of the collateral is determined by appraisals or by independent valuation.
 
Other real estate owned. Properties are recorded at the balance of the loan or at estimated fair value less estimated selling costs, whichever is less, at the date acquired. Fair values of other real estate owned ("OREO") are determined by sales agreement or appraisal, and costs to sell are based on estimation per the terms and conditions of the sales agreement or amounts commonly used in real estate transactions. Inputs include appraisal values or recent sales activity for similar assets in the property's market; thus OREO measured at fair value would be classified within either Level 2 or Level 3 of the hierarchy.
 
Certain non-financial assets and non-financial liabilities are measured at fair value on a non-recurring basis including assets and liabilities related to reporting units measured at fair value in the testing of goodwill impairment, as well as intangible assets and other non-financial long-lived assets measured at fair value for impairment assessment.

The following table summarizes financial assets measured at fair value on a recurring basis as of June 30, 2020 and December 31, 2019, segregated by the level of the valuation inputs within the fair value hierarchy utilized to measure fair value: 

(in thousands)June 30, 2020December 31, 2019
Available for Sale Securities Fair Value Measurements Using:  
Level 1: Quoted Prices in Active Markets For Identical Assets$47,700  $  
Level 2: Significant Other Observable Inputs390,024  330,539  
Level 3: Significant Unobservable Inputs12,814  9,398  
Securities available for sale measured at fair value$450,538  $339,937  
 
First Guaranty's valuation methodologies may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. While the methodologies used are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different estimate of fair value.

The change in Level 1 securities available for sale from December 31, 2019 to June 30, 2020 was due to a net increase in Treasury bills of $47.7 million. The change in Level 2 securities available for sale from December 31, 2019 to June 30, 2020 was due principally to transfer of mortgage-backed and municipal securities from the held for sale to available for sale portfolio. There were no transfers between Level 1 and 2 securities available for sale from December 31, 2019 to June 30, 2020.


-25-


The following table reconciles assets measured at fair value on a recurring basis using unobservable inputs (Level 3):

 Level 3 Changes
(in thousands)June 30, 2020
Balance, beginning of year$9,398  
Total gains or losses (realized/unrealized): 
Included in earnings  
Included in other comprehensive income(211) 
Purchases, sales, issuances and settlements, net3,627  
Transfers in and/or out of Level 3  
Balance as of end of period$12,814  

There were no gains or losses for the period included in earnings attributable to the change in unrealized gains or losses related to assets still held as of June 30, 2020.

The following table measures financial assets and financial liabilities measured at fair value on a non-recurring basis as of June 30, 2020 and December 31, 2019, segregated by the level of valuation inputs within the fair value hierarchy utilized to measure fair value: 

(in thousands)At June 30, 2020At December 31, 2019
Impaired Loans - Fair Value Measurements Using:  
Level 1: Quoted Prices in Active Markets For Identical Assets$  $  
Level 2: Significant Other Observable Inputs    
Level 3: Significant Unobservable Inputs9,879  4,046  
Impaired loans measured at fair value$9,879  $4,046  
Other Real Estate Owned - Fair Value Measurements Using:  
Level 1: Quoted Prices in Active Markets For Identical Assets$  $  
Level 2: Significant Other Observable Inputs3,432  4,158  
Level 3: Significant Unobservable Inputs762  721  
Other real estate owned measured at fair value$4,194  $4,879  

ASC 825-10 provides First Guaranty with an option to report selected financial assets and liabilities at fair value. The fair value option established by this statement permits First Guaranty to choose to measure eligible items at fair value at specified election dates and report unrealized gains and losses on items for which the fair value option has been elected in earnings at each reporting date subsequent to implementation.
 
First Guaranty has chosen not to elect the fair value option for any items that are not already required to be measured at fair value in accordance with accounting principles generally accepted in the United States.
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Note 11. Financial Instruments
 
Fair value estimates are generally subjective in nature and are dependent upon a number of significant assumptions associated with each instrument or group of similar instruments, including estimates of discount rates, risks associated with specific financial instruments, estimates of future cash flows and relevant available market information. Fair value information is intended to represent an estimate of an amount at which a financial instrument could be exchanged in a current transaction between a willing buyer and seller engaging in an exchange transaction. However, since there are no established trading markets for a significant portion of First Guaranty's financial instruments, First Guaranty may not be able to immediately settle financial instruments; as such, the fair values are not necessarily indicative of the amounts that could be realized through immediate settlement. In addition, the majority of the financial instruments, such as loans and deposits, are held to maturity and are realized or paid according to the contractual agreement with the customer.
 
Quoted market prices are used to estimate fair values when available. However, due to the nature of the financial instruments, in many instances quoted market prices are not available. Accordingly, estimated fair values have been estimated based on other valuation techniques, such as discounting estimated future cash flows using a rate commensurate with the risks involved or other acceptable methods. Fair values are estimated without regard to any premium or discount that may result from concentrations of ownership of financial instruments, possible income tax ramifications or estimated transaction costs. The fair value estimates are subjective in nature and involve matters of significant judgment and, therefore, cannot be determined with precision. Fair values are also estimated at a specific point in time and are based on interest rates and other assumptions at that date. As events change the assumptions underlying these estimates, the fair values of financial instruments will change.
 
Disclosure of fair values is not required for certain items such as lease financing, investments accounted for under the equity method of accounting, obligations of pension and other postretirement benefits, premises and equipment, other real estate, prepaid expenses, the value of long-term relationships with depositors (core deposit intangibles) and other customer relationships, other intangible assets and income tax assets and liabilities. Fair value estimates are presented for existing on- and off-balance sheet financial instruments without attempting to estimate the value of anticipated future business and the value of assets and liabilities that are not considered financial instruments. In addition, the tax ramifications related to the realization of the unrealized gains and losses have not been considered in the estimates. Accordingly, the aggregate fair value amounts presented do not purport to represent and should not be considered representative of the underlying market or franchise value of First Guaranty.
 
Because the standard permits many alternative calculation techniques and because numerous assumptions have been used to estimate the fair values, reasonable comparison of the fair value information with other financial institutions' fair value information cannot necessarily be made. The methods and assumptions used to estimate the fair values of financial instruments are as follows:
 
Cash and due from banks, interest-bearing deposits with banks, federal funds sold and federal funds purchased.
 
These items are generally short-term and the carrying amounts reported in the consolidated balance sheets are a reasonable estimation of the fair values.
 
Investment Securities.
 
Fair values are principally based on quoted market prices. If quoted market prices are not available, fair values are based on quoted market prices of comparable instruments or the use of discounted cash flow analyses.
 
Loans Held for Sale.
 
Fair values of mortgage loans held for sale are based on commitments on hand from investors or prevailing market prices. These loans are classified within level 3 of the fair value hierarchy.
 
Loans, net.
 
Market values are computed present values using net present value formulas. The present value is the sum of the present value of all projected cash flows on an item at a specified discount rate. The discount rate is set as an appropriate rate index, plus or minus an appropriate spread. These loans are classified within level 3 of the fair value hierarchy.
 
Impaired loans.
 
Fair value of impaired loans is measured by either the fair value of the collateral if the loan is collateral dependent (Level 2 or Level 3), or the present value of expected future cash flows, discounted at the loan's effective interest rate (Level 3). Fair value of the collateral is determined by appraisals or by independent valuation.

Accrued interest receivable.
 
The carrying amount of accrued interest receivable approximates its fair value.
 
Deposits.
 
The fair value of demand deposits, savings and interest-bearing demand deposits is the amount payable on demand. The fair value of fixed-maturity certificates of deposit is estimated by discounting the future cash flows using the rates currently offered for deposits of similar remaining maturities. Deposits are classified within level 3 of the fair value hierarchy.
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 Accrued interest payable.
 
The carrying amount of accrued interest payable approximates its fair value.
 
Borrowings.
 
The carrying amount of federal funds purchased and other short-term borrowings approximate their fair values. The fair value of First Guaranty's long-term borrowings is computed using net present value formulas. The present value is the sum of the present value of all projected cash flows on an item at a specified discount rate. The discount rate is set as an appropriate rate index, plus or minus an appropriate spread. Borrowings are classified within level 3 of the fair value hierarchy.
 
Other Unrecognized Financial Instruments.
 
The fair value of commitments to extend credit is estimated using the fees charged to enter into similar legally binding agreements, taking into account the remaining terms of the agreements and customers' credit ratings. For fixed-rate loan commitments, fair value also considers the difference between current levels of interest rates and the committed rates. Noninterest-bearing deposits are held at cost. The fair values of letters of credit are based on fees charged for similar agreements or on estimated cost to terminate them or otherwise settle the obligations with the counterparties at the reporting date. At June 30, 2020 and December 31, 2019 the fair value of guarantees under commercial and standby letters of credit was not material.
 
The carrying amounts and estimated fair values of financial instruments at June 30, 2020 were as follows:

Fair Value Measurements at June 30, 2020 Using
(in thousands)Carrying AmountLevel 1Level 2Level 3Total
Assets
Cash and due from banks$236,365  $236,365  $  $  $236,365  
Federal funds sold778  778      778  
Securities, available for sale450,538  47,700  390,024  12,814  450,538  
Loans held for sale280      280  280  
Loans, net1,626,706      1,657,356  1,657,356  
Cash surrender value of BOLI5,322      5,322  5,322  
Accrued interest receivable16,339      16,339  16,339  
Liabilities
Deposits$2,120,998  $  $  $2,141,119  2,141,119  
Short-term advances from Federal Home Loan Bank50,000      50,000  50,000  
Repurchase agreements6,569      6,569  6,569  
Accrued interest payable5,377      5,377  5,377  
Long-term advances from Federal Home Loan Bank3,443      3,443  3,443  
Senior long-term debt45,470      45,504  45,504  
Junior subordinated debentures14,757      15,149  15,149  


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The carrying amounts and estimated fair values of financial instruments at December 31, 2019 were as follows:


Fair Value Measurements at December 31, 2019 Using
(in thousands)Carrying AmountLevel 1Level 2Level 3Total
Assets
Cash and due from banks$66,511  $66,511  $  $  $66,511  
Federal funds sold914  914      914  
Securities, available for sale339,937    330,539  9,398  339,937  
Securities, held for maturity86,579    86,817    86,817  
Loans, net1,514,561      1,515,277  1,515,277  
Cash surrender value of BOLI5,288      5,288  5,288  
Accrued interest receivable8,412      8,412  8,412  
Liabilities
Deposits$1,853,013  $  $  $1,863,179  1,863,179  
Short-term advances from Federal Home Loan Bank13,079      13,079  13,079  
Repurchase agreements6,840      6,840  6,840  
Accrued interest payable6,047      6,047  6,047  
Long-term advances from Federal Home Loan Bank3,533      3,533  3,533  
Senior long-term debt48,558      48,599  48,599  
Junior subordinated debentures14,737      14,762  14,762  
There is no material difference between the contract amount and the estimated fair value of off-balance sheet items that are primarily comprised of short-term unfunded loan commitments that are generally at market prices.

Note 12. COVID-19

The COVID-19 pandemic has caused significant economic dislocation in the United States as many state and local governments, including in Louisiana and Texas, have ordered businesses and individuals to modify their normal practices. This has resulted in an unprecedented slow-down in economic activity and a related increase in unemployment. Since the COVID-19 pandemic began, more than 30 million people have filed claims for unemployment, and the stock market has been volatile and in particular bank stocks have significantly declined in value. Certain industries have been particularly adversely affected, including the travel and hospitality industry, the restaurant industry and the retail industry. Finally, the spread of the coronavirus has caused us to modify our business practices, including employee travel, employee work locations, and cancellation of physical participation in meetings, events and conferences.

As of July 31, 2020, both Louisiana and Texas are in a Phase 2 process for managing the pandemic which continues many limitations on how businesses must operate. First Guaranty continues to keep the majority of its locations open with certain modifications to our business practices. First Guaranty places a high priority on ensuring the safety and health of its customers and employees and has instituted social distancing protocols and enhanced cleaning measures as part of its operations. First Guaranty provided its employees with COVID-19 related financial bonuses and continues to provide support for employees working additional hours or relocated to alternative locations.




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Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
 
The following discussion of First Guaranty's financial condition and results of operations is intended to highlight the significant factors affecting First Guaranty's financial condition and results of operations presented in the consolidated financial statements included in this Form 10-Q. This discussion is designed to provide readers with a more comprehensive view of the operating results and financial position than would be obtained from reading the consolidated financial statements alone. Reference should be made to those statements for an understanding of the following review and analysis. The financial data at June 30, 2020 and for the three and six months ended June 30, 2020 and 2019 have been derived from unaudited consolidated financial statements and include, in the opinion of management, all adjustments (consisting of normal recurring accruals and provisions) necessary to present fairly First Guaranty's financial position and results of operations for such periods.
 
Special Note Regarding Forward-Looking Statements
 
Congress passed the Private Securities Litigation Act of 1995 in an effort to encourage corporations to provide information about a company's anticipated future financial performance. This act provides a safe harbor for such disclosure, which protects us from unwarranted litigation, if actual results are different from management expectations. This discussion and analysis contains forward-looking statements and reflects management's current views and estimates of future economic circumstances, industry conditions, company performance and financial results. The words "may," "should," "expect," "anticipate," "intend," "plan," "continue," "believe," "seek," "estimate" and similar expressions are intended to identify forward-looking statements. These forward-looking statements are subject to a number of factors and uncertainties, including, changes in general economic conditions, either nationally or in our market areas, that are worse than expected; the ongoing effects of the COVID-19 pandemic on First Guaranty's operations and financial performance; competition among depository and other financial institutions; inflation and changes in the interest rate environment that reduce our margins or reduce the fair value of financial instruments; adverse changes in the securities markets; changes in laws or government regulations or policies affecting financial institutions, including changes in regulatory fees and capital requirements; our ability to enter new markets successfully and capitalize on growth opportunities; our ability to successfully integrate acquired entities; changes in consumer spending, borrowing and savings habits; changes in accounting policies and practices, as may be adopted by the bank regulatory agencies, the Financial Accounting Standards Board, the Securities and Exchange Commission and the Public Company Accounting Oversight Board; changes in our organization, compensation and benefit plans; changes in our financial condition or results of operations that reduce capital available to pay dividends; increases in our provision for loan losses and changes in the financial condition or future prospects of issuers of securities that we own, which could cause our actual results and experience to differ from the anticipated results and expectations, expressed in such forward-looking statements. We undertake no obligation to publicly update any forward looking statement, whether as a result of new information, future events or otherwise.


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Second Quarter and Six Months Ended June 30, 2020 Financial Overview
 
First Guaranty Bancshares, Inc. is a Louisiana corporation and a financial holding company headquartered in Hammond, Louisiana. First Guaranty Bank, the wholly-owned subsidiary of First Guaranty Bancshares, Inc., is a Louisiana chartered commercial bank that provides personalized commercial banking services primarily to Louisiana and Texas customers through 34 banking facilities primary located throughout Southeast, Southwest, Central and North Louisiana and in North Central Texas. We emphasize personal relationships and localized decision making to ensure that products and services are matched to customer needs. First Guaranty competes for business principally on the basis of personal service to customers, customer access to officers and directors and competitive interest rates and fees.
 
Financial highlights for the second quarter and six months ended June 30, 2020 are as follows:

Total assets increased $319.4 million, or 15.1%, to $2.4 billion at June 30, 2020 when compared with December 31, 2019. Total loans at June 30, 2020 were $1.6 billion, an increase of $115.2 million, or 7.6%, compared with December 31, 2019. Total deposits were $2.1 billion at June 30, 2020, an increase of $268.0 million, or 14.5%, compared with December 31, 2019. Retained earnings were $49.2 million at June 30, 2020, an increase of $5.9 million compared to $43.3 million at December 31, 2019. Shareholders' equity was $179.9 million and $166.0 million at June 30, 2020 and December 31, 2019, respectively.

Net income for the three months ended June 30, 2020 was $5.2 million compared to $3.2 million for the three months ended June 30, 2019. This was an increase of 61 percent. Net income for the six months ended June 30, 2020 was $9.0 million compared to $6.3 million for the six months ended June 30, 2019. This was an increase of 42 percent.

Earnings per common share were $0.92 and $0.65 for the six months ended June 30, 2020 and 2019, respectively. Total weighted average shares outstanding were 9,741,253 and 9,687,123 for the six months ended June 30, 2020 and 2019, respectively.

First Guaranty undertook several COVID-19 related actions that began in the first quarter of 2020 and have continued to impact the second quarter of 2020. First Guaranty increased on balance sheet liquidity by approximately $100 million prior to March 31, 2020 through borrowings with FHLB and brokered deposits. These borrowings remain at June 30, 2020. First Guaranty is participating in the SBA Paycheck Protection Program ("PPP") under the Coronavirus Aid, Relief, and Economic Security Act ("CARES Act"). The CARES Act authorized the SBA to guarantee loans under a new 7(a) loan program known as the PPP. As a qualified SBA lender, we were automatically authorized to originated PPP loans. The SBA will guarantee 100% of the PPP loans made to eligible borrowers. As of June 30, 2020, First Guaranty has approved or funded over 760 loans under the SBA PPP program that total approximately $108.4 million. Fees generated by the SBA PPP program were over $3.3 million. $1.0 million in fees were recognized in the second quarter of 2020. $2.3 million in fees are deferred as of June 30, 2020. First Guaranty also waived service related charges and other fees for several weeks.

First Guaranty originally granted loan deferments to over 1,000 loans that totaled approximately $590 million as part of its COVID-19 related actions at the end of the first quarter and during the second quarter of 2020. These deferments were typically for 90 days. As of July 31, 2020, approximately $94 million of these loans remain on deferral status.

Net interest income for the six months ended June 30, 2020 was $36.8 million compared to $30.3 million for the six months ended June 30, 2019.

The provision for loan losses for the six months ended June 30, 2020 was $3.1 million compared to $2.4 million for the six months ended June 30, 2019. First Guaranty's loan loss allowance balance has increased 28.3% since December 31, 2019.

Non-interest income for the six months ended June 30, 2020 was $5.8 million compared to $2.9 million for the six months ended June 30, 2019.

The net interest margin for the three months ended June 30, 2020 was 3.38% which was an decrease of eight basis points from the net interest margin of 3.46% for the same period in 2019. The net interest margin for the six months ended June 30, 2020 was 3.47% which was a decrease of nine basis points from the net interest margin of 3.38% for the same period in 2019. First Guaranty attributed the decrease in the net interest margin in the second quarter of 2020 and the first six months of 2020 due to the significant actions related to COVID-19 that impacted balance sheet composition for both assets and liabilities along with rates on assets and liabilities. Loans as a percentage of average interest earning assets increased to 73.4% at June 30, 2020 compared to 71.0% at June 30, 2019.

Investment securities totaled $450.5 million at June 30, 2020, an increase of $24.0 million when compared to $426.5 million at December 31, 2019. First Guaranty expanded its corporate securities portfolio by approximately $100 million as part of a plan to improve earnings and provide interest income protection from a decline in interest rates. The valuation of the corporate securities portfolio improved during the second quarter of 2020 and had an unrealized gain of approximately $6.6 million at June 30, 2020. Gains on the sale of securities for the three months ended June 30, 2020 were $1.4 million compared to losses of $14,000 for the three months ended June 30, 2019. Gains on the sale of securities for the six months ended June 30, 2020 were $1.8 million compared to losses of $0.4 million for the six months ended June 30, 2019. At June 30, 2020, available for sale securities, at fair value, totaled $450.5 million, an increase of $110.6 million when compared to $339.9 million at December 31, 2019. At June 30, 2020, held to maturity securities, at amortized cost, totaled $0 as compared to $86.6 million at December 31, 2019. First Guaranty terminated its held to maturity securities portfolio in the first quarter of 2020 following the sale of certain securities previously designated as held to maturity.

Total loans net of unearned income were $1.6 billion, a net increase of $115.2 million from December 31, 2019. Total loans net of unearned income are reduced by the allowance for loan losses which totaled $14.0 million at June 30, 2020 and $10.9 million at December 31, 2019, respectively.

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Total impaired loans increased $3.7 million to $24.5 million at June 30, 2020 compared to $20.7 million at December 31, 2019.

Non-accrual loans increased $7.4 million to $21.8 million at June 30, 2020 compared to $14.4 million at December 31, 2019.

The allowance for loan losses was 0.85% of total loans at June 30, 2020 compared to 0.72% at December 31, 2019. First Guaranty had acquisition related loan discounts that totaled approximately $2.7 million at June 30, 2020. First Guaranty also had $108.4 million of SBA guaranteed PPP loans that did not have a related allowance at June 30, 2020.

First Guaranty is a smaller reporting company and has delayed the adoption of ASU 2016-13, "Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments".

Return on average assets for the three months ended June 30, 2020 and 2019 was 0.89% and 0.68%, respectively. Return on average assets for the six months ended June 30, 2020 and 2019 was 0.81% and 0.68%, respectively. Return on average common equity for the three months ended June 30, 2020 and 2019 was 11.92% and 8.22%, respectively. Return on average common equity for the six months ended June 30, 2020 and 2019 was 10.48% and 8.28%, respectively. Return on average assets is calculated by dividing annualized net income by average assets. Return on average common equity is calculated by dividing annualized net income by average common equity.

Book value per common share was $18.47 as of June 30, 2020 compared to $16.43 as of June 30, 2019 adjusted for the stock dividend. The increase in book value was due primarily to an increase in retained earnings and accumulated other comprehensive income ("AOCI"). AOCI is comprised of unrealized gains and losses on available for sale securities.

First Guaranty's Board of Directors declared cash dividends of $0.16 per common share in the second quarter of 2020 and $0.16 in the second quarter of 2019, which was the equivalent of $0.15 per common share after adjusting for the 10% common stock dividend paid in December 2019. First Guaranty has paid 108 consecutive quarterly dividends as of June 30, 2020.

In November 2017, First Guaranty announced the launch of an At-The-Market Equity Offering program ("ATM Offering"). First Guaranty may sell up to $25.0 million of common stock under the ATM Offering. First Guaranty expects to use the net proceeds of the ATM Offering for general corporate purposes, including support for organic growth and financing possible acquisitions of other financial institutions. First Guaranty has not sold any shares of common stock under the ATM Offering during the six months ended June 30, 2020 and 2019.

First Guaranty completed the data conversion associated with the Union Bancshares, Incorporated acquisition. Total one-time merger related costs were $0.7 million for the six months ended June 30, 2020. The data conversion was completed on March 27, 2020.

First Guaranty currently has one new facility under construction in order to facilitate future expansion. This construction commitment totals $10.1 million with $9.1 million incurred as of June 30, 2020.



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Financial Condition
 
Changes in Financial Condition from December 31, 2019 to June 30, 2020
 
Assets
 
Total assets at June 30, 2020 were $2.4 billion, an increase of $319.4 million, or 15.1%, from December 31, 2019. Assets increased primarily due to increases in cash and cash equivalents of $169.7 million, net loans of $112.1 million and investment securities of $24.0 million at June 30, 2020 compared to December 31, 2019.
 
Loans
 
Net loans increased $112.1 million, or 7.4%, to $1.6 billion at June 30, 2020 from December 31, 2019. Non-farm non-residential loan balances increased $55.4 million primarily due to new originations and the transition of construction and land development loans to permanent financing in the first quarter of 2020. Commercial and industrial loans increased $98.2 million primarily due to new originations associated with the SBA PPP lending program that occurred in the second quarter of 2020. Multifamily loans increased $2.0 million primarily due to the conversion of existing construction loans to permanent financing. Consumer and other loans increased $2.4 million primarily due to new originations including First Guaranty's COVID-19 relief loan program. Construction and land development loans decreased $44.2 million principally due to paydowns and the conversion of interim construction loans to permanent financing that occurred in the first quarter of 2020. One-to four-family residential loans decreased $6.5 million primarily due to paydowns. Agricultural loans increased $7.2 million due to seasonal activity. Farmland loans increased $3.0 million primarily due to increases on agricultural loan commitments. First Guaranty had approximately 5.2% of funded and 1.6% of unfunded commitments in our loan portfolio to businesses engaged in support or service activities for oil and gas operations. First Guaranty had $212.7 million in loans related to our Texas markets at June 30, 2020. Syndicated loans at June 30, 2020 were $55.8 million, of which $33.4 million were shared national credits. Syndicated loans increased $15.9 million during the first six months of 2020 from $39.9 million at December 31, 2019. Commercial and equipment leases totaling $70.1 million at June 30, 2020 are included in consumer and other loans.
 
As of June 30, 2020, 69.0% of our loan portfolio was secured by real estate. The largest portion of our loan portfolio, at 40.8% as of June 30, 2020, was non-farm non-residential loans secured by real estate. Approximately 35.5% of the loan portfolio was based on a floating rate tied to the prime rate or LIBOR as of June 30, 2020. 75.1% of the loan portfolio is scheduled to mature within five years from June 30, 2020.

Net loans are reduced by the allowance for loan losses which totaled $14.0 million at June 30, 2020 and $10.9 million at December 31, 2019. Loan charge-offs were $0.6 million during the first six months of 2020 and $2.5 million during the same period in 2019. Recoveries totaled $0.6 million during the first six months of 2020 and $0.2 million during the same period in 2019. The provision for loan losses totaled $3.1 million for the first six months of 2020 and $2.4 million for the same period in 2019. See Note 5 of the Notes to Consolidated Financial Statements for more information on loans and Note 6 for more information on the allowance for loan losses.

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Investment Securities
 
Investment securities at June 30, 2020 totaled $450.5 million, an increase of $24.0 million compared to $426.5 million at December 31, 2019. The entire investment portfolio consisted of securities designated as available for sale at June 30, 2020. First Guaranty terminated its held to maturity portfolio in the first quarter of 2020 following the sale of certain securities previously designated as held to maturity. We purchase securities for our investment portfolio to provide a source of liquidity, to provide an appropriate return on funds invested, to manage interest rate risk and meet pledging requirements for public funds and borrowings.
 
The securities portfolio consisted principally of U.S. Government and Government agency securities, agency mortgage-backed securities, corporate debt securities and municipal bonds. U.S. government agencies consist of FHLB, Federal Farm Credit Bank ("FFCB"), Freddie Mac and Fannie Mae obligations. Mortgage backed securities that we purchase are issued by Freddie Mac and Fannie Mae. Management monitors the securities portfolio for both credit and interest rate risk. We generally limit the purchase of corporate securities to individual issuers to manage concentration and credit risk. Corporate securities generally have a maturity of 10 years or less. U.S. Government securities consist of U.S. Treasury bills that have maturities of less than 30 days. Government agency securities generally have maturities of 15 years or less. Agency mortgage backed securities have stated final maturities of 15 to 20 years. 

Our available for sale securities portfolio totaled $450.5 million at June 30, 2020, an increase of $110.6 million, or 32.5%, compared to $339.9 million at December 31, 2019. The increase was primarily due to the purchase of corporate securities and U.S. Treasury securities and the transfer of securities from the held to maturity portfolio, offset by called bonds and the sale of securities. First Guaranty expanded its corporate securities portfolio at the end of the first quarter and into the second quarter of 2020 in order to provide earnings and liquidity during the COVID-19 pandemic. Corporate securities have increased approximately $100 million since December 31, 2019.
 
We had no held to maturity securities portfolio at June 30, 2020 as compared to $86.6 million at December 31, 2019. The decrease was primarily due to the transfer of $52.6 million in securities to the available for sale portfolio, along with the sale of $18.2 million in U.S. Government agency securities, $13.5 million in mortgage-backed securities and the continued amortization of our mortgage-backed securities.
 
At June 30, 2020, $68.9 million, or 15.3%, of the securities portfolio was scheduled to mature in less than one year. $84.2 million, or 18.7%, of the securities portfolio, not including collateralized mortgage obligations and mortgage-backed securities, were scheduled to mature between one and five years. $115.0 million, or 25.5%, of the securities portfolio, not including collateralized mortgage obligations and mortgage-backed securities, were scheduled to mature between five and ten years. Securities, not including collateralized mortgage obligations and mortgage-backed securities, with contractual maturity dates over 10 years totaled $16.5 million, or 3.7%, of the total securities portfolio at June 30, 2020. The average maturity of the securities portfolio is affected by call options that may be exercised by the issuer of the securities and are influenced by market interest rates. Prepayments of mortgages that collateralize mortgage-backed securities also affect the maturity of the securities portfolio. Based on internal forecasts as of June 30, 2020, management believes that the securities portfolio has a forecasted weighted average life of approximately 3.3 years based on the current interest rate environment. A parallel interest rate shock of 400 basis points is forecasted to increase the weighted average life of the portfolio to approximately 5.2 years. The portfolio had an estimated effective duration of 2.5 years at June 30, 2020.
 
There was one credit related other-than-temporary impairment of securities losses in the amount of $50,000 recognized during the six months ended June 30, 2020 and none recognized during the six months ended June 30, 2019.

Nonperforming Assets
 
Non-performing assets consist of non-performing loans and other real-estate owned. Non-performing loans (including nonaccruing troubled debt restructurings described below) are those on which the accrual of interest has stopped or loans which are contractually 90 days past due on which interest continues to accrue. Loans are ordinarily placed on nonaccrual status when principal and interest is delinquent for 90 days or more.  However, management may elect to continue the accrual when the asset is well secured and in the process of collection. It is our policy to discontinue the accrual of interest income on any loan for which we have reasonable doubt as to the payment of interest or principal. When a loan is placed on nonaccrual status, unpaid interest credited to income is reversed. Nonaccrual loans are returned to accrual status when the financial position of the borrower indicates there is no longer any reasonable doubt as to the payment of principal or interest and a reasonable payment performance period is observed (generally considered six months or longer). Other real estate owned consists of property acquired through formal foreclosure, in-substance foreclosure or by deed in lieu of foreclosure.

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The table below sets forth the amounts and categories of our nonperforming assets at the dates indicated. 

(in thousands)June 30, 2020December 31, 2019
Nonaccrual loans:  
Real Estate:  
Construction and land development$968  $381  
Farmland886  1,274  
1- 4 family5,744  2,759  
Multifamily—  —  
Non-farm non-residential8,082  4,646  
Total Real Estate15,680  9,060  
Non-Real Estate:  
Agricultural4,895  4,800  
Commercial and industrial908  327  
Consumer and other271  216  
Total Non-Real Estate6,074  5,343  
Total nonaccrual loans21,754  14,403  
Loans 90 days and greater delinquent & accruing:  
Real Estate:  
Construction and land development311  48  
Farmland53  —  
1- 4 family2,088  923  
Multifamily—  —  
Non-farm non-residential5,219  1,603  
Total Real Estate7,671  2,574  
Non-Real Estate:  
Agricultural332  —  
Commercial and industrial763  15  
Consumer and other63  50  
Total Non-Real Estate1,158  65  
Total loans 90 days and greater delinquent & accruing8,829  2,639  
Total non-performing loans30,583  17,042  
Real Estate Owned:  
Real Estate Loans:  
Construction and land development606  669  
Farmland—  —  
1- 4 family147  559  
Multifamily—  —  
Non-farm non-residential3,441  3,651  
Total Real Estate4,194  4,879  
Non-Real Estate Loans:  
Agricultural—  —  
Commercial and industrial—  —  
Consumer and other—  —  
Total Non-Real Estate—  —  
Total Real Estate Owned4,194  4,879  
Total non-performing assets$34,777  $21,921  
Non-performing assets to total loans2.12 %1.44 %
Non-performing assets to total assets1.43 %1.04 %
Non-performing loans to total loans1.86 %1.12 %

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At June 30, 2020, non-performing assets totaled $34.8 million, or 1.43% of total assets, compared to $21.9 million, or 1.04%, of total assets at December 31, 2019, which represented an increase of $12.9 million, or 58.6%. The increase in non-performing assets occurred as a result of several factors.
Nonaccrual loans increased from $14.4 million at December 31, 2019 to $21.8 million at June 30, 2020. The increase in nonaccrual loans was concentrated primarily in one-to four-family loans and non-farm non-residential loans. Nonaccrual loans were concentrated one-to-four-family, non-farm non-residential loans and agricultural loans. Non-performing assets included $5.4 million in loans with a government guarantee. These are structured as net loss guarantees in which up to 90% of loss exposure is covered.
 
At June 30, 2020, loans 90 days or greater delinquent and still accruing totaled $8.8 million, an increase of $6.2 million compared to $2.6 million at December 31, 2019. The increase in loans 90 days or greater delinquent and still accruing was concentrated primarily in non-farm non-residential loans and one-to four-family loans. One-to-four family loans in the 90 day category included loans acquired from the Union acquisition that have contractually matured but have not been renewed due to operations issues following the acquisition. First Guaranty expects to satisfactorily renew the majority of these acquired loans and return them to performing status. There was one non-farm non-residential loan in the amount of $2.2 million included in the 90 days or greater category that has matured and has not been renewed. This loan is in the process of collection.

Other real estate owned decreased from $4.9 million at December 31, 2019 to $4.2 million at June 30, 2020.

At June 30, 2020, our largest non-performing assets were comprised of the following nonaccrual loans, 90 day plus and other real estate owned: (1) a non-farm non-residential loan secured by a hotel that totaled $3.7 million; (2) a $2.2 million non-farm non-residential property included in other real estate owned; (3) a non-farm non-residential loan in the 90 day plus category with a balance of $2.2 million secured by real estate and equipment; (4) a non-farm non-residential loan secured by a hotel that totaled $1.9 million; (5) a non-farm non-residential loan in the 90 day plus category with a balance of $1.7 million secured by commercial real estate; (6) a non-farm non-residential loan secured by a sports facility that totaled $1.3 million which has a partial government guarantee; and (7) an agricultural/ farmland loan relationship that totaled $1.1 million. The agricultural loan is partially guaranteed by the USDA Farm Service Agency.
 
Troubled Debt Restructurings
 
Another category of assets which contribute to our credit risk is troubled debt restructurings ("TDRs"). A TDR is a loan for which a concession has been granted to the borrower due to a deterioration of the borrower's financial condition. Such concessions may include reduction in interest rates, deferral of interest or principal payments, principal forgiveness and other actions intended to minimize the economic loss and to avoid foreclosure or repossession of the collateral. We strive to identify borrowers in financial difficulty early and work with them to modify to more affordable terms before such loan reaches nonaccrual status. In evaluating whether to restructure a loan, management analyzes the long-term financial condition of the borrower, including guarantor and collateral support, to determine whether the proposed concessions will increase the likelihood of repayment of principal and interest. TDRs that are not performing in accordance with their restructured terms and are either contractually 90 days past due or placed on nonaccrual status are reported as non-performing loans. Our policy provides that nonaccrual TDRs are returned to accrual status after a period of satisfactory and reasonable future payment performance under the terms of the restructuring. Satisfactory payment performance is generally no less than six consecutive months of timely payments and demonstrated ability to continue to repay. 

Under section 4013 of the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”), which was signed into law on March 27, 2020, financial institutions have the option to temporarily suspend certain requirements under U.S. generally accepted accounting principles related to troubled debt restructurings for a limited period of time to account for the effects of COVID-19. This provision allows a financial institution the option to not apply the guidance on accounting for troubled debt restructurings to loan modifications, such as extensions or deferrals, related to COVID-19 made between March 1, 2020 and the earlier of (i) December 31, 2020 or (ii) 60 days after the end of the COVID-19 national emergency. The relief can only be applied to modifications for borrowers that were not more than 30 days past due as of December 31, 2019. First Guaranty elected to adopt these provisions of the CARES Act.

At June 30, 2020 and at December 31, 2019, we had no outstanding TDRs.

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Allowance for Loan Losses
 
The allowance for loan losses is maintained to absorb potential losses in the loan portfolio. The allowance is increased by the provision for loan losses, offset by recoveries of previously charged-off loans and is decreased by loan charge-offs. The provision is a charge to current expense to provide for current loan losses and to maintain the allowance commensurate with management's evaluation of the risks inherent in the loan portfolio. Various factors are taken into consideration when determining the amount of the provision and the adequacy of the allowance. These factors include but are not limited to:
 
past due and non-performing assets;

specific internal analysis of loans requiring special attention;

the current level of regulatory classified and criticized assets and the associated risk factors with each;

changes in underwriting standards or lending procedures and policies;

charge-off and recovery practices;

national and local economic and business conditions;

nature and volume of loans;

overall portfolio quality;

adequacy of loan collateral;

quality of loan review system and degree of oversight by our board of directors;

competition and legal and regulatory requirements on borrowers;

examinations of the loan portfolio by federal and state regulatory agencies and examinations; and

review by our internal loan review department and independent accountants.
 
The data collected from all sources in determining the adequacy of the allowance is evaluated on a regular basis by management with regard to current national and local economic trends, prior loss history, underlying collateral values, credit concentrations and industry risks. An estimate of potential loss on specific loans is developed in conjunction with an overall risk evaluation of the total loan portfolio. This evaluation is inherently subjective as it requires estimates that are susceptible to significant revision as new information becomes available.
 
The allowance consists of specific, general, and unallocated components. The specific component relates to loans that are classified as doubtful, substandard, and impaired. For such loans that are also classified as impaired, an allowance is established when the discounted cash flows (or collateral value or observable market price) of the impaired loan is lower than the carrying value of that loan. Also, a specific reserve is allocated for our syndicated loans, including shared national credits. The general component covers non-classified loans and special mention loans and is based on historical loss experience for the past three years adjusted for qualitative factors described above. An unallocated component is maintained to cover uncertainties that could affect the estimate of probable losses.
 
The balance in the allowance for loan losses is principally influenced by the provision for loan losses, recoveries, and by net loan loss experience. Additions to the allowance are charged to the provision for loan losses.  Losses are charged to the allowance as incurred and recoveries on losses previously charged to the allowance are credited to the allowance at the time recovery is collected.
 
The allowance for loan losses was $14.0 million, or 0.85% of total loans, and 45.8% of nonperforming loans at June 30, 2020.

Comparing June 30, 2020 to December 31, 2019, there were changes within the specific components of the allowance balance.

A provision for loan losses of $3.1 million was made during the six months ended June 30, 2020 as compared to $2.4 million for the same period in 2019. The provisions made were taken to provide for current loan losses and to maintain the allowance proportionate to risks inherent in the loan portfolio. First Guaranty’s loan loss calculation method incorporates risk factors in the loan portfolio and the composition of the loan portfolio affects the final allowance calculation.


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The loan portfolio composition shifts in the first and second quarters of 2020 that primarily affected the allocation of the allowance included the following:

The loan portfolio risks that changed and affected the allocation of the allowance were due to the adjustments of certain qualitative factors to taken into account the impact of COVID-19 and related economic conditions on borrowers' ability to repay loans and for allocations to impaired loans within their respective categories. First Guaranty increased allocations within its qualitative and quantitative factors to account for potential COVID-19 related losses.

Commercial and industrial loans increased during the second quarter of 2020. The majority of the increase was associated with SBA guaranteed PPP loans which do not have an allowance balance associated with them.

First Guaranty continues to monitor the acquired loans from the Union acquisition on November 7, 2019. Discounts on the acquired Union loans were approximately $2.3 million at June 30, 2020.

Construction and land development loans declined during the first quarter of 2020 as several loans transitioned to permanent financing. The majority of these loans are now included in the non-farm non-residential category as of June 30, 2020.

Non-farm non-residential loans increased during the first and second quarters of 2020 primarily due to the transition of several loans to permanent financing.


First Guaranty charged off $0.6 million in loan balances during the first six months of 2020. The charged-off loan balances were concentrated in installment loans which totaled $0.3 million of charge-offs, commercial loans which totaled $0.2 million of charge-offs, and overdrawn deposit accounts which total $0.1 million.

Other information related to the allowance for loan losses is as follows: 

(in thousands)Six Months Ended
June 30, 2020
Six Months Ended
June 30, 2019
Loans:  
Average outstanding balance$1,566,246  $1,285,338  
Balance at end of period$1,640,723  $1,300,553  
Allowance for Loan Losses:
Balance at beginning of year$10,929  $10,776  
Charge-offs(624) (2,458) 
Recoveries631  169  
Provision3,081  2,421  
Balance at end of period$14,017  $10,908  

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Deposits
 
Managing the mix and pricing the maturities of deposit liabilities is an important factor affecting our ability to maximize our net interest margin. The strategies used to manage interest-bearing deposit liabilities are designed to adjust as the interest rate environment changes. We regularly assess our funding needs, deposit pricing and interest rate outlooks. From December 31, 2019 to June 30, 2020, total deposits increased $268.0 million, or 14.5%, to $2.1 billion. Noninterest-bearing demand deposits increased $108.4 million, or 33.3% to $434.3 million at June 30, 2020. The increase in noninterest-bearing demand deposits was due to economic conditions associated with the CARES Act and the SBA PPP program. First Guaranty consumer and business customers have increased their deposits due to the receipt of stimulus funds and proceeds from SBA PPP program loans. Interest-bearing demand deposits increased $86.4 million, or 13.6%, to $722.3 million at June 30, 2020. The increase in interest-bearing demand deposits was primarily concentrated in public funds interest-bearing demand deposits. Savings deposits increased $34.7 million, or 25.7%, to $169.9 million at June 30, 2020, primarily related to increases in individual savings deposits. Time deposits increased $38.5 million, or 5.1%, to $794.5 million at June 30, 2020, primarily due to increases in public funds deposits.

As we seek to strengthen our net interest margin and improve our earnings, attracting non-interest-bearing or lower cost deposits will be a primary emphasis. Management will continue to evaluate and update our product mix in its efforts to attract additional customers. We currently offer a number of deposit products that are competitively priced and designed to attract and retain customers with primary emphasis on noninterest-bearing deposits and other lower cost deposits.

As of June 30, 2020, the aggregate amount of outstanding certificates of deposit in amounts greater than or equal to $100,000 was approximately $565.3 million. At June 30, 2020, approximately $400.8 million of First Guaranty's certificates of deposit had a remaining term greater than one year.
 
The following table compares deposit categories for the periods indicated.

Total DepositsFor the Six Months Ended
June 30,
For the Years Ended December 31,
 202020192018
(in thousands except for %)Average BalancePercentWeighted
Average Rate
Average BalancePercentWeighted
Average Rate
Average BalancePercentWeighted
Average Rate
Noninterest-bearing Demand$357,891  18.3 %— %$262,379  15.7 %— %$252,531  16.3 %
Interest-bearing Demand667,705  34.2 %1.0 %592,113  35.4 %1.8 %556,528  35.9 %1.5 %
Savings152,005  7.8 %0.2 %115,682  6.9 %0.4 %111,134  7.2 %0.4 %
Time776,531  39.7 %2.3 %703,685  42.0 %2.4 %628,457  40.6 %1.7 %
Total Deposits$1,954,132  100.0 %1.3 %$1,673,859  100.0 %1.7 %$1,548,650  100.0 %1.3 %
 

Individual and Business DepositsFor the Six Months Ended
June 30,
For the Years Ended December 31,
 202020192018
(in thousands except for %)Average BalancePercentWeighted
Average Rate
Average BalancePercentWeighted
Average Rate
Average BalancePercentWeighted
Average Rate
Noninterest-bearing Demand$346,797  26.4 %— %$256,099  23.7 %$246,550  26.7 %
Interest-bearing Demand233,687  17.8 %1.1 %241,290  22.3 %1.4 %204,405  22.1 %1.1 %
Savings118,931  9.1 %0.1 %86,972  8.0 %0.1 %84,844  9.2 %0.1 %
Time614,071  46.7 %2.5 %498,521  46.0 %2.6 %388,623  42.0 %1.7 %
Total Individual and Business Deposits$1,313,486  100.0 %1.4 %$1,082,882  100.0 %1.5 %$924,422  100.0 %1.0 %

Public Funds DepositsFor the Six Months Ended
June 30,
For the Years Ended December 31,
 202020192018
(in thousands except for %)Average BalancePercentWeighted
Average Rate
Average BalancePercentWeighted
Average Rate
Average BalancePercentWeighted
Average Rate
Noninterest-bearing Demand$11,094  1.7 %— %$6,280  1.1 %$5,981  1.0 %
Interest-bearing Demand434,018  67.7 %0.9 %350,823  59.3 %2.0 %352,123  56.4 %1.8 %
Savings33,074  5.2 %0.6 %28,710  4.9 %1.6 %26,290  4.2 %1.4 %
Time162,460  25.4 %1.5 %205,164  34.7 %2.1 %239,834  38.4 %1.7 %
Total Public Funds  Deposits
$640,646  100.0 %1.1 %$590,977  100.0 %1.9 %$624,228  100.0 %1.7 %
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The following table sets forth the distribution of our time deposit accounts. 

(in thousands)June 30, 2020
Time deposits of less than $100,000$229,231  
Time deposits of $100,000 through $250,000258,220  
Time deposits of more than $250,000307,078  
Total Time Deposits$794,529  

The following table sets forth the maturity of the time deposits at June 30, 2020. 
(in thousands)June 30, 2020
Due in one year or less$393,682  
Due after one year through three years179,989  
Due after three years220,858  
Total Time Deposits$794,529  

At June 30, 2020, public funds deposits totaled $676.9 million compared to $610.7 million at December 31, 2019. Public funds time deposits totaled $188.0 million at June 30, 2020 compared to $146.4 million at December 31, 2019. Public funds deposits increased due to seasonal fluctuations. We have developed a program for the retention and management of public funds deposits. Since the end of 2012, we have maintained public funds deposits in excess of $400.0 million. These deposits are from public entities such as school districts, hospital districts, sheriff departments and municipalities. The majority of these funds are under fiscal agency agreements with terms of three years or less. Deposits under fiscal agency agreements are generally stable but public entities may maintain the ability to negotiate term deposits on a specific basis including with other financial institutions. These deposits generally have stable balances as we maintain both operating accounts and time deposits for these entities. There is a seasonal component to public deposit levels associated with annual tax collections. Public funds will increase at the end of the year and during the first quarter. In addition to seasonal fluctuations, there are monthly fluctuations associated with internal payroll and short-term tax collection accounts for our public funds deposit accounts. Public funds deposit accounts are collateralized by FHLB letters of credit, by expanded reciprocal deposit insurance programs, by Louisiana municipal bonds and by eligible government and government agency securities such as those issued by the FHLB, FFCB, Fannie Mae, and Freddie Mac.

The following table sets forth public funds as a percent of total deposits.

(in thousands except for %)June 30, 2020December 31, 2019December 31, 2018December 31, 2017December 31, 2016
Public Funds:     
Noninterest-bearing Demand$10,520  $9,944  $6,930  $4,828  $4,114  
Interest-bearing Demand440,240  424,732  364,692  389,788  324,356  
Savings38,154  29,570  26,903  20,539  20,116  
Time188,028  146,420  247,004  225,591  208,330  
Total Public Funds$676,942  $610,666  $645,529  $640,746  $556,916  
Total Deposits$2,120,998  $1,853,013  $1,629,622  $1,549,286  $1,326,181  
Total Public Funds as a percent of Total Deposits31.9 %33.0 %39.6 %41.4 %42.0 %

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Borrowings
 
First Guaranty maintains borrowing relationships with other financial institutions as well as the Federal Home Loan Bank on a short and long-term basis to meet liquidity needs. First Guaranty had $56.6 million in short-term borrowings outstanding at June 30, 2020 compared to $19.9 million at December 31, 2019. The short-term borrowings at June 30, 2020 were comprised of Federal Home Loan Bank advances of $50.0 million and repurchase agreements of $6.6 million. The rate on the $50.0 million FHLB short-term advance was 0.72% fixed for 11 months. First Guaranty has a long term FHLB advance that was acquired from the Union transaction that totaled $3.4 million at June 30, 2020. First Guaranty has a line of credit for $6.5 million with another financial institution, with no outstanding balance at June 30, 2020. The Federal Home Loan Bank short term advance matures in February 2021 and was acquired in connection with our COVID-19 contingency plans.

First Guaranty had senior long-term debt totaling $45.5 million as of June 30, 2020 and $48.6 million at December 31, 2019.
 
First Guaranty also had junior subordinated debentures totaling $14.8 million at June 30, 2020 and $14.7 million at December 31, 2019.

First Guaranty had $378.2 million in Federal Home Loan Bank letters of credit as of June 30, 2020 compared to $355.2 million at December 31, 2019. Federal Home Loan Bank letters of credit are obtained primarily for collateralizing public deposits.

Total Shareholders' Equity
 
Total shareholders' equity increased to $179.9 million at June 30, 2020 from $166.0 million at December 31, 2019. The increase in shareholders' equity was principally the result of an increase of $5.9 million in retained earnings along with an increase of $8.0 million in accumulated other comprehensive income. The $5.9 million increase in retained earnings was due to net income of $9.0 million during the six months ended June 30, 2020, partially offset by $3.1 million in cash dividends paid on shares of our common stock during the six months ended June 30, 2020. The increase in accumulated other comprehensive income was primarily attributed to the increase in unrealized gains on available for sale securities during the six months ended June 30, 2020. 


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Results of Operations for the Second Quarter and Six Months Ended June 30, 2020 and 2019
 
Performance Summary
 
Three months ended June 30, 2020 compared to the three months ended June 30, 2019. Net income for the three months ended June 30, 2020 was $5.2 million, an increase of $2.0 million, or 61.3%, from $3.2 million for the three months ended June 30, 2019. The increase in net income for the three months ended June 30, 2020 as compared to the prior year period was the result of several factors. First Guaranty experienced an increase in interest income associated with loans, increased noninterest income, and lower interest expense. This was partially offset by an increase in the provision for loan losses and increased noninterest expense. Loan interest income increased due to the growth in First Guaranty's loan portfolio, including the loans acquired in the fourth quarter of 2019 in the Union acquisition and loan fees recognized as an adjustment to yield from the origination of the SBA guaranteed PPP loans. Noninterest income increased due to larger gains on loans sales for the three months ended June 30, 2020 compared to the same time period in 2019. Noninterest income also increased due to larger securities gains in the second quarter of 2020 compared to losses on securities sales in the second quarter of 2019. Interest expense declined during the second quarter of 2020 compared to the second quarter of 2019 due to declines in market interest rates and First Guaranty's plan to reduce interest expense. Interest expense declined in 2020 even after factoring in the additional deposit balances acquired from the Union acquisition, an increase in deposit balances associated with SBA PPP loans and stimulus payments, and additional borrowings associated with our COVID-19 contingency plans. Factors that partially offset income include increased noninterest expense primarily associated with the Union acquisition. The provision for loan losses increased to provide for current loan losses and to maintain the allowance proportionate to risks inherent in the loan portfolio, including risks emerging from the COVID-19 pandemic. Earnings per common share for the three months ended June 30, 2020 was $0.53 per common share, an increase of 60.6% or $0.20 per common share from $0.33 per common share for the three months ended June 30, 2019 (as adjusted for the 10% common stock dividend in December 2019). Earnings per share was affected by the increase in earnings.

Six months ended June 30, 2020 compared to the Six months ended June 30, 2019. Net income for the six months ended June 30, 2020 was $9.0 million, an increase of $2.7 million, or 42.0%, from $6.3 million for the six months ended June 30, 2019. The increase in net income for the six months ended June 30, 2020 as compared to the prior year period was the result of several factors. First Guaranty experienced an increase in interest income associated with loans, increased noninterest income, and lower interest expense. This was partially offset by an increase in the provision for loan losses and increased noninterest expense. Loan interest income increased due to the growth in First Guaranty's loan portfolio, including the loans acquired in the fourth quarter of 2019 in the Union acquisition and loan fees recognized as an adjustment to yield from the origination of the SBA guaranteed PPP loans. Noninterest income increased due to larger gains on loans sales for the six months ended June 30, 2020 compared to the same time period in 2019. Noninterest income also improved due to larger securities gains in 2020 compared to losses on securities sales in the same time period in 2019. Interest expense declined during the first six months of 2020 compared to the same period in 2019 due to declines in market interest rates and First Guaranty's plan to reduce interest expense. Interest expense declined in in the first six months of 2020 even after factoring in the additional deposit balances acquired from the Union acquisition, an increase in deposit balances associated with SBA PPP loans and stimulus payments, and additional borrowings associated with our COVID-19 contingency plans. Factors that partially offset income include increased noninterest expense primarily associated with the Union acquisition including one-time merger related expenses of $0.7 million paid in the first quarter of 2020 for the data conversion. The provision for loan losses increased to provide for current loan losses and to maintain the allowance proportionate to risks inherent in the loan portfolio, including risks emerging from the COVID-19 pandemic. Earnings per common share for the six months ended June 30, 2020 was $0.92 per common share, an increase of 41.5% or $0.27 per common share from $0.65 per common share for the six months ended June 30, 2019 (as adjusted for the 10% common stock dividend in December 2019). Earnings per share was affected by the increase in earnings.


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Net Interest Income
 
Our operating results depend primarily on our net interest income, which is the difference between interest income earned on interest-earning assets, including loans and securities, and interest expense incurred on interest-bearing liabilities, including deposits and other borrowed funds. Interest rate fluctuations, as well as changes in the amount and type of interest-earning assets and interest-bearing liabilities, combine to affect net interest income. First Guaranty’s assets and liabilities are generally most affected by changes in the Federal Funds rate, Libor rate, short term Treasury rates such as one month and three month Treasury bills, and longer term Treasury rates such as the U.S. ten year Treasury rate. Our net interest income is affected by changes in the amount and mix of interest-earning assets and interest-bearing liabilities. There may also be a time lag in the effect of interest rate changes on assets and liabilities. It is also affected by changes in yields earned on interest-earning assets and rates paid on interest-bearing deposits and other borrowed funds.
 
A financial institution's asset and liability structure is substantially different from that of a non-financial company, in that virtually all assets and liabilities are monetary in nature. Accordingly, changes in interest rates may have a significant impact on a financial institution's performance. The impact of interest rate changes depends on the sensitivity to the change of our interest-earning assets and interest-bearing liabilities. The effects of the changing interest rate environment in recent periods and our interest sensitivity position is discussed below.
 
Three months ended June 30, 2020 compared to the three months ended June 30, 2019. Net interest income for the three months ended June 30, 2020 and 2019 was $18.8 million and $15.7 million, respectively. The increase in net interest income for the three months ended June 30, 2020 as compared to the prior year period was primarily due to an increase in the average balance of our total interest-earning assets, and a decrease in the average rate of our total interest-bearing liabilities, partially offset by a decrease in the average yield of our total interest-earning assets and an increase in the average balance of our total interest-bearing liabilities. For the three months ended June 30, 2020, the average balance of our total interest-earning assets increased by $423.1 million to $2.2 billion due to the assets acquired from the Union acquisition and COVID-19 related lending activities, including SBA PPP loans. The average yield of our interest-earning assets decreased by 62 basis points to 4.54% from 5.16% for the three months ended June 30, 2019. For the three months ended June 30, 2020, the average balance of our total interest-bearing liabilities increased by $296.1 million to $1.8 billion, and the average rate of our total interest-bearing liabilities decreased by 64 basis points to 1.48% from 2.12% for the three months ended June 30, 2019. As a result, our net interest rate spread increased two basis points to 3.06% for the three months ended June 30, 2020 from 3.04% for the three months ended June 30, 2019. Our net interest margin decreased eight basis points to 3.38% for the three months ended June 30, 2020 from 3.46% for the three months ended June 30, 2019. 


Six months ended June 30, 2020 compared to the Six months ended June 30, 2019. Net interest income for the six months ended June 30, 2020 and 2019 was $36.8 million and $30.3 million, respectively. The increase in net interest income for the six months ended June 30, 2020 as compared to the prior year period was primarily due to an increase in the average balance of our total interest-earning assets, and a decrease in the average rate of our total interest-bearing liabilities partially offset by a decrease in the average yield of our total interest-earning assets and by an increase in the average balance of our total interest-bearing liabilities. For the six months ended June 30, 2020, the average balance of our total interest-earning assets increased by $323.6 million to $2.1 billion due to the assets acquired from the Union acquisition and COVID-19 related lending activities, including SBA PPP loans. The average yield of our interest-earning assets decreased by 28 basis points to 4.78% from 5.06% for the six months ended June 30, 2019. For the six months ended June 30, 2020, the average balance of our total interest-bearing liabilities increased by $235.8 million to $1.7 billion, and the average rate of our total interest-bearing liabilities decreased by 43 basis points to 1.66% from 2.09% for the six months ended June 30, 2019. As a result, our net interest rate spread increased 15 basis points to 3.12% for the six months ended June 30, 2020 from 2.97% for the six months ended June 30, 2019. Our net interest margin increased nine basis points to 3.47% for the six months ended June 30, 2020 from 3.38% for the six months ended June 30, 2019. 


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Interest Income
 
Three months ended June 30, 2020 compared to the three months ended June 30, 2019. Interest income increased $1.9 million, or 8.0%, to $25.3 million for the three months ended June 30, 2020 as compared to the prior year period. First Guaranty increased its securities portfolio at the end of the first quarter of 2020 and into the second quarter of 2020 in order to improve interest income. Securities income improved by approximately $0.2 million compared to the second quarter of 2019. First Guaranty's loan portfolio expanded in the second quarter of 2020 due to growth associated with the SBA PPP lending program which totaled $108.4 million in new funded balances. These factors contributed to the increase in interest income as the average balance of our total interest-earning assets, both loans and securities, including assets from the Union acquisition increased, partially offset by a decrease in the average yield of interest-earning assets due to the decline in market interest rates. The average balance of our interest-earning assets increased $423.1 million to $2.2 billion for the three months ended June 30, 2020 as compared to the prior year period. The average yield of interest-earning assets decreased by 62 basis points to 4.54% for the three months ended June 30, 2020 compared to 5.16% for the three months ended June 30, 2019.    

Interest income on securities increased $0.2 million to $2.8 million for the three months ended June 30, 2020 as compared to the prior year period primarily as a result of an increase in balances as part of First Guaranty's plan initiated at the end of the first quarter in 2020 to provide earnings and liquidity during the COVID-19 pandemic. First Guaranty purchased approximately $70.0 million in corporate debt securities as part of this plan in the first quarter of 2020. The average balance of securities increased $67.7 million to $428.7 million for the three months ended June 30, 2020 from $360.9 million for the three months ended June 30, 2019 due to an increase in the average balance of our corporate securities. The average yield on securities decreased 21 basis points to 2.64% for the three months ended June 30, 2020 compared to 2.86% for the three months ended June 30, 2019 due to the decrease in market interest rates.

Interest income on loans increased $2.5 million, or 12.7%, to $22.4 million for the three months ended June 30, 2020 as compared to the prior year period as a result of an increase in the average balance of loans. The average balance of loans (excluding loans held for sale) increased by $323.7 million to $1.6 billion for the three months ended June 30, 2020 from $1.3 billion for the three months ended June 30, 2019 as a result of new loan originations, primarily SBA PPP loans, and acquired loans from the Union acquisition. The average yield on loans (excluding loans held for sale) decreased by 59 basis points to 5.58% for the three months ended June 30, 2020 from 6.17% for the three months ended June 30, 2019 due to the decrease in market interest rates.

Six months ended June 30, 2020 compared to the six months ended June 30, 2019. Interest income increased $5.3 million, or 11.8%, to $50.8 million for the six months ended June 30, 2020 as compared to the prior year period. First Guaranty increased its securities portfolio at the end of the first quarter of 2020 and into the second quarter of 2020 in order to improve interest income. Securities income improved by approximately $0.1 million compared to the first six months of 2019. First Guaranty's loan portfolio expanded in the second quarter of 2020 due to growth associated with the SBA PPP lending program which totaled $108.4 million in new funded balances. These factors contributed to the increase in interest income as the average balance of our total interest-earning assets, both loans and securities, including assets from the Union acquisition increased, partially offset by a decrease in the average yield of interest-earning assets due to the decline in market interest rates.  The average balance of our interest-earning assets increased $323.6 million to $2.1 billion for the six months ended June 30, 2020 as compared to the prior year period. The average yield of interest-earning assets decreased by 28 basis points to 4.78% for the six months ended June 30, 2020 compared to 5.06% for the six months ended June 30, 2019.    

Interest income on securities increased $0.1 million to $5.6 million for the six months ended June 30, 2020 as compared to the prior year period primarily as a result of an increase in balances as part of First Guaranty's plan initiated at the end of the first quarter in 2020 to provide earnings and liquidity during the COVID-19 pandemic. The average balance of securities increased $39.4 million to $421.2 million for the six months ended June 30, 2020 from $381.8 million for the six months ended June 30, 2019 due to an increase in the average balance of our corporate securities. The average yield on securities decreased 21 basis points to 2.65% for the six months ended June 30, 2020 compared to 2.86% for the six months ended June 30, 2019 due to the decrease in market interest rates.

Interest income on loans increased $6.5 million, or 16.9%, to $44.9 million for the six months ended June 30, 2020 as compared to the prior year period as a result of an increase in the average balance of loans. The average balance of loans (excluding loans held for sale) increased by $280.9 million to $1.6 billion for the six months ended June 30, 2020 from $1.3 billion for the six months ended June 30, 2019 as a result of new loan originations, primarily SBA PPP loans, and acquired loans from the Union acquisition. The average yield on loans (excluding loans held for sale) decreased by 26 basis points to 5.76% for the six months ended June 30, 2020 from 6.02% for the six months ended June 30, 2019 due to the decrease in market interest rates.


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Interest Expense
 
Three months ended June 30, 2020 compared to the three months ended June 30, 2019. Interest expense decreased $1.3 million, or 16.3%, to $6.5 million for the three months ended June 30, 2020 from $7.7 million for the three months ended June 30, 2019 due primarily to a decrease in market interest rates partially offset by an increase in the average balance of interest-bearing liabilities. The average rate of interest-bearing demand deposits decreased by 118 basis points during the three months ended June 30, 2020 to 0.73% as compared to the prior year period. The decrease in the average rate on interest-bearing demand deposits was due to those deposits, primarily public funds NOW accounts and brokered money market deposits, whose rates are contractually tied to national index rates such as the U.S. Federal Funds rate or short-term U.S. Treasury rates declining sharply beginning in the first quarter of 2020. The average rate of time deposits decreased 18 basis points during the three months ended June 30, 2020 to 2.23% as compared to the prior year period. The decrease in the average rate of time deposits was due to First Guaranty's plan to reduce deposit costs by expanding non-interest bearing and lower cost interest bearing deposits that has provided an alternative to higher cost time deposits. Offsetting the decrease in increase expense was an increase in the average balance of interest-bearing liabilities, including the interest-bearing liabilities acquired in the Union acquisition, which increased by $296.1 million during the three months ended June 30, 2020 to $1.8 billion as compared to the prior year period as a result of a $68.9 million increase in the average balance of time deposits, a $88.0 million increase in the average balance of borrowings, a $92.7 million increase in the average balance of interest-bearing demand deposits and a $46.4 million increase in the average balance of savings deposits.

Six months ended June 30, 2020 compared to the six months ended June 30, 2019. Interest expense decreased $1.1 million, or 7.5%, to $14.0 million for the six months ended June 30, 2020 from $15.1 million for the six months ended June 30, 2019 due primarily to a decrease in market interest rates paid partially offset by an increase in the average balance of interest-bearing liabilities. The average rate of interest-bearing demand deposits decreased by 89 basis points during the six months ended June 30, 2020 to 1.01% as compared to the prior year period. The decrease in the average rate on interest-bearing demand deposits was due to those deposits, primarily public funds NOW accounts and brokered money market deposits, whose rates are contractually tied to national index rates such as the U.S. Federal Funds rate or short-term U.S. Treasury rates declining sharply beginning in the first quarter of 2020. The average rate of time deposits decreased three basis points during the six months ended June 30, 2020 to 2.33% as compared to the prior year period. The decrease in the average rate of time deposits was due to First Guaranty's plan to reduce deposit costs by expanding non-interest bearing and lower cost interest bearing deposits that has provided an alternative to higher cost time deposits. Offsetting the decrease in interest expense was an increase in the average balance of interest-bearing liabilities, including the interest-bearing liabilities acquired in the Union acquisition, which increased by $235.8 million during the six months ended June 30, 2020 to $1.7 billion as compared to the prior year period as a result of a $60.4 million increase in the average balance of time deposits, a $66.8 million increase in the average balance of borrowings, a $68.0 million increase in the average balance of interest-bearing demand deposits and a $40.7 million increase in the average balance of savings deposits.

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The following table sets forth average balance sheets, average yields and costs, and certain other information for the periods indicated. No tax-equivalent yield adjustments were made, as the effect thereof was not material. All average balances are daily average balances. Non-accrual loans were included in the computation of average balances, but have been reflected in the table as loans carrying a zero yield. The yields set forth below include the effect of deferred fees, discounts and premiums that are amortized or accreted to interest income or expense.

The net interest income yield shown below in the average balance sheet is calculated by dividing net interest income by average interest-earning assets and is a measure of the efficiency of the earnings from balance sheet activities. It is affected by changes in the difference between interest on interest-earning assets and interest-bearing liabilities and the percentage of interest-earning assets funded by interest-bearing liabilities. 

Three Months Ended June 30, 2020Three Months Ended June 30, 2019
(in thousands except for %)Average BalanceInterestYield/Rate (6)Average BalanceInterestYield/Rate (6)
Assets
Interest-earning assets:
Interest-earning deposits with banks(1)$196,317  $62  0.13 %$164,965  $953  2.32 %
Securities (including FHLB stock)428,681  2,814  2.64 %360,936  2,565  2.85 %
Federal funds sold546  —  — %406   0.26 %
Loans held for sale1,034  14  5.38 %829  16  7.74 %
Loans, net of unearned income1,617,920  22,427  5.58 %1,294,249  19,904  6.17 %
Total interest-earning assets2,244,498  $25,317  4.54 %1,821,385  $23,439  5.16 %
Noninterest-earning assets:
Cash and due from banks13,391  8,904  
Premises and equipment, net58,516  42,652  
Other assets38,316  14,069  
Total Assets$2,354,721  $1,887,010  
Liabilities and Shareholders' Equity
Interest-bearing liabilities:
Demand deposits$687,978  $1,243  0.73 %$595,243  $2,831  1.91 %
Savings deposits158,987  32  0.08 %112,566  142  0.51 %
Time deposits794,256  4,439  2.23 %725,350  4,356  2.41 %
Borrowings121,813  763  2.62 %33,794  408  4.84 %
Total interest-bearing liabilities1,763,034  $6,477  1.48 %1,466,953  $7,737  2.12 %
Noninterest-bearing liabilities:
Demand deposits403,620  254,252  
Other13,140  8,977  
Total Liabilities2,179,794  1,730,182  
Shareholders' equity174,927  156,828  
Total Liabilities and Shareholders' Equity$2,354,721  $1,887,010  
Net interest income$18,840  $15,702  
Net interest rate spread (2)3.06 %3.04 %
Net interest-earning assets (3)$481,464  $354,432  
Net interest margin (4), (5)3.38 %3.46 %
Average interest-earning assets to interest-bearing liabilities127.31 %124.16 %

(1)Includes Federal Reserve balances reporting in cash and due from banks on the consolidated balance sheets.
(2)Net interest rate spread represents the difference between the yield on average interest-earning assets and the cost of average interest-bearing liabilities.
(3)Net interest-earning assets represents total interest-earning assets less total interest-bearing liabilities.
(4)Net interest margin represents net interest income divided by average total interest-earning assets.
(5)The tax adjusted net interest margin was 3.38% and 3.47% for the above periods ended June 30, 2020 and 2019, respectively. A 21% tax rate was used to calculate the effect on securities income from tax exempt securities for the above periods ended June 30, 2020 and 2019, respectively.
(6)Annualized.
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 Six Months Ended June 30, 2020Six Months Ended June 30, 2019
(in thousands except for %)Average BalanceInterestYield/Rate (6)Average BalanceInterestYield/Rate (6)
Assets      
Interest-earning assets:      
Interest-earning deposits with banks(1)$144,561  $297  0.41 %$141,333  $1,589  2.27 %
Securities (including FHLB stock)421,199  5,557  2.65 %381,806  5,422  2.86 %
Federal funds sold559  —  — %461   0.25 %
Loans held for sale628  17  5.46 %624  24  7.76 %
Loans, net of unearned income1,566,246  44,884  5.76 %1,285,338  38,378  6.02 %
Total interest-earning assets2,133,193  $50,755  4.78 %1,809,562  $45,414  5.06 %
Noninterest-earning assets:      
Cash and due from banks12,886  9,009    
Premises and equipment, net57,829  41,800    
Other assets36,046  13,197    
Total Assets$2,239,954    $1,873,568    
Liabilities and Shareholders' Equity      
Interest-bearing liabilities:      
Demand deposits$667,705  $3,354  1.01 %$599,720  $5,642  1.90 %
Savings deposits152,005  148  0.20 %111,355  280  0.51 %
Time deposits776,531  8,998  2.33 %716,138  8,363  2.36 %
Borrowings100,929  1,492  2.97 %34,150  834  4.93 %
Total interest-bearing liabilities1,697,170  $13,992  1.66 %1,461,363  $15,119  2.09 %
Noninterest-bearing liabilities:      
Demand deposits357,891  250,594    
Other11,981  7,880    
Total Liabilities2,067,042    1,719,837    
Shareholders' equity172,912  153,731    
Total Liabilities and Shareholders' Equity$2,239,954    $1,873,568    
Net interest income $36,763    $30,295   
Net interest rate spread (2)  3.12 %  2.97 %
Net interest-earning assets (3)$436,023    $348,199    
Net interest margin (4), (5)  3.47 %3.38 %
Average interest-earning assets to interest-bearing liabilities  125.69 %123.83 %
 
(1)Includes Federal Reserve balances reporting in cash and due from banks on the consolidated balance sheets.
(2)Net interest rate spread represents the difference between the yield on average interest-earning assets and the cost of average interest-bearing liabilities.
(3)Net interest-earning assets represents total interest-earning assets less total interest-bearing liabilities.
(4)Net interest margin represents net interest income divided by average total interest-earning assets.
(5)The tax adjusted net interest margin was 3.47% and 3.39%for the above periods ended June 30, 2020 and 2019, respectively. A 21% tax rate was used to calculate the effect on securities income from tax exempt securities for the above periods ended June 30, 2020 and 2019, respectively.
(6)Annualized.

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Provision for Loan Losses
 
A provision for loan losses is a charge to income in an amount that management believes is necessary to maintain an adequate allowance for loan losses. The provision is based on management's regular evaluation of current economic conditions in our specific markets as well as regionally and nationally, changes in the character and size of the loan portfolio, underlying collateral values securing loans, and other factors which deserve recognition in estimating loan losses. This evaluation is inherently subjective as it requires estimates that are susceptible to significant revision as more information becomes available or as future events change.
 
For the three months ended June 30, 2020, the provision for loan losses was $1.8 million compared to $1.6 million for the same period in 2019. The allowance for loan losses at June 30, 2020 was $14.0 million and was 0.85% of total loans. The increase in the provision was attributable to the increase in the loan portfolio, the effects of the COVID-19 pandemic and charge-offs not previously provided for. Total charge-offs were $0.3 million for the three months ended June 30, 2020 and $1.8 million for the same period in 2019.

We recorded a $3.1 million provision for loan losses for the six months ended June 30, 2020 compared to $2.4 million for the same period in 2019. The increase in the provision was attributable to the increase in the loan portfolio, the effects of the COVID-19 pandemic and charge-offs not previously provided for. Total charge-offs were $0.6 million for the six months ended June 30, 2020 and $2.5 million for the same period in 2019.
We believe that the allowance is adequate to cover potential losses in the loan portfolio given the current economic conditions, and current expected net charge-offs and non-performing asset levels. We expect economic uncertainty to continue which may result in additional increases to the allowance for loan losses in future periods.
Noninterest Income
 
Our primary sources of recurring noninterest income are customer service fees, ATM and debit card fees, loan fees, gains on the sales of loans and available for sale securities and other service fees. Noninterest income does not include loan origination fees which are recognized over the life of the related loan as an adjustment to yield using the interest method.
 
Noninterest income totaled $3.3 million for the three months ended June 30, 2020, an increase of $1.7 million from $1.6 million for the three months ended June 30, 2019. The increase was primarily due to increased gain on the sale of loans, gains on the sale of securities, and increased income associated from the Union acquisition. Service charges, commissions and fees totaled $0.5 million for the three months ended June 30, 2020 and $0.6 million for the same period in 2019. ATM and debit card fees totaled $0.8 million for the three months ended June 30, 2020 and $0.6 million for the same period in 2019. Net securities gains were $1.4 million for the three months ended June 30, 2020 as compared to losses of $14.0 thousand for the same period in 2019. The gains on securities sales occurred as First Guaranty sold investment securities in order to fund loan growth and convert unrealized gains into realized earnings. Net gains on the sale of loans were $278,000 for the three months ended June 30, 2020 and $53,000 for the same period in 2019. Other noninterest income totaled $0.4 million for the three months ended June 30, 2020 and 2019, respectively.

Noninterest income totaled $5.8 million for the six months ended June 30, 2020, an increase of $2.8 million from $2.9 million for the six months ended June 30, 2019. The increase was primarily due to increased gains on the sales of loans, gains on sale of securities, and increased income associated from the Union acquisition. Service charges, commissions and fees totaled $1.2 million for the six months ended June 30, 2020 and $1.2 million for the same period in 2019. ATM and debit card fees totaled $1.4 million for the six months ended June 30, 2020 and $1.1 million for the same period in 2019. Net securities gains were $1.8 million for the six months ended June 30, 2020 as compared to losses of $0.4 million for the same period in 2019. The gains on securities sales occurred as First Guaranty sold investment securities in order to fund loan growth and convert unrealized gains into earnings. Net gains on the sales of loans were $295,000 for the six months ended June 30, 2020 and $64,000 for the same period in 2019. Other noninterest income totaled $1.0 million for the six months ended June 30, 2020 and $1.0 million for the same period in 2019.


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Noninterest Expense
 
Noninterest expense includes salaries and employee benefits, occupancy and equipment expense and other types of expenses. Noninterest expense totaled $13.8 million for the three months ended June 30, 2020 and $11.7 million for the three months ended June 30, 2019. Salaries and benefits expense totaled $7.5 million for the three months ended June 30, 2020 and $6.1 million for the three months ended June 30, 2019. The increase was primarily due to the increase in personnel expense from the Union acquisition and new hires. Occupancy and equipment expense totaled $1.9 million for the three months ended June 30, 2020 and $1.5 million for the same period in 2019. The increase was primarily due to the new branches acquired in the Union acquisition. Other noninterest expense totaled $4.4 million for the three months ended June 30, 2020 and  $4.0 million for the three months ended June 30, 2019.

Noninterest expense totaled $28.1 million for the six months ended June 30, 2020 and $22.8 million for the six months ended June 30, 2019. Salaries and benefits expense totaled $14.9 million for the six months ended June 30, 2020 and $12.1 million for the six months ended June 30, 2019. The increase was primarily due to the increase in personnel expense from the Union acquisition and new hires. Occupancy and equipment expense totaled $3.7 million for the six months ended June 30, 2020 and $3.0 million for the same period in 2019. The increase was primarily due to the new branches acquired in the Union acquisition. Other noninterest expense totaled $9.5 million for the six months ended June 30, 2020 and  $7.7 million for the six months ended June 30, 2019.
 
The following table presents, for the periods indicated, the major categories of other noninterest expense:

 Three Months Ended June 30,Six Months Ended June 30,
(in thousands)2020201920202019
Other noninterest expense:    
Legal and professional fees$637  $562  $1,235  $1,034  
Data processing481  406  1,725  809  
ATM fees348  302  652  608  
Marketing and public relations207  375  431  732  
Taxes - sales, capital, and franchise346  305  681  577  
Operating supplies194  146  449  301  
Software expense and amortization581  296  989  599  
Travel and lodging126  224  365  438  
Telephone55  43  105  92  
Amortization of core deposit intangibles178  90  356  180  
Donations85  108  200  361  
Net costs from other real estate and repossessions167  120  257  200  
Regulatory assessment336  279  652  536  
Other656  730  1,367  1,240  
Total other noninterest expense$4,397  $3,986  $9,464  $7,707  

Income Taxes
 
The amount of income tax expense is influenced by the amount of pre-tax income, the amount of tax-exempt income and the amount of other non-deductible expenses and the statutory tax rate. The provision for income taxes for the three months ended June 30, 2020 and 2019 was $1.3 million and $0.8 million, respectively. The provision for income taxes increased due to an increase in income before income taxes. First Guaranty's statutory tax rate was 21.0% for the three months ended June 30, 2020 and 2019, respectively.

The provision for income taxes for the six months ended June 30, 2020 and 2019 was $2.3 million and $1.6 million, respectively. The provision for income taxes increased due to an increase in income before income taxes. First Guaranty's statutory tax rate was 21.0% for the six months ended June 30, 2020 and 2019, respectively.



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Liquidity and Capital Resources
 
Liquidity
 
Liquidity refers to the ability or flexibility to manage future cash flows to meet the needs of depositors and borrowers and fund operations. Maintaining appropriate levels of liquidity allows us to have sufficient funds available to meet customer demand for loans, withdrawal of deposit balances and maturities of deposits and other liabilities. Liquid assets include cash and due from banks, interest-earning demand deposits with banks, federal funds sold and available for sale investment securities.

First Guaranty's cash and cash equivalents totaled $237.1 million at June 30, 2020 compared to $67.4 million at December 31, 2019. Loans maturing within one year or less at June 30, 2020 totaled $292.1 million. At June 30, 2020, time deposits maturing within one year or less totaled $393.7 million compared to $300.6 million at December 31, 2019. Time deposits maturing after one year through three years totaled $180.0 million at June 30, 2020 compared to $204.9 million at December 31, 2019. Time deposits maturing after three years totaled $220.9 million at June 30, 2020 compared to $250.6 million at December 31, 2019. First Guaranty increased interest-bearing deposits associated with brokered money market funds in order to increase on balance sheet liquidity. Approximately $50.0 million of additional brokered money market funds were acquired in order to manage uncertainty associated with the Covid-19 crisis. First Guaranty's held to maturity ("HTM") portfolio at June 30, 2020 was $0 compared to $86.6 million or 20.3% of the investment portfolio at December 31, 2019. First Guaranty's available for sale ("AFS") portfolio was $450.5 million or 100.0% of the investment portfolio as of June 30, 2020. The majority of the AFS portfolio was comprised of  U.S. Government Agencies, municipal bonds and investment grade corporate bonds. Management believes these securities are readily marketable and enhance First Guaranty's liquidity.
 
First Guaranty maintained a net borrowing capacity at the Federal Home Loan Bank totaling $112.9 million and $170.3 million at June 30, 2020 and December 31, 2019, respectively with $53.4 million in FHLB advances outstanding at June 30, 2020 compared to $16.6 million at December 31, 2019, respectively. The two advances outstanding at December 31, 2019 were comprised of a short-term advance acquired from the Union acquisition that totaled $14.0 million and a long-term advance that totaled $3.5 million. First Guaranty paid off the acquired short-term advance acquired from the Union acquisition in the first quarter of 2020. At June 30, 2020, First Guaranty maintained the $3.4 million long-term FHLB advance acquired from the Union acquisition and initiated a new $50.0 million short-term advance that was originated in response to the COVID-19 pandemic at the end of the first quarter of 2020. The rate on the $50.0 million FHLB short-term advance was 0.72% fixed for 11 months. The advance was done to increase on balance sheet liquidity in order to deal with uncertainty surrounding the COVID-19 pandemic. The change in borrowing capacity with the Federal Home Loan Bank was due to changes in the value that First Guaranty receives on pledged collateral and due to First Guaranty's usage of the line. First Guaranty also has a discount window line with the Federal Reserve Bank. We also maintain federal funds lines of credit at various correspondent banks with borrowing capacity of $100.5 million and a revolving line of credit for $6.5 million secured by a pledge of the Bank's common stock, with no outstanding balance at June 30, 2020. Management believes there is sufficient liquidity to satisfy current operating needs.
 
Capital Resources
 
First Guaranty's capital position is reflected in shareholders' equity, subject to certain adjustments for regulatory purposes. Further, our capital base allows us to take advantage of business opportunities while maintaining the level of resources we deem appropriate to address business risks inherent in daily operations.

Total shareholders' equity increased to $179.9 million at June 30, 2020 from $166.0 million at December 31, 2019. The increase in shareholders' equity was principally the result of an increase of $5.9 million in retained earnings along with an increase of $8.0 million in accumulated other comprehensive income. The $5.9 million increase in retained earnings was due to net income of $9.0 million during the six month period ended June 30, 2020, partially offset by $3.1 million in cash dividends paid on our common stock during the six months ended June 30, 2020. The increase in accumulated other comprehensive income was primarily attributed to the increase in unrealized gains on available for sale securities during the six months ended June 30, 2020.

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Regulatory Capital
 
Risk-based capital regulations adopted by the FDIC require banks to achieve and maintain specified ratios of capital to risk-weighted assets. Similar capital regulations apply to bank holding companies over $3.0 billion in assets. The risk-based capital rules are designed to measure "Tier 1" capital (consisting of common equity, retained earnings and a limited amount of qualifying perpetual preferred stock and trust preferred securities, net of goodwill and other intangible assets and accumulated other comprehensive income) and total capital in relation to the credit risk of both on- and off- balance sheet items. Under the guidelines, one of its risk weights is applied to the different on-balance sheet items. Off-balance sheet items, such as loan commitments, are also subject to risk weighting. Applicable bank holding companies and all banks must maintain a minimum total capital to total risk weighted assets ratio of 8.00%, at least half of which must be in the form of core or Tier 1 capital. These guidelines also specify that bank holding companies that are experiencing internal growth or making acquisitions will be expected to maintain capital positions substantially above the minimum supervisory levels.
 
In order to avoid limitations on distributions, including dividend payments, and certain discretionary bonus payments to executive officers, an institution must hold a capital conservation buffer above its minimum risk-based capital requirements.  As of June 30, 2020, the Bank's capital conservation buffer was 3.85% exceeding the minimum of 2.50%.

As a result of the Economic Growth, Regulatory Relief, and Consumer Protection Act, the Federal Reserve Board has amended its small bank holding company and savings and loan holding company policy statement to provide that holding companies with consolidated assets of less than $3 billion that are (i) not engaged in significant nonbanking activities, (ii) do not conduct significant off-balance sheet activities, and (3) do not have a material amount of SEC-registered debt or equity securities, other than trust preferred securities, that contribute to an organization's complexity, are no longer subject to regulatory capital requirements, effective August 30, 2018. 

In addition, as a result of the legislation, the federal banking agencies have developed a "Community Bank Leverage Ratio" (the ratio of a bank's Tier 1 capital to average total consolidated assets) for financial institutions with assets of less than $10 billion.  A "qualifying community bank" that exceeds this ratio will be deemed to be in compliance with all other capital and leverage requirements, including the capital requirements to be considered "well capitalized" under Prompt Corrective Action statutes. The federal banking agencies may consider a financial institution's risk profile when evaluating whether it qualifies as a community bank for purposes of the capital ratio requirement. The federal banking agencies set the new Community Bank Leverage Ratio at 9%. Pursuant to the CARES Act, the federal banking agencies in April 2020 issued interim final rules to set the Community Bank Leverage Ratio at 8% beginning in the second quarter of 2020 through the end of 2020. Beginning in 2021, the Community Bank Leverage Ratio will increase to 8.5% for the calendar year. Community banks will have until Jan. 1, 2022, before the Community Bank Leverage Ratio requirement will return to 9%. A financial institution can elect to be subject to this new definition. The new rule took effect on January 1, 2020. The Bank did not elect to follow the Community Bank Leverage Ratio.

At June 30, 2020, we satisfied the minimum regulatory capital requirements and were well capitalized within the meaning of federal regulatory requirements. 

 "Well Capitalized Minimums"As of June 30, 2020As of December 31, 2019
Bank:   
Tier 1 Leverage Ratio5.00 %8.83 %10.44 %
Tier 1 Risk-based Capital Ratio8.00 %11.10 %11.96 %
Total Risk-based Capital Ratio10.00 %11.85 %12.61 %
Common Equity Tier One Capital Ratio6.50 %11.10 %11.96 %

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Item 3. Quantitative and Qualitative Disclosures about Market Risk
 
Asset/Liability Management and Market Risk
 
Our asset/liability management (ALM) process consists of quantifying, analyzing and controlling interest rate risk (IRR) to maintain reasonably stable net interest income levels under various interest rate environments. The principal objective of ALM is to maximize net interest income while operating within acceptable limits established for interest rate risk and to maintain adequate levels of liquidity.
 
The majority of our assets and liabilities are monetary in nature. Consequently, one of our most significant forms of market risk is interest rate risk, which is inherent in our lending and deposit-taking activities. Our assets, consisting primarily of loans secured by real estate and fixed rate securities in our investment portfolio, have longer maturities than our liabilities, consisting primarily of deposits. As a result, a principal part of our business strategy is to manage interest rate risk and reduce the exposure of our net interest income to changes in market interest rates. The board of directors of First Guaranty Bank has established two committees, the management asset liability committee and the board investment committee, to oversee the interest rate risk inherent in our assets and liabilities, for determining the level of risk that is appropriate given our business strategy, operating environment, capital, liquidity and performance objectives, and for managing this risk consistent with the guidelines approved by the board of directors. The management asset liability committee is comprised of senior officers of the Bank and meets as needed to review our asset liability policies and interest rate risk position. The board ALCO investment committee is comprised of certain members of the board of directors of the Bank and meets monthly. The management asset liability committee provides a monthly report to the board ALCO investment committee.
 
The need for interest sensitivity gap management is most critical in times of rapid changes in overall interest rates. We generally seek to limit our exposure to interest rate fluctuations by maintaining a relatively balanced mix of rate sensitive assets and liabilities on a one-year time horizon and greater than one-year time horizon. Because of the significant impact on net interest margin from mismatches in repricing opportunities, we monitor the asset-liability mix periodically depending upon the management asset liability committee's assessment of current business conditions and the interest rate outlook. We maintain exposure to interest rate fluctuations within prudent levels using varying investment strategies. These strategies include, but are not limited to, frequent internal modeling of asset and liability values and behavior due to changes in interest rates. We monitor cash flow forecasts closely and evaluate the impact of both prepayments and extension risk.
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The following interest sensitivity analysis is one measurement of interest rate risk. This analysis reflects the contractual maturity characteristics of assets and liabilities over various time periods. This analysis does not factor in prepayments or interest rate floors on loans which may significantly change the report. This table includes nonaccrual loans in their respective maturity periods. The gap indicates whether more assets or liabilities are subject to repricing over a given time period. The interest sensitivity analysis at June 30, 2020 illustrated below reflects a liability-sensitive position with a negative cumulative gap on a one-year basis.
 
The interest spread and liability funding discussed below are directly related to changes in asset and liability mixes, volumes, maturities and repricing opportunities for interest-earning assets and interest-bearing liabilities. Interest-sensitive assets and liabilities are those which are subject to repricing in the near term, including both floating or adjustable rate instruments and instruments approaching maturity. The interest sensitivity gap is the difference between total interest-sensitive assets and total interest-sensitive liabilities. Interest rates on our various asset and liability categories do not respond uniformly to changing market conditions. Interest rate risk is the degree to which interest rate fluctuations in the marketplace can affect net interest income.
 
June 30, 2020
Interest Sensitivity Within
(in thousands except for %)3 Months Or LessOver 3 Months
thru 12 Months
Total One YearOver One YearTotal
Earning Assets:     
Loans (including loans held for sale)$471,836  $152,275  $624,111  $1,016,892  $1,641,003  
Securities (including FHLB stock)54,655  17,586  72,241  381,633  453,874  
Federal Funds Sold778  —  778  —  778  
Other earning assets223,812  —  223,812  —  223,812  
Total earning assets$751,081  $169,861  $920,942  $1,398,525  $2,319,467  
Source of Funds:     
Interest-bearing accounts:     
Demand deposits$722,301  $—  $722,301  $—  $722,301  
Savings deposits169,862  —  169,862  —  169,862  
Time deposits214,904  178,778  393,682  400,847  794,529  
Short-term borrowings—  50,000  50,000  5,959  55,959  
Senior long-term debt45,470  —  45,470  3,443  48,913  
Junior subordinated debt—  —  —  14,757  14,757  
Noninterest-bearing, net—  —  —  513,146  513,146  
Total source of funds$1,152,537  $228,778  $1,381,315  $938,152  $2,319,467  
Period gap$(401,456) $(58,917) $(460,373) $460,373   
Cumulative gap$(401,456) $(460,373) $(460,373) $—   
Cumulative gap as a percent of earning assets(17.3)%(19.8)%(19.8)%  

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Net interest income at risk measures the risk of a decline in earnings due to changes in interest rates. The first table below presents an analysis of our interest rate risk as measured by the estimated changes in net interest income resulting from an instantaneous and sustained parallel shift in the yield curve over a 12-month horizon at June 30, 2020. Shifts are measured in 100 basis point increments (+400 through -100 basis points) from base case. We do not present shifts less than 100 basis points because of the current low interest rate environment. The base case scenario encompasses key assumptions for asset/liability mix, loan and deposit growth, pricing, prepayment speeds, deposit decay rates, securities portfolio cash flows and reinvestment strategy and the market value of certain assets under the various interest rate scenarios. The base case scenario assumes that the current interest rate environment is held constant throughout the forecast period for a static balance sheet and the instantaneous shocks are performed against that yield curve. The second table presents an analysis of our interest rate risk as measured by the estimated changes in net interest income resulting from a gradual shift in the yield curve over a 12 month horizon. 

Instantaneous  Changes in Interest Rates (In Basis Points)
Percent Change In Net Interest Income
4003.72%
3002.47%
2001.25%
1000.34%
Base—%
(25)4.82%


Gradual Change in Interest Rates (In Basis Points)Percent Change In Net Interest Income
4000.14%
300(0.04)%
200(0.05)%
1000.01%
Base—%
(25)2.23%

These scenarios above are both instantaneous shocks and gradual interest rate ramps that assume balance sheet management will mirror the base case. Even if interest rates change in the designated amounts, there can be no assurance that our assets and liabilities would perform as anticipated. Additionally, a change in the U.S. Treasury rates in the designated amounts accompanied by a change in the shape of the U.S. Treasury yield curve would cause significantly different changes to net interest income than indicated above. Strategic management of our balance sheet would be adjusted to accommodate these movements. As with any method of measuring interest rate risk, certain shortcomings are inherent in the methods of analysis presented above. For example, although certain assets and liabilities may have similar maturities or periods to repricing, they may react in different degrees to changes in market interest rates. Also, the interest rates on certain types of assets and liabilities may fluctuate in advance of changes in market interest rates, while interest rates on other types may lag behind changes in market rates. Also, the ability of many borrowers to service their debt may decrease in the event of an interest rate increase. We consider all of these factors in monitoring exposure to interest rate risk.
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Item 4. Controls and Procedures
 
Evaluation of Disclosure Controls and Procedures
 
As defined by the Securities and Exchange Commission in Exchange Act Rules 13a-15(e) and 15d-15(e), a Company's "disclosure controls and procedures" means controls and other procedures of an issuer that are designed to ensure that information required to be disclosed by the issuer in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within time periods specified in the Commission's rules and forms. First Guaranty maintains such controls designed to ensure this material information is communicated to Management, including the Chief Executive Officer ("CEO") and Chief Financial Officer ("CFO"), as appropriate, to allow timely decision regarding required disclosure.

Management, with the participation of the CEO and CFO, have evaluated the effectiveness of our disclosure controls and procedures as of the end of the period covered by this quarterly report on Form 10-Q. Based on that evaluation, the CEO and CFO have concluded that the disclosure controls and procedures as of the end of the period covered by this quarterly report are effective. There were no changes in First Guaranty's internal control over financial reporting during the last fiscal quarter in the period covered by this quarterly report that have materially affected, or are reasonably likely to materially affect, First Guaranty's internal control over financial reporting.
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PART II. OTHER INFORMATION

Item 1. Legal Proceedings

First Guaranty is subject to various legal proceedings in the normal course of its business. First Guaranty assesses its liabilities and contingencies in connection with outstanding legal proceedings. Where it is probable that First Guaranty will incur a loss and the amount of the loss can be reasonably estimated, First Guaranty records a liability in its consolidated financial statements. First Guaranty does not record a loss if the loss is not probable or the amount of the loss is not estimable. First Guaranty is a defendant in a lawsuit alleging overpayment of interest on a loan with a possible loss range of $0.0 million to $0.5 million. Judgment has been rendered against First Guaranty for the full amount, but First Guaranty is exercising its appeal rights. First Guaranty had an accrued liability of $0.1 million at June 30, 2020 related to this lawsuit. First Guaranty is also a defendant in a lawsuit alleging fault for a loss of funds by a customer with a possible loss range of $0.0 million to $1.5 million. No accrued liability has been recorded related to this lawsuit.


Item 1A. Risk Factors

In addition to the other information contained in this Quarterly Report on Form 10-Q, the following risk factor represents material updates and additions to the risk factors previously disclosed in our Annual Report on Form 10-K for the year ended December 31, 2019 as filed with the SEC. Additional risks not presently known to us, or that we currently deem immaterial, may also adversely affect our business, financial condition or results of operations. Further, to the extent that any of the information contained in this Quarterly Report on Form 10-Q constitutes forward-looking statements, the risk factor set forth below also is a cautionary statement identifying important factors that could cause our actual results to differ materially from those expressed in any forward-looking statements made by or on behalf of us.

The economic impact of the COVID-19 outbreak could adversely affect our financial condition and results of operations.

In December 2019, a coronavirus (COVID-19) was reported in China, and, in March 2020, the World Health Organization declared it a pandemic. On March 12, 2020 the President of the United States declared the COVID-19 outbreak in the United States a national emergency. The COVID-19 pandemic has caused significant economic dislocation in the United States as many state and local governments have ordered non-essential businesses to close and residents to shelter in place at home. This has resulted in an unprecedented slow-down in economic activity and a related increase in unemployment. Since the COVID-19 outbreak, more than 30 million people have filed claims for unemployment, and stock markets have declined in value and in particular bank stocks have significantly declined in value. In response to the COVID-19 outbreak, the Federal Reserve has reduced the benchmark fed funds rate to a target range of 0% to 0.25%, and the yields on 10 and 30-year treasury notes have declined to historic lows. States and certain federal agencies are requiring lenders to provide forbearance and other relief to borrowers (e.g., waiving late payment and other fees). The federal banking agencies have encouraged financial institutions to prudently work with affected borrowers and recently passed legislation has provided relief from reporting loan classifications due to modifications related to the COVID-19 outbreak. Certain industries have been particularly adversely affected, including the travel and hospitality industry, the restaurant industry and the retail industry. Finally, the spread of the coronavirus has caused us to modify our business practices, including employee travel, employee work locations, and cancellation of physical participation in meetings, events and conferences.

Given the ongoing and dynamic nature of the circumstances, it is difficult to predict the full impact of the COVID-19 outbreak on our business. The extent of such impact will depend on future developments, which are highly uncertain, including when the coronavirus can be controlled and abated and when and how the economy may recover. As the result of the COVID-19 pandemic and the related adverse local and national economic consequences, we could be subject to any of the following risks, any of which could have a material, adverse effect on our business, financial condition, liquidity, and results of operations:

demand for our products and services may decline, making it difficult to grow assets and income;
if the economy is slow to recover, and high levels of unemployment continue for an extended period of time, loan delinquencies, problem assets, and foreclosures may increase, resulting in increased charges and reduced income;
collateral for loans, especially real estate, may decline in value, which could cause loan losses to increase;
our allowance for loan losses may have to be increased if borrowers experience financial difficulties beyond forbearance periods, which will adversely affect our net income;
the net worth and liquidity of loan guarantors may decline, impairing their ability to honor commitments to us;
as the result of the decline in the Federal Reserve Board’s target federal funds rate to near 0%, the yield on our assets may decline to a greater extent than the decline in our cost of interest-bearing liabilities, reducing our net interest margin and spread and reducing net income;
a material decrease in net income or a net loss over several quarters could result in a decrease in the rate of our quarterly cash dividend;
our cyber security risks are increased as the result of an increase in the number of employees working remotely;
we rely on third party vendors for certain services and the unavailability of a critical service due to the COVID-19 outbreak could have an adverse effect on us; and
Federal Deposit Insurance Corporation premiums may increase if the agency experiences additional resolution costs.

Additionally, our future success and profitability substantially depends on the management skills of our executive officers and directors, many of whom have held officer and director positions with us for many years. The unanticipated loss or unavailability of key employees due to the outbreak could harm our ability to operate our business or execute our business strategy. We may not be successful in finding and integrating suitable successors in the event of key employee loss or unavailability.

Any one or a combination of the factors identified above could negatively impact our business, financial condition and results of operations and prospects.


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Item 6.  Exhibits

 The following exhibits are either filed as part of this report or are incorporated herein by reference.
 
Exhibit NumberExhibit
31.1
31.2
32.1
32.2
101.SCHXBRL Taxonomy Extension Schema.
101.CALXBRL Taxonomy Extension Calculation Linkbase.
101.DEFXBRL Taxonomy Extension Definition Linkbase.
101.PREXBRL Taxonomy Extension Presentation Linkbase.
101.LABXBRL Taxonomy Extension Label Linkbase.
101.INSXBRL Instance Document.

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SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, First Guaranty has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 
FIRST GUARANTY BANCSHARES, INC.
 
Date: August 10, 2020 By: /s/ Alton B. Lewis
  Alton B. Lewis
  Principal Executive Officer
   
Date: August 10, 2020 By: /s/ Eric J. Dosch
  Eric J. Dosch
  Principal Financial Officer
  Secretary and Treasurer

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