Annual report pursuant to Section 13 and 15(d)

ACQUISITIONS (Tables)

v3.3.1.900
ACQUISITIONS (Tables)
12 Months Ended
Dec. 31, 2015
ACQUISITIONS [Abstract]  
Schedule of Business Acquisition and the Amounts of Acquired Identifiable Assets and Liabilities

The following table provides an assessment of the assets purchased, liabilities assumed, and the consideration transferred (dollars in thousands, except share and per share data):

 

Statement of Net Assets Acquired (at fair value) and consideration transferred:

 

 

 

 

Fair value of assets acquired:

 

 

Cash and cash equivalents

$

49,989 

Securities available for sale

 

460,892 

Loans held for sale

 

11,377 

Loans

 

2,238,981 

Bank premises and equipment

 

67,164 

OREO

 

4,319 

Core deposit intangible

 

29,570 

Other assets

 

95,229 

Total assets

$

2,957,521 

 

 

 

Fair value of liabilities assumed:

 

 

Deposits

$

2,479,874 

Short-term borrowings

 

49,227 

Long-term borrowings

 

98,697 

Other liabilities

 

14,322 

Total liabilities

$

2,642,120 

 

 

 

Net identifiable assets acquired

$

315,401 

Goodwill (1)

 

234,122 

Net assets acquired

$

549,523 

 

 

 

Consideration :

 

 

Company's common shares issued

 

22,147,874 

Purchase price per share of the Company's common stock (2)

$

24.81 

Value of Company common stock issued

$

549,489 

Value of stock options outstanding

 

34 

Fair value of total consideration transferred

$

549,523 

 

 

 

(1) - No goodwill is expected to be deductible for federal income tax purposes. The goodwill was primarily allocated to the community bank segment.

(2) - The value of the shares of common stock exchanged with StellarOne shareholders was based upon the closing price of the Company's common stock at December 31, 2013, the last trading day prior to the date of acquisition.

 

Outstanding Principal Balance and Carrying Amount of Acquired Impaired Loans

The following table presents the acquired impaired loans receivable at the acquisition date (dollars in thousands):

 

 

 

 

 

Contractually required principal and interest payments

$

214,803 

Nonaccretable difference

 

(34,696)

Cash flows expected to be collected

 

180,107 

Accretable difference

 

(34,653)

Fair value of loans acquired with a deterioration of credit quality

$

145,454 

 

Business Acquisition, Pro Forma Information

Further operating cost savings and other business synergies, including branch closures, as a result of the acquisition are not reflected in the pro forma amounts below (dollars in thousands):

 

 

 

 

 

2013

 

 

Total revenues (net interest income plus noninterest income)

$

321,739 

Net income

$

57,343 

 

 

 

 

Summary of Acquisition-Related Expenses

A summary of acquisition-related expenses associated with the StellarOne acquisition included in the Consolidated Statements of Income is as follows (dollars in thousands):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the year ended

 

 

December 31,

 

 

2014

 

2013

 

 

 

 

 

 

Salaries and employee benefits

$

7,875 

 

$

 -

 

Professional services

 

3,736 

 

 

2,132 

 

Other costs of operations

 

8,734 

 

 

 -

 

Total

$

20,345 

 

$

2,132 

 

 

 

 

 

 

 

 

 

Schedule of Effect of Amortization and Accretion Related to Acquisition

 

The net effect of the amortization and accretion of premiums and discounts associated with the Company’s acquisition accounting adjustments had the following impact on the Consolidated Statements of Income during the years ended December 31, 2015, 2014, and 2013 (dollars in thousands):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the years ended

 

 

 

 

December 31,

 

 

 

2015

 

2014

 

2013

Loans (1)

$

4,355 

 

$

586 

 

$

2,728 

Core deposit intangible (2)

 

(8,445)

 

 

(9,795)

 

 

(3,831)

Borrowings (3)

 

424 

 

 

550 

 

 

(489)

Time deposits (4)

 

1,843 

 

 

8,914 

 

 

Net impact to income before taxes

$

(1,823)

 

$

255 

 

$

(1,585)

 

 

 

 

 

 

 

 

 

 

 

(1) Loan discount accretion is included in "Interest and fees on loans" in the "Interest and dividend income" section of the Company's Consolidated Statements of Income.

(2) Core deposit intangible premium amortization is included in "Amortization of intangible assets" in the "Noninterest expense" section of the Company's Consolidated Statements of Income.

(3) Borrowings premium accretion and discount amortization are included in "Interest on long-term borrowings" in the "Interest Expense" section of the Company's Consolidated Statements of Income.

(4) Certificate of deposit discount accretion is included in "Interest on deposits" in the "Interest expense" section of the Company's Consolidated Statements of Income.