BUSINESS COMBINATION (Tables)

6 Months Ended

Jun. 30, 2024

Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed

The following table includes the: (i) total consideration paid on March 19, 2024, in connection with the Merger; (ii) fair values of the assets acquired; (iii) fair values of the liabilities assumed; and (iv) resulting preliminary bargain purchase gain (in thousands).

(in thousands)	As Recorded by CBOA			Estimated Fair Value Adjustments			Estimated Fair Values as Recorded by Bancorp 34
Fair Value of the common stock consideration							$	23,310
Identifiable assets acquired:
Cash and cash equivalents	$	30,927		$	—		$	30,927
Debt securities available for sale, at fair value		57,844			376			58,220
Loans
Purchased performing		300,080			(15,357	)		284,723
Purchased credit deteriorated		30,425			(4,262	)		26,163
Allowance for credit losses on loans		(3,855	)		3,855			—
Deferred loan fees		(1,033	)		1,033			—
Deferred tax on assets acquired		—			1,233			1,233
Operating right-of-use assets		2,866			—			2,866
Core deposit intangibles		—			8,930			8,930
Other assets		6,284			(20	)		6,264
Total identifiable assets acquired	$	423,538		$	(4,212	)	$	419,326
Identifiable liabilities assumed:
Deposits		346,995			(252	)		346,743
Short-term borrowings		35,000			—			35,000
Long-term borrowings		5,155			(1,012	)		4,143
Deferred taxes on liabilities assumed		—			253			253
Other liabilities		4,661			80			4,741
Total identifiable liabilities assumed	$	391,811		$	(931	)	$	390,880
Net identifiable assets acquired	$	31,727		$	(3,281	)	$	28,446
Preliminary bargain purchase gain							$	(5,136	)

Schedule of certain measurement period adjustments

During the three months ended June 30, 2024, certain measurement period adjustments were recognized as shown in the table below:

(in thousands)	Estimated Fair Values as Recorded by Bancorp 34			Measurement Period Adjustments for the three months ended June 30, 2024			June 30, 2024
Fair Value of the common stock consideration	$	23,310		$	—		$	23,310
Identifiable assets acquired:
Cash and cash equivalents		30,927			—			30,927
Debt securities available for sale, at fair value		58,220			—			58,220
Loans:
Purchased performing		284,723			—			284,723
Purchased credit deteriorated		26,163			—			26,163
Allowance for credit losses on loans		—			—			—
Deferred Loan Fees		—			—			—
Deferred tax on assets acquired		1,233			(157	)		1,076
Operating right-of-use assets		2,866			—			2,866
Core deposit intangibles		8,930			—			8,930
Other assets		6,264			39			6,303
Total identifiable assets acquired	$	419,326		$	(118	)	$	419,208
Identifiable liabilities assumed:
Deposits		346,743			—			346,743
Short-term borrowings		35,000			—			35,000
Long-term borrowings		4,143			—			4,143
Deferred taxes on liabilities assumed		253			—			253
Other liabilities		4,741			—			4,741
Total identifiable liabilities assumed	$	390,880		$	—		$	390,880
Net identifiable assets acquired	$	28,446		$	(118	)	$	28,328
Preliminary bargain purchase gain	$	(5,136	)	$	118		$	(5,018	)

Schedule of Purchased Credit Deteriorated Loans

As of the Merger date and as described above, the PCD Loans included the following components (in thousands):

Unpaid principal balance	$	30,425
Allowance for credit losses at acquisition		(1,164	)
Non-credit discount		(3,098	)
Purchase price	$	26,163

Business Combination Pro Forma Information

Business Combination Pro Forma Information

	Pro Forma
	Three months ended June 30,				Six months ended June 30,
(in thousands, except per share data)	2024		2023		2024		2023
Total revenues (net interest income and non-interest income)	$	8,596	$	8,666	$	17,719	$	17,547
Net income	$	1,806	$	1,687	$	3,467	$	3,021
Earnings per share - basic	$	0.28	$	0.25	$	0.52	$	0.46
Earnings per share - diluted	$	0.28	$	0.25	$	0.52	$	0.46