COFS 10-Q Quarterly Report March 31, 2015 | Alphaminr
CHOICEONE FINANCIAL SERVICES INC

COFS 10-Q Quarter ended March 31, 2015

CHOICEONE FINANCIAL SERVICES INC
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10-Q 1 cofs-10q_033115.htm QUARTERLY REPORT

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 10-Q

Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the quarterly period ended March 31, 2015
Transition Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the transition period from to

Commission File Number: 000-19202

ChoiceOne Financial Services, Inc.
(Exact Name of Registrant as Specified in its Charter)


Michigan
(State or Other Jurisdiction of
Incorporation or Organization)
38-2659066
(I.R.S. Employer Identification No.)
109 East Division
Sparta, Michigan
(Address of Principal Executive Offices)


49345
(Zip Code)
(616) 887-7366
(Registrant's Telephone Number, including Area Code)

Indicate by checkmark whether the Registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes  ☒           No   ☐

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes  ☒          No   ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐ Accelerated filer ☐
Non-accelerated filer ☐ Smaller reporting company ☒

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐  No ☒

As of April 30, 2015, the Registrant had outstanding 3,284,977 shares of common stock.

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements .

ChoiceOne Financial Services, Inc.

CONSOLIDATED BALANCE SHEETS

March 31, December 31,
(Dollars in thousands) 2015 2014
(Unaudited) (Audited)
Assets
Cash and due from banks $ 9,748 $ 16,650
Securities available for sale (Note 2) 150,607 142,521
Federal Home Loan Bank stock 1,913 1,913
Federal Reserve Bank stock 1,272 1,272
Loans held for sale 2,061 2,170
Loans (Note 3) 338,293 346,113
Allowance for loan losses (Note 3) (4,321 ) (4,173 )
Loans, net 333,973 341,940
Premises and equipment, net 11,698 11,795
Other real estate owned, net 249 150
Cash value of life insurance policies 11,997 12,071
Intangible assets, net 655 827
Goodwill 13,728 13,728
Other assets 5,033 4,603
Total assets $ 542,935 $ 549,640
Liabilities
Deposits – noninterest-bearing $ 110,025 $ 113,006
Deposits – interest-bearing 319,057 321,822
Total deposits 429,082 434,828
Repurchase agreements 21,153 26,743
Advances from Federal Home Loan Bank 20,880 18,363
Other liabilities 4,029 3,516
Total liabilities 475,144 483,450
Shareholders' Equity
Common stock and paid in capital, no par value;
shares authorized: 7,000,000;  shares outstanding:
3,283,146 at March 31, 2015 and 3,295,831 at December 31, 2014 46,255 46,552
Retained earnings 19,715 18,565
Accumulated other comprehensive income, net 1,821 1,073
Total shareholders’ equity 67,791 66,190
Total liabilities and shareholders’ equity $ 542,935 $ 549,640

See accompanying notes to interim consolidated financial statements.

2

ChoiceOne Financial Services, Inc.

CONSOLIDATED STATEMENTS OF INCOME (Unaudited)


Three Months Ended
March 31,
(Dollars in thousands, except per share data)
2015 2014
Interest income
Loans, including fees $ 3,942 $ 3,824
Securities:
Taxable 452 482
Tax exempt 349 347
Other 3 3
Total interest income 4,746 4,656
Interest expense
Deposits 225 279
Advances from Federal Home Loan Bank 19 11
Other 12 13
Total interest expense 256 303
Net interest income 4,490 4,353
Provision for loan losses 100 100
Net interest income after provision for loan losses 4,390 4,253
Noninterest income
Customer service charges 983 859
Insurance and investment commissions 341 231
Gains on sales of loans 503 146
Gains on sales of securities 8 65
Losses on sales and write-downs of other assets (21 ) (1 )
Earnings on life insurance policies 387 71
Other 91 115
Total noninterest income 2,294 1,486
Noninterest expense
Salaries and benefits 2,299 2,084
Occupancy and equipment 596 617
Data processing 553 426
Professional fees 277 197
Supplies and postage 105 113
Advertising and promotional 67 42
Intangible amortization 112 112
Loan and collection expense 44 26
FDIC insurance 78 80
Other 429 359
Total noninterest expense 4,561 4,056
Income before income tax 2,124 1,683
Income tax expense 482 435
Net income $ 1,642 $ 1,248
Basic earnings per share (Note 4) $ 0.50 $ 0.38
Diluted earnings per share (Note 4) $ 0.50 $ 0.38
Dividends declared per share $ 0.15 $ 0.14

See accompanying notes to interim consolidated financial statements.

3


ChoiceOne Financial Services, Inc.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited)

Three Months Ended
March 31,
(Dollars in thousands)
2015 2014
Net income $ 1,642 $ 1,248
Other comprehensive income:
Unrealized holding gains on available for sale securities 1,141 243
Less: Reclassification adjustment for gain recognized in net income (8 ) (65 )
Net unrealized gain 1,133 178
Less tax effect (385 ) (60 )
Other comprehensive income/(loss), net of tax 748 118
Comprehensive income $ 2,390 $ 1,366

See accompanying notes to interim consolidated financial statements

4

ChoiceOne Financial Services, Inc.
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY (Unaudited)

(Dollars in thousands) Number of
Shares
Common
Stock and
Paid in
Capital
Retained
Earnings
Accumulated
Other
Comprehensive
Income,
Net
Total
Balance, January 1, 2014 3,295,463 $ 46,595 $ 14,815 $ 148 $ 61,558
Net income 1,248 1,248
Other comprehensive income 118 118
Shares issued 2,210 32 32
Effect of employee stock purchases 3 3
Stock-based compensation 5 5
Cash dividends declared ($0.14 per share) (461 ) (461 )
Balance, March 31, 2014 3,297,673 $ 46,635 $ 15,602 $ 266 $ 62,503
Balance, January 1, 2015 3,295,831 $ 46,552 $ 18,565 $ 1,073 $ 66,190
Net income 1,642 1,642
Other comprehensive income 748 748
Shares issued 2,315 35 35
Change in ESOP repurchase obligation (4 ) (4 )
Shares repurchased (15,000 ) (343 ) (343 )
Effect of employee stock purchases 3 3
Stock-based compensation 12 12
Cash dividends declared ($0.15 per share) (492 ) (492 )
Balance, March 31, 2015 3,283,146 $ 46,255 $ 19,715 $ 1,821 $ 67,791

See accompanying notes to interim consolidated financial statements.

5

ChoiceOne Financial Services, Inc.

CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

(Dollars in thousands) Three Months Ended
March 31,
2015 2014
Cash flows from operating activities:
Net income $ 1,642 $ 1,248
Adjustments to reconcile net income to net cash from
operating activities:
Provision for loan losses 100 100
Depreciation 244 245
Amortization 385 381
Compensation expense on stock purchases and
restricted stock units 15 8
Gains on sales of securities (8 ) (65 )
Gains on sales of loans (503 ) (146 )
Loans originated for sale (6,772 ) (4,107 )
Proceeds from loan sales 7,364 4,444
Earnings on bank-owned life insurance (387 ) (71 )
Proceeds on bank-owned life insurance 461
(Gains)/losses on sales of other real estate owned (2 ) 2
Write-downs of other real estate owned 23
Proceeds from sales of other real estate owned 58 204
Deferred federal income tax benefit (175 ) (77 )
Net changes in other assets (408 ) (148 )
Net changes in other liabilities 298 134
Net cash from operating activities 2,335 2,152
Cash flows from investing activities:
Securities available for sale:
Sales 1,123 4,769
Maturities, prepayments and calls 1,157 2,016
Purchases (9,441 ) (13,940 )
Loan originations and payments, net 7,690 (4,996 )
Additions to premises and equipment (147 ) (197 )
Net cash from investing activities 382 (12,348 )
Cash flows from financing activities:
Net change in deposits (5,746 ) 10,309
Net change in repurchase agreements (5,590 ) (5,727 )
Proceeds from Federal Home Loan Bank advances 38,550 6,000
Payments on Federal Home Loan Bank advances (36,033 ) (6,007 )
Issuance of common stock 35 32
Repurchase of common stock (343 )
Cash dividends (492 ) (461 )
Net cash from financing activities (9,619 ) 4,146
Net change in cash and cash equivalents (6,902 ) (6,050 )
Beginning cash and cash equivalents 16,650 20,479
Ending cash and cash equivalents $ 9,748 $ 14,429
Supplemental disclosures of cash flow information:
Cash paid for interest $ 257 $ 307
Cash paid for taxes $ 320 $
Loans transferred to other real estate owned $ 320 $ 246

See accompanying notes to interim consolidated financial statements.

6

ChoiceOne Financial Services, Inc.
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Principles of Consolidation

The consolidated financial statements include ChoiceOne Financial Services, Inc. (“ChoiceOne”) and its wholly-owned subsidiary, ChoiceOne Bank (the “Bank”), and the Bank’s wholly-owned subsidiary, ChoiceOne Insurance Agencies, Inc. Intercompany transactions and balances have been eliminated in consolidation.

The consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information, prevailing practices within the banking industry and the instructions to Form 10-Q. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements.

The accompanying consolidated financial statements reflect all adjustments ordinary in nature which are, in the opinion of management, necessary for a fair presentation of the Consolidated Balance Sheets as of March 31, 2015 and December 31, 2014, the Consolidated Statements of Income for the three-month periods ended March 31, 2015 and March 31, 2014, the Consolidated Statements of Comprehensive Income for the three-month periods ended March 31, 2015 and March 31, 2014, the Consolidated Statements of Changes in Shareholders' Equity for the three-month periods ended March 31, 2015 and March 31, 2014, and the Consolidated Statements of Cash Flows for the three-month periods ended March 31, 2015 and March 31, 2014. Operating results for the three months ended March 31, 2015 are not necessarily indicative of the results that may be expected for the year ending December 31, 2015.

The accompanying consolidated financial statements should be read in conjunction with the consolidated financial statements and footnotes thereto included in ChoiceOne’s Annual Report on Form 10-K for the year ended December 31, 2014.

Allowance for Loan Losses

The allowance for loan losses is maintained at a level believed adequate by management to absorb probable incurred losses inherent in the consolidated loan portfolio. Management’s evaluation of the adequacy of the allowance is an estimate based on reviews of individual loans, assessments of the impact of current economic conditions on the portfolio and historical loss experience of seasoned loan portfolios. See Note 3 to the interim consolidated financial statements for additional information.

Management believes the accounting estimate related to the allowance for loan losses is a “critical accounting estimate” because (1) the estimate is highly susceptible to change from period to period because of assumptions concerning the changes in the types and volumes of the portfolios and economic conditions and (2) the impact of recognizing an impairment or loan loss could have a material effect on ChoiceOne’s assets reported on the balance sheets as well as its net income.

Stock Transactions

A total of 512 shares of common stock were issued to ChoiceOne’s Board of Directors for a cash price of $12,000 under the terms of the Directors’ Stock Purchase Plan in the first quarter of 2015. A total of 1,703 shares were issued upon the exercise of stock options in the first quarter of 2015. A total of 15,000 shares of common stock were repurchased in the first three months of 2015. A total of 100 shares were issued upon vesting of Restricted Stock Units in the first quarter of 2015.

Stock-Based Compensation

Effective July 1, 2013, ChoiceOne began granting Restricted Stock Units to a select group of employees under the Stock Incentive Plan of 2012. All of the Restricted Stock Units are initially unvested and vest in three annual installments on each of the next three anniversaries of the grant date. Certain additional vesting provisions apply. Each unit, once vested, is settled by delivery of one share of ChoiceOne common stock.

Reclassifications

Certain amounts presented in prior periods have been reclassified to conform to the current presentation.

7

NOTE 2 - SECURITIES

The fair value of securities available for sale and the related gross unrealized gains and losses recognized in accumulated other comprehensive income (loss) were as follows:

March 31, 2015

(Dollars in thousands)

Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Fair
Value
U.S. Government and federal agency $ 49,521 $ 240 $ (14 ) $ 49,747
U.S. Treasury 8,071 62 (12 ) 8,121
State and municipal 70,864 2,159 (78 ) 72,945
Mortgage-backed 8,470 89 (5 ) 8,554
Corporate 7,517 69 (4 ) 7,582
Foreign debt 1,000 1 1,001
Equity securities 2,280 28 2,308
Asset-backed securities 350 (1 ) 349
Total $ 148,073 $ 2,648 $ (114 ) $ 150,607

December 31, 2014
Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Fair
Value
U.S. Government and federal agency $ 44,584 $ 77 $ (158 ) $ 44,503
U.S. Treasury 8,077 11 (30 ) 8,058
State and municipal 68,376 1,697 (238 ) 69,835
Mortgage-backed 8,896 68 (22 ) 8,942
Corporate 7,529 25 (16 ) 7,538
Foreign debt 1,000 (6 ) 994
Equity securities 2,280 (5 ) 2,275
Asset-backed securities 378 (2 ) 376
Total $ 141,120 $ 1,878 $ (477 ) $ 142,521

ChoiceOne reviews its securities portfolio on a quarterly basis to determine whether unrealized losses are considered to be temporary or other-than-temporary. No other-than-temporary impairment charges were recorded in the first quarter of 2015. ChoiceOne believed that unrealized losses on securities were temporary in nature and were due to changes in interest rates and reduced market liquidity and not as a result of credit quality issues.

8

NOTE 3 – LOANS AND ALLOWANCE FOR LOAN LOSSES

Activity in the allowance for loan losses and balances in the loan portfolio were as follows:

(Dollars in thousands)
Agricultural Commercial and Industrial Consumer Commercial Real Estate Construction Real Estate Residential Real Estate Unallocated Total
Allowance for Loan Losses
Three Months Ended
March 31, 2015
Beginning balance $ 186 $ 527 $ 184 $ 1,641 $ 9 $ 1,193 $ 433 $ 4,173
Charge-offs (51 ) (1 ) (52 )
Recoveries 28 36 6 30 100
Provision 13 58 25 (149 ) 30 261 (138 ) 100
Ending balance $ 199 $ 613 $ 194 $ 1,498 $ 39 $ 1,483 $ 295 $ 4,321
Individually evaluated for
impairment $ 1 $ $ 2 $ 414 $ $ 384 $ $ 801
Collectively evaluated for
impairment $ 198 $ 613 $ 192 $ 1,084 $ 39 $ 1,099 $ 295 $ 3,520
Three Months Ended
March 31, 2014
Beginning balance $ 179 $ 562 $ 191 $ 1,842 $ 12 $ 1,626 $ 323 $ 4,735
Charge-offs (1 ) (53 ) (185 ) (90 ) (329 )
Recoveries 1 20 50 14 4 89
Provision 7 4 (1 ) (7 ) (5 ) 24 78 100
Ending balance $ 187 $ 585 $ 187 $ 1,664 $ 7 $ 1,564 $ 401 $ 4,595
Individually evaluated for
impairment $ 29 $ 57 $ 2 $ 744 $ $ 332 $ $ 1,164
Collectively evaluated for
impairment $ 158 $ 528 $ 185 $ 920 $ 7 $ 1,232 $ 401 $ 3,431
Loans
March 31, 2015
Individually evaluated for
impairment $ 210 $ 5 $ 26 $ 3,031 $ $ 2,684 $ 5,956
Collectively evaluated for
impairment 35,329 88,284 19,731 97,321 3,242 88,430 332,337
Ending balance $ 35,539 $ 88,289 $ 19,757 $ 100,352 $ 3,242 $ 91,114 $ 338,293
December 31, 2014
Individually evaluated for
impairment $ $ 38 $ 36 $ 3,853 $ $ 2,958 $ 6,885
Collectively evaluated for
impairment 41,098 88,024 20,716 95,954 2,691 90,745 339,228
Ending balance $ 41,098 $ 88,062 $ 20,752 $ 99,807 $ 2,691 $ 93,703 $ 346,113

9

The process to monitor the credit quality of ChoiceOne’s loan portfolio includes tracking (1) the risk ratings of business loans, (2) the level of classified business loans, and (3) delinquent and nonperforming consumer loans. Business loans are risk rated on a scale of 1 to 8. A description of the characteristics of the ratings follows:

Risk ratings 1 and 2: These loans are considered pass credits. They exhibit good to exceptional credit risk and demonstrate the ability to repay the loan from normal business operations.

Risk rating 3: These loans are considered pass credits. They exhibit acceptable credit risk and demonstrate the ability to repay the loan from normal business operations.

Risk rating 4: These loans are considered pass credits. However, they have potential developing weaknesses that, if not corrected, may cause deterioration in the ability of the borrower to repay the loan. While a loss is possible for a loan with this rating, it is not anticipated.

Risk rating 5: These loans are considered special mention credits. Loans in this risk rating are considered to be inadequately protected by the net worth and debt service coverage of the borrower or of any pledged collateral. These loans have well defined weaknesses that may jeopardize the borrower’s ability to repay the loan. If the weaknesses are not corrected, loss of principal and interest could be probable.

Risk rating 6: These loans are considered substandard credits. These loans have well defined weaknesses, the severity of which makes collection of principal and interest in full questionable. Loans in this category may be placed on nonaccrual status.

Risk rating 7: These loans are considered doubtful credits. Some loss of principal and interest has been determined to be probable. The estimate of the amount of loss could be affected by factors such as the borrower’s ability to provide additional capital or collateral. Loans in this category are on nonaccrual status.

Risk rating 8: These loans are considered loss credits. They are considered uncollectible and will be charged off against the allowance for loan losses.

10

Information regarding the Bank’s credit exposure is as follows:

Corporate Credit Exposure - Credit Risk Profile By Creditworthiness Category

Agricultural Commercial and Industrial Commercial Real Estate
(Dollars in thousands) March 31,
2015
December 31,
2014
March 31,
2015
December 31,
2014
March 31,
2015
December 31,
2014
Risk ratings 1 and 2 $ 6,631 $ 9,596 $ 11,427 $ 11,590 $ 3,346 $ 3,576
Risk rating 3 21,732 24,294 59,873 59,470 59,543 58,600
Risk rating 4 6,452 6,462 15,978 15,764 28,643 28,557
Risk rating 5 662 683 793 976 5,106 4,490
Risk rating 6 62 63 218 262 3,714 4,584
Risk rating 7
$ 35,539 $ 41,098 $ 88,289 $ 88,062 $ 100,352 $ 99,807

Corporate Credit Exposure - Credit Risk Profile Based On Payment Activity

Consumer Construction Real Estate Residential Real Estate
March 31, December 31, March 31, December 31, March 31, December 31,
2015 2014 2015 2014 2015 2014
Performing $ 19,732 $ 20,752 $ 3,242 $ 2,691 $ 88,465 $ 92,974
Nonperforming 25 2,649 58
Nonaccrual 671
$ 19,757 $ 20,752 $ 3,242 $ 2,691 $ 91,114 $ 93,703

The following schedule provides information on loans that were considered TDRs that were modified during the three months ended March 31, 2015 and March 31, 2014:

March 31, 2015 March 31, 2014
(Dollars in thousands) Number of Pre-
Modification
Outstanding
Recorded
Post-
Modification
Outstanding
Recorded
Number of Pre-
Modification
Outstanding
Recorded

Post-
Modification
Outstanding
Recorded

Loans Investment Investment Loans Investment Investment
Commercial real estate 3 $ 669 $ 669 3 $ 440 $ 448
Residential real estate 1 111 111 1 89 90
4 $ 780 $ 780 4 $ 529 $ 538

11

The following schedule provides information on TDRs as of March 31, 2015 and 2014 where the borrower was past due with respect to principal and/or interest for 30 days or more during the three-month periods ended March 31, 2015 and March 31, 2014 that had been modified during the year prior to the default:

Three Months Ended Three Months Ended
March 31, 2015 March 31, 2015
(Dollars in thousands) Number Recorded Number Recorded
of Loans Investment of Loans Investment
Commercial and industrial $ $
Commercial real estate 3 615 3 680
3 $ 615 3 $ 680

The pre-modification and post-modification outstanding recorded investment represents amounts as of the date of loan modification. If a difference exists between the pre-modification and post-modification outstanding recorded investment, it represents impairment recognized through the provision for loan losses computed based on a loan’s post-modification present value of expected future cash flows discounted at the loan’s original effective interest rate. If no difference exists, a loss is not expected to be incurred based on an assessment of the borrower’s expected cash flows.

Loans are classified as performing when they are current as to principal and interest payments or are past due on payments less than 90 days. Loans are classified as nonperforming when they are past due 90 days or more as to principal and interest payments or are considered a troubled debt restructuring.

12

Impaired loans by loan category follow:

Unpaid
(Dollars in thousands) Recorded Principal Related
Investment Balance Allowance
March 31, 2015
With no related allowance recorded
Agricultural $ $ $
Commercial and industrial 5 8
Consumer
Commercial real estate 819 874
Residential real estate 222 222
Subtotal 1,046 1,104
With an allowance recorded
Agricultural 210 210 1
Commercial and industrial
Consumer 26 26 2
Commercial real estate 2,212 2,740 414
Residential real estate 2,462 2,485 384
Subtotal 4,910 5,461 801
Total
Agricultural 210 210 1
Commercial and industrial 5 8
Consumer 26 26 2
Commercial real estate 3,031 3,614 414
Residential real estate 2,684 2,707 384
Total $ 5,956 $ 6,565 $ 801
December 31, 2014
With no related allowance recorded
Agricultural $ $ $
Commercial and industrial 38 43
Consumer 8 8
Commercial real estate 413 419
Residential real estate 502 502
Subtotal 961 972
With an allowance recorded
Agricultural
Commercial and industrial
Consumer 28 28 4
Commercial real estate 3,440 4,498 745
Residential real estate 2,456 2,474 365
Subtotal 5,924 7,000 1,114
Total
Agricultural
Commercial and industrial 38 43
Consumer 36 36 4
Commercial real estate 3,853 4,917 745
Residential real estate 2,958 2,976 365
Total $ 6,885 $ 7,972 $ 1,114

13

The following schedule provides information regarding average balances of impaired loans and interest recognized on impaired loans for the three months ended March 31, 2015 and 2014:

Average Interest
(Dollars in thousands) Recorded Income
Investment Recognized
March 31, 2015
With no related allowance recorded
Agricultural $ $
Commercial and industrial 21
Consumer 4
Commercial real estate 631 1
Residential real estate 362
Subtotal 1,018 1
With an allowance recorded
Agricultural 105 (6 )
Commercial and industrial
Consumer 27 1
Commercial real estate 2,826 24
Residential real estate 2,460 22
Subtotal 5,418 41
Total
Agricultural 105 (6 )
Commercial and industrial 21
Consumer 31 1
Commercial real estate 3,457 25
Residential real estate 2,822 22
Total $ 6,436 $ 42
March 31, 2014
With no related allowance recorded
Agricultural $ 226 $
Commercial and industrial 145
Consumer 1
Commercial real estate 607 5
Residential real estate 747 5
Subtotal 1,726 10
With an allowance recorded
Agricultural 182 1
Commercial and industrial 465 1
Consumer 33 1
Commercial real estate 3,792 31
Residential real estate 2,123 23
Subtotal 6,595 57
Total
Agricultural 408 1
Commercial and industrial 610 1
Consumer 34 1
Commercial real estate 4,399 36
Residential real estate 2,870 28
Total $ 8,321 $ 67

14

An aging analysis of loans by loan category follows:

Greater 90 Days
Past
(Dollars in thousands) 30 to 59 60 to 89 Than 90 Loans Not Total Due and
Days Days Days (1) Total Past Due Loans Accruing
March 31, 2015
Agricultural $ $ $ 210 $ 210 $ 35,329 $ 35,539 $
Commercial and industrial 309 247 555 87,734 88,289
Consumer 40 3 43 19,714 19,757
Commercial real estate 1,097 356 1,453 98,899 100,352
Construction real estate 3,242 3,242
Residential real estate 417 19 186 622 90,492 91,114
$ 1,863 $ 269 $ 752 $ 2,883 $ 335,410 $ 338,293 $
December 31, 2014
Agricultural $ $ $ $ $ 41,098 $ 41,098 $
Commercial and industrial 33 260 293 87,769 88,062
Consumer 66 10 76 20,676 20,752
Commercial real estate 172 51 699 922 98,885 99,807
Construction real estate 2,691 2,691
Residential real estate 1,376 404 363 2,143 91,560 93,703 58
$ 1,647 $ 725 $ 1,062 $ 3,434 $ 342,679 $ 346,113 $ 58

(1) Includes nonaccrual loans.

Nonaccrual loans by loan category follow:

(Dollars in thousands) March 31, December 31,
2015 2014
Agricultural $ 210 $
Commercial and industrial 5 38
Consumer
Commercial real estate 1,238 2,652
Construction real estate
Residential real estate 710 671
$ 2,163 $ 3,361

15

NOTE 4 - EARNINGS PER SHARE

Earnings per share are based on the weighted average number of shares outstanding during the period. A computation of basic earnings per share and diluted earnings per share follows:

Three Months Ended
(Dollars in thousands, except per share data) March 31,
2015 2014
Basic Earnings Per Share
Net income available to common
shareholders $ 1,642 $ 1,248
Weighted average common shares outstanding 3,297,022 3,296,350
Basic earnings per share $ 0.50 $ 0.38
Diluted Earnings Per Share
Net income available to common
shareholders $ 1,642 $ 1,248
Weighted average common shares outstanding 3,297,022 3,296,350
Plus dilutive stock options and restricted stock units 11,913 6,458
Weighted average common shares outstanding
and potentially dilutive shares 3,308,935 3,302,808
Diluted earnings per share $ 0.50 $ 0.38

There were 16,250 stock options as of March 31, 2015 and 28,625 as of March 31, 2014 that are considered to be anti-dilutive to earnings per share for the three-month periods ended March 31, 2015 and March 31, 2014. These stock options have been excluded from the calculation above.

16

NOTE 5 – FINANCIAL INSTRUMENTS

Financial instruments as of the dates indicated were as follows:

Quoted Prices
in Active Significant
Markets for Other Significant
Identical Observable Unobservable
(Dollars in thousands) Carrying Estimated Assets Inputs Inputs
Amount Fair Value (Level 1) (Level 2) (Level 3)
March 31, 2015
Assets:
Cash and due from banks $ 9,748 $ 9,748 $ 9,748 $ $
Securities available for sale 150,607 150,607 808 137,121 12,678
Federal Home Loan Bank and Federal
Reserve Bank stock 3,185 3,185 3,185
Loans held for sale 2,061 2,114 2,114
Loans, net 333,973 338,568 338,568
Liabilities:
Noninterest-bearing deposits 110,025 110,025 110,025
Interest-bearing deposits 319,057 319,121 319,121
Repurchase agreements 21,153 21,153 21,153
Federal Home Loan Bank advances 20,880 20,921 20,921
December 31, 2014
Assets:
Cash and due from banks $ 16,650 $ 16,650 $ 16,650 $ $
Securities available for sale 142,521 142,521 775 130,104 11,642
Federal Home Loan Bank and Federal
Reserve Bank stock 3,185 3,185 3,185
Loans held for sale 2,170 2,237 2,237
Loans, net 341,940 345,656 345,656
Liabilities:
Noninterest-bearing deposits 113,006 113,006 113,006
Interest-bearing deposits 321,822 321,757 321,757
Repurchase agreements 26,743 26,743 26,743
Federal Home Loan Bank advances 18,363 18,402 18,402

The estimated fair values approximate the carrying amounts for all assets and liabilities except those described later in this paragraph. The methodology for determining the estimated fair value for securities available for sale is described in Note 6. The estimated fair value for loans is based on the rates charged at March 31, 2015 and December 31, 2014 for new loans with similar maturities, applied until the loan is assumed to reprice or be paid. The allowance for loan losses is considered to be a reasonable estimate of discount for credit quality concerns. The estimated fair values for time deposits and Federal Home Loan Bank (“FHLB”) advances are based on the rates paid at March 31, 2015 and December 31, 2014 for new deposits or FHLB advances, applied until maturity. The estimated fair values for other financial instruments and off-balance sheet loan commitments are considered nominal.

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NOTE 6 – FAIR VALUE MEASUREMENTS

The following tables present information about the Bank’s assets and liabilities measured at fair value on a recurring basis and the valuation techniques used by the Bank to determine those fair values.

In general, fair values determined by Level 1 inputs use quoted prices in active markets for identical assets or liabilities that the Bank has the ability to access.

Fair values determined by Level 2 inputs use other inputs that are observable, either directly or indirectly. These Level 2 inputs include quoted prices for similar assets and liabilities in active markets, and other inputs such as interest rates and yield curves that are observable at commonly quoted intervals.

Level 3 inputs are unobservable inputs, including inputs that are available in situations where there is little, if any, market activity for the related asset or liability.

In instances where inputs used to measure fair value fall into different levels in the above fair value hierarchy, fair value measurements in their entirety are categorized based on the lowest level input that is significant to the valuation. The Bank’s assessment of the significance of particular inputs to these fair value measurements requires judgment and considers factors specific to each asset or liability.

There were no liabilities measured at fair value as of March 31, 2015 or December 31, 2014. Disclosures concerning assets measured at fair value are as follows:

Assets Measured at Fair Value on a Recurring Basis

Quoted Prices
in Active Significant
Markets for
Identical
Other
Observable
Significant
Unobservable
(Dollars in thousands) Assets Inputs Inputs Balance at
(Level 1) (Level 2) (Level 3) Date Indicated
Investment Securities, Available for
Sale – March 31, 2015
U.S. Treasury notes and bonds $ $ 8,121 $ $ 8,121
U.S. Government and federal agency 49,747 49,747
State and municipal 62,164 10,781 72,945
Mortgage-backed 8,554 8,554
Corporate 7,185 397 7,582
Foreign debt 1,001 1,001
Equity securities 808 1,500 2,308
Asset backed securities 349 349
Total $ 808 $ 137,121 $ 12,678 $ 150,607
Investment Securities, Available for
Sale - December 31, 2014
U.S. Treasury notes and bonds $ $ 8,058 $ $ 8,058
U.S. Government and federal agency 44,503 44,503
State and municipal 60,091 9,744 69,835
Mortgage-backed 8,942 8,942
Corporate 7,140 398 7,538
Foreign debt 994 994
Equity securities 775 1,500 2,275
Asset backed securities 376 376
Total $ 775 $ 130,104 $ 11,642 $ 142,521

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Changes in Level 3 Assets Measured at Fair Value on a Recurring Basis

(Dollars in thousands)
2015 2014
Investment Securities, Available for Sale
Balance, January 1 $ 11,641 $ 11,328
Total realized and unrealized gains included in income
Total unrealized gains (losses) included in other comprehensive income 60 (261 )
Net purchases, sales, calls, and maturities 977 (17 )
Net transfers into Level 3 74
Balance, March 31 $ 12,678 $ 11,124

Of the Level 3 assets that were held by the Bank at March 31, 2015, the net unrealized loss for the three months ended March 31, 2015 was $59,000, which is recognized in other comprehensive income in the consolidated balance sheet. $995,000 of Level 3 securities were purchased during the first quarter of 2015. There were no purchases of Level 3 securities in the first quarter of 2014. There were no sales of Level 3 securities during the first quarter of 2015 or 2014.

Both observable and unobservable inputs may be used to determine the fair value of positions classified as Level 3 investment securities and liabilities. As a result, the unrealized gains and losses for these assets and liabilities presented in the tables above may include changes in fair value that were attributable to both observable and unobservable inputs.

Available for sale investment securities categorized as Level 3 assets primarily consist of bonds issued by local municipalities. The Bank estimates the fair value of these bonds based on the present value of expected future cash flows using management’s best estimate of key assumptions, including forecasted interest yield and payment rates, credit quality and a discount rate commensurate with the current market and other risks involved.

The Bank also has assets that under certain conditions are subject to measurement at fair value on a non-recurring basis. These assets are not normally measured at fair value, but can be subject to fair value adjustments in certain circumstances, such as impairment. Disclosures concerning assets measured at fair value on a non-recurring basis are as follows:

Assets Measured at Fair Value on a Non-recurring Basis

Quoted Prices
in Active Significant
Markets for
Identical
Other
Observable
Significant
Unobservable
(Dollars in thousands) Balance at Assets Inputs Inputs
Dates Indicated (Level 1) (Level 2) (Level 3)
Impaired Loans
March 31, 2015 $ 5,986 $ $ $ 5,986
December 31, 2014 $ 6,885 $ $ $ 6,885
Other Real Estate
March 31, 2015 $ 249 $ $ $ 249
December 31, 2014 $ 150 $ $ $ 150

Impaired loans categorized as Level 3 assets consist of non-homogeneous loans that are considered impaired. The Bank estimates the fair value of the loans based on the present value of expected future cash flows using management’s estimate of key assumptions. These assumptions include future payment ability, timing of payment streams, and estimated realizable values of available collateral (typically based on outside appraisals). The changes in fair value consisted of charge-downs of impaired loans that were posted to the allowance for loan losses and write-downs of other real estate that were posted to a valuation account.

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Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations .

The following discussion is designed to provide a review of the consolidated financial condition and results of operations of ChoiceOne Financial Services, Inc. (“ChoiceOne”) and its wholly-owned subsidiary, ChoiceOne Bank (the "Bank"), and the Bank’s wholly-owned subsidiary, ChoiceOne Insurance Agencies, Inc. This discussion should be read in conjunction with the interim consolidated financial statements and related notes.

FORWARD-LOOKING STATEMENTS

This discussion and other sections of this quarterly report contain forward-looking statements that are based on management’s beliefs, assumptions, current expectations, estimates and projections about the financial services industry, the economy, and ChoiceOne itself. Words such as "anticipates," "believes," "estimates," "expects," "forecasts," "intends," "is likely," "plans," "predicts," "projects," "may," "could," and variations of such words and similar expressions are intended to identify such forward-looking statements. Management’s determination of the provision and allowance for loan losses, the carrying value of goodwill and loan servicing rights, the fair value of investment securities (including whether any impairment on any investment security is temporary or other-than-temporary) and management’s assumptions concerning pension and other postretirement benefit plans involve judgments that are inherently forward-looking. All of the information concerning interest rate sensitivity is forward-looking. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions ("risk factors") that are difficult to predict with regard to timing, extent, likelihood, and degree of occurrence. Therefore, actual results and outcomes may materially differ from what may be expressed, implied or forecasted in such forward-looking statements. Furthermore, ChoiceOne undertakes no obligation to update, amend, or clarify forward-looking statements, whether as a result of new information, future events, or otherwise.

Risk factors include, but are not limited to, the risk factors discussed in Item 1A of ChoiceOne’s Annual Report on Form 10-K for the year ended December 31, 2014. These are representative of the risk factors that could cause a difference between an ultimate actual outcome and a preceding forward-looking statement.

RESULTS OF OPERATIONS

Summary

Net income for the first quarter of 2015 was $1,642,000, which represented an increase of $394,000 or 32% compared to the same period in 2014. Growth in net interest income and noninterest income were partially offset by an increase in noninterest expense for the first quarter of 2015 compared to the first quarter of 2014. Basic and diluted earnings per common share were both $0.50 for the first quarter of 2015 compared to $0.38 for both in the same period in 2014. The return on average assets and return on average shareholders’ equity percentages were 1.21% and 9.80%, respectively, for the first quarter of 2015, compared to 0.97% and 8.13%, respectively, for the same period in 2014.

Dividends

Cash dividends of $492,000 or $0.15 per share were declared in the first quarter of 2015, compared to $461,000 or $0.14 per share in the first quarter of 2014. The cash dividend payout percentage was 30% for the first three months of 2015, compared to 37% in the same period a year ago.

Interest Income and Expense

Tables 1 and 2 on the following pages provide information regarding interest income and expense for the three-month periods ended March 31, 2015 and 2014. Table 1 documents ChoiceOne’s average balances and interest income and expense, as well as the average rates earned or paid on assets and liabilities. Table 2 documents the effect on interest income and expense of changes in volume (average balance) and interest rates. These tables are referred to in the discussion of interest income, interest expense and net interest income.

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Table 1 – Average Balances and Tax-Equivalent Interest Rates

Three Months Ended March 31,
2015 2014
(Dollars in thousands) Average Average
Balance Interest Rate Balance Interest Rate
Assets:
Loans (1) $ 340,581 $ 3,944 4.63 % $ 318,646 $ 3,827 4.81 %
Taxable securities (2) (3) 97,665 452 1.85 97,710 482 1.97
Nontaxable securities (1) (2) 48,017 527 4.39 43,611 525 4.82
Other 4,827 3 0.25 4,246 3 0.19
Interest-earning assets 491,090 4,926 4.01 464,213 4,837 4.17
Noninterest-earning assets 51,976 49,615
Total assets $ 543,066 $ 513,828
Liabilities and Shareholders' Equity:
Interest-bearing demand deposits $ 152,299 49 0.13 % $ 141,112 64 0.18 %
Savings deposits 68,068 8 0.05 66,201 10 0.06
Certificates of deposit 100,541 168 0.67 110,646 205 0.74
Advances from Federal Home Loan Bank 18,451 19 0.41 7,889 11 0.56
Other 25,675 12 0.19 21,204 13 0.23
Interest-bearing liabilities 365,034 256 0.28 347,052 303 0.35
Noninterest-bearing demand deposits 108,481 101,605
Other noninterest-bearing liabilities 2,530 3,854
Total liabilities 476,045 452,511
Shareholders' equity 67,021 61,317
Total liabilities and
shareholders' equity $ 543,066 $ 513,828
Net interest income (tax-equivalent basis)-
interest spread 4,670 3.73 % 4,534 3.82 %
Tax-equivalent adjustment (1) (180 ) (181 )
Net interest income $ 4,490 $ 4,353
Net interest income as a percentage of earning
assets (tax-equivalent basis) 3.80 % 3.91 %

_____________

(1) Adjusted to a fully tax-equivalent basis to facilitate comparison to the taxable interest-earning assets. The adjustment uses an incremental tax rate of 34% for the periods presented.
(2) Includes the effect of unrealized gains or losses on securities.
(3) Taxable securities include dividend income from Federal Home Loan Bank and Federal Reserve Bank stock.

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Table 2 – Changes in Tax-Equivalent Net Interest Income

(Dollars in thousands) Three Months Ended March 31,
2015 Over 2014
Increase (decrease) in interest income (1) Total Volume Rate
Loans (2) $ 116 $ 801 $ (685 )
Taxable securities (30 ) (30 )
Nontaxable securities (2) 2 198 (196 )
Other 1 1
Net change in tax-equivalent interest income 90 999 (910 )
Increase (decrease) in interest expense (1)
Interest-bearing demand deposits (15 ) 29 (44 )
Savings deposits (2 ) 2 (4 )
Certificates of deposit (37 ) (18 ) (19 )
Advances from Federal Home Loan Bank 8 26 (18 )
Other 9 (9 )
Net change in interest expense (46 ) 48 (94 )
Net change in tax-equivalent
net interest income $ 136 $ 951 $ (816 )

_______________

(1) The volume variance is computed as the change in volume (average balance) multiplied by the previous year's interest rate.  The rate variance is computed as the change in interest rate multiplied by the previous year's volume (average balance).  The change in interest due to both volume and rate has been allocated to the volume and rate changes in proportion to the relationship of the absolute dollar amounts of the change in each.
(2) Interest on nontaxable investment securities and loans has been adjusted to a fully tax-equivalent basis using an incremental tax rate of 34% for the periods presented.

Net Interest Income

The presentation of net interest income on a tax-equivalent basis is not in accordance with generally accepted accounting principles (“GAAP”), but is customary in the banking industry. This non-GAAP measure ensures comparability of net interest income arising from both taxable and tax-exempt loans and investment securities. The adjustments to determine net interest income on a tax-equivalent basis were $180,000 and $182,000 for the three months ended March 31, 2015 and 2014, respectively. These adjustments were computed using a 34% federal income tax rate.

As shown in Tables 1 and 2, tax-equivalent net interest income increased $136,000 in the first three months of 2015 compared to the same period in 2014. The effect of growth in average interest-earning assets was partially offset by an increase in average interest-bearing liabilities, which caused net interest income to increase $951,000 in the first quarter of 2015 compared to the same quarter in the prior year. A reduction of 9 basis points in the net interest spread from 3.82% in the first quarter of 2014 to 3.73% in the same quarter in 2015, resulted in an $816,000 decrease in net interest income.

The average balance of loans increased $21.9 million in the first quarter of 2015 compared to the same period in 2014. Average commercial and industrial and commercial real estate loans were $19.6 million higher, while average consumer and residential mortgage loans grew $0.5 million and $1.8 million, respectively, in the same time period. The increase in the average loans balance was offset by an 18 basis point decrease in the average rate earned. This caused tax-equivalent interest income from loans to increase $116,000 in the first quarter of 2015 compared to the same period in the prior year. The average balance of total securities grew $4.4 million in the first three months of 2015 compared to the same period in 2014. Additional securities were purchased in 2014 and in the first quarter of 2015 to provide added liquidity and to provide earning asset growth. The growth in securities, which was more than offset by the effect of lower interest rates earned, caused interest income to decrease $28,000 in the first quarter of 2015 compared to the same quarter in 2014.

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The average balance of interest-bearing demand deposits increased $11.2 million in the first three months of 2015 compared to the same period in 2014. The effect of the higher average balance was offset by a 5 basis point decline in the average rate paid, which caused interest expense to decrease $15,000 in the first quarter of 2015 compared to the same quarter in 2014. The average balance of savings deposits increased $1.9 million in the first quarter of 2015 compared to the same quarter in the prior year. The impact of the savings deposit growth was offset by a 1 basis point drop in the average rate paid, resulting in a decrease in interest expense of $2,000 in the first three months of 2015 compared to the same period in 2014. The average balance of certificates of deposit was down $10.1 million in the first quarter of 2015 compared to the same period in 2014. The decline in certificates of deposit plus a 7 basis point reduction in the average rate paid on certificates caused interest expense to fall $37,000 in the first quarter of 2015 compared to the same period in 2014. The effect of $10.6 million of growth in the average balance of Federal Home Loan Bank advances was partially offset by a 15 basis point decrease in the average rate paid causing interest expense to increase $8,000 in the first quarter of 2015 compared to the same quarter in 2014.

ChoiceOne’s net interest income spread was 3.73% in the first quarter of 2015, compared to 3.82% for the first quarter of 2014. The decline in the interest spread was due to a 16 basis point decrease in the average rate earned on interest earning assets in the first quarter of 2015 compared to the same quarter in 2014, which was partially offset by a 7 basis point decrease in the average rate paid on interest-bearing liabilities. The reduction in the average rate earned on interest-earning assets was caused by relatively low general market rates on new loan originations and securities purchased in 2014 and the first quarter of 2015. Interest rates on loans are also being impacted by rate pressure from some of ChoiceOne’s competing financial institutions. The lower rate paid on interest-bearing liabilities resulted from repricing of local deposits as general market interest rates remained low during 2014 and the first quarter of 2015.

Provision and Allowance for Loan Losses

Total loans declined $7.8 million since the end of 2014, while the allowance for loan losses increased $148,000 during the same period. The provision for loan losses was $100,000 in both the first quarter of 2015 and the first quarter of 2014. Nonperforming loans were $5.9 million as of March 31, 2015, compared to $6.6 million as of December 31, 2014. The decrease in nonperforming loans in the first quarter of 2015 was comprised primarily of a reduction of $1.2 million in nonaccrual loans, which was partially offset by an increase in loans considered troubled debt restructurings of $0.6 million. The allowance for loan losses was 1.28% of total loans at March 31, 2015, compared to 1.21% at December 31, 2013 and 1.43% at March 31, 2014.

Charge-offs and recoveries for respective loan categories for the three months ended March 31 were as follows:

(Dollars in thousands) 2015 2014
Charge-offs Recoveries Charge-offs Recoveries
Agricultural $ $ $ $ 1
Commercial and industrial 28 1 20
Consumer 51 36 53 50
Real estate, commercial 6 185 14
Real estate, residential 1 30 90 4
$ 52 $ 100 $ 329 $ 89

Net recoveries were $49,000 in the first quarter of 2015, compared to net charge-offs of $240,000 in the first quarter of 2014. Net charge-offs on an annualized basis as a percentage of average loans were a negative 0.06% in the first three months of 2015 compared to 0.30% for the same period in the prior year. Management is aware that the economic climate in Michigan will continue to affect business and individual borrowers. Management has worked and intends to continue to work with delinquent borrowers in an attempt to lessen the negative impact to ChoiceOne. As charge-offs, changes in the level of nonperforming loans, and changes within the composition of the loan portfolio occur throughout 2015, the provision and allowance for loan losses will be reviewed by the Bank's management and adjusted as determined to be necessary.

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Noninterest Income

Total noninterest income increased $808,000 in the first quarter of 2015 compared to the same period in 2014. An increase in customer service charges of $124,000 in the first quarter of 2015 compared to the same period in the prior year was due to service charges from ChoiceOne’s new checking accounts and income from additional debit card activity. Insurance and investment commissions increased $110,000 in the first quarter of 2015 compared to the same period in 2014 due to a higher level of investment sale and increased advisory fee income. Gains on loan sales grew $357,000 in the first quarter of 2015 compared to the same period in 2014 as low interest rates for long-term fixed-rate residential mortgages has stimulated a higher level of activity. A decrease of $57,000 in the first quarter of 2015 in gains on sales of securities when compared to the same period in 2014 resulted from lower sales activity in the current year. A larger loss on sales of other assets in the first quarter of 2015 compared to the same period in 2014 resulted from a write down of an other real estate owned property in the current year. A death benefit of $308,000 received on a bank owned life insurance policy in the first quarter of 2015 provided most of the increase in earnings on life insurance policies. The decrease in other noninterest income in the first quarter of 2015 compared to the first quarter in the prior year was caused by a $34,000 loss from ChoiceOne’s investment in its data processing center. The data processing center experienced additional expenses related to ChoiceOne’s core data processing conversion that is scheduled for October 2015.

Noninterest Expense

Total noninterest expense increased $504,000 in the first quarter of 2015 compared to the same period in 2014. The increase of $215,000 in salaries and benefits in the first quarter of 2015 compared to the same period in 2014 resulted from higher commission expense related to mortgage and investment sales, salaries, bonus accruals, and health insurance costs. Approximately $60,000 of the increase in data processing expenses in 2015 compared to 2014 was related to ChoiceOne’s core data processing conversion scheduled for October 2015 with most of the remainder caused by higher costs for electronic banking services. Professional fees increased $80,000 in the first quarter of 2015 compared to the same period in 2014 as a result of more use of outside consultants. Approximately $41,000 of the growth in other noninterest expense in 2015 compared to 2014 was caused by higher donation expenses.

Income Tax Expense

Income tax expense was $482,000 in the first quarter of 2015 compared to $435,000 for the same period in 2014. The effective tax rate was 22.7% for 2015 and 25.9% for 2014. The decrease in the effective tax rate in 2015 compared to 2014 was due to the effect of the $308,000 death benefit received in the first quarter of 2015 from a bank owned life insurance policy.

FINANCIAL CONDITION

Securities

The securities available for sale portfolio increased $8.1 million from December 31, 2014 to March 31, 2015. The increase in the securities portfolio resulted from ChoiceOne’s desire to grow earning assets and to offset part of the decline in total loans in the first quarter of 2015. Various securities totaling $9.4 million were purchased in the first three months of 2015 to provide earning assets and to replace maturities, principal repayments, and calls within the securities portfolio. Approximately $0.7 million in various securities were called or matured during the first quarter of 2015. Principal repayments on securities totaled $0.5 million in the first three months of 2015. Approximately $1.1 million of securities were sold in the first three months of 2015 for a net gain of $8,000.

Loans

The loan portfolio (excluding loans held for sale) declined $7.8 million from December 31, 2014 to March 31, 2015. Reductions of $5.6 million, $2.6 million, and $1.0 million in agricultural loans, residential mortgage loans, and consumer loans were offset partially by increases of less than $1.0 million each in commercial and industrial loans, commercial real estate loans, and construction real estate loans. The decrease in agricultural loans was caused in part by seasonal pay downs by borrowers. The decline in residential mortgage loans was due to the sale of the majority of loan volume into the secondary market.

Asset Quality

Information regarding impaired loans can be found in Note 3 to the consolidated financial statements included in this report. The total balance of loans classified as impaired was $6.0 million at March 31, 2015, compared to $6.9 million as of December 31, 2014. The balance of commercial real estate loans and residential real estate loans classified as impaired declined $822,000 and $273,000, respectively, in the first quarter 2015 while impaired agricultural loans grew $210,000 since the end of 2014.

As part of its review of the loan portfolio, management also monitors the various nonperforming loans. Nonperforming loans are comprised of: (1) loans accounted for on a nonaccrual basis; (2) loans, not included in nonaccrual loans, which are contractually past due 90 days or more as to interest or principal payments; and (3) loans, not included in nonaccrual or loans past due 90 days or more, which are considered troubled debt restructurings.

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The balances of these nonperforming loans were as follows:

(Dollars in thousands) March 31, December 31,
2015 2014
Loans accounted for on a nonaccrual basis $ 2,163 $ 3,361
Accruing loans contractually past due 90 days
or more as to principal or interest payments 58
Loans considered troubled debt restructurings 3,757 3,175
Total $ 5,920 $ 6,594

At March 31, 2015, nonaccrual loans included $1,238,000 in commercial estate loans, $710,000 in residential real estate loans, $210,000 in agricultural loans, and $5,000 in commercial and industrial loans. At December 31, 2014, nonaccrual loans included $2,652,000 in commercial real estate loans, $671,000 in residential real estate loans, and $38,000 in commercial and industrial loans. The decrease in nonaccrual loans was primarily due to credits placed back on an accrual status once they became performing loans. The increase in loans considered troubled debt restructurings was caused by three loans moved into this category in the first quarter of 2015. Management believes the allowance allocated to its nonperforming loans is sufficient at March 31, 2015.

Deposits and Borrowings

Total deposits decreased $5.7 million in the first quarter of 2015. Checking and savings deposits increased $3.5 million, while certificates of deposit decreased $9.2 million in the first three months of 2015.

A decrease of $5.6 million in repurchase agreements in the first three months of 2015 was due to normal fluctuations in funds provided by bank customers. Certain securities are sold under agreements to repurchase them the following day. Management plans to continue this practice as a low-cost source of funding. Federal Home Loan Bank advances grew $2.5 million in the first quarter of 2015 as advances were used to replace some of the decline in deposits.

Shareholders' Equity

Total shareholders' equity increased $1,601,000 from December 31, 2014 to March 31, 2015. Growth in equity resulted from current year’s net income, increases in accumulated other comprehensive income and proceeds from the issuance of ChoiceOne stock, which was partially offset by cash dividends paid and a repurchase of stock. The $748,000 increase in accumulated other comprehensive income since the end of 2014 was caused by an increase in net unrealized gains on available for sale securities. The change in unrealized gains resulted from decreases in certain interest rate terms in the first quarter of 2015, which increased the market value of the Bank’s securities.

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Following is information regarding the Bank’s compliance with regulatory capital requirements:

Minimum Required
to be Well
Minimum Required Capitalized Under
for Capital Prompt Corrective
(Dollars in thousands) Actual Adequacy Purposes Action Regulations
Amount Ratio Amount Ratio Amount Ratio
March 31, 2015
ChoiceOne Financial Services Inc.
Total capital (to risk weighted assets) $ 55,771 13.1 % $ 34,089 8.0 % N/A N/A
Tier 1 capital (to risk weighted assets) 51,527 12.1 17,044 6.0 N/A N/A
Common Equity Tier 1 Capital (to risk weighted assets) 51,527 12.1 19,175 4.5 N/A N/A
Tier 1 capital (to average assets) 51,527 9.8 21,130 4.0 N/A N/A
ChoiceOne Bank
Total capital (to risk weighted assets) $ 54,463 12.8 % $ 34,009 8.0 % $ 42,511 10.0 %
Tier 1 capital (to risk weighted assets) 50,219 11.8 17,004 6.0 25,507 8.0
Common Equity Tier 1 Capital (to risk weighted assets) 50,219 11.8 19,130 4.5 27,632 6.5
Tier 1 capital (to average assets) 50,219 9.5 21,081 4.0 26,351 5.0
December 31, 2014
ChoiceOne Financial Services Inc.
Total capital (to risk weighted assets) $ 55,223 14.3 % $ 30,948 8.0 % N/A N/A
Tier 1 capital (to risk weighted assets) 50,562 13.1 15,474 4.0 N/A N/A
Tier 1 capital (to average assets) 50,562 9.6 21,016 4.0 N/A N/A
ChoiceOne Bank
Total capital (to risk weighted assets) $ 52,664 13.6 % $ 30,881 8.0 % $ 38,601 10.0 %
Tier 1 capital (to risk weighted assets) 48,665 12.6 15,441 4.0 23,161 6.0
Tier 1 capital (to average assets) 48,665 9.3 20,971 4.0 26,214 5.0

Management reviews the capital levels of ChoiceOne and the Bank on a regular basis. The Board of Directors (the “Board”) and management believe that the capital levels as of March 31, 2015 are adequate for the foreseeable future. The Board’s determination of appropriate cash dividends for future periods will be based on, among other things, market conditions and ChoiceOne’s requirements for cash and capital.

Liquidity

Net cash provided from operating activities was $2.4 million for the three months ended March 31, 2015 compared to $2.1 million provided in the same period a year ago. Various small fluctuations caused the slight increase. Net cash from investing activities was $0.4 million for the first three months of 2015 compared to net cash used of $12.3 million in the same period in 2014. The change was due to a higher level of cash provided by a decrease in loan balances in the first quarter of 2015 in contrast with an increase in the same quarter in 2014. Net cash used in financing activities was $9.6 million in the three months ended March 31, 2015 compared to net cash from financing activities of $4.1 million in the same period in the prior year. The effect of a decline in deposits in the first quarter of 2015 compared to growth in the same quarter in 2014 was partially offset by a higher level of net proceeds from Federal Home Loan Bank advances.

Management believes that the current level of liquidity is sufficient to meet the Bank's normal operating needs. This belief is based upon the availability of deposits from both the local and national markets, maturities of securities, normal loan repayments, income retention, federal funds purchased from correspondent banks, and advances available from the Federal Home Loan Bank. The Bank also has a secured line of credit available from the Federal Reserve Bank.

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Item 4. Controls and Procedures .

An evaluation was performed under the supervision and with the participation of ChoiceOne’s management, including the Chief Executive Officer and Principal Financial Officer, of the effectiveness of the design and operation of ChoiceOne’s disclosure controls and procedures. Based on and as of the time of that evaluation, ChoiceOne’s management, including the Chief Executive Officer and Principal Financial Officer, concluded that ChoiceOne’s disclosure controls and procedures were effective as of the end of the period covered by this report to ensure that material information required to be disclosed in the reports that ChoiceOne files or submits under the Securities Exchange Act of 1934 (the “Exchange Act”) is recorded, processed, summarized and reported within the time periods specified by the Securities and Exchange Commission's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in the reports that ChoiceOne files or submits under the Exchange Act is accumulated and communicated to management, including ChoiceOne’s principal executive and principal financial officers, as appropriate to allow for timely decisions regarding required disclosure. There was no change in ChoiceOne’s internal control over financial reporting that occurred during the three months ended March 31, 2015 that has materially affected, or that is reasonably likely to materially affect, ChoiceOne’s internal control over financial reporting.

PART II.  OTHER INFORMATION

Item 1. Legal Proceedings .

There are no material pending legal proceedings to which ChoiceOne or the Bank is a party or to which any of their properties are subject, except for proceedings that arose in the ordinary course of business. In the belief of management, pending or current legal proceedings should not have a material effect on the consolidated financial condition of ChoiceOne.

Item 1A. Risk Factors .

Information concerning risk factors is contained in the discussion in Item 1A, “Risk Factors,” in ChoiceOne’s Annual Report on Form 10-K for the year ended December 31, 2014. As of the date of this report, ChoiceOne does not believe that there has been a material change in the nature or categories of ChoiceOne's risk factors, as compared to the information disclosed in ChoiceOne’s Annual Report on Form 10-K for the year ended December 31, 2014.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds .

On January 22, 2015 ChoiceOne issued 512 shares of common stock, without par value, to the directors of ChoiceOne pursuant to the Directors’ Stock Purchase Plan for an aggregate cash price of $12,000. ChoiceOne relied on the exemption contained in Section 4(a)(5) of the Securities Act of 1933 in connection with these sales.

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ISSUER PURCHASES OF EQUITY SECURITIES

The following table provides information regarding ChoiceOne’s purchases of its own common stock during the quarter ended March 31, 2015.

Total Number Maximum
of Shares Number of
Purchased as Shares that
(Dollars in thousands, except per share data) Total Number Average Part of a May Yet be
of Shares Price Paid Publicly Purchased
Period Purchased per Share Announced Plan Under the Plan
January 1 - January 31, 2015
Employee Transactions $
Repurchase Plan $ 75,424
February 1 - February 28, 2015
Employee Transactions $
Repurchase Plan (1) 15,000 $ 22.85 15,000 60,424
March 1 - March 31, 2015
Employee Transactions $
Repurchase Plan $ 60,424

________________

(1) On February 10, 2015, ChoiceOne purchased 15,000 shares of common stock for an aggregate cash price of $343,000. As of March 31, 2015, there are 60,424 shares remaining that may yet be purchased under approved plans. The repurchase plan was adopted and announced on July 26, 2007. There is no stated expiration date. The plan authorized the repurchase of up to 100,000 shares.

Item 6. Exhibits

The following exhibits are filed or incorporated by reference as part of this report:

Exhibit
Number
Document
3.1 Amended and Restated Articles of Incorporation of ChoiceOne. Previously filed as an exhibit to ChoiceOne’s Form 10-K Annual Report for the year ended December 31, 2014.  Here incorporated by reference.
3.2 Bylaws of ChoiceOne as currently in effect and any amendments thereto.  Previously filed as an exhibit to ChoiceOne’s Form 10-K Annual Report for the year ended December 31, 2014.  Here incorporated by reference.
31.1 Certification of President and Chief Executive Officer
31.2 Certification of Treasurer

32.1

Certification pursuant to 18 U.S.C. § 1350

101.1 Interactive Data File.

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SIGNATURES

Pursuant to the requirements 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.

CHOICEONE FINANCIAL SERVICES, INC.
Date: May 13, 2015 /s/ James A. Bosserd
James A. Bosserd
President and Chief Executive Officer
(Principal Executive Officer)
Date: May 13, 2015 /s/ Thomas L. Lampen
Thomas L. Lampen
Treasurer
(Principal Financial and Accounting Officer)

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