XML 31 R20.htm IDEA: XBRL DOCUMENT v3.20.2
BUSINESS COMBINATIONS
6 Months Ended
Jun. 30, 2020
BUSINESS COMBINATIONS [Abstract]  
BUSINESS COMBINATIONS
13.  BUSINESS COMBINATIONS

In June 2020, Windmark acquired the operating assets of a crop insurance agency in Nebraska for $687 thousand.  Fair value of the assets acquired in this transaction as of the closing date are as follows:

Cash paid
 
$
687
 
     
Assets acquired:
    
Premises and equipment, net
 
$
24
 
Customer list
  
512
 
Other intangible assets
  
151
 
Total assets acquired
 
$
687
 

West Texas State Bank

In November 2019, the Company completed its acquisition of West Texas State Bank (“WTSB”). This transaction resulted in six additional branches. The Company paid the shareholders of WTSB $76.1 million in cash, for all outstanding stock of WTSB and resulted in 100% ownership interest.

The Company recognized total goodwill of $19.8 million which is calculated as the excess of both the consideration exchanged and liabilities assumed compared to the fair market value of identifiable assets acquired. None of the goodwill recognized is expected to be deductible for income tax purposes.

The Company incurred expenses related to the acquisition of approximately $955,000 for the year ended December 31, 2019, which are included in noninterest expense in the consolidated statements of comprehensive income.

Non-credit impaired loans had a fair value of $196.2 million at the acquisition date and contractual balance of $198.4 million. As of the acquisition date, the Company expects that an insignificant amount of the contractual balance of these loans will be uncollectible. The difference of $2.2 million will be recognized into interest income as an adjustment to yield over the life of the loans. Purchased credit impaired loans were insignificant.

Fair values of the assets acquired and liabilities assumed in this transaction as of the closing date are as follows:

Cash paid
 
$
76,100
 
     
Assets acquired:
    
Cash and cash equivalents
 
$
77,903
 
Interest-bearing time deposits in banks
  
52,700
 
Federal funds purchased
  
26,468
 
Securities available for sale
  
68,398
 
Loans held for investment
  
195,228
 
Bank-owned life insurance
  
10,932
 
Premises and equipment, net
  
4,132
 
Accrued interest receivable
  
1,114
 
Core deposit intangible
  
6,679
 
Other assets
  
2,648
 
Total assets acquired
 
$
446,202
 
     
Liabilities assumed
    
Deposits
 
$
386,176
 
Accrued interest payable
  
55
 
Deferred tax liability
  
762
 
Other liabilities
  
2,884
 
Total liabilities assumed
 
$
389,877
 
Net assets acquired
 
$
56,325
 
Goodwill recorded in acquisition
 
$
19,775
 

In the first six months of 2020, the Company made measurement period adjustments to reflect facts and circumstances in existence as of the closing date of the acquisition. These adjustments primarily included a $1.2 million increase in goodwill, a $900,000 decrease in loans, and a $300,000 increase in other liabilities. The amount of income recorded in current period earnings that would have been recorded in the previous reporting period had the adjustment been recognized as of the acquisition date is not significant. The Company is still evaluating the fair values of other assets and other liabilities, additional adjustments may be recorded during the measurement period, but no later than one year from the closing date of the transaction. The Company will reflect measurement period adjustments, if any, in the period in which the adjustments are recognized, which may result in further adjustments to the values presented in the above table.  The Company expects to finalize these values by the third quarter 2020.