2022 WESTAMERICA BANCORPORATION FORM 10-K
- 46 -
Capital to Risk-Adjusted Assets
The capital ratios for the Company and the Bank under current regulatory capital standards are presented in the tables below, on the dates indicated. For Common Equity Tier I Capital, Tier 1 Capital and Total Capital, the minimum percentage required for regulatory capital adequacy purposes include a 2.5% “capital conservation buffer.” To Be
Well-capitalized
Required for Under Prompt
Capital Adequacy Corrective Action
Company Bank Purposes Regulations (Bank)
Common Equity Tier I Capital 15.22% 12.37% 7.00% 6.50%
Tier I Capital 15.22% 12.37% 8.50% 8.00%
Total Capital 15.64% 12.93% 10.50% 10.00%
Leverage Ratio 10.18% 8.26% 4.00% 5.00%
At December 31, 2022
To Be
Well-capitalized
Required for Under Prompt
Capital Adequacy Corrective Action
Company Bank Purposes Regulations (Bank)
Common Equity Tier I Capital 14.93% 12.48% 7.00% 6.50%
Tier I Capital 14.93% 12.48% 8.50% 8.00%
Total Capital 15.47% 13.17% 10.50% 10.00%
Leverage Ratio 9.06% 7.55% 4.00% 5.00%
At December 31, 2021
The Company and the Bank routinely project capital levels by analyzing forecasted earnings, credit quality, shareholder dividends, asset volumes, share repurchase activity, stock option exercise proceeds, and other factors. Based on current capital projections, the Bank expects to maintain regulatory capital levels in excess of the minimum required to be considered well-capitalized under the prompt corrective action framework. The Company expects to continue paying quarterly dividends to shareholders. No assurance can be given that changes in capital management plans will not occur. [The remainder of this page intentionally left blank]
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 47 -
Deposit Categories
The Company primarily attracts deposits from local businesses and professionals, as well as through retail savings and checking accounts, and, to a more limited extent, certificates of deposit. The following table summarizes the Company’s average daily amount of deposits and the rates paid for the periods indicated:
Deposit Distribution and Average Rates Paid
Average
Balance
Percentage of
Total
Deposits Rate
Average
Balance
Percentage of
Total
Deposits Rate
Average
Balance
Percentage of
Total
Deposits Rate
Noninterest-bearing demand $3,018,350 47.0% - % $2,897,244 47.5% - % $2,538,819 47.8% - % Interest bearing:
Transaction 1,289,956 20.1% 0.03% 1,208,269 19.8% 0.03% 1,008,758 19.0% 0.03% Savings 1,967,902 30.7% 0.06% 1,842,590 30.2% 0.06% 1,594,718 30.1% 0.06% Time less than $100 thousand 77,007 1.2% 0.23% 83,580 1.4% 0.20% 91,519 1.7% 0.21% Time $100 thousand or more 62,411 1.0% 0.25% 69,165 1.1% 0.38% 72,363 1.4% 0.44% Total (1) $6,415,626 100.0% 0.05% $6,100,848 100.0% 0.06% $5,306,177 100.0% 0.06% 2022 2021
For the Years Ended December 31,
($ In thousands)
2020
(1) The rates for total deposits were calculated using the average balances of interest-bearing deposits.
The Company’s strategy includes building the value of its deposit base by building balances of lower-costing deposits and avoiding reliance on higher-costing time deposits. Average balances of higher costing time deposits declined 15% to $139 million from 2020 to 2022. The Company’s average balances of checking and savings accounts represented 98% of average balances of total deposits in 2022 compared with 97% in 2021 and 2020. Estimated uninsured deposits were $2.9 billion at December 31, 2022 and $3.1 billion at December 31, 2021.
Total time deposits were $131 million and $144 million at December 31, 2022 and December 31, 2021, respectively. The following table sets forth, by time remaining to maturity, the Company’s total domestic time deposits. The Company has no foreign time deposits.
Time Deposits Maturity Distribution
At December 31, 2022
(In thousands)
2023 $98,771
2024 18,844
2025 7,764
2026 2,511
2027 2,833
Thereafter 32
Total $130,755
The standard FDIC deposit insurance amount is $250,000 per depositor, for each account ownership category. The following table shows the time remaining to maturity of the Company’s time deposits with a balance greater than $250,000:
At December 31, 2022
(In thousands)
Three months or less $8,989
Over three through six months 2,362
Over six through twelve months 4,962
Over twelve months 5,747
Total $22,060
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 48 -
Short-term Borrowings
The following table sets forth the short-term borrowings of the Company:
Short-Term Borrowings Distribution
2022 2021 2020
Securities sold under agreements to repurchase the securities $57,792 $146,246 $102,545 Total short-term borrowings $57,792 $146,246 $102,545
At December 31,
(In thousands)
Further detail of federal funds purchased and other borrowed funds is as follows:
2022 2021 2020
Federal funds purchased balances and rates paid on outstanding amount:
Average balance for the year $1 $1 $1
Maximum month-end balance during the year - - -
Average interest rate for the year 4.68% 0.87% 0.88%
Average interest rate at period end - % - % - %
Securities sold under agreements to repurchase the securities balances and rates paid on outstanding amount:
Average balance for the year $109,282 $114,266 $80,455
Maximum month-end balance during the year 257,560 146,552 110,846 Average interest rate for the year 0.07% 0.07% 0.07%
Average interest rate at period end 0.06% 0.07% 0.07%
PPPLF balances and rates paid on outstanding amount:
Average balance for the year $ - $53 $174
Maximum month-end balance during the year - - -
Average interest rate for the year - % 0.35% 0.35%
Average interest rate at period end - % - % - %
For the Years Ended December 31,
($ in thousands)
Financial Ratios
The following table shows key financial ratios for the periods indicated:
2022 2021 2020
Return on average total assets 1.65% 1.23% 1.30%
Return on average common shareholders' equity 15.21% 11.52% 11.30% Average shareholders' equity as a percentage of:
Average total assets 10.83% 10.66% 11.52%
Average total loans 80.41% 62.81% 57.42%
Average total deposits 12.51% 12.30% 13.41%
Common dividend payout ratio 37% 51% 55%
At and For the Years Ended December 31,
[The remainder of this page intentionally left blank]
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 49 -
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK The Company does not currently engage in trading activities or use derivative instruments to control interest rate risk, even though such activities may be permitted with the approval of the Company’s Board of Directors.
Credit risk and interest rate risk are the most significant market risks affecting the Company, and equity price risk can also affect the Company’s financial results. These risks are described in the preceding sections regarding “Loan Portfolio Credit Risk,” and “Asset/Liability and Market Risk Management.” Other types of market risk, such as foreign currency exchange risk and commodity price risk, are not significant in the normal course of the Company’s business activities.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
INDEX TO FINANCIAL STATEMENTS
Page
Management’s Report on Internal Control Over Financial Reporting.................................................................... 50 Consolidated Balance Sheets as of December 31, 2022 and 2021........................................................................ 51 Consolidated Statements of Income for the years ended December 31, 2022, 2021 and 2020............................. 52 Consolidated Statements of Comprehensive Income (Loss) for the years ended December 31, 2022, 2021 and 2020 .................................................................................................................................................................... 53 Consolidated Statements of Changes in Shareholders’ Equity for the years ended December 31, 2022, 2021 and 2020.............................................................................................................................................................. 54 Consolidated Statements of Cash Flows for the years ended December 31, 2022, 2021 and 2020...................... 55 Notes to the Consolidated Financial Statements................................................................................................... 56 Report of Independent Registered Public Accounting Firm (PCAOB ID 173) .................................................... 91
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 50 -
MANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING Management of Westamerica Bancorporation and subsidiaries (the “Company”) is responsible for establishing and maintaining adequate internal control over financial reporting, and for performing an assessment of the effectiveness of internal control over financial reporting as of December 31, 2022. Internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. The Company’s system of internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorizations of Management and Directors of the Company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company’s assets that could have a material effect on the financial statements.
Management performed an assessment of the effectiveness of the Company’s internal control over financial reporting as of December 31, 2022 based upon criteria in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). Based on this assessment, Management determined that the Company’s internal control over financial reporting was effective as of December 31, 2022 based on the criteria in Internal Control - Integrated Framework (2013) issued by COSO.
The Company’s independent registered public accounting firm has issued an attestation report on the Company’s internal control over financial reporting. Their opinion and attestation on internal control over financial reporting appear on page 91.
Dated: February 28, 2023
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 51 -
2022 2021
Assets:
Cash and due from banks $294,236 $1,132,085
Debt securities available for sale 4,331,743 4,638,855
Debt securities held to maturity, net of allowance for credit losses of $1 at December 31, 2022 and $7 at December 31, 2021
(Fair value of $873,511 at December 31, 2022 and $312,562 at December 31, 2021) 915,913 306,396 Loans 958,488 1,068,126
Allowance for credit losses on loans (20,284) (23,514)
Loans, net of allowance for credit losses on loans 938,204 1,044,612 Premises and equipment, net 28,819 31,155
Identifiable intangibles, net 583 835
Goodwill 121,673 121,673
Other assets 319,146 185,415
Total Assets $6,950,317 $7,461,026
Liabilities:
Noninterest-bearing deposits $2,947,277 $3,069,080
Interest-bearing deposits 3,278,013 3,344,876
Total deposits 6,225,290 6,413,956
Short-term borrowed funds 57,792 146,246
Other liabilities 65,125 73,722
Total Liabilities 6,348,207 6,633,924
Contingencies (Note 12)
Shareholders' Equity:
475,086 471,008
Deferred compensation 35 35
Accumulated other comprehensive (loss) income (256,105) 49,664 Retained earnings 383,094 306,395
Total Shareholders' Equity 602,110 827,102
Total Liabilities and Shareholders' Equity $6,950,317 $7,461,026
See accompanying notes to consolidated financial statements.
Common stock (no par value), authorized - 150,000 shares Issued and outstanding: 26,913 at December 31, 2022 and 26,866 at December 31, 2021 (In thousands)
WESTAMERICA BANCORPORATION
CONSOLIDATED BALANCE SHEETS
At December 31,
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 52 -
2022 2021 2020
Interest and Loan Fee Income:
Loans $49,682 $57,558 $59,377
Equity securities 537 458 419
Debt securities available for sale 144,646 105,420 91,343 Debt securities held to maturity 19,101 8,875 13,552
Interest-bearing cash 7,790 1,132 1,165
Total Interest and Loan Fee Income 221,756 173,443 165,856 Interest Expense:
Deposits 1,846 1,877 1,770
Short-term borrowed funds 79 78 53
Other borrowed funds - - 1
Total Interest Expense 1,925 1,955 1,824
Net Interest and Loan Fee Income 219,831 171,488 164,032 Provision for Credit Losses - - 4,300
Net Interest and Loan Fee Income After Provision For Credit Losses 219,831 171,488 159,732 Noninterest Income:
Service charges on deposit accounts 14,490 13,697 14,149 Merchant processing services 11,623 11,998 10,208
Debit card fees 7,879 6,859 6,181
Trust fees 3,216 3,311 3,012
ATM processing fees 2,160 2,280 2,273
Other service fees 1,808 1,884 1,837
Financial services commissions 417 356 372
Gains on sales of real property - - 3,536
Life insurance gains 930 - -
Securities gains - 34 71
Other noninterest income 2,598 2,926 3,998
Total Noninterest Income 45,121 43,345 45,637
Noninterest Expense:
Salaries and related benefits 46,125 48,011 50,749
Occupancy and equipment 19,884 19,139 19,637
Outsourced data processing services 9,684 9,601 9,426
Limited Partnership Operating Losses 5,724 2,620 2,440
Professional fees 2,628 3,253 2,423
Courier service 2,614 2,177 2,001
Other noninterest expense 12,702 13,005 11,890
Total Noninterest Expense 99,361 97,806 98,566
Income Before Income Taxes 165,591 117,027 106,803
Provision for income taxes 43,557 30,518 26,390
Net Income $122,034 $86,509 $80,413
Average Common Shares Outstanding 26,895 26,855 26,942
Diluted Average Common Shares Outstanding 26,907 26,870 26,960 Per Common Share Data:
Basic earnings $4.54 $3.22 $2.98
Diluted earnings 4.54 3.22 2.98
Dividends paid 1.68 1.65 1.64
See accompanying notes to consolidated financial statements.
For the Years Ended December 31,
(In thousands, except per share data)
WESTAMERICA BANCORPORATION
CONSOLIDATED STATEMENTS OF INCOME
2022 2021 2020
Interest and Loan Fee Income:
Loans $49,682 $57,558 $59,377
Equity securities 537 458 419
Debt securities available for sale 144,646 105,420 91,343 Debt securities held to maturity 19,101 8,875 13,552
Interest-bearing cash 7,790 1,132 1,165
Total Interest and Loan Fee Income 221,756 173,443 165,856 Interest Expense:
Deposits 1,846 1,877 1,770
Short-term borrowed funds 79 78 53
Other borrowed funds - - 1
Total Interest Expense 1,925 1,955 1,824
Net Interest and Loan Fee Income 219,831 171,488 164,032 Provision for Credit Losses - - 4,300
Net Interest and Loan Fee Income After Provision For Credit Losses 219,831 171,488 159,732 Noninterest Income:
Service charges on deposit accounts 14,490 13,697 14,149 Merchant processing services 11,623 11,998 10,208
Debit card fees 7,879 6,859 6,181
Trust fees 3,216 3,311 3,012
ATM processing fees 2,160 2,280 2,273
Other service fees 1,808 1,884 1,837
Financial services commissions 417 356 372
Gains on sales of real property - - 3,536
Life insurance gains 930 - -
Securities gains - 34 71
Other noninterest income 2,598 2,926 3,998
Total Noninterest Income 45,121 43,345 45,637
Noninterest Expense:
Salaries and related benefits 46,125 48,011 50,749
Occupancy and equipment 19,884 19,139 19,637
Outsourced data processing services 9,684 9,601 9,426
Limited Partnership Operating Losses 5,724 2,620 2,440
Professional fees 2,628 3,253 2,423
Courier service 2,614 2,177 2,001
Other noninterest expense 12,702 13,005 11,890
Total Noninterest Expense 99,361 97,806 98,566
Income Before Income Taxes 165,591 117,027 106,803
Provision for income taxes 43,557 30,518 26,390
Net Income $122,034 $86,509 $80,413
Average Common Shares Outstanding 26,895 26,855 26,942
Diluted Average Common Shares Outstanding 26,907 26,870 26,960 Per Common Share Data:
Basic earnings $4.54 $3.22 $2.98
Diluted earnings 4.54 3.22 2.98
Dividends paid 1.68 1.65 1.64
See accompanying notes to consolidated financial statements.
For the Years Ended December 31,
(In thousands, except per share data)
WESTAMERICA BANCORPORATION
CONSOLIDATED STATEMENTS OF INCOME
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 53 -
2022 2021 2020
Net Income $122,034 $86,509 $80,413
Other comprehensive (loss) income:
Changes in net unrealized (losses) gains on debt securities available for sale (434,107) (91,891) 125,519 Deferred tax benefit (expense) 128,338 27,167 (37,108)
Reclassification of gains included in net income - (34) (71) Deferred tax expense on gains included in net income - 10 21 Changes in unrealized (losses) gains on debt securities available for sale, net of tax (305,769) (64,748) 88,361 Total Comprehensive (Loss) Income ($183,735) $21,761 $168,774 See accompanying notes to consolidated financial statements.
WESTAMERICA BANCORPORATION
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
For the Years Ended December 31,
(In thousands)
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 54 -
Accumulated
Common Other
Shares Common Deferred Comprehensive Retained
Outstanding Stock Compensation Income (Loss) Earnings Total Balance, December 31, 2019 27,062 $465,460 $771 $26,051 $239,135 $731,417 Adoption of ASU 2016-13 52 52
Adjusted Balance, January 1, 2020 27,062 465,460 771 26,051 239,187 731,469 Net income for the year 2020 80,413 80,413
Other comprehensive income 88,361 88,361
Exercise of stock options 52 2,838 2,838
Restricted stock activity 10 1,270 (736) 534
Stock based compensation - 1,875 1,875
Stock awarded to employees 2 100 100
Retirement of common stock (319) (5,537) (10,959) (16,496) Dividends ($1.64 per share) (44,285) (44,285)
Balance, December 31, 2020 26,807 466,006 35 114,412 264,356 844,809 Net income for the year 2021 86,509 86,509
Other comprehensive loss (64,748) (64,748)
Exercise of stock options 53 3,017 3,017
Restricted stock activity 9 526 526
Stock based compensation - 1,419 1,419
Stock awarded to employees 1 106 106
Retirement of common stock (4) (66) (166) (232)
Dividends ($1.65 per share) (44,304) (44,304)
Balance, December 31, 2021 26,866 471,008 35 49,664 306,395 827,102 Net income for the year 2022 122,034 122,034
Other comprehensive loss (305,769) (305,769)
Exercise of stock options 40 2,255 2,255
Restricted stock activity 8 492 492
Stock based compensation - 1,309 1,309
Stock awarded to employees 2 87 87
Retirement of common stock (3) (65) (153) (218)
Dividends ($1.68 per share) (45,182) (45,182)
Balance, December 31, 2022 26,913 $475,086 $35 ($256,105) $383,094 $602,110 See accompanying notes to consolidated financial statements.
WESTAMERICA BANCORPORATION
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (In thousands, except per share data)
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 55 -
2022 2021 2020
Operating Activities:
Net income $122,034 $86,509 $80,413
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization/accretion 16,565 16,617 22,647 Provision for credit losses - - 4,300
Net amortization of deferred loan fees (1,704) (5,576) (4,442) Stock option compensation expense 1,309 1,419 1,875
Life insurance gains (930) - -
Securities gains - (34) (71)
Gains on sales of premises and equipment - - (3,536)
Gain on disposal of premises and equipment - - (71)
Net changes in:
Interest income receivable (18,037) (2,499) (4,225)
Net deferred tax liability 697 3,899 (246)
Other assets (2,415) (3,534) (3,528)
Income taxes payable 3,020 (1,054) 353
Interest expense payable (10) (72) (5)
Other liabilities (6,827) (6,940) 14,280
Net Cash Provided by Operating Activities 113,702 88,735 107,744 Investing Activities:
Net repayments (disbursements) of loans 108,107 193,755 (126,682) Proceeds from life insurance policies 3,041 - -
Purchases of debt securities available for sale (636,228) (1,909,370) (2,102,983) Proceeds from sale/maturity/calls of debt securities available for sale 500,160 1,204,455 1,260,846 Purchases of debt securities held to maturity (718,940) - - Proceeds from maturity/calls of debt securities held to maturity 111,059 206,400 218,164 Proceeds from redemption of Federal Reserve Bank stock 2,326 - - Purchases of premises and equipment (811) (1,324) (2,200) Proceeds from sale of premises and equipment - - 3,819
Proceeds from sale of foreclosed assets - - 114
Net Cash Used in Investing Activities (631,286) (306,084) (748,922) Financing Activities:
Net change in deposits (188,666) 725,977 875,358
Net change in short-term borrowings (88,454) 43,701 71,617 Exercise of stock options 2,255 3,017 2,838
Retirement of common stock (218) (232) (16,496)
Common stock dividends paid (45,182) (44,304) (44,285)
Net Cash (Used in) Provided by Financing Activities (320,265) 728,159 889,032 Net Change In Cash and Due from Banks (837,849) 510,810 247,854 Cash and Due from Banks at Beginning of Period 1,132,085 621,275 373,421 Cash and Due from Banks at End of Period $294,236 $1,132,085 $621,275 Supplemental Cash Flow Disclosures:
Supplemental disclosure of noncash activities:
Right-of-use assets acquired in exchange for operating lease liabilities $3,533 $5,105 $7,697 Securities purchases pending settlement - - 29,000
Supplemental disclosure of cash flow activities:
Cash paid for amounts included in operating lease liabilities 6,037 6,309 6,516 Interest paid for the period 1,935 2,027 1,830
Income tax payments for the period 39,840 27,673 26,462 See accompanying notes to consolidated financial statements.
For the Years Ended December 31,
WESTAMERICA BANCORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 56 -
WESTAMERICA BANCORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 1: Business and Accounting Policies
Westamerica Bancorporation, a registered bank holding company (the “Company”), provides a full range of banking services to corporate and individual customers in Northern and Central California through its wholly-owned subsidiary bank, Westamerica Bank (the “Bank”). The Bank is subject to competition from both financial and nonfinancial institutions and to the regulations of certain agencies and undergoes periodic examinations by those regulatory authorities. All of the financial service operations are considered by management to be aggregated in one reportable operating segment.
The Company has evaluated events and transactions subsequent to the balance sheet date. Based on this evaluation, the Company is not aware of any events or transactions that occurred subsequent to the balance sheet date but prior to filing that would require recognition or disclosure in its consolidated financial statements. Certain amounts in prior periods have been reclassified to conform to the current presentation.
Certain risks, uncertainties and other factors may cause actual future results to differ materially from the results discussed in this report on Form 10-K. Recent events that could affect the Company’s operations include the COVID-19 pandemic, inflation and the Federal Reserve’s monetary policy, climate changes and the war in Ukraine. Management continues to actively monitor their impact on the Company’s business. The extent of the impact on the Company’s results of operations, cash flow liquidity, and financial performance, as well as the Company’s ability to execute near- and long-term business strategies and initiatives, will depend on numerous evolving factors and future developments, which are highly uncertain and cannot be reasonably predicted. Any one or a combination of such risk factors, or other factors, could materially adversely affect the Company's business, financial condition, results of operations and prospects.
Summary of Significant Accounting Policies
The consolidated financial statements are prepared in conformity with accounting principles generally accepted in the United States of America. The following is a summary of significant policies used in the preparation of the accompanying financial statements.
Accounting Estimates. Certain accounting policies underlying the preparation of these financial statements require Management to make estimates, assumptions, and judgments that affect the amounts reported in the financial statements and accompanying notes.
These estimates, assumptions, and judgments are based on information available as of the date of the financial statements; accordingly, as this information changes, the financial statements could reflect different estimates, assumptions, and judgments and as such have a greater possibility of producing results that could be materially different than originally reported. Estimates, assumptions, and judgments are necessary when assets and liabilities are required to be recorded at fair value, when a decline in fair value of an asset not carried on the financial statements at fair value warrants an impairment writedown or valuation reserve to be established, or when an asset or liability needs to be recorded contingent upon a future event. The allowance for credit losses accounting is an area requiring the most subjective or complex judgments, and as such could be most subject to revision as new information becomes available. A discussion of the factors affecting the accounting for the allowance for credit losses on loans is included in the following “Loans” and “Allowance for Credit Losses” sections. Carrying assets and liabilities at fair value inherently results in financial statement volatility. The fair values and the information used to record valuation adjustments for certain assets and liabilities are based either on quoted market prices or are provided by other third party sources, when available. The “Securities” section discusses the factors that may affect the valuation of the Company’s securities. Although the estimates contemplate current conditions actual results can change.
Principles of Consolidation. The consolidated financial statements include the accounts of the Company and all the Company’s subsidiaries. Significant intercompany transactions have been eliminated in consolidation. The Company does not maintain or conduct transactions with any unconsolidated special purpose entities.
Cash. Cash includes Due From Banks balances which are readily convertible to known amounts of cash and are generally 90 days or less from maturity at the time of initiation, presenting insignificant risk of changes in value due to interest rate changes.
Equity Securities. Equity securities consist of marketable equity securities and mutual funds which are recorded at fair value.
Unrealized gains and losses are included in net income. There were no equity securities at December 31, 2022 and December 31, 2021.
Debt Securities. Debt securities consist of the U.S. Treasury, securities of government sponsored entities, states, counties, municipalities, corporations, agency and non-agency mortgage-backed securities, collateralized loan obligations and commercial
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 57 -
paper. Securities transactions are recorded on a trade date basis. The Company classifies its debt securities in one of three categories:
trading, available for sale or held to maturity. Trading securities are bought and held principally for the purpose of selling them in the near term. Trading securities are recorded at fair value with unrealized gains and losses included in net income. Held to maturity debt securities are those securities which the Company has the ability and intent to hold until maturity. Held to maturity debt securities are recorded at cost, adjusted for the amortization of premiums or accretion of discounts. Securities not included in trading or held to maturity are classified as available for sale debt securities. Available for sale debt securities are recorded at fair value.
Unrealized gains and losses, net of the related tax effect, on available for sale debt securities are included in accumulated other comprehensive income. Accrued interest is recorded within other assets and reversed against interest income if it is not received.
The Company utilizes third-party sources to value its investment securities; securities individually valued using quoted prices in active markets are classified as Level 1 assets in the fair value hierarchy, and securities valued using quoted prices in active markets for similar securities (commonly referred to as “matrix” pricing) are classified as Level 2 assets in the fair value hierarchy. The Company validates the reliability of third-party provided values by comparing individual security pricing for securities between more than one third-party source. When third-party information is not available, valuation adjustments are estimated in good faith by Management and classified as Level 3 in the fair value hierarchy.
The Company follows the guidance issued by the Board of Governors of the Federal Reserve System, “Investing in Securities without Reliance on Nationally Recognized Statistical Rating Agencies” (SR 12-15) and other regulatory guidance when performing investment security pre-purchase analysis or evaluating investment securities for credit loss. Credit ratings issued by recognized rating agencies are considered in the Company’s analysis only as a guide to the historical default rate associated with similarlyrated bonds.
To the extent that debt securities in the held-to-maturity portfolio share common risk characteristics, estimated expected credit losses are calculated in a manner like that used for loans held for investment. That is, for pools of such securities with common risk characteristics, the historical lifetime probability of default and severity of loss in the event of default is derived or obtained from external sources and adjusted for the expected effects of reasonable and supportable forecasts over the expected lives of the securities on those historical credit losses. Expected credit loss on each security in the held-to-maturity portfolio that do not share common risk characteristics with any of the pools of debt securities is individually evaluated and a reserve for credit losses is established at the difference between the discounted value of the expected future cash flows, based on the original effective interest rate, and the recorded amortized cost basis of the security. For certain classes of debt securities, the bank considers the history of credit losses, current conditions and reasonable and supportable forecasts, which may indicate that the expectation that nonpayment of the amortized cost basis is or continues to be zero. Therefore, for those securities, the bank does not record expected credit losses.
Available for sale debt securities in unrealized loss positions are evaluated for credit related loss at least quarterly. For available for sale debt securities, a decline in fair value due to credit loss results in recording an allowance for credit losses to the extent the fair value is less than the amortized cost basis. Declines in fair value that have not been recorded through an allowance for credit losses, such as declines due to changes in market interest rates, are recorded through other comprehensive income, net of applicable taxes.
Although these evaluations involve significant judgment, an unrealized loss in the fair value of a debt security is generally considered to not be related to credit when the fair value of the security is below the carrying value primarily due to changes in riskfree interest rates, there has not been significant deterioration in the financial condition of the issuer, and the Company does not intend to sell nor does it believe it will be required to sell the security before the recovery of its cost basis.
If the Company intends to sell a debt security or more likely than not will be required to sell the security before recovery of its amortized cost basis, the debt security is written down to its fair value and the write down is charged against the allowance for credit losses with any incremental loss reported in earnings.
Purchase premiums are amortized to the earliest call date and purchase discounts are amortized to maturity as an adjustment to yield using the effective interest method. Unamortized premiums, unaccreted discounts, and early payment premiums are recognized as a component of gain or loss on sale upon disposition of the related security. Interest and dividend income are recognized when earned. Realized gains and losses from the sale of available for sale debt securities are included in earnings using the specific identification method.
Nonmarketable Equity Securities. Nonmarketable equity securities include securities that are not publicly traded, such as Visa Class B common stock, and securities acquired to meet regulatory requirements, such as Federal Reserve Bank stock, which are restricted.
These restricted securities are accounted for under the cost method and are included in other assets. The Company reviews those assets accounted for under the cost method at least quarterly. The Company’s review typically includes an analysis of the facts and circumstances of each investment, the expectations for the investment’s cash flows and capital needs, the viability of its business model and any exit strategy. When the review indicates that impairment exists the asset value is reduced to fair value. The Company recognizes the estimated loss in noninterest income.
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 58 -
Loans. Loans are stated at the principal amount outstanding, net of unearned discount and unamortized deferred fees and costs.
Interest is accrued daily on the outstanding principal balances and included in other assets. Loans which are more than 90 days delinquent with respect to interest or principal, unless they are well secured and in the process of collection, and other loans on which full recovery of principal or interest is in doubt, are placed on nonaccrual status. Interest previously accrued on loans placed on nonaccrual status is charged against interest income. In addition, some loans secured by real estate and commercial loans to borrowers experiencing financial difficulties are placed on nonaccrual status even though the borrowers continue to repay the loans as scheduled. When the ability to fully collect nonaccrual loan principal is in doubt, payments received are applied against the principal balance of the loans on a cost-recovery method until such time as full collection of the remaining recorded balance is expected. Any additional interest payments received after that time are recorded as interest income on a cash basis. Nonaccrual loans are reinstated to accrual status when none of the loan’s principal and interest is past due and improvements in credit quality eliminate doubt as to the full collectability of both principal and interest, or the loan otherwise becomes well secured and in the process of collection. Certain consumer loans or auto receivables are charged off against the allowance for credit losses when they become 120 days past due.
A troubled debt restructuring (“TDR”) occurs when the Company, for reasons related to a borrower’s financial difficulties, grants a concession to the borrower it would not otherwise consider. The Company follows its general nonaccrual policy for TDRs.
Performing TDRs are reinstated to accrual status when improvements in credit quality eliminate the doubt as to full collectability of both principal and interest. Under the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”), banks may elect to deem that loan modifications do not result in TDRs if they are (1) related to the novel coronavirus disease; (2) executed on a loan that was not more than 30 days past due as of December 31, 2019; and (3) executed between March 1, 2020, and the earlier of (A) 60 days after the date of termination of the National Emergency or (B) December 31, 2020.The Consolidated Appropriations Act, 2021, extended the period during which banks may elect to deem that qualified loan modifications do not result in TDR classification through January 1, 2022.
Allowance for Credit Losses. The Company extends loans to commercial and consumer customers primarily in Northern and Central California. These lending activities expose the Company to the risk borrowers will default, causing loan losses. The Company’s lending activities are exposed to various qualitative risks. All loan segments are exposed to risks inherent in the economy and market conditions. Significant risk characteristics related to the commercial loan segment include the borrowers’ business performance and financial condition, and the value of collateral for secured loans. Significant risk characteristics related to the commercial real estate segment include the borrowers’ business performance and the value of properties collateralizing the loans. Significant risk characteristics related to the construction loan segment include the borrowers’ performance in successfully developing the real estate into the intended purpose and the value of the property collateralizing the loans. Significant risk characteristics related to the residential real estate segment include the borrowers’ financial wherewithal to service the mortgages and the value of the property collateralizing the loans. Significant risk characteristics related to the consumer loan segment include the financial condition of the borrowers and the value of collateral securing the loans.
The preparation of these financial statements requires Management to estimate the amount of expected losses over the expected contractual life of the Bank’s existing loan portfolio and establish an allowance for credit losses. Loan agreements generally include a maturity date, and the Company considers the contractual life of a loan agreement to extend from the date of origination to the contractual maturity date. In estimating credit losses, Management must exercise significant judgment in evaluating information deemed relevant. The amount of ultimate losses on the loan portfolio can vary from the estimated amounts. Management follows a systematic methodology to estimate loss potential in an effort to reduce the differences between estimated and actual losses.
The allowance for credit losses is established through provisions for credit losses charged to income. Losses on loans are charged to the allowance for credit losses when all or a portion of the recorded amount of a loan is deemed to be uncollectible. Recoveries of loans previously charged off are credited to the allowance when realized. The Company’s allowance for credit losses is maintained at a level considered adequate to provide for expected losses based on historical loss rates adjusted for current and expected conditions over a forecast period. These include conditions unique to individual borrowers, as well as overall credit loss experience, the amount of past due, nonperforming and classified loans, recommendations of regulatory authorities, prevailing economic conditions, or credit protection agreements and other factors.
Loans that share common risk characteristics are segregated into pools based on common characteristics, which is primarily determined by loan, borrower, or collateral type. Historical loss rates are determined for each pool. For consumer installment loans, primarily secured by automobiles, historical loss rates are determined using a vintage methodology, which tracks losses based on period of origination. For commercial, construction, and commercial real estate, historical loss rates are determined using an open pool methodology where losses are tracked over time for all loans included in the pool at the historical measurement date. Historical loss rates are adjusted for factors that are not reflected in the historical loss rates that are attributable to national or local economic or industry trends which have occurred but have not yet been recognized in past loan charge-off history, estimated losses based on management’s reasonable and supportable expectation of economic trends over a forecast horizon of up to two years, and other
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 59 -
factors that impact credit loss expectations that are not reflected in the historical loss rates. Other factors include, but are not limited to, the effectiveness of the Company’s loan review system, adequacy of lending Management and staff, loan policies and procedures, problem loan trends, and concentrations of credit. At the end of the two-year forecast period loss rates revert immediately to the historical loss rates. The results of this analysis are applied to the amortized cost of the loans included within each pool.
Loans that do not share risk characteristics with other loans in the pools are evaluated individually. A loan is considered ‘collateraldependent’ when the borrower is experiencing financial difficulty and repayment is expected to be provided substantially through the operation or sale of the collateral. A credit loss reserve for collateral-dependent loans is established at the difference between the amortized cost basis in the loan and the fair value of the underlying collateral adjusted for costs to sell. For other individually evaluated loans that are not collateral dependent, a credit loss reserve is established at the difference between the amortized cost basis in the loan and the present value of expected future cash flows discounted at the loan’s effective interest rate. The impact of an expected TDR modification is included in the allowance for credit losses when management determines a TDR modification is likely.
Accrued interest is recorded in other assets and is excluded from the estimation of expected credit loss. Accrued interest is reversed through interest income when amounts are determined to be uncollectible, which generally occurs when the underlying receivable is placed on nonaccrual status or charged off.
Liability for Off-Balance Sheet Credit Exposures. Off-balance sheet credit exposures relate to letters of credit and unfunded loan commitments for commercial, construction and consumer loans. The Company maintains a separate allowance for credit losses from off-balance-sheet credit exposures, which is included within other liabilities on the consolidated statements of financial condition. Increases or reductions to the Company’s allowance for credit losses from off-balance sheet credit exposures are recorded in other expenses. Management estimates the amount of expected losses by estimating expected usage exposures that are not unconditionally cancellable by the Company and applying the loss factors used in the allowance for credit loss methodology to estimate the liability for credit losses related to unfunded commitments. No credit loss estimate is reported for off-balance-sheet credit exposures that are unconditionally cancellable by the Company or for undrawn amounts under such arrangements that may be drawn prior to the cancellation of the arrangement.
Nonrefundable fees and certain costs associated with originating or acquiring loans are deferred and amortized as an adjustment to interest income over the contractual loan lives. Upon prepayment, unamortized loan fees, net of costs, are immediately recognized in interest income. Other fees, including those collected upon principal prepayments, are included in interest income when received.
Loans held for sale are identified upon origination and are reported at the lower of cost or market value on an aggregate loan basis.
Other Real Estate Owned. Other real estate owned is comprised of property acquired through foreclosure proceedings, acceptances of deeds-in-lieu of foreclosure and, if applicable, vacated bank properties. Losses recognized at the time of acquiring property in full or partial satisfaction of debt are charged against the allowance for credit losses. Other real estate owned is recorded at the fair value of the collateral, generally based upon an independent property appraisal, less estimated disposition costs. Losses incurred subsequent to acquisition due to any decline in annual independent property appraisals are recognized as noninterest expense.
Routine holding costs, such as property taxes, insurance and maintenance, and losses from sales and dispositions, are recognized as noninterest expense.
Premises and Equipment. Premises and equipment are stated at cost, less accumulated depreciation and amortization. Depreciation is computed substantially on the straight-line method over the estimated useful life of each type of asset. Estimated useful lives of premises and equipment range from 20 to 50 years and from 3 to 20 years, respectively. Leasehold improvements are amortized over the terms of the lease or their estimated useful life, whichever is shorter.
Revenue Recognition. The Company recognizes revenue as it is earned based on contractual terms, as transactions occur, or as services are provided and collectability is reasonably assured. In certain circumstances, noninterest income is reported net of associated expenses that are directly related to variable volume-based sales or revenue sharing arrangements or when the Company acts on an agency basis for others.
Life Insurance Cash Surrender Value. TheCompany has purchased life insurance policies on certain directors and officers as well as acquired such assets as part of the acquisition of other banks. Company owned life insurance is recorded at the amount that can be realized under the insurance contract at the balance sheet date, which isthe cash surrender value adjusted for other charges or other amounts due that are probable atsettlement. These assets are included in other assets on the consolidated balance sheets.
Intangible Assets. Intangible assets are comprised of goodwill, core deposit intangibles and other identifiable intangibles acquired in business combinations. Intangible assets with finite useful lives are amortized on an accelerated basis over their respective estimated useful lives not exceeding 15 years. Intangible assets with a finite useful life are reviewed at least annually for impairment.
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 60 -
Any goodwill and any intangible asset acquired in a business combination determined to have an indefinite useful life is not amortized and is reviewed at least annually for impairment. If management determines, based on a qualitative review of events and circumstances, that it is more likely than not that the carrying value of the intangible asset will not be realized, an impairment test is performed to determine whether the asset’s fair value is less than the carrying amount of the asset.
Impairment of Long-Lived Assets. The Company reviews its long-lived and certain intangible assets for impairment whenever events or changes indicate that the carrying amount of an asset may not be recoverable. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell.
Income Taxes. The Company and its subsidiaries file consolidated tax returns. The Company accounts for income taxes in accordance with FASB ASC 740, Income Taxes, resulting in two components of income tax expense: current and deferred. Current income tax expense approximates taxes to be paid or refunded for the current period. The Company determines deferred income taxes using the balance sheet method. Under this method, the net deferred tax asset or liability is based on the tax effects of the differences between the book and tax bases of assets and liabilities, and recognizes enacted changes in tax rates and laws in the period in which they occur. Deferred income tax expense results from changes in deferred tax assets and liabilities between periods.
Deferred tax assets are recognized subject to Management’s judgment that realization is more likely than not. A tax position that meets the more likely than not recognition threshold is measured to determine the amount of benefit to recognize. The tax position is measured at the largest amount of benefit that is greater than fifty percent likely of being realized upon settlement. Interest and penalties are recognized as a component of income tax expense.
Stock-based Compensation. The Company applies FASB ASC 718 – Compensation – Stock Compensation, to account for stock based awards granted to employees using the fair value method. The Company recognizes compensation expense for restricted performance share grants over the relevant attribution period. Restricted performance share grants have no exercise price, therefore, the intrinsic value is measured using an estimated per share price at the vesting date for each restricted performance share. The estimated per share price is adjusted during the attribution period to reflect actual stock price performance. The Company’s obligation for unvested outstanding restricted performance share grants is classified as a liability until the vesting date due to a cash settlement feature, at which time the issued shares become classified as shareholders’ equity.
Other. Securities and other property held by the Bank in a fiduciary or agency capacity are not included in the financial statements since such items are not assets of the Company or its subsidiaries.
Recently Adopted Accounting Standards
In the year ended December 31, 2021, the Company adopted the following new accounting guidance:
FASB ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, was issued December 2019. The ASU is intended to simplify various aspects related to accounting for income taxes, eliminates certain exceptions to the general principles in ASC Topic 740 related to intra-period tax allocation, simplifies when companies recognize deferred taxes in an interim period, and clarifies certain aspects of the current guidance to promote consistent application. This guidance effective for public entities for fiscal years beginning after December 15, 2020, and for interim period within those fiscal years, with early adoption permitted. The Company adopted the ASU provisions on January 1, 2021 and the adoption of the ASU provisions did not have a significant impact on the Company’s consolidated financial statements.
In 2020, the Company adopted the following new accounting guidance:
FASB ASU 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, was issued on June 16, 2016. The ASU significantly changed estimates for credit losses related to financial assets measured at amortized cost and certain other contracts. For estimating credit losses, the FASB replaced the incurred loss model with the current expected credit loss (CECL) model, which accelerated recognition of credit losses. Additionally, credit losses relating to debt securities available-for-sale are recorded through an allowance for credit losses under the new standard. The Company is also required to provide additional disclosures related to the financial assets within the scope of the new standard.
The Company adopted the ASU provisions on a modified retrospective basis on January 1, 2020. Management evaluated available data, defined portfolio segments of loans with similar attributes, and selected loss estimate models for each identified loan portfolio segment. Management measured historical loss rates for each portfolio segment. Management also segmented debt securities held to maturity, selected methods to estimate losses for each segment, and measured a loss estimate. Agency mortgage-backed securities were assigned no credit loss allowance due to the perceived backing of government sponsored entities. Municipal securities were
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 61 -
evaluated for risk of default based on credit rating and remaining term to maturity using Moody’s risk of default factors; Moody’s loss upon default factors were applied to the assumed defaulted principal amounts to estimate the amount for credit loss allowance.
The adjustment to the allowance for credit losses was recorded through an offsetting after-tax adjustment to shareholders’ equity.
The implementing entry increased allowance for credit losses by $2,017 thousand, reduced allowance for credit losses for unfunded credit commitments by $2,107 thousand and increased retained earnings by $52 thousand.
The following table summarizes the impact of adoption of ASU 2016-13.
Balance, Impact of As reported
prior to adoption adoption of under
of ASU 2016-13 ASU 2016-13 ASU 2016-13
Assets:
Allowance for credit losses on loans:
Commercial $4,959 $3,385 $8,344
Commercial real estate 4,064 618 4,682
Construction 109 (31) 78
Residential real estate 206 (132) 74
Consumer and other installment loans 6,445 1,878 8,323
Unallocated 3,701 (3,701) -
Allowance for credit losses on loans: $19,484 $2,017 $21,501 Allowance for credit losses on debt securities
held to maturity - 16 16
Liabilities:
Allowance for credit losses for unfunded
commitments 2,160 (2,107) 53
January 1, 2020
(In thousands)
Recently Issued Accounting Standards
FASB ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting, was issued March 2020. The ASU provides optional expedients and exceptions for applying GAAP to loan and lease agreements, derivative contracts, and other transactions affected by the anticipated transition away from LIBOR toward new interest rate benchmarks. For transactions that are modified because of reference rate reform and that meet certain scope guidance (i) modifications of loan agreements should be accounted for by prospectively adjusting the effective interest rate and the modification will be considered "minor" so that any existing unamortized origination fees/costs would carry forward and continue to be amortized and (ii) modifications of lease agreements should be accounted for as a continuation of the existing agreement with no reassessments of the lease classification and the discount rate or remeasurements of lease payments that otherwise would be required for modifications not accounted for as separate contracts. ASU 2020-04 also provides numerous optional expedients for derivative accounting. In December 2022, the FASB issued ASU 2022-06, Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848.” The ASU 2022-06 deferred the sunset date of ASU 2020-04 to December 2024. Once elected for a Topic or an Industry Subtopic within the Codification, the amendments in this ASU must be applied prospectively for all eligible contract modifications for that Topic or Industry Subtopic. The Company does not expect any material impact on its consolidated financial statements since the Company has an insignificant number of financial instruments applicable to this ASU.
FASB ASU 2022-02, Financial Instruments - Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures, was issued March 2022. The ASU eliminates the recognition and measurement guidance for troubled debt restructurings and requires enhanced disclosures about loan modifications for borrowers experiencing financial difficulty. This ASU also requires enhanced disclosure for loans that have been charged off. The ASU is effective in January 1, 2023 under a prospective approach.
Adoption of this ASU is not expected to have a material impact on the Company’s consolidated financial statements. [The remainder of this page intentionally left blank]
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 62 -
Note 2: Investment Securities
An analysis of the amortized cost and fair value by major categories of debt securities available for sale, which are carried at fair value with net unrealized gains (losses) reported on an after-tax basis as a component of accumulated other comprehensive income, and debt securities held to maturity, which are carried at amortized cost, before allowance for credit losses of $1 thousand at December 31, 2022 and $7 thousand at December 31, 2021, follows:
Gross Gross
Amortized Unrealized Unrealized Fair
Cost Gains Losses Value
Debt securities available for sale
Agency residential mortgage-backed securities ("MBS") $311,089 $4 ($25,045) $286,048 Securities of U.S. Government sponsored entities 306,336 3 (15,486) 290,853 Obligations of states and political subdivisions 84,024 59 (2,079) 82,004 Corporate securities 2,406,566 1,032 (307,643) 2,099,955 Collateralized loan obligations 1,587,326 527 (14,970) 1,572,883 Total debt securities available for sale 4,695,341 1,625 (365,223) 4,331,743 Debt securities held to maturity
Agency residential MBS 104,852 13 (7,503) 97,362
Obligations of states and political subdivisions 89,208 73 (538) 88,743 Corporate securities 721,854 - (34,448) 687,406
Total debt securities held to maturity 915,914 86 (42,489) 873,511 Total $5,611,255 $1,711 ($407,712) $5,205,254
(In thousands)
At December 31, 2022
Gross Gross
Amortized Unrealized Unrealized Fair
Cost Gains Losses Value
Debt securities available for sale
Agency residential MBS $399,997 $11,766 ($37) $411,726
Securities of U.S. Government entities 119 - - 119
Obligations of states and political subdivisions 90,107 3,842 (29) 93,920 Corporate securities 2,692,792 63,573 (9,630) 2,746,735 Collateralized loan obligations 1,385,331 1,743 (719) 1,386,355 Total debt securities available for sale 4,568,346 80,924 (10,415) 4,638,855 Debt securities held to maturity
Agency residential MBS 148,390 3,114 (37) 151,467
Obligations of states and political subdivisions 158,013 3,082 - 161,095 Total debt securities held to maturity 306,403 6,196 (37) 312,562 Total $4,874,749 $87,120 ($10,452) $4,951,417
(In thousands)
At December 31, 2021
[The remainder of this page intentionally left blank]
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 63 -
The amortized cost and fair value of debt securities by contractual maturity are shown in the following tables at the dates indicated:
Amortized Fair Amortized Fair
Cost Value Cost Value
Maturity in years:
1 year or less $251,578 $250,317 $12,676 $12,659
Over 1 to 5 years 584,707 554,596 161,653 158,409
Over 5 to 10 years 2,869,559 2,570,159 636,733 605,081
Over 10 years 678,408 670,623 - -
Subtotal 4,384,252 4,045,695 811,062 776,149
MBS 311,089 286,048 104,852 97,362
Total $4,695,341 $4,331,743 $915,914 $873,511
Debt Securities Available Debt Securities Held
for Sale to Maturity
At December 31, 2022
(In thousands)
Amortized Fair Amortized Fair
Cost Value Cost Value
Maturity in years:
1 year or less $306,333 $309,257 $15,836 $15,941
Over 1 to 5 years 707,062 738,057 125,001 127,539
Over 5 to 10 years 2,320,559 2,347,242 17,176 17,615
Over 10 years 834,395 832,573 - -
Subtotal 4,168,349 4,227,129 158,013 161,095
MBS 399,997 411,726 148,390 151,467
Total $4,568,346 $4,638,855 $306,403 $312,562
Debt Securities Available Debt Securities Held
for Sale to Maturity
At December 31, 2021
(In thousands)
Expected maturities of mortgage-related securities can differ from contractual maturities because borrowers have the right to call or prepay obligations with or without call or prepayment penalties. In addition, such factors as prepayments and interest rates may affect the yield on the carrying value of mortgage-related securities.
An analysis of the gross unrealized losses of the debt securities available for sale portfolio follows:
No. of No. of No. of
Investment Unrealized Investment Unrealized Investment Unrealized Positions Fair Value Losses Positions Fair Value Losses Positions Fair Value Losses Agency residential MBS 107 $279,139 ($24,222) 9 $6,110 ($823) 116 $285,249 ($25,045) Securities of U.S.
Government sponsored
entities 22 289,067 (15,486) - - - 22 289,067 (15,486)
Obligations of states
and political
subdivisions 56 65,633 (1,902) 8 3,265 (177) 64 68,898 (2,079) Corporate securities 133 1,521,294 (170,453) 56 555,727 (137,190) 189 2,077,021 (307,643) Collateralized loan
obligations 58 518,074 (13,772) 20 192,692 (1,198) 78 710,766 (14,970) Total 376 $2,673,207 ($225,835) 93 $757,794 ($139,388) 469 $3,431,001 ($365,223) Less than 12 months
Debt Securities Available for Sale
At December 31, 2022
12 months or longer Total
($ in thousands)
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 64 -
An analysis of gross unrecognized losses of the debt securities held to maturity portfolio follows:
No. of No. of No. of
Investment Unrecognized Investment Unrecognized Investment Unrecognized Positions Fair Value Losses Positions Fair Value Losses Positions Fair Value Losses Agency residential MBS 97 $95,814 ($7,404) 2 $682 ($99) 99 $96,496 ($7,503) Obligations of states
and political
subdivisions 54 53,536 (538) - - - 54 53,536 (538)
Corporate securities 49 672,406 (34,448) - - - 49 672,406 (34,448) Total 200 $821,756 ($42,390) 2 $682 ($99) 202 $822,438 ($42,489) Total
($ in thousands)
Debt Securities Held to Maturity
At December 31, 2022
Less than 12 months 12 months or longer
Based upon the Company’s December 31, 2022 evaluation, the unrealized losses on debt securities were caused by market conditions for these types of securities. In the twelve months ended December 31, 2022, the market yields on five-year and ten-year Treasury notes increased 2.74% and 2.36%, respectively; these increasing risk-free interest rates have caused large declines in bond values generally. Additionally, market rates for non-Treasury bonds are determined by the risk-free interest rate plus a risk premium spread; such spreads for investment grade, fixed rate, taxable corporate bonds increased 0.38% in the twelve months ended December 31, 2022, also broadly reducing corporate bond values. The Company continually monitors interest rate changes, risk premium spread changes, credit rating changes for issuers of bonds owned, collateralized loan obligations’ collateral levels, and corporate bond issuers’ common stock price changes. All collateralized loan obligations and corporate bonds were investment grade rated at December 31, 2022.
The Company does not intend to sell any debt securities available for sale with an unrealized loss and has concluded that it is more likely than not that it will not be required to sell the debt securities prior to recovery of the amortized cost basis.
The Company evaluates held to maturity corporate securities individually, monitoring each issuer’s financial condition, profitability, cash flows and credit rating agency conclusions. The Company has an expectation that nonpayment of the amortized cost basis continues to be zero.
The fair values of debt securities could decline in the future if the general economy deteriorates, inflation increases, credit ratings decline, the issuers’ financial condition deteriorates, or the liquidity for debt securities declines. As a result, significant credit losses on debt securities may occur in the future.
As of December 31, 2022 and December 31, 2021, the Company had debt securities pledged to secure public deposits and shortterm borrowed funds of $1,180,010 thousand and $1,021,566 thousand, respectively.
An analysis of the gross unrealized losses of the debt securities available for sale portfolio follows:
No. of No. of No. of
Investment Unrealized Investment Unrealized Investment Unrealized Positions Fair Value Losses Positions Fair Value Losses Positions Fair Value Losses Agency residential MBS 7 $8,900 ($37) 2 $47 $ - 9 $8,947 ($37) Securities of U.S.
Government entities - - - 1 119 - 1 119 -
Obligations of states
and political
subdivisions 6 2,859 (27) 2 669 (2) 8 3,528 (29)
Corporate securities 56 691,555 (9,630) - - - 56 691,555 (9,630) Collateralized loan
obligations 19 208,199 (521) 8 51,523 (198) 27 259,722 (719) Total 88 $911,513 ($10,215) 13 $52,358 ($200) 101 $963,871 ($10,415) Less than 12 months
Debt Securities Available for Sale
At December 31, 2021
12 months or longer Total
($ in thousands)
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 65 -
An analysis of gross unrecognized losses of the debt securities held to maturity portfolio follows:
No. of No. of No. of
Investment Unrecognized Investment Unrecognized Investment Unrecognized Positions Fair Value Losses Positions Fair Value Losses Positions Fair Value Losses Agency residential MBS 1 $542 ($19) 3 $530 ($18) 4 $1,072 ($37) Total 1 $542 ($19) 3 $530 ($18) 4 $1,072 ($37)
Total
($ in thousands)
Debt Securities Held to Maturity
At December 31, 2021
Less than 12 months 12 months or longer
The Company evaluates debt securities on a quarterly basis including changes in security ratings issued by rating agencies, changes in the financial condition of the issuer, and, for mortgage-backed and asset-backed securities, collateral levels, delinquency and loss information with respect to the underlying collateral, changes in the levels of subordination for the Company’s particular position within the repayment structure and remaining credit enhancement as compared to expected credit losses of the security. In addition to monitoring credit rating agency evaluations, Management performs its own evaluations regarding the credit worthiness of the issuer or the securitized assets underlying asset backed securities.
The following table presents the activity in the allowance for credit losses for debt securities held to maturity:
2022 2021 2020
Allowance for credit losses:
Balance, end of prior period $7 $9 $ -
Impact of adopting ASU 2016-13 - - 16
Beginning balance 7 9 16
Reversal of provision for credit losses (6) (2) (7)
Chargeoffs - - -
Recoveries - - -
Total ending balance $1 $7 $9
(In thousands)
For the Years Ended December 31,
Agency mortgage-backed securities were assigned no credit loss allowance due to the perceived backing of government sponsored entities. Municipal securities were evaluated for risk of default based on credit rating and remaining term to maturity using Moody’s risk of default factors; Moody’s loss upon default factors were applied to the assumed defaulted principal amounts to estimate the amount for credit loss allowance. Corporate securities held to maturity were individually evaluated for expected credit loss by evaluating the issuer’s financial condition, profitability, cash flows, and credit ratings. At December 31, 2022, no credit loss allowance was assigned to corporate securities held to maturity.
The following table summarizes the amortized cost of debt securities held to maturity at December 31, 2022, aggregated by credit rating:
AAA/AA/A BBB+ B- Not Rated Total
Agency residential MBS $104,324 $ - $481 $47 $104,852
Obligations of states and political subdivisions 88,943 - - 265 89,208 Corporate securities 467,962 253,892 - - 721,854
Total $661,229 $253,892 $481 $312 $915,914
(In thousands)
Credit Risk Profile by Credit Rating
At December 31, 2022
There were no debt securities held to maturity on nonaccrual status or past due 30 days or more as of December 31, 2022. [The remainder of this page intentionally left blank]
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 66 -
The following table provides information about the amount of interest income earned on investment securities which is fully taxable and which is exempt from federal income tax:
2022 2021 2020
Taxable $158,465 $106,329 $93,163
Tax-exempt from regular federal income tax 5,819 8,424 12,151 Total interest income from investment securities $164,284 $114,753 $105,314 For the Years Ended December 31,
(In thousands)
Note 3: Loans and Allowance for Credit Losses
A summary of the major categories of loans outstanding is shown in the following tables at the dates indicated. 2022 2021
Commercial:
Paycheck Protection Program ("PPP") loans $586 $45,888
Other 169,031 187,202
Total Commercial 169,617 233,090
Commercial Real Estate 491,107 535,261
Construction 3,088 48
Residential Real Estate 13,834 18,133
Consumer Installment & Other 280,842 281,594
Total 958,488 $1,068,126
(In thousands)
At December 31,
PPP loans are guaranteed by the Small Business Administration (“SBA”). PPP loan proceeds used for eligible payroll and certain other operating costs are eligible for forgiveness, with repayment of loan principal and accrued interest made by the SBA.
Management does not expect credit losses on PPP loans. Therefore, there is no allowance for such loans. The following summarizes activity in the allowance for credit losses.
Consumer
Commercial Residential Installment
Commercial Real Estate Construction Real Estate and Other Total Allowance for credit losses:
Balance at beginning of period $6,966 $6,529 $2 $45 $9,972 $23,514 (Reversal) provision (1,184) (703) 148 (13) 1,758 6
Chargeoffs (20) - - - (6,205) (6,225)
Recoveries 376 62 - - 2,551 2,989
Total allowance for credit losses $6,138 $5,888 $150 $32 $8,076 $20,284 Allowance for Credit Losses
For the Year Ended Decmber 31, 2022
(In thousands)
Consumer
Commercial Residential Installment
Commercial Real Estate Construction Real Estate and Other Total Allowance for credit losses:
Balance at beginning of period $9,205 $5,660 $6 $47 $8,936 $23,854 (Reversal) provision (2,411) 126 (4) (2) 2,293 2
Chargeoffs (56) - - - (3,192) (3,248)
Recoveries 228 743 - - 1,935 2,906
Total allowance for credit losses $6,966 $6,529 $2 $45 $9,972 $23,514 Allowance for Credit Losses
For the Year Ended December 31, 2021
(In thousands)
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 67 -
Consumer
Commercial Residential Installment
Commercial Real Estate Construction Real Estate and Other Unallocated Total Allowance for credit losses:
Balance at beginning of period, prior
to adoption of ASU 2016-13 $4,959 $4,064 $109 $206 $6,445 $3,701 $19,484 Impact of adopting ASU 2016-13 3,385 618 (31) (132) 1,878 (3,701) 2,017 Adjusted beginning balance 8,344 4,682 78 74 8,323 - 21,501 Provision (reversal) 746 929 (72) (27) 2,731 - 4,307
Chargeoffs (236) - - - (3,963) - (4,199)
Recoveries 351 49 - - 1,845 - 2,245
Total allowance for credit losses $9,205 $5,660 $6 $47 $8,936 $ - $23,854 (In thousands)
Allowance for Credit Losses
For the Year Ended December 31, 2020
The Company’s customers are primarily small businesses, professionals and consumers. Given the scale of these borrowers, corporate credit rating agencies do not evaluate the borrowers’ financial condition. The Bank maintains a Loan Review Department which reports directly to the Audit Committee of the Board of Directors. The Loan Review Department performs independent evaluations of loans and validates management assigned credit risk grades on evaluated loans using grading standards employed by bank regulatory agencies. Loans judged to carry lower-risk attributes are assigned a “pass” grade, with a minimal likelihood of loss.
Loans judged to carry higher-risk attributes are referred to as “classified loans,” and are further disaggregated, with increasing expectations for loss recognition, as “substandard,” “doubtful,” and “loss.” The Loan Review Department performs continuous evaluations throughout the year. If the Bank becomes aware of deterioration in a borrower’s performance or financial condition between Loan Review Department examinations, assigned risk grades are re-evaluated promptly. Credit risk grades assigned by management and validated by the Loan Review Department are subject to review by the Bank’s regulatory authorities during regulatory examinations.
The following summarizes the credit risk profile by internally assigned grade:
Commercial
Commercial
Real Estate Construction
Residential
Real Estate
Consumer
Installment and
Other Total
Grade:
Pass $169,040 $477,842 $3,088 $13,457 $278,223 $941,650 Substandard 577 13,265 - 377 1,079 15,298
Doubtful - - - - 752 752
Loss - - - - 788 788
Total $169,617 $491,107 $3,088 $13,834 $280,842 $958,488 Credit Risk Profile by Internally Assigned Grade
At Decmber 31, 2022
(In thousands)
Commercial
Commercial
Real Estate Construction
Residential
Real Estate
Consumer
Installment and
Other Total
Grade:
Pass $232,710 $521,300 $48 $16,874 $278,922 $1,049,854
Substandard 380 13,961 - 1,259 1,207 16,807
Doubtful - - - - 931 931
Loss - - - - 534 534
Total $233,090 $535,261 $48 $18,133 $281,594 $1,068,126 Credit Risk Profile by Internally Assigned Grade
At December 31, 2021
(In thousands)
[The remainder of this page intentionally left blank]
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 68 -
The following tables summarize loans by delinquency and nonaccrual status:
Current and
Accruing
30-59 Days
Past Due and
Accruing
60-89 Days
Past Due and
Accruing
Past Due 90
Days or More
and Accruing Nonaccrual Total Loans
Commercial $169,337 $172 $58 $ - $50 $169,617
Commercial real estate 490,354 508 192 - 53 491,107
Construction 3,088 - - - - 3,088
Residential real estate 13,430 377 - - 27 13,834
Consumer installment and other 273,247 5,101 1,850 628 16 280,842 Total $949,456 $6,158 $2,100 $628 $146 $958,488
Summary of Loans by Delinquency and Nonaccrual Status
At December 31, 2022
(In thousands)
Current and
Accruing
30-59 Days
Past Due and
Accruing
60-89 Days
Past Due and
Accruing
Past Due 90
Days or More
and Accruing Nonaccrual Total Loans
Commercial $232,444 $383 $263 $ - $ - $233,090
Commercial real estate 534,748 223 - - 290 535,261
Construction 48 - - - - 48
Residential real estate 17,855 141 - - 137 18,133
Consumer installment and other 276,793 3,184 1,013 339 265 281,594 Total $1,061,888 $3,931 $1,276 $339 $692 $1,068,126
Summary of Loans by Delinquency and Nonaccrual Status
At December 31, 2021
(In thousands)
There was no allowance for credit losses allocated to loans on nonaccrual status as of December 31, 2022 or December 31, 2021.
There were no commitments to lend additional funds to borrowers whose loans were on nonaccrual status at December 31, 2022 or December 31, 2021.
The following tables provide information on troubled debt restructurings (TDRs):
Period-End
Individual
Number of Pre-Modification Period-End Credit Loss
Contracts Carrying Value Carrying Value Allowance
Commercial real estate 2 $2,785 $1,752 $ -
Total 2 $2,785 $1,752 $ -
Troubled Debt Restructurings
At December 31, 2022
($ in thousands)
Period-End
Individual
Number of Pre-Modification Period-End Credit Loss
Contracts Carrying Value Carrying Value Allowance
Commercial real estate 2 $2,785 $1,793 $ -
Residential real estate 1 241 172 -
Total 3 $3,026 $1,965 $ -
Troubled Debt Restructurings
At December 31, 2021
($ in thousands)
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 69 -
During the year ended December 31, 2022, the Company did not modify any loans that were considered TDRs. During the year ended December 31, 2021, the Company did not modify any loans that were considered TDRs for accounting purposes. Section 4013 of the CARES Act allowed certain loan modifications for borrowers impacted by the COVID-19 pandemic to be excluded from TDR accounting. This relief ended on January 1, 2022. During the year ended December 31, 2021, the Company modified loans under Section 4013 of the CARES Act, granting 90 day deferrals of principal and interest payments. As of December 31, 2021, loans deferred under the CARES Act that are not considered TDRs consisted of consumer loans totaling $84 thousand. There were no chargeoffs related to TDRs made during the years ended December 31, 2022 and December 31, 2021. During the years ended December 31, 2022 and December 31, 2021, no TDR loans defaulted within 12 months of the modification date. A TDR is considered to be in default when payments are 90 days or more past due.
No loans on nonaccrual status were included in TDRs of $1,752 thousand at December 31, 2022 and $1,965 thousand at December 31, 2021.
A loan is considered collateral dependent when the borrower is experiencing financial difficulty and repayment is expected to be provided substantially through the operation or sale of the collateral. Loans that were considered collateral dependent at December 31, 2022 included the following: five commercial real estate loans totaling $8.1 million secured by real property, and $625 thousand of indirect consumer installment loans secured by personal property. There were no other collateral dependent loans at December 31, 2022. Loans that were considered collateral dependent at December 31, 2021 included the following: five commercial real estate loans totaling $8.4 million secured by real property, $394 thousand of indirect consumer installment loans secured by personal property, one commercial loan with a balance of $57 thousand secured by business assets, and three residential real estate loans totaling $420 thousand secured by real property. There were no other collateral dependent loans at December 31, 2021.
Based on the most recent analysis performed, the risk category of loans by class of loans is as follows:
Line of
Credit
Total Amortized
Prior 2018 2019 2020 2021 2022 Term Loans Cost Basis Total Commercial loans by grade
Pass $23,891 $5,549 $12,557 $17,293 $53,928 $23,966 $137,184 $31,856 $169,040 Substandard 12 - - - - - 12 565 577
Doubtful - - - - - - - - -
Loss - - - - - - - - -
Total $23,903 $5,549 $12,557 $17,293 $53,928 $23,966 $137,196 $32,421 $169,617 Term Loans Amortized Cost Basis by Origination Year
(In thousands)
At December 31, 2022
Line of
Credit
Total Amortized
Prior 2017 2018 2019 2020 2021 Term Loans Cost Basis Total Commercial loans by grade
Pass $34,784 $3,999 $8,690 $16,919 $30,694 $98,799 $193,885 $38,825 $232,710 Substandard 32 - - - - 57 89 291 380
Doubtful - - - - - - - - -
Loss - - - - - - - - -
Total $34,816 $3,999 $8,690 $16,919 $30,694 $98,856 $193,974 $39,116 $233,090 Term Loans Amortized Cost Basis by Origination Year
(In thousands)
At December 31, 2021
Line of
Credit
Total Amortized
Prior 2018 2019 2020 2021 2022 Term Loans Cost Basis Total Commercial real estate loans by grade
Pass $146,588 $58,473 $71,440 $74,016 $71,618 $55,707 $477,842 $ - $477,842 Substandard 8,083 - 2,112 806 - 2,264 13,265 - 13,265
Doubtful - - - - - - - - -
Loss - - - - - - - - -
Total $154,671 $58,473 $73,552 $74,822 $71,618 $57,971 $491,107 $ - $491,107 Term Loans Amortized Cost Basis by Origination Year
(In thousands)
At December 31, 2022
[The remainder of this page intentionally left blank]
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 70 -
Line of
Credit
Total Amortized
Prior 2017 2018 2019 2020 2021 Term Loans Cost Basis Total Commercial real estate loans by grade
Pass $116,181 $87,921 $78,200 $78,647 $83,642 $76,709 $521,300 $ - $521,300 Substandard 10,993 - - 2,016 823 129 13,961 - 13,961
Doubtful - - - - - - - - -
Loss - - - - - - - - -
Total $127,174 $87,921 $78,200 $80,663 $84,465 $76,838 $535,261 $ - $535,261 Term Loans Amortized Cost Basis by Origination Year
(In thousands)
At December 31, 2021
Line of
Credit
Total Amortized
Prior 2018 2019 2020 2021 2022 Term Loans Cost Basis Total Residential real estate loans by grade
Pass $13,457 $ - $ - $ - $ - $ - $13,457 $ - $13,457
Substandard 377 - - - - - 377 - 377
Doubtful - - - - - - - - -
Loss - - - - - - - - -
Total $13,834 $ - $ - $ - $ - $ - $13,834 $ - $13,834
At December 31, 2022
Term Loans Amortized Cost Basis by Origination Year
(In thousands)
Line of
Credit
Total Amortized
Prior 2017 2018 2019 2020 2021 Term Loans Cost Basis Total Residential Real Estate loans by grade
Pass $16,874 $ - $ - $ - $ - $ - $16,874 $ - $16,874
Substandard 1,259 - - - - - 1,259 - 1,259
Doubtful - - - - - - - - -
Loss - - - - - - - - -
Total $18,133 $ - $ - $ - $ - $ - $18,133 $ - $18,133
At December 31, 2021
Term Loans Amortized Cost Basis by Origination Year
(In thousands)
Line of
Credit
Total Amortized
Prior 2018 2019 2020 2021 2022 Term Loans Cost Basis Total Construction loans by grade
Pass $ - $ - $ - $ - $ - $ - $ - $3,088 $3,088
Substandard - - - - - - - - -
Doubtful - - - - - - - - -
Loss - - - - - - - - -
Total $ - $ - $ - $ - $ - $ - $ - $3,088 $3,088
At December 31, 2022
Term Loans Amortized Cost Basis by Origination Year
(In thousands)
Line of
Credit
Total Amortized
Prior 2017 2018 2019 2020 2021 Term Loans Cost Basis Total Construction loans by grade
Pass $ - $ - $ - $ - $ - $ - $ - $48 $48
Substandard - - - - - - - - -
Doubtful - - - - - - - - -
Loss - - - - - - - - -
Total $ - $ - $ - $ - $ - $ - $ - $48 $48
At December 31, 2021
Term Loans Amortized Cost Basis by Origination Year
(In thousands)
[The remainder of this page intentionally left blank]
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 71 -
The Company considers the delinquency and nonaccrual status of the consumer loan portfolio and its impact on the allowance for credit losses. The following table presents the amortized cost in consumer installment and other loans based on delinquency and nonaccrual status:
Line of
Credit
Total Amortized
Prior 2018 2019 2020 2021 2022 Term Loans Cost Basis Total Consumer installment and other loans by delinquency and nonaccrual status Current $6,017 $13,147 $22,330 $35,783 $76,126 $99,414 $252,817 $20,430 $273,247 30-59 days past due 117 268 572 1,014 1,709 1,359 5,039 62 5,101 60-89 days past due 42 65 67 275 635 750 1,834 16 1,850 Past due 90 days or more 3 20 16 61 284 241 625 3 628
Nonaccrual - - - - - - - 16 16
Total $6,179 $13,500 $22,985 $37,133 $78,754 $101,764 $260,315 $20,527 $280,842 At December 31, 2022
Term Loans Amortized Cost Basis by Origination Year
(In thousands)
Line of
Credit
Total Amortized
Prior 2017 2018 2019 2020 2021 Term Loans Cost Basis Total Consumer installment and other loans by delinquency and nonaccrual status Current $7,884 $10,162 $25,932 $37,999 $58,178 $113,899 $254,054 $22,739 $276,793 30-59 days past due 197 139 634 504 662 1,034 3,170 14 3,184 60-89 days past due 5 20 156 150 186 408 925 88 1,013
Past due 90 days or more 1 17 81 62 109 40 310 29 339
Nonaccrual - - - - - - - 265 265
Total $8,087 $10,338 $26,803 $38,715 $59,135 $115,381 $258,459 $23,135 $281,594 At December 31, 2021
Term Loans Amortized Cost Basis by Origination Year
(In thousands)
There were no loans held for sale at December 31, 2022 and December 31, 2021.
The Company held no other real estate owned (OREO) at December 31, 2022 and December 31, 2021. The amount of consumer mortgage loans outstanding secured by residential real estate properties for which formal foreclosure proceedings were in process was $-0- thousand at December 31, 2022 and $247 thousand at December 31, 2021.
Note 4: Concentration of Credit Risk
Under the California Financial Code, credit extended to any one person owing to a commercial bank at any one time shall not exceed the following limitations as applicable to the Bank: (a) unsecured credits shall not exceed 15% of the sum of the common stock outstanding and unimpaired, perpetual preferred stock outstanding and unimpaired, capital surplus, undivided profits, and allowance for credit losses less intangible assets of the Bank, or (b) secured and unsecured credits in all shall not exceed 25% of the sum of the common stock outstanding and unimpaired, perpetual preferred stock outstanding and unimpaired, capital surplus, undivided profits, and allowance for credit losses less intangible assets of the Bank. At December 31, 2022, the Bank did not have credit extended to any one entity exceeding these limits. At December 31, 2022, the Bank had 27 lending relationships each with aggregate amounts of $5 million or more. The Company has significant credit arrangements that are secured by real estate collateral. In addition to real estate loans outstanding as disclosed in Note 3, the Company had loan commitments related to real estate loans of $34,790 thousand and $34,226 thousand at December 31, 2022 and December 31, 2021, respectively. The Company requires collateral on all real estate loans with loan-to-value ratios at origination generally no greater than 75% on commercial real estate loans and no greater than 80% on residential real estate loans. At December 31, 2022, the Bank held corporate bonds in 118 issuing entities that exceeded $5 million for each issuer.
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 72 -
Note 5: Premises, Equipment, Other Assets and Other Liabilities Premises and equipment consisted of the following:
Cost
Accumulated
Depreciation
and
Amortization
Net Book
Value
2022
Land $11,453 $ - $11,453
Building and improvements 42,528 (30,601) 11,927
Leasehold improvements 8,157 (6,897) 1,260
Furniture and equipment 26,766 (22,587) 4,179
Total $88,904 ($60,085) $28,819
2021
Land $11,453 $ - $11,453
Building and improvements 43,009 (30,069) 12,940
Leasehold improvements 7,567 (5,967) 1,600
Furniture and equipment 26,642 (21,480) 5,162
Total $88,671 ($57,516) $31,155
At December 31,
(In thousands)
Depreciation and amortization of premises and equipment included in noninterest expense amounted to $2,899 thousand in 2022, $2,978 thousand in 2021 and $3,683 thousand in 2020.
Other assets consisted of the following:
At December 31, At December 31,
2022 2021
Cost method equity investments:
Federal Reserve Bank stock (1) $11,743 $14,069
Other investments 158 158
Total cost method equity investments 11,901 14,227
Life insurance cash surrender value 63,816 63,107
Net deferred tax asset 125,140 -
Right-of-use asset 15,746 17,980
Limited partnership investments 34,421 37,145
Interest receivable 53,558 35,521
Prepaid assets 4,894 4,757
Other assets 9,670 12,678
Total other assets $319,146 $185,415
(In thousands)
(1) A bank applying for membership in the Federal Reserve System is required to subscribe to stock in the Federal Reserve Bank (FRB) in its district in a sum equal to six percent of the bank’s paid-up capital stock and surplus. One-half of the amount of the bank's subscription shall be paid to the FRB and the remaining half will be subject to call when deemed necessary by the Board of Governors of the Federal Reserve System.
The Company owns 211 thousand shares of Visa Inc. class B common stock which have transfer restrictions; the carrying value is $-0- thousand. Visa Inc. disclosed a revised conversion rate applicable to its class B common stock in its Form 8-K dated January 5, 2023. The conversion rate of class B common stock into class A common stock, which is unrestricted and trades actively on the New York Stock Exchange, was reduced from 1.6059 to 1.5991 per share, effective as of December 29, 2022. Visa Inc. class A common stock had a closing price of $207.76 per share on December 30, 2022, the last day of stock market trading for the fourth quarter 2022. The ultimate value of the Company’s Visa Inc. class B shares is subject to the extent of Visa Inc.’s future litigation escrow fundings, the resulting conversion rate to class A common stock, and current and future trading restrictions on the class B common stock.
The Company invests in flow-through limited liability entities that manage or invest in affordable housing projects that qualify for low-income housing tax credits. At December 31, 2022, these investments totaled $34,421 thousand and $22,647 thousand of this
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 73 -
amount represents outstanding equity capital commitments that are included in other liabilities. At December 31, 2021, these investments totaled $37,145 thousand and $26,485 thousand of this amount represents outstanding equity capital commitments that are included in other liabilities. At December 31, 2022, the $22,647 thousand of outstanding equity capital commitments are expected to be paid as follows: $10,992 thousand in 2023, $10,499 thousand in 2024, $359 thousand in 2025, $59 thousand in 2026, $190 thousand in 2027, and $548 thousand in 2028 or thereafter.
The amounts recognized in net income for these investments include:
2022 2021 2020
Investment loss included in pre-tax income $5,724 $2,620 $2,440 Tax credits recognized in provision for income taxes 3,250 2,300 900 For the Years Ended December 31,
(In thousands)
Other liabilities consisted of the following:
2022 2021
Net deferred tax liability $ - $2,501
Operating lease liability 15,746 17,980
Other liabilities 49,379 53,241
Total other liabilities $65,125 $73,722
(In thousands)
At December 31,
The Company has entered into leases for most branch locations and certain other offices that were classified as operating leases primarily with original terms of five years. Certain lease arrangements contain extension options, which can be exercised at the Company’s option, for one or more additional five year terms. Unexercised extension options are not considered reasonably certain of exercise and have not been included in the lease term used to determine the lease liability or right-of-use asset. The Company did not have any finance leases as of December 31, 2022.
As of December 31, 2022, the Company’s lease liability and right-of-use asset were $15,746 thousand. The weighted average remaining life of operating leases and weighted average discount rate used to determine operating lease liabilities were 3.7 years and 1.87%, respectively, at December 31, 2022. The Company did not have any material lease incentives, unamortized initial direct costs, prepaid lease expense, or accrued lease expense as of December 31, 2022.
Total lease costs of $6,575 thousand, $6,581 thousand and $6,699 thousand, during the year ended December 31, 2022, December 31, 2021 and December 31, 2020, respectively, were recorded within occupancy and equipment expense. The Company did not have any material short-term or variable leases costs or sublease income during the year ended December 31, 2022, December 31, 2021 and December 31, 2020.
[The remainder of this page intentionally left blank]
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 74 -
The following table summarizes the remaining lease payments of operating lease liabilities:
Minimum
future lease
payments
At December 31,
2022
(In thousands)
2023 $5,843
2024 4,267
2025 3,033
2026 1,408
2027 709
Thereafter 1,015
Total minimum lease payments 16,275
Less: discount (529)
Present value of lease liability $15,746
See Note 10 to the consolidated financial statements for additional information related to the net deferred tax liability.
Note 6: Goodwill and Identifiable Intangible Assets
The Company has recorded goodwill and other identifiable intangibles associated with purchase business combinations. Goodwill is not amortized, but is evaluated for impairment at least annually. The Company did not recognize impairment during the year ended December 31, 2022 and December 31, 2021. Identifiable intangibles are amortized to their estimated residual values over their expected useful lives. Such lives and residual values are also periodically reassessed to determine if any amortization period adjustments are indicated. During the year ended December 31, 2022 and December 31, 2021 no such adjustments were recorded.
The carrying values of goodwill were:
At December 31, 2022 At December 31, 2021
Goodwill $121,673 $121,673
(In thousands)
The gross carrying amount of identifiable intangible assets and accumulated amortization was:
Gross Gross
Carrying Accumulated Carrying Accumulated
Amount Amortization Amount Amortization
Core deposit intangibles $56,808 ($56,225) $56,808 ($55,973) At December 31, 2022 At December 31, 2021
(In thousands)
As of December 31, 2022, the current period and estimated future amortization expense for identifiable intangible assets, to be fully amortized in 2025, was:
Total
Core
Deposit
Intangibles
(In thousands)
For the year ended December 31, 2022 (actual) $252
2023 236
2024 222
2025 125
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 75 -
Note 7: Deposits and Borrowed Funds
The following table provides additional detail regarding deposits.
At December 31, At December 31,
2022 2021
Noninterest-bearing $2,947,277 $3,069,080
Interest-bearing:
Transaction 1,273,143 1,260,869
Savings 1,874,115 1,940,395
Time deposits less than $100 thousand 65,962 72,527
Time deposits $100 thousand through $250 thousand 42,733 47,666 Time deposits more than $250 thousand 22,060 23,419
Total deposits $6,225,290 $6,413,956
Deposits
(In thousands)
Demand deposit overdrafts of $995 thousand and $611 thousand were included as loan balances at December 31, 2022 and December 31, 2021, respectively. Interest expense for aggregate time deposits with individual account balances in excess of $100 thousand was $156 thousand in 2022, $265 thousand in 2021 and $319 thousand in 2020.
The following table provides additional detail regarding short-term borrowed funds.
At December 31, At December 31,
2022 2021
Repurchase agreements:
Collateral securing borrowings:
Agency residential MBS $30,108 $42,295
Corporate securities 203,774 254,005
Total collateral carrying value $233,882 $296,300
Total short-term borrowed funds $57,792 $146,246
Repurchase Agreements (Sweep)
Accounted for as Secured Borrowings
Remaining Contractual Maturity of the Agreements
(In thousands)
Overnight and Continuous
2022 2021
Securities sold under repurchase agreements $257,560 $146,552 (In thousands)
Highest Balance at Any Month-end
For the Years Ended December 31,
At December 31, 2022, the Company had lines of credit for overnight borrowings from corresponding banks totaling $100 million.
Additionally, the Company had access to borrowing from the Federal Reserve up to $225 million based on the collateral pledged at December 31, 2022. There were no outstanding amounts under the above-mentioned borrowings at December 31, 2022.
Note 8: Shareholders’ Equity
The Company grants stock options and restricted performance shares to employees in exchange for employee services, pursuant to the shareholder-approved 2019 Omnibus Equity Incentive Plan. Prior to shareholder approval of the 2019 Omnibus Equity Incentive Plan on April 25, 2019, the Company granted stock options and restricted performance shares under its 1995 Stock Option Plan, which was last amended and restated in 2012. Nonqualified stock option grants (“NQSO”) are granted with an exercise price equal to the fair market value of the related common stock on the grant date. NQSO generally become exercisable in equal annual installments over a three-year period with each installment vesting on the anniversary date of the grant. Each NQSO has a maximum ten-year term. A restricted performance share grant becomes vested after three years of being awarded, provided the Company has attained its performance goals for such three-year period.
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 76 -
The following table summarizes information about stock options granted under the Plans as of December 31, 2022. The intrinsic value is calculated as the difference between the market value as of December 31, 2022 and the exercise price of the shares. The market value as of December 30, 2022, the last day of stock market trading for the fourth quarter 2022, was $59.01 as reported by the NASDAQ Global Select Market:
For the Year
Ended
December 31,
2022
For the Year
Ended
December 31,
2022
Range of Exercise
Price
Number
Outstanding
Aggregate
Intrinsic Value
Weighted
Average
Remaining
Contractual
Life
Weighted
Average
Exercise Price
Number
Exercisable
Aggregate
Intrinsic Value
Weighted
Average
Remaining
Contractual
Life
Weighted
Average
Exercise Price
(Years) (Years)
$40 - 45 32 $527 2.8 $42 32 $527 2.8 $42
45 - 50 - - - - - - - -
50 - 55 6 33 1.1 53 6 33 1.1 53
55 - 60 416 515 7.9 58 117 220 5.8 57
60 - 65 258 - 5.6 62 258 - 5.6 62
65 - 70 142 - 7.1 66 95 - 7.1 66
$40 - 70 854 $1,075 6.8 60 508 $780 5.7 61
At December 31, 2022
Options Outstanding Options Exercisable
At December 31, 2022
(In thousands) (In thousands)
The Company applies the Roll-Geske option pricing model (Modified Roll) to determine grant date fair value of stock option grants.
This model modifies the Black-Scholes Model to take into account dividends and American options. During the year ended December 31, 2022, 2021 and 2020, the Company granted 229 thousand, 193 thousand and 184 thousand stock options, respectively.
The following weighted average assumptions were used in the option pricing to value stock options granted in the periods indicated:
2022 2021 2020
Expected volatility (1) 19% 20% 20%
Expected life in years (2) 4.6 4.7 3.5
Risk-free interest rate (3) 1.73% 0.46% 1.52%
Expected dividend yield 3.02% 2.79% 2.59%
Fair value per award $7.90 $7.50 $8.64
For the Years Ended December 31,
(1) Measured using daily price changes of Company’s stock over respective expected term of the option and the implied volatility derived from the market prices of the Company’s stock and traded options. (2) The number of years that the Company estimates that the options will be outstanding prior to exercise. (3) The risk-free rate over the expected life based on the US Treasury yield curve in effect at the time of the grant.
Employee stock option grants are being expensed by the Company over the grants’ three year vesting period. The Company issues new shares upon the exercise of options. The number of shares authorized to be issued for options at December 31, 2022 is 856 thousand.
[The remainder of this page intentionally left blank]
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 77 -
A summary of option activity during the year ended December 31, 2022 is presented below:
Shares
Weighted
Average
Exercise Price
Weighted
Average
Remaining
Contractual
Term
(In thousands) (Years)
Outstanding at January 1, 2022 793 $60.48
Granted 229 58.51
Exercised (40) 56.03
Forfeited or expired (128) 61.46
Outstanding at December 31, 2022 854 60.02 6.8
Exercisable at December 31, 2022 508 60.60 5.7
A summary of the Company’s nonvested option activity during the year ended December 31, 2022 is presented below:
Shares
Weighted
Average Grant
Date Fair
Value
(In thousands)
Nonvested at January 1, 2022 347 $8.31
Granted 229 7.90
Vested (168) 8.76
Forfeited (62) 7.98
Nonvested at December 31, 2022 346 $7.88
The estimated grant date fair value for options granted under the Company’s stock option plan during the twelve months ended December 31, 2022, 2021 and 2020 was $7.90, $7.50 and $8.64 per share, respectively. The total remaining unrecognized compensation cost related to nonvested awards as of December 31, 2022 is $2,164 thousand and the weighted average period over which the cost is expected to be recognized is 1.7 years.
The total intrinsic value of options exercised during the year ended December 31, 2022, 2021 and 2020 was $165 thousand, $454 thousand and $693 thousand, respectively. The total fair value of Restricted Performance Shares (“RPSs”) that vested during the year ended December 31, 2022, 2021 and 2020 was $492 thousand, $527 thousand and $534 thousand, respectively. The total fair value of options vested during the year ended December 31, 2022, 2021 and 2020 was $1,464 thousand, $1,783 thousand and $1,735 thousand, respectively. During the year ended December 31, 2022, 40 thousand shares were issued due to the exercise of nonqualified stock options resulting in a tax deduction less than the related share based compensation expense by $143 thousand.
The lesser deduction in 2022 resulted in a $30 thousand increase in tax provision. During the year ended December 31, 2021, 53 thousand shares were issued due to the exercise of nonqualified stock options resulting in a tax deduction equal to the related share based compensation expense. During the year ended December 31, 2020, 52 thousand shares were issued due to the exercise of nonqualified stock options resulting in a tax deduction exceeding related share based compensation by $295 thousand. The excess deductions resulting from the exercise of nonqualified stock options reduced the income tax provision by $-0- thousand in 2021 and $87 thousand in 2020.
A summary of the status of the Company’s restricted performance shares as of December 31, 2022 and 2021 and changes during the years ended on those dates, follows:
2022 2021
Outstanding at January 1, 30 28
Granted 12 13
Issued upon vesting (8) (9)
Forfeited (3) (2)
Outstanding at December 31, 31 30
(In thousands)
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 78 -
As of December 31, 2022 and 2021, the restricted performance shares had a weighted-average contractual life of 1.2 years and 1.4 years, respectively. The compensation cost that was charged against income for the Company’s restricted performance shares granted was $525 thousand, $610 thousand and $533 thousand for the year ended December 31, 2022, 2021 and 2020, respectively.
There were no stock appreciation rights or incentive stock options granted in the year ended December 31, 2022, 2021 and 2020.
The Company repurchases and retires its common stock in accordance with Board of Directors approved share repurchase programs.
At December 31, 2022, 1,750 thousand shares remained available to repurchase under such plans.
The Company’s articles of incorporation authorized two additional classes of stock of one million shares each, to be denominated “Class B Common Stock” and “Preferred Stock,” respectively, in addition to the 150 million shares of common stock presently authorized. At December 31, 2022, no shares of Class B Common Stock or Preferred Stock were outstanding.
Note 9: Regulatory Capital
Banks and bank holding companies are subject to regulatory capital requirements administered by federal banking agencies. Capital adequacy guidelines and, additionally for banks, prompt corrective action regulations, involve quantitative measures of assets, liabilities, and certain off-balance-sheet items calculated under regulatory accounting practices. Capital amounts and classifications are also subject to qualitative judgments by regulators. Failure to meet capital requirements can result in regulatory action. The Basel Committee on Banking Supervision’s capital guidelines for U.S. banks (Basel III rules) require the Company to maintain a capital conservation buffer of 2.5% above the adequately capitalized risk-based capital ratios to avoid restrictions on dividends and equity repurchases and other payments such as discretionary bonuses to executive officers. The net unrealized gain or loss on available for sale securities is not included in computing regulatory capital. Management believes as of December 31, 2022 and December 31, 2021, the Company and Bank met all capital adequacy requirements to which they are subject.
Prompt corrective action regulations provide five classifications: well capitalized, adequately capitalized, undercapitalized, significantly undercapitalized, and critically undercapitalized, although these terms are not used to represent overall financial condition. If adequately capitalized, regulatory approval is required to accept brokered deposits. If undercapitalized, capital distributions are limited, as is asset growth and expansion, and capital restoration plans are required. At year-end 2022 and 2021, the Bank met the capital requirements to be well capitalized under the regulatory framework for prompt corrective action.
Management believes that there are no conditions or events that would change the institution’s category since December 31, 2022.
The capital ratios for the Company and the Bank as of the dates indicated are presented in the table below. For Common Equity Tier 1 Capital, Tier 1 Capital and Total Capital, the required percentages for capital adequacy purposes include the 2.5% capital conservation buffer.
Amount Ratio Amount Ratio Amount Ratio
Common Equity Tier 1 Capital
Company $736,414 15.22% $338,748 7.00% N/A N/A
Bank 592,804 12.37% 335,351 7.00% $311,397 6.50%
Tier 1 Capital
Company 736,414 15.22% 411,337 8.50% N/A N/A
Bank 592,804 12.37% 407,212 8.50% 383,258 8.00%
Total Capital
Company 756,900 15.64% 508,123 10.50% N/A N/A
Bank 619,290 12.93% 503,026 10.50% 479,073 10.00%
Leverage Ratio (1)
Company 736,414 10.18% 289,259 4.00% N/A N/A
Bank 592,804 8.26% 287,229 4.00% 359,036 5.00%
At December 31, 2022
Required
for Capital
Adequacy Purposes
To Be Well-capitalized
Under Prompt Corrective
Action Regulations
($ in thousands)
(1) The leverage ratio consists of Tier 1capital divided by the most recent quarterly average total assets, excluding certain intangible assets.
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 79 -
Amount Ratio Amount Ratio Amount Ratio
Common Equity Tier 1 Capital
Company $653,026 14.93% $306,277 7.00% N/A N/A
Bank 540,538 12.48% 303,111 7.00% $281,460 6.50%
Tier 1 Capital
Company 653,026 14.93% 371,908 8.50% N/A N/A
Bank 540,538 12.48% 368,063 8.50% 346,412 8.00%
Total Capital
Company 676,749 15.47% 459,416 10.50% N/A N/A
Bank 570,260 13.17% 454,666 10.50% 433,016 10.00%
Leverage Ratio (1)
Company 653,026 9.06% 288,423 4.00% N/A N/A
Bank 540,538 7.55% 286,432 4.00% 358,040 5.00%
At December 31, 2021
Required
for Capital
Adequacy Purposes
To Be Well-capitalized
Under Prompt Corrective
Action Regulations
($ in thousands)
(1) The leverage ratio consists of Tier 1capital divided by the most recent quarterly average total assets, excluding certain intangible assets.
Note 10: Income Taxes
Deferred tax assets and liabilities are recognized for future tax consequences attributable to differences between the amounts reported in the financial statements of existing assets and liabilities and their respective tax basis and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Amounts for the current year are based upon estimates and assumptions as of the date of these financial statements and could vary significantly from amounts shown on the tax returns as filed. Net deferred tax assets are included with other assets in the consolidated balance sheets.
The components of the net deferred tax liability is as follows:
2022 2021
Deferred tax asset
Allowance for credit losses $5,858 $6,852
Unrealized losses on securities available for sale 107,493 - State franchise taxes 3,805 2,518
Deferred compensation 4,091 4,524
Purchased assets and assumed liabilities 229 475
Post-retirement benefits 405 445
Employee benefit accruals 3,096 2,792
VISA Class B shares 507 348
Impaired capital assets - 2,673
Accrued liabilities 840 748
Premises and equipment 1,193 1,001
Lease liability 4,548 5,263
Other 99 103
Sub total deferred tax asset 132,164 27,742
Tax valuation - (1,776)
Total deferred tax asset 132,164 25,966
Deferred tax liability
Net deferred loan fees 193 196
Unrealized gains on securities available for sale - 20,845 Right-of-use asset 4,548 5,263
Intangible assets 453 459
Limited partnership investments 1,830 1,704
Total deferred tax liability 7,024 28,467
Net deferred tax asset (liability) $125,140 ($2,501)
At December 31,
(In thousands)
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 80 -
At December 31, 2021, the Company had $2,673 thousand deferred tax asset related to California capital loss carryforwards, which will expire if unutilized within five years of the year incurred. At December 31, 2021, a valuation allowance recorded for the portion of the tax benefit that was expected to expire was $1,776 thousand. At December 31, 2022, the California capital loss carryforwards and related valuation allowance were zero due to expiration in 2022.
The provision for federal and state income taxes consists of amounts currently payable and amounts deferred as follows:
2022 2021 2020
Current income tax expense:
Federal $26,785 $15,299 $15,982
State 16,075 11,320 10,654
Total current 42,860 26,619 26,636
Deferred income tax (benefit) expense:
Federal (1,349) 1,281 (538)
State 2,046 842 292
Total deferred 697 2,123 (246)
Provision for income taxes
Federal - (472) -
State - 2,248 -
Total change in valuation reserve - 1,776 -
Provision for income taxes $43,557 $30,518 $26,390
For the Years Ended December 31,
(In thousands)
The provision for income taxes differs from the provision computed by applying the statutory federal income tax rate to income before taxes, as follows:
2022 2021 2020
Federal income taxes due at statutory rate $34,774 $24,576 $22,429 Additions (reductions) in income taxes resulting from:
Interest on state and municipal securities and loans not taxable for federal income tax purposes (1,484) (2,070) (2,808)
State franchise taxes, net of federal income tax benefit 14,315 9,757 8,647 Change in valuation reserve - 1,776 -
Stock compensation deduction less than (in excess of) book expense 30 - (62) Tax credits (3,439) (2,621) (1,061)
Dividend received deduction (56) (48) (44)
Cash value life insurance (421) (389) (383)
Other (162) (463) (328)
Provision for income taxes $43,557 $30,518 $26,390
For the Years Ended December 31,
(In thousands)
At December 31, 2022 and December 31, 2021, the Company had no uncertain tax positions related to previous years’ tax returns which were under examination.
The Company classifies interest and penalties as a component of the provision for income taxes. For tax years 2022, 2021 and 2020, no interest or penalties were recognized as a component of the provision for income taxes. At December 31, 2022, the tax years ended December 31, 2021, 2020 and 2019 remain subject to examination by the Internal Revenue Service and the tax years ended December 31, 2021, 2020, 2019 and 2018 remain subject to examination by the California Franchise Tax Board.
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 81 -
Note 11: Fair Value Measurements
The Company uses fair value measurements to record fair value adjustments to certain assets and liabilities and to determine fair value disclosures. Debt securities available for sale are recorded at fair value on a recurring basis. Additionally, from time to time, the Company may be required to record at fair value other assets on a nonrecurring basis, such as other real estate owned, loans individually evaluated for credit loss, certain loans held for investment, debt securities held to maturity, and other assets. These nonrecurring fair value adjustments typically involve the lower-of-cost or fair-value accounting of individual assets.
In accordance with the Fair Value Measurement and Disclosure topic of the FASB Accounting Standards Codification, the Company bases its fair values on the price that would be received to sell an asset or paid to transfer a liability in the principal market or most advantageous market for an asset or liability in an orderly transaction between market participants on the measurement date under current market conditions. A fair value measurement reflects all of the assumptions that market participants would use in pricing the asset or liability, including assumptions about the risk inherent in a particular valuation technique, the effect of a restriction on the sale or use of an asset, and the risk of nonperformance.
The Company groups its assets and liabilities measured at fair value into a three-level hierarchy, based on the markets in which the assets and liabilities are traded and the reliability of the assumptions used to determine fair value. When the valuation assumptions used to measure the fair value of the asset or liability are categorized within different levels of the fair value hierarchy, the asset or liability is categorized in its entirety within the lowest level of the hierarchy. These levels are:
Level 1 – Valuation is based upon quoted prices for identical instruments traded in active exchange markets, such as the New York Stock Exchange. Level 1 includes U.S. Treasury and equity securities, which are traded by dealers or brokers in active markets.
Valuations are obtained from readily available pricing sources for market transactions involving identical assets or liabilities.
Level 2 – Valuation is based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market. Level 2 includes mutual funds, federal agency securities, mortgage-backed securities, corporate securities, commercial paper, collateralized loan obligations, municipal bonds and securities of U.S government entities and U.S. government sponsored entities.
Level 3 – Valuation is generated from model-based techniques that use significant assumptions not observable in the market. These unobservable assumptions reflect the Company’s estimates of assumptions that market participants would use in pricing the asset or liability. Valuation techniques include use of option pricing models, discounted cash flow models and similar techniques.
The Company relies on independent vendor pricing services to measure fair value for equity securities, debt securities available for sale and debt securities held to maturity. The Company employs three pricing services. To validate the pricing of these vendors, the Company compares vendors’ pricing for each of the securities for consistency; significant pricing differences, if any, are evaluated using all available independent quotes with the quote most closely reflecting the market generally used as the fair value estimate.
In addition, the Company evaluates debt securities for credit losses on a quarterly basis. As with any valuation technique used to estimate fair value, changes in underlying assumptions used could significantly affect the results of current and future values.
Accordingly, these fair value estimates may not be realized in an actual sale of the securities.
The Company regularly reviews the valuation techniques and assumptions used by its vendors and determines which valuation techniques are utilized based on observable market inputs for the type of securities being measured. The Company uses the information to determine the placement in the fair value hierarchy as level 1, 2 or 3. [The remainder of this page intentionally left blank]
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 82 -
Assets Recorded at Fair Value on a Recurring Basis
The tables below present assets measured at fair value on a recurring basis on the dates indicated.
Fair Value
Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)
Significant
Other
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3) (1)
Debt securities available for sale:
Agency residential MBS $286,048 $ - $286,048 $ -
Securities of U.S. Government sponsored entities 290,853 - 290,853 - Obligations of states and political subdivisions 82,004 - 82,004 - Corporate securities 2,099,955 - 2,099,955 -
Collateralized loan obligations 1,572,883 - 1,572,883 - Total debt securities available for sale $4,331,743 $ - $4,331,743 $ - At December 31, 2022
(In thousands)
(1) There were no transfers in to or out of level 3 during the year ended December 31, 2022.
Fair Value
Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)
Significant
Other
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3) (1)
Debt securities available for sale:
Agency residential MBS $411,726 $ - $411,726 $ -
Securities of U.S. Government entities 119 - 119 -
Obligations of states and political subdivisions 93,920 - 93,920 - Corporate securities 2,746,735 - 2,746,735 -
Collateralized loan obligations 1,386,355 - 1,386,355 - Total debt securities available for sale $4,638,855 $ - $4,638,855 $ - At December 31, 2021
(In thousands)
(1) There were no transfers in to or out of level 3 during the year ended December 31, 2021.
Assets Recorded at Fair Value on a Nonrecurring Basis
The Company may be required, from time to time, to measure certain assets at fair value on a nonrecurring basis in accordance with GAAP. These adjustments to fair value usually result from the application of lower-of-cost or fair-value accounting of individual assets. For assets measured at fair value on a nonrecurring basis that were recorded in the balance sheet at December 31, 2022 and December 31, 2021, the following tables provide the level of valuation assumptions used to determine each adjustment and the carrying value of the related assets at period end.
For the
Year Ended
December 31, 2022
Carrying Value Level 1 Level 2 Level 3 Total Losses
Loans:
Commercial real estate $225 $ - $ - $225 $ -
Total assets measured at fair value on a nonrecurring basis $225 $ - $ - $225 $ - (In thousands)
At December 31, 2022
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 83 -
For the
Year Ended
December 31, 2021
Carrying Value Level 1 Level 2 Level 3 Total Losses
Loans:
Commercial real estate $225 $ - $ - $225 $ -
Residential real estate 172 - - 172 -
Total assets measured at fair value on a nonrecurring basis $397 $ - $ - $397 $ - (In thousands)
At December 31, 2021
Level 3 – Valuation is based upon present value of expected future cash flows, independent market prices, estimated liquidation values of loan collateral or appraised value of the collateral as determined by third-party independent appraisers, less 10% for selling costs, generally. The unobservable inputs and qualitative information about the unobservable inputs are not presented as the inputs were not developed by the Company.
Disclosures about Fair Value of Financial Instruments
The tables below are a summary of fair value estimates for financial instruments and the level of the fair value hierarchy within which the fair value measurements are categorized, excluding financial instruments recorded at fair value on a recurring basis. The values assigned do not necessarily represent amounts which ultimately may be realized for assets or paid to settle liabilities. In addition, these values do not give effect to adjustments to fair value which may occur when financial instruments are sold or settled in larger quantities. The carrying amounts in the following tables are recorded in the balance sheet under the indicated captions.
The Company has not included assets and liabilities that are not financial instruments such as goodwill, long-term relationships with deposit, merchant processing and trust customers, other purchased intangibles, premises and equipment, deferred taxes, and other assets and liabilities. The total estimated fair values do not represent, and should not be construed to represent, the underlying value of the Company.
Carrying
Amount
Estimated Fair
Value
Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)
Significant
Other
Observable
Inputs
(Level 2 )
Significant
Unobservable
Inputs
(Level 3 )
Financial Assets:
Cash and due from banks $294,236 $294,236 $294,236 $ - $ - Debt securities held to maturity 915,913 873,511 - 873,511 - Loans 938,204 905,720 - - 905,720
Financial Liabilities:
Deposits $6,225,290 $6,224,791 $ - $6,094,535 $130,256
Short-term borrowed funds 57,792 57,792 - 57,792 -
At December 31, 2022
(In thousands)
Carrying
Amount
Estimated Fair
Value
Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)
Significant
Other
Observable
Inputs
(Level 2 )
Significant
Unobservable
Inputs
(Level 3 )
Financial Assets:
Cash and due from banks $1,132,085 $1,132,085 $1,132,085 $ - $ - Debt securities held to maturity 306,396 312,562 - 312,562 - Loans 1,044,612 1,059,072 - - 1,059,072
Financial Liabilities:
Deposits $6,413,956 $6,413,244 $ - $6,270,344 $142,900
Short-term borrowed funds 146,246 146,246 - 146,246 -
At December 31, 2021
(In thousands)
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 84 -
The majority of the Company’s standby letters of credit and other commitments to extend credit carry current market interest rates if converted to loans. No premium or discount was ascribed to these commitments because virtually all funding would be at current market rates.
Note 12: Commitments and Contingent Liabilities
Loan commitments are agreements to lend to a customer provided there is no violation of any condition established in the agreement.
Certain agreements provide the Company the right to cancel or reduce its obligations to lend to customers. The portions that are not unconditionally cancellable by the Company aggregated $31,889 thousand at December 31, 2022. Commitments generally have fixed expiration dates or other termination clauses. Since many of the commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily represent future funding requirements. Loan commitments are subject to the Company’s normal credit policies and collateral requirements. Unfunded loan commitments were $202,696 thousand at December 31, 2022 and $233,850 thousand at December 31, 2021. Standby letters of credit commit the Company to make payments on behalf of customers when certain specified future events occur. Standby letters of credit are primarily issued to support customers’ short-term financing requirements and must meet the Company’s normal credit policies and collateral requirements.
Financial and performance standby letters of credit outstanding totaled $1,948 thousand at December 31, 2022 and $3,693 thousand at December 31, 2021. Commitments for commercial and similar letters of credit totaled $95 thousand at December 31, 2022 and December 31, 2021. The Company had $950 thousand in outstanding full recourse guarantees to a third party credit card company at December 31, 2022 and $580 thousand at December 31, 2021. At December 31, 2022, the Company had a reserve for unfunded commitments of $201 thousand for the above-mentioned loan commitments of $31,889 thousand that are not unconditionally cancellable by the Company. The Company’s reserve for unfunded commitments was $201 thousand at December 31, 2021. The reserve for unfunded commitments is included in other liabilities.
Due to the nature of its business, the Company is subject to various threatened or filed legal cases. Based on the advice of legal counsel, the Company does not expect such cases will have a material, adverse effect on its financial position or results of operations.
Legal liabilities are accrued when obligations become probable and the amount can be reasonably estimated.
Note 13: Retirement Benefit Plans
The Company sponsors a qualified defined contribution Deferred Profit-Sharing Plan covering substantially all of its salaried employees with one or more years of service. The costs charged to noninterest expense related to discretionary Company contributions to the Deferred Profit-Sharing Plan were $1,030 thousand in 2022, $1,028 thousand in 2021 and $917 thousand in 2020.
The Company also sponsors a qualified defined contribution Tax Deferred Savings/Retirement Plan (ESOP) covering salaried employees who become eligible to participate upon completion of a 90-day introductory period. The Tax Deferred Savings/ Retirement Plan (ESOP) allows employees to defer, on a pretax or after-tax basis, a portion of their salaries as contributions to this Plan. Participants may invest in several funds, including one fund that invests primarily in Westamerica Bancorporation common stock. The Company funds contributions to match participating employees’ contributions, subject to certain limits. The matching contributions charged to compensation expense were $921 thousand in 2022, $972 thousand in 2021 and $995 thousand in 2020.
The Company offers a continuation of group insurance coverage to eligible employees electing early retirement, for the period from the date of retirement until age 65. For eligible employees the Company pays a portion of these early retirees’ group insurance premiums. The Company also reimburses a portion of Medicare Part B premiums for all qualifying retirees over age 65 and, if eligible, their spouses. Eligibility for post-retirement medical benefits is based on age and years of service, and restricted to employees hired prior to February 1, 2006 who elect early retirement prior to January 1, 2023. The Company uses an actuarialbased accrual method of accounting for post-retirement benefits. The Company used a December 31 measurement date for determining post-retirement medical benefit calculations. [The remainder of this page intentionally left blank]
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 85 -
The following tables set forth the net periodic post-retirement benefit cost and the change in the benefit obligation for the year ended December 31 and the funded status of the post-retirement benefit plan as of December 31:
Net Periodic Benefit Cost
2022 2021 2020
Service benefit ($19) ($15) ($35)
Interest cost 38 30 52
Net periodic cost $19 $15 $17
At December 31,
(In thousands)
Obligation and Funded Status
2022 2021 2020
Change in benefit obligation
Benefit obligation at beginning of year $1,527 $1,654 $1,782 Service benefit ($19) (15) (35)
Interest cost 38 30 52
Benefits paid (145) (142) (145)
Benefit obligation at end of year $1,401 $1,527 $1,654
Accumulated post-retirement benefit obligation attributable to:
Retirees $1,401 $1,527 $1,654
Other - - -
Total $1,401 $1,527 $1,654
Fair value of plan assets - - -
Accumulated post-retirement benefit obligation in excess of plan assets $1,401 $1,527 $1,654 At December 31,
(In thousands)
Additional Information
Assumptions
2022 2021 2020
Weighted-average assumptions used to determine benefit obligations Discount rate 5.01% 2.46% 1.80%
Weighted-average assumptions used to determine net periodic benefit cost Discount rate 2.46% 1.80% 2.90%
At December 31,
The above discount rate is based on the expected return of a portfolio of Corporate Aa debt, the term of which approximates the term of the benefit obligations. The Company reserves the right to terminate or alter post-employment health benefits. Postretirement medical benefits are currently fixed amounts without provision for future increases; as a result, the assumed annual average rate of inflation used to measure the expected cost of benefits covered by this program is zero percent for 2022 and beyond.
Estimated
future benefit
payments
(In thousands)
2023 $144
2024 144
2025 144
2026 141
2027 132
Years 2028-2032 522
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 86 -
Note 14: Related Party Transactions
Certain of the Directors, executive officers and their associates have had banking transactions with subsidiaries of the Company in the ordinary course of business. The table below reflects information concerning loans to certain directors and executive officers and/or family members during 2022 and 2021:
2022 2021
Balance at January 1, $454 $499
Originations - -
Principal reductions ($54) (45)
Balance at December 31, $400 $454
Percent of total loans outstanding. 0.04% 0.04%
($ in thousands)
Note 15: Regulatory Matters
Payment of dividends to the Company by the Bank is limited under regulations for state chartered banks. The amount that can be paid in any calendar year, without prior approval from regulatory agencies, cannot exceed the net profits (as defined) for the preceding three calendar years less dividends paid. The Company consistently has paid quarterly dividends to its shareholders since its formation in 1972.
Note 16: Other Comprehensive Income (loss)
The components of other comprehensive income (loss) and other related tax effects were:
Before tax Tax effect Net of tax
Debt securities available for sale:
Changes in net unrealized losses/gains arising during the year ($434,107) $128,338 ($305,769) Other comprehensive loss ($434,107) $128,338 ($305,769) 2022
(In thousands)
Before tax Tax effect Net of tax
Debt securities available for sale:
Changes in net unrealized gains arising during the year ($91,891) $27,167 ($64,724) Reclassification of gains included in net income (34) 10 (24) Other comprehensive loss ($91,925) $27,177 ($64,748)
2021
(In thousands)
Before tax Tax effect Net of tax
Debt securities available for sale:
Changes in net unrealized gains arising during the year $125,519 ($37,108) $88,411 Reclassification of gains included in net income (71) 21 (50) Other comprehensive income $125,448 ($37,087) $88,361
2020
(In thousands)
[The remainder of this page intentionally left blank]
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 87 -
Accumulated other comprehensive income (loss) balances were:
Accumulated
Other
Comprehensive
Income (Loss)
(In thousands)
Balance, December 31, 2019 $26,051
Changes in unrealized gains on debt securities available for sale, net of tax 88,361 Balance, December 31, 2020 114,412
Changes in unrealized gains on debt securities available for sale, net of tax (64,748) Balance, December 31, 2021 49,664
Changes in unrealized losses/gains on debt securities available for sale, net of tax (305,769) Balance, December 31, 2022 ($256,105)
Note 17: Earnings Per Common Share
The table below shows earnings per common share and diluted earnings per common share. Basic earnings per common share are computed by dividing net income by the average number of common shares outstanding during the period. Diluted earnings per common share are computed by dividing net income by the average number of common shares outstanding during the period plus the impact of common stock equivalents.
2022 2021 2020
Net income (numerator) $122,034 $86,509 $80,413
Basic earnings per common share
Weighted average number of common shares outstanding - basic (denominator) 26,895 26,855 26,942 Basic earnings per common share $4.54 $3.22 $2.98
Diluted earnings per common share
Weighted average number of common shares outstanding - basic 26,895 26,855 26,942 Add common stock equivalents for options 12 15 18
Weighted average number of common shares outstanding - diluted (denominator) 26,907 26,870 26,960 Diluted earnings per common share $4.54 $3.22 $2.98
(In thousands, except per share data)
For the Years Ended December 31,
For the years ended December 31, 2022, 2021 and 2020, options to purchase 787 thousand, 649 thousand and 577 thousand shares of common stock, respectively, were outstanding but not included in the computation of diluted earnings per common share because the option exercise price exceeded the fair value of the stock such that their inclusion would have had an anti-dilutive effect. [The remainder of this page intentionally left blank]
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 88 -
Note 18: Westamerica Bancorporation (Parent Company Only Condensed Financial Information) Statements of Income and Comprehensive Income
2022 2021 2020
Dividends from subsidiaries $70,267 $29,279 $10,783
Interest income 49 44 56
Other income 11,386 11,608 11,438
Total income 81,702 40,931 22,277
Salaries and benefits 5,832 6,612 7,107
Other expense 2,609 2,279 2,206
Total expense 8,441 8,891 9,313
Income before taxes and equity in undistributed income of subsidiaries 73,261 32,040 12,964 Income tax expense (881) (645) (454)
Earnings of subsidiaries greater than subsidiary dividends 49,654 55,114 67,903 Net income 122,034 86,509 80,413
Other comprehensive (loss) income, net of tax (305,769) (64,748) 88,361 Comprehensive (loss) income ($183,735) $21,761 $168,774 For the Years Ended December 31,
(In thousands)
Balance Sheets
[The remainder of this page intentionally left blank]
2022 2021
Assets
Cash $99,478 $69,943
Investment in Westamerica Bank 464,500 720,614
Investment in non-bank subsidiaries 453 454
Premises and equipment, net 9,411 9,968
Accounts receivable from Westamerica Bank 245 224
Other assets 44,831 42,026
Total assets $618,918 $843,229
Liabilities
Accounts payable to Westamerica Bank $40 $62
Other liabilities 16,768 16,065
Total liabilities 16,808 16,127
Shareholders' equity 602,110 827,102
Total liabilities and shareholders' equity $618,918 $843,229 (In thousands)
At December 31,
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 89 -
Statements of Cash Flows
2022 2021 2020
Operating Activities
Net income $122,034 $86,509 $80,413
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization 563 569 608
(Increase) decrease in accounts receivable from affiliates (771) 117 (150) Increase in other assets (1,639) (1,223) (2,421)
Stock option compensation expense 1,309 1,419 1,875
Provision for deferred income tax 881 645 428
(Decrease) increase in other liabilities (38) 254 855
Earnings of subsidiaries greater than subsidiary dividends (49,654) (55,114) (67,903) Gain on disposal of premises and equipment - - (61)
Net Cash Provided by Operating Activities 72,685 33,176 13,644 Investing Activities
Purchases of equipment (5) (78) -
Net Cash Used in Investing Activities (5) (78) -
Financing Activities
Exercise of stock options 2,255 3,017 2,838
Retirement of common stock (218) (232) (16,496)
Common stock dividends paid (45,182) (44,304) (44,285)
Net Cash Used in Financing Activities (43,145) (41,519) (57,943) Net change in cash and due from banks 29,535 (8,421) (44,299) Cash and due from banks at beginning of period 69,943 78,364 122,663 Cash and due from banks at end of period $99,478 $69,943 $78,364 Supplemental Cash Flow Disclosures:
Supplemental disclosure of cash flow activities:
Interest paid for the period $- $- $-
Income tax payments for the period 39,840 27,673 26,462 For the Years Ended December 31,
(In thousands)
[The remainder of this page intentionally left blank]
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 90 -
Note 19: Quarterly Financial Information (Unaudited)
March 31, June 30, September 30, December 31,
2022
Interest and loan fee income $43,759 $47,997 $60,802 $69,198 Net interest income 43,279 47,514 60,315 68,723
Provision for loan losses - - - -
Noninterest income 11,576 11,264 11,818 10,463
Noninterest expense 24,875 24,629 24,767 25,090
Income before taxes 29,980 34,149 47,366 54,096
Net income 22,616 25,314 34,760 39,344
Basic earnings per common share 0.84 0.94 1.29 1.46
Diluted earnings per common share 0.84 0.94 1.29 1.46
Dividends paid per common share 0.42 0.42 0.42 0.42
Price range, common stock 57.54 - 62.76 55.66 - 61.30 52.29 - 61.52 52.22 - 63.39 2021
Interest and loan fee income $42,316 $44,276 $43,810 $43,041 Net interest income 41,841 43,792 43,318 42,537
Provision for loan losses - - - -
Noninterest income 10,189 11,032 11,282 10,842
Noninterest expense 24,906 24,291 24,697 23,912
Income before taxes 27,124 30,533 29,903 29,467
Net income 20,147 22,579 22,063 21,720
Basic earnings per common share 0.75 0.84 0.82 0.81
Diluted earnings per common share 0.75 0.84 0.82 0.81
Dividends paid per common share 0.41 0.41 0.41 0.42
Price range, common stock 55.82 - 66.43 57.67 - 64.80 54.03 - 58.55 53.78 - 58.00 2020
Interest and loan fee income $39,991 $41,539 $41,365 $42,961 Net interest income 39,549 41,104 40,899 42,480
Provision for loan losses 4,300 - - -
Noninterest income 11,648 9,554 10,476 13,959
Noninterest expense 24,664 24,754 24,603 24,545
Income before taxes 22,233 25,904 26,772 31,894
Net income 16,962 19,562 20,051 23,838
Basic earnings per common share 0.63 0.72 0.74 0.89
Diluted earnings per common share 0.63 0.72 0.74 0.89
Dividends paid per common share 0.41 0.41 0.41 0.41
Price range, common stock 47.37 - 68.01 53.40 - 64.86 51.84 - 63.58 51.49 - 59.70 For the Three Months Ended
price range of common stock)
(In thousands, except per share data and
[The remainder of this page intentionally left blank]
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 91 -
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Shareholders and the Board of Directors of
Westamerica Bancorporation
San Rafael, California
Opinions on the Financial Statements and Internal Control over Financial Reporting We have audited the accompanying consolidated balance sheets of Westamerica Bancorporation (the "Company") as of December 31, 2022 and 2021, the related consolidated statements of income, comprehensive income (loss), changes in shareholders’ equity, and cash flows for each of the years in the three-year period ended December 31, 2022, and the related notes (collectively referred to as the "financial statements"). We also have audited the Company’s internal control over financial reporting as of December 31, 2022, based on criteria established in Internal Control – Integrated Framework: (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2022 and 2021, and the results of its operations and its cash flows for each of the years in the threeyear period ended December 31, 2022 in conformity with accounting principles generally accepted in the United States of America.
Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2022, based on criteria established in Internal Control – Integrated Framework: (2013) issued by COSO.
Basis for Opinions
The Company’s management is responsible for these financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s financial statements and an opinion on the Company’s internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.
Our audits of the financial statements included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions. _______________________________________________________________________________________________________ (Continued)
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 92 -
Definition and Limitations of Internal Control Over Financial Reporting A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of the critical audit matter does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Allowance for Credit Losses on Loans – Reasonable and Supportable Forecasts - Refer to Notes 1 and 3 to the financial statements
The allowance for credit losses on loans is an accounting estimate of expected credit losses over the estimated life of loans. ASC 326, Financial Instruments – Credit Losses, requires a financial asset (or a group of financial assets), including the Company's loan portfolio, measured at amortized cost, to be presented at the net amount expected to be collected. The allowance for credit losses on loans as of December 31, 2022 was $20,284,000.
The Company estimates the amount of expected losses over the life of its existing loan portfolio and establishes an allowance for credit losses. Loans that share common risk characteristics are segregated into pools based on those characteristics. Historical loss rates are determined for each pool. Historical loss rates are adjusted for estimated losses based on current conditions and management’s reasonable and supportable forecasts of economic trends over a forecast horizon of up to two years. Significant management judgments are required in the development and application of reasonable and supportable forecasts.
We identified the development and application of reasonable and supportable forecasts as a critical audit matter because of the significant auditor judgment and audit effort to evaluate the subject judgments made by management, including the need to involve more experienced audit personnel.
The primary procedures we performed to address this critical audit matter included:
Testing the effectiveness of controls over the application of reasonable and supportable forecasts, including controls addressing:
o The reasonable and supportable forecasts methodology, o Significant judgments and assumptions in the reasonable and supportable forecasts methodology, including the selection and application of economic variables,
o The accuracy of the reasonable and supportable forecasts calculation, including the completeness, accuracy and relevance of underlying data.
_____________________________________________________________________________________________ (Continued)
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 93 -
Substantively testing management’s process for the application of reasonable and supportable forecasts, including:
o Evaluation of the reasonable and supportable forecasts methodology, o Evaluation of significant judgments and assumptions in the reasonable and supportable forecasts methodology, including the selection and application of economic variables,
o Evaluation of the accuracy of the reasonable and supportable forecasts calculation, including the completeness, accuracy and relevance of underlying data.
/s/ Crowe LLP
Crowe LLP
We have served as the Company's auditor since 2015.
Sacramento, California
February 28, 2023
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 94 -
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
DISCLOSURE
None.
ITEM 9A. CONTROLS AND PROCEDURES
The Company’s principal executive officer and principal financial officer have evaluated the effectiveness of the Company’s “disclosure controls and procedures,” as such term is defined in Rule 13a-15(e) of the Securities Exchange Act of 1934, as amended, as of December 31, 2022.
Based upon their evaluation, the principal executive officer and principal financial officer concluded that the Company’s disclosure controls and procedures are effective to ensure that material information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported as and when required and that such information is communicated to the Company’s management, including the principal executive officer and the principal financial officer, to allow for timely decisions regarding required disclosures. The evaluation did not identify any change in the Company’s internal control over financial reporting that occurred during the quarter ended December 31, 2022 that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting. Management’s Report on Internal Control Over Financial Reporting and the attestation Report of Independent Registered Public Accounting Firm are found on pages 50 and 91, respectively.
ITEM 9B. OTHER INFORMATION
None.
ITEM 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS Not applicable.
PART III
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS OF THE REGISTRANT AND CORPORATE GOVERNANCE The information required by this Item 10 of this Annual Report on Form 10-K is incorporated by reference from the information contained in the Company’s Proxy Statement for its 2023 Annual Meeting of Shareholders which will be filed pursuant to Regulation 14A of the Exchange Act.
The Company has adopted a Code of Ethics (as defined in Item 406 of Regulation S-K of the Securities Act of 1933) that is applicable to its senior financial officers including its chief executive officer, chief financial officer, and principal accounting officer.
ITEM 11. EXECUTIVE COMPENSATION
The information required by this Item 11 of this Annual Report on Form 10-K is incorporated by reference from the information contained in the Company’s Proxy Statement for its 2023 Annual Meeting of Shareholders which will be filed pursuant to Regulation 14A of the Exchange Act.
[The remainder of this page intentionally left blank]
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 95 -
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED
STOCKHOLDER MATTERS
The information required by this Item 12 of this Annual Report on Form 10-K is incorporated by reference from the information contained in the Company’s Proxy Statement for its 2023 Annual Meeting of Shareholders which will be filed pursuant to Regulation 14A of the Exchange Act.
Securities Authorized for Issuance Under Equity Compensation Plans The following table summarizes the status of the Company’s equity compensation plans as of December 31, 2022:
Plan category
Number of securities to be
issued upon exercise of
outstanding options,
warrants and rights
Weighted-average exercise
price of outstanding
options, warrants and
rights
Number of securities
remaining available for
future issuance under
equity compensation plans
(excluding securities
reflected in column (a))
(a) (b) (c)
Equity compensation plans approved by security holders 854 $60 856 Equity compensation plans not approved by security holders - N/A - Total 854 $60 856
At December 31, 2022
(In thousands, except exercise price)
ITEM 13. CERTAIN RELATIONSHIPS, RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE The information required by this Item 13 of this Annual Report on Form 10-K is incorporated by reference from the information contained in the Company’s Proxy Statement for its 2023 Annual Meeting of Shareholders, which will be filed pursuant to Regulation 14A of the Exchange Act.
ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
The information required by this Item 14 of this Annual Report on Form 10-K is incorporated by reference from the information contained in the Company’s Proxy Statement for its 2023 Annual Meeting of Shareholders which will be filed pursuant to Regulation 14A of the Exchange Act.
PART IV
ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
(a) 1. Financial Statements:
See Index to Financial Statements on page 49. The consolidated financial statements included in Item 8 are filed as part of this Report.
(a) 2. Financial statement schedules required. No financial statement schedules are filed as part of this Report since the required information is included in the consolidated financial statements, including the notes thereto, or the circumstances requiring inclusion of such schedules are not present.
(a) 3. Exhibits:
The following documents are included or incorporated by reference in this Annual Report on Form 10‑K.
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 96 -
Exhibit
Number
3(a) Restated Articles of Incorporation (composite copy), incorporated by reference to Exhibit 3(a) to the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 1997, filed with the Securities and Exchange Commission on March 30, 1998. https://www.sec.gov/Archives/edgar/data/311094/0000311094-98-000004.txt 3(b) By-laws, as amended (composite copy), incorporated by reference to Exhibit 3.2 to the Registrant’s Form 8-K, filed with the Securities and Exchange Commission on March 26, 2018. https://www.sec.gov/Archives/edgar/data/311094/000117184318002262/exh_32.htm 3(c) Certificate of Determination of Fixed Rate Cumulative Perpetual Preferred Stock, Series A of Westamerica Bancorporation dated February 10, 2009, incorporated by reference to Exhibit 99.1 to the Registrant’s Form 8-K, filed with the Securities and Exchange Commission on February 13, 2009. https://www.sec.gov/Archives/edgar/data/311094/000095013409002844/f51541exv99w1.htm
4.1 Description of registered securities, incorporated by reference to Exhibit 4.1 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019, filed with the Securities and Exchange Commission on February 28, 2020. https://www.sec.gov/Archives/edgar/data/311094/000117184320001355/ex_173691.htm 10(d)* Westamerica Bancorporation Chief Executive Officer Deferred Compensation Agreement by and between Westamerica Bancorporation and David L. Payne, dated December 18, 1998 incorporated by reference to Exhibit 10(e) to the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 1999, filed with the Securities and Exchange Commission on March 29, 2000.
https://www.sec.gov/Archives/edgar/data/311094/000031109400000002/0000311094-00-000002.txt 10(e)* Description of Executive Cash Bonus Program incorporated by reference to Exhibit 10(e) to Exhibit 2.1 of Registrant’s Form 8-K filed with the Securities and Exchange Commission on March 14, 2005. https://www.sec.gov/Archives/edgar/data/311094/000031109405000008/mar8k05c.txt 10(f)* Non-Qualified Annuity Performance Agreement with David L. Payne dated November 19, 1997 incorporated by reference to Exhibit 10(f) to the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 2004, filed with the Securities and Exchange Commission on March 15, 2005. https://www.sec.gov/Archives/edgar/data/311094/000095013405005077/f06799exv10wxfy.htm 10(g)* Amended and Restated Westamerica Bancorporation Stock Option Plan of 1995 Nonstatutory Stock Option Agreement Form incorporated by reference to Exhibit 10(g) to the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 2004, filed with the Securities and Exchange Commission on March 15, 2005. https://www.sec.gov/Archives/edgar/data/311094/000095013405005077/f06799exv10wxgy.htm 10(i)* Amended Westamerica Bancorporation and Subsidiaries Deferred Compensation Plan (As restated effective January 1, 2005) dated December 31, 2008 incorporated by reference to Exhibit 10(i) to the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 2008, filed with the Securities and Exchange Commission on February 27, 2009.
https://www.sec.gov/Archives/edgar/data/311094/000095013409004041/f51636exv10wxiy.htm 10(j)* Amended and Restated Westamerica Bancorporation Deferral Plan (Adopted October 26, 1995) dated December 31, 2008 incorporated by reference to Exhibit 10(j) to the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 2008, filed with the Securities and Exchange Commission on February 27, 2009. https://www.sec.gov/Archives/edgar/data/311094/000095013409004041/f51636exv10wxjy.htm 10(k)* Form of Restricted Performance Share Deferral Election pursuant to the Westamerica Bancorporation Deferral Plan incorporated by reference to Exhibit 10(i) to the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 2005, filed with the Securities and Exchange Commission on March 10, 2006. https://www.sec.gov/Archives/edgar/data/311094/000095013406004693/f18098exv10wxky.htm 10(s)* Amended and Restated Stock Option Plan of 1995, incorporated by reference to Exhibit A to the Registrant’s definitive Proxy Statement pursuant to Regulation 14(a) filed with the Securities and Exchange Commission on March 13, 2012. https://www.sec.gov/Archives/edgar/data/311094/000120677412001027/westamerica_def14a.htm 10(u)* Westamerica Bancorporation 2019 Omnibus Equity Incentive Plan, incorporated by reference to Exhibit 4 to the Registrant’s Form S-8, filed with the Securities and Exchange Commission on September 27, 2019. https://sec.gov/Archives/edgar/data/311094/000117184319006163/exh_4.htm 10(v)* Westamerica Bancorporation 2019 Omnibus Equity Incentive Plan Stock Option Agreement Form, incorporated by reference to Exhibit 10.1 to the Registrant’s Form 10-Q, filed with the Securities and Exchange Commission on November 4, 2019.
https://sec.gov/Archives/edgar/data/311094/000117184319007133/ex_161876.htm 10(w)* Westamerica Bancorporation 2019 Omnibus Equity Incentive Plan Restricted Stock Unit Award Agreement Form, incorporated by reference to Exhibit 10.2 to the Registrant’s Form 10-Q, filed with the Securities and Exchange Commission on November 4, 2019.
https://sec.gov/Archives/edgar/data/311094/000117184319007133/ex_161877.htm 10(x) Form of Indemnification Agreement between Westamerica Bancorporation and its directors, incorporated by reference to the Exhibit 10.1 to the Registrant’s Form 8-K filed with the Securities and Exchange Commission on June 28, 2019.
http://www.sec.gov/Archives/edgar/data/311094/000117184319004244/exh_101.htm 10(y) Form of Indemnification Agreement between Westamerica Bancorporation and its directors, incorporated by reference to the Exhibit 10.2 to the Registrant’s Form 8-K filed with the Securities and Exchange Commission on June 28, 2019.
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 97 -
https://www.sec.gov/Archives/edgar/data/311094/000117184319004244/exh_102.htm
11.1 Statement re computation of per share earnings incorporated by reference to Note 17 of the notes to the consolidated financial statements of this Report.
14 Code of Ethics incorporated by reference to Exhibit 14 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 2003, filed with the Securities and Exchange Commission on March 10, 2004. https://www.sec.gov/Archives/edgar/data/311094/000095014904000595/f97139exv14.txt 21 Subsidiaries of the registrant.
23.1 Consent of Crowe LLP
31.1 Certification of Chief Executive Officer pursuant to Securities Exchange Act Rule 13a-14(a)/15d-14(a)
31.2 Certification of Chief Financial Officer pursuant to Securities Exchange Act Rule 13a-14(a)/15d-14(a)
32.1 Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2 Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS XBRL Instance Document – The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH XBRL Taxonomy Extension Schema Document
101.CAL XBRL Taxonomy Extension Calculation Linkbase Document 101.DEF XBRL Taxonomy Extension Definitions Linkbase Document 101.LAB XBRL Taxonomy Extension Label Linkbase Document 101.PRE XBRL Taxonomy Extension Presentation Linkbase Document 104 The Cover page of Westamerica Bancorporation’s Annual Report on Form 10-K for the year ended December 31, 2022, formatted in Inline XBRL (contained in Exhibit 101) ____________
* Indicates management contract or compensatory plan or arrangement.
The exhibits listed above are available through the SEC’s website (https://www.sec.gov). Alternatively, the Company will furnish to shareholders a copy of any exhibit listed above, but not contained herein, upon written request to the Office of the Corporate Secretary A-2M, Westamerica Bancorporation, P.O. Box 1200, Suisun City, California 94585-1200, and payment to the Company of $.25 per page.
Item 16. FORM 10-K SUMMARY.
None
[The remainder of this page intentionally left blank]
2022 WESTAMERICA BANCORPORATION FORM 10-K
- 98 -
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
WESTAMERICA BANCORPORATION
/s/ Jesse Leavitt
Jesse Leavitt
Senior Vice President
and Chief Financial Officer
(Principal Financial and Accounting Officer)
Date: February 28, 2023
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the date indicated.
Signature Title Date
/s/ David L. Payne
David L. Payne
Chairman of the Board and Directors
President and Chief Executive Officer
(Principal Executive Officer)
February 28, 2023
/s/ Jesse Leavitt
Jesse Leavitt
Senior Vice President and Chief Financial Officer
(Principal Financial and Accounting Officer)
February 28, 2023
/s/ E. Joseph Bowler
E. Joseph Bowler
Director February 28, 2023
/s/ Melanie Martella Chiesa
Melanie Martella Chiesa
Director February 28, 2023
/s/ Michele Hassid
Michele Hassid
Director February 28, 2023
/s/ Catherine C. MacMillan
Catherine C. MacMillan
Director February 28, 2023
/s/ Ronald A. Nelson
Ronald A. Nelson
Director February 28, 2023
/s/ Edward B. Sylvester
Edward B. Sylvester
Lead Independent Director February 28, 2023
/s/ Inez Wondeh
Inez Wondeh
Director February 28, 2023
[This page intentionally left blank]
1108 FIFTH AVENUE | SAN RAFAEL, CA 94901 | WESTAMERICA.COM 1108 FIFTH AVENUE | SAN RAFAEL, CA 94901 | WESTAMERICA.COM
53 A WESTAMERICA BANK PROPOSAL FOR THE CITY OF LIVINGSTON Minimum Insurance Requirements
If contract is awarded, Westamerica Bank will provide evidence of necessary insurance requirements in accordance with proposal request.
54 A WESTAMERICA BANK PROPOSAL FOR THE CITY OF LIVINGSTON Conversion Plan
Based on availability and convenience to City staff, Branch and Regional personnel would be available onsite to help during the transition process. A representative from our Sales and Service team will also be available at City offices to facilitate the administrative set-up for online access via Onsite Banker. At no charge, checks, deposit slips, deposit bags, and endorsement stamps would be ordered and provided to the City on an expedited basis.
Bank Liaison Officers
Primary Contact: Sukhraj Singh, Customer Service Manager Branch Number: (209) 394-8422
Additional Contacts: Debbie Manrique, Assistant Vice President, Business Banking Officer Branch Number: (209) 664-1390
[email protected]
Kesi Williams, Product Support Specialist
(707) 372-3410
[email protected]
General Banking Services
Service Fees
Activity Charge Detail (based on April 2023 information) Service Description Activity Service Charge Explanation Monthly Maintenance 3 19.00 57.00
Debits/Checks Paid 170 .20 34.00
Deposits 40 1.40 56.00
Deposited Items On-Us 11 .15 1.65
Deposited Items 730 .15 109.50
Returned Deposited Items 2 0.00 0.00
ACH Positive Pay 5 30.00 150.00
Incoming Wires 1 15.00 15.00
ZBA Concentration Account 1 10.00 10.00
ZBA Sub-Account 1 15.00 15.00
ACH Credit 68 .20 13.60
ACH Debit 22 .20 4.40
Investment Analysis 1
Cash Services Armored
Treasury Management Online*** 1 20.00 20.00
ACH Origination 2 20.00 40.00
ACH Per Batch 10 8.00 80.00
ACH Per Item* 145 .25/.20 34.00
Wire Origination 1 0.00 0.00
Online Wire (Domestic) 2 25.00 50.00
Full Reconcilement 1 0.00 0.00
Positive Pay with Payee 1 60.00 60.00
Payee Positive Pay ** 1 60.00 60.00
Positive Pay Per Item 155 .05 7.75
Positive Pay Per Exception 2 .05 .10
RDC – 1st Account Remote Deposit 1 50.00 50.00
RDC – Per Item 741 .10 74.10
Institution Name: Westamerica Bank Date:
Address Fax:
By: Title:
Contact Name Phone:
* First 100 Items .25 each
101 – 500 Items .20 each
** Payee Positive Pay Items .08 each
*** Treasury Management Online Transactions 1-200 .05
201-800 .04
801+ .03
56 A WESTAMERICA BANK PROPOSAL FOR THE CITY OF LIVINGSTON References
Experience
Customer Contact Person Phone Number No. Years/WAB
CITY OF CERES Leticia Dias (209) 538-5764 28 Years
2720 Second Street Deputy Finance Director
Ceres CA 95307
Services: PC Banking, Electronic Tax Payments, Merchant Bankcard, Armored Car, ACH Origination, Lockbox
CITY OF TURLOCK Nadine Silva (209) 668-5540 23 Years
156 S. Broadway, Suite 110 Senior Accountant
Turlock CA 95380
Services: Zero Balance, ACH Origination, Electronic Banking, Armored Car, Wires, Lockbox, CD Rom, Check Images, EDI Reporting, Merchant Bankcard
CITY OF DOS PALOS Dewayne Jones (209) 533-5544 20 Years 2174 Blossom Street City Manager
Dos Palos CA 93620
Services: ACH Origination, Electronic Banking, City Vehicle Financing, Merchant Bankcard COUNTY OF MARIPOSA Saundra Gonzales (209) 769-0642 21 Years 5100 Bullion Street Deputy Treasurer
Mariposa CA 95338
Services: Zero Balance, Express Deposit, Armored Car, Account Reconcilement, Positive Pay, Onsite Banker Plus, ACH Origination, PC Outgoing Wires, EDI Reporting COUNTY OF TUOLUMNE Justin Birtwhistle (209) 533-5544 20 Years 2 South Green Street Treasurer
Sonora CA 95370
Services: Zero Balance, Courier Service, Electronic Banking, Positive Pay, ACH Origination, PC Outgoing Wires, Account Reconcilement, Onsite Banker Plus, Merchant Bankcard
57 A WESTAMERICA BANK PROPOSAL FOR THE CITY OF LIVINGSTON Pricing Adjustments
Westamerica Bank is pleased to offer the City of Livingston the following proposed pricing details to be in force throughout the length of an agreed contract. We have included a current account analysis statement with the proposed pricing. If we can help clarify any of the proposed details or the City would like a formal presentation we are available at your convenience.
Proposed Activity Charge Rates Reductions and Minimum Balance Requirements ■ 50% Reduced FDIC Assessment Fee (City of Livingston Rate of .0583) Reduction would be subject to a $2.0M Monthly Minimum Balance Requirement ■ Bank will provide to the City of Livingston at no cost, checks, deposit slips, deposit bags, cashier checks, and endorsement stamps.
■ Waive check cashing fees for City employees.
Prices to remain constant for the first three years of the contract.
58 A WESTAMERICA BANK PROPOSAL FOR THE CITY OF LIVINGSTON Pricing
BANK SERVICE CHARGES:
DEPOSITORY SERVICES
Checks and Debits Paid
Checks Deposited
Deposits
ACH Debit/Credit
Coin/Currency Deposited
Currency Furnished
$ 0.20 per item
$ 0.15 per item
$ 1.40 per item
$ 0.20 per item
$ 1.30 / $1,000
$ 1.30 / $1,000
Coin Furnished $ .10 / roll
Bagged Coin Verification $ 6.00 per bag
Returned Deposited Item No Charge
Returned Item Fax Notification $ 3.00 per item
Resubmitted Returned Deposited Item $ 3.00 per item
Concentration Account $10.00 per month
Zero Balance Account $15.00 per month
Courier As quoted
Armored Car As quoted
Cashiers Checks $10.00 per item
NSF/Overdrafts $35.00 per item
Overdraft Transfer $12.00 per transfer
Overdraft Protection Line of Credit $25.00 annual fee deducted in April Stop Payment (Initial or Renewal) $30.00 per item
Deposit Insurance $.1167 / $1,000
OTHER
Incoming Wire Transfer $15.00 per item
Outgoing Wire Transfer $35.00 per item
Outgoing International Wire $45.00 per item
Wire Transfer Notification
PC Outgoing Wire
PC International Outgoing Wire
Legal Process
Copy of Paid Check
Copy of Account Statement
Check Printing
Lockbox
Account Reconcilement – Full
Account Reconcilement – Partial
NIGHT DEPOSITORY
Annual Fee
Tampertite Bags
Additional Keys
Key Replacement
$ 2.00 per fax notification
$25.00 peritem
$35.00 peritem
$100.00 per process
$ 3.00 per item
$ 5.00 per item
Price varies per vendor
As quoted
$65.00 per month
plus .15 per item
$45.00 per month
plus .10 per item
$20.00 per year
No Charge
$ 5.00 per key
$10.00 per key
59 A WESTAMERICA BANK PROPOSAL FOR THE CITY OF LIVINGSTON Pricing (continued)
COLLECTION AND EXCHANGE
Bills of Lading $40.00 per item plus wire fees
Coupon Collections $30.00 per envelope
Documentary Drafts $25.00 per item
Incoming Collections $25.00 per item
Outgoing Collections $25.00 per item
Promissory Notes $40.00 per item
ELECTRONIC SERVICES
CD Image Statements $50.00 per month
Duplicate CD $50.00 each
Per-image Fee $ .04 each
Electronic Data Interchange $ 4.00 per report
Onsite Banker Plus $20.00 per month (includes up to 2 accts) Each Additional Account $ 5.00 per month
Per Item Fee
First 200 Items .05 each
Items 201 – 1,000 .04 each
Items 1,000+ .03 each
Stop Payment Orders $18.00 each
Onsite Banker ACH Origination $20.00 per month
Transmission Fee $ 8.00 each
Per-Item Fee
First 100 items $0.25 each
Items 101 – 500 $0.20 each
Items 501 – 1,000 $0.15 each
Items 1,001+ $0.10 each
ACH Returned Item $12.00 each
ACH Reversals $15.00 each
Installation or Training Current hourly rate
Positive Pay $60.00 per month
Per-Item Fee $ .05 each
ACH Positive Pay $30.00 per month
StarConnect Plus for Business No Charge
StarConnect Bill Pay $ 9.95 per month (includes up to 20 bills) Additional Bills $ .40 each
RemitOne – Electronic Tax Payment
Payment $ 3.00 each
Fax or Mail Confirmation $ 1.00 each
Express Deposit $50.00 per month
Per Item Fee $ .10 each
SAFE DEPOSIT BOX
Box size availability varies by branch Key Deposit $45.00-$410.00 per year based on box size
Key Deposit $20.00