XML 53 R38.htm IDEA: XBRL DOCUMENT v3.3.1.900
Business Combinations (Tables)
12 Months Ended
Dec. 31, 2015
Business Combinations [Abstract]  
Schedule of business acquisitions by acquisition
A summary of the net assets acquired and the estimated fair value adjustments of RML are presented below:  
 
 
RML
(In Thousands)
 
December 1, 2014
 
 
 
Cost basis net assets
 

$11,915

Cash payment made
 
(18,240
)
Cash surrender value of life insurance paid
 
(3,896
)
Liability for future earn out payments
 
(7,318
)
Fair value adjustments:
 
 
   Net loans
 
(360
)
   Trade name intangible
 
950

   Rate lock derivative asset
 
960

   Investment in Homestate
 
1,490

   Other
 
(311
)
Goodwill
 

($14,810
)
A summary of the net assets acquired and the estimated fair value adjustments of Alaska Pacific are presented below:  

 
Alaska Pacific
(In Thousands)
 
April 1, 2014

 

Cost basis net assets
 

$14,733

Cash payment made
 
(6,423
)
Common stock issued
 
(7,446
)
Fair value adjustments:
 

   Net loans
 
(1,137
)
   Premises and equipment
 
547

   Other intangible assets
 
623

   Mortgage servicing rights
 
(119
)
   Deposits
 
(844
)
   Other
 
236

Bargain purchase gain
 

$170

Assets acquired and liabilities assumed
A summary of assets acquired and liabilities assumed at their estimated fair values are presented below:  
 
 
RML
(In Thousands)
 
December 1, 2014
 
 
 
Assets Acquired:
 
 
   Cash and equivalents
 

$10,828

   Net loans
 
41,304

   Premises and equipment
 
255

   Trade name intangible
 
950

   Rate lock derivative asset
 
960

   Investment in Homestate
 
3,000

   Other real estate owned
 
270

   Other assets
 
10,291

     Total assets acquired
 

$67,858

 
 
 
Liabilities Assumed:
 
 
   Borrowings
 

$37,541

   Other liabilities
 
6,625

     Total liabilities assumed
 

$44,166

A summary of assets acquired and liabilities assumed at their estimated fair values are presented below:  
 
 
Alaska Pacific
(In Thousands)
 
April 1, 2014
 
 
 
Assets Acquired:
 

   Cash and equivalents
 

$12,956

   Investment securities
 
7,240

   Net loans
 
138,432

   Premises and equipment
 
3,436

   Other intangibles
 
623

   Mortgage servicing rights
 
1,170

   Other real estate owned
 
1,709

   Other assets
 
1,645

     Total assets acquired
 

$167,211

 
 
 
Liabilities Assumed:
 

   Deposits
 

$151,438

   Other liabilities
 
1,734

     Total liabilities assumed
 

$153,172

Schedule of loans acquired
Alaska Pacific purchased loans not subject to the requirements of FASB ASC 310-30 Loans and Debt Securities Acquired with Deteriorated Credit Quality ("ASC 310-30") are presented below at acquisition:
(In Thousands)
 
April 1, 2014
 
 
 
Contractually required principal payments
 

$133,921

Purchase adjustment for credit, interest rate, and liquidity
 
612

Fair value of purchased non-credit impaired loans
 

$134,533

Loans acquired with deteriorating quality
Purchased credit impaired loans at acquisition are presented below:
(In Thousands)
 
April 1, 2014
 
 
 
Contractually required principal payments
 

$7,553

Nonaccretable difference
 
(3,654
)
Fair value of purchased credit impaired loans
 

$3,899

Pro forma information
The following table presents unaudited combined pro forma results of operations for the year ended December 31, 2014 as if the acquisition of Alaska Pacific and RML had occurred on January 1, 2014. The proforma results have been prepared for comparative purposes only and are not necessarily indicative of the results that would have been obtained had the acquisitions actually occurred on January 1, 2014.
(In Thousands, except earnings per share data)
 
December 31, 2014
 
 
 
Alaska
 
 
Pro Forma
 
Pro Forma
 
 
Company
Pacific1
RML2
 
Adjustments
 
Combined
Net interest and other income
 

$73,442


$2,095


$22,227

3 

($1,214
)
4 

$96,550

Net income attributable to Northrim BanCorp, Inc.
 
17,408

(1,282
)
4,000

 
2,332

5 
22,458

Earnings Per Share, Basic
 

$2.57

 
 
 
 
 

$3.29

Earnings Per Share, Diluted
 

$2.54

 
 
 
 
 

$3.24

Weighted Average Shares Outstanding, Basic
 
6,761,328

 
 
 
 
 
6,833,881

Weighted Average Shares Outstanding, Diluted
 
6,852,267

 
 
 
 
 
6,924,820

1 Alaska Pacific represents results from January 1 to March 31.
2 RML represents results from January 1 to November 30.
3 2014 amount is comprised of net interest income and loan origination fees of $6.0 million and $16.2 million of other income.
4 Amount of amortization/ accretion of the fair value adjustments on loans and certificates of deposit for Alaska Pacific and amount of accretion of the fair value adjustments on loans and income recognized under the equity method prior to the December 2014 acquisition for RML.
The following table presents unaudited pro forma results of operations for the year ended December 31, 2014 as if the acquisition of RML had occurred on January 1, 2014. The proforma results have been prepared for comparative purposes only and are not necessarily indicative of the results that would have been obtained had the acquisition actually occurred on January 1, 2014.
(In Thousands, except earnings per share data)
 
December 31, 2014
 
 
 
 
 
Pro Forma
 
Pro Forma
 
 
Company
RML1
 
Adjustments
 
Combined
Net interest and other income
 

$73,442


$22,227

2 

($1,176
)
3 

$94,493

Net income attributable to Northrim BanCorp, Inc.
 
17,408

4,000

 
2,250

4 
23,658

Earnings Per Share, Basic
 

$2.57

 
 
 
 

$3.50

Earnings Per Share, Diluted
 

$2.54

 
 
 
 

$3.45

Weighted Average Shares Outstanding, Basic
 
6,761,328

 
 
 
 
6,761,328

Weighted Average Shares Outstanding, Diluted
 
6,852,267

 
 
 
 
6,852,267

1 RML represents results from January 1 to November 30 for 2014.
2 2014 amount is comprised of net interest income and loan origination fees of $6.0 million and $16.2 million of other income.
3 Amount of accretion of the fair value adjustments on loans and income recognized under the equity method prior to the December 2014 acquisition.
4 Amount of accretion of the fair value adjustments on loans, income recognized under the equity method, gain on acquisition, earn out accretion, and the change in the provision for income taxes.
The following table presents unaudited pro forma results of operations for the years ended December 31, 2014 as if the acquisition of Alaska Pacific had occurred on January 1, 2014. The proforma results have been prepared for comparative purposes only and are not necessarily indicative of the results that would have been obtained had the acquisition actually occurred on January 1, 2014.
(In Thousands, except earnings per share data)

December 31, 2014
 
 
 
 
Pro Forma
 
Pro Forma
 
 
Company
Alaska Pacific1
Adjustments
 
Combined
Net interest and other income


$73,442


$2,095


($38
)
2 

$75,499

Net income attributable to Northrim BanCorp, Inc.

17,408

(1,282
)
82

3 
16,208

Earnings Per Share, Basic


$2.57





$2.37

Earnings Per Share, Diluted


$2.54





$2.34

Weighted Average Shares Outstanding, Basic

6,761,328




6,833,881

Weighted Average Shares Outstanding, Diluted

6,852,267




6,924,820

1 Alaska Pacific represents results from January 1 to March 31 for 2014.
2 Amount of amortization/ accretion of the fair value adjustments on loans and certificates of deposit.
3 Amount of amortization/accretion of the fair value adjustments on loans and certificates of deposit, bargain purchase gain, amortization of cored deposit intangible, and the change in the provision for income taxes.