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BUSINESS COMBINATIONS (Tables)
9 Months Ended
Sep. 30, 2019
Business Combinations [Abstract]  
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed
The following table presents the assets acquired and liabilities assumed of USPF as of January 31, 2018 at their initial and subsequent fair value estimates, as recorded by the Company.  The fair value estimates were subject to refinement for up to one year after the closing date of the acquisition for new information obtained about facts and circumstances that existed at the acquisition date. The assets acquired include only identifiable intangible assets related to insurance agent relationships that lead to referral of insurance premium finance loans to USPF, the "US Premium Finance" trade name and a non-compete agreement with a former USPF shareholder.
(dollars in thousands)
As Recorded
by USPF
 
Initial
Fair Value
Adjustments
 
 
Subsequent
Adjustments
 
 
As Recorded
by Ameris
Assets
 
 
 
 
 
 
 
 
 
Intangible asset - insurance agent relationships
$

 
$
20,000

(a)
 
$
2,351

(e)
 
$
22,351

Intangible asset - US Premium Finance trade name

 
1,136

(b)
 
(42
)
(f)
 
1,094

Intangible asset - non-compete agreement

 
178

(c)
 
(16
)
(g)
 
162

     Total assets
$

 
$
21,314

 
 
$
2,293

 
 
$
23,607

Liabilities
 
 
 
 
 
 
 
 
 
Deferred tax liability
$

 
$
5,492

(d)
 
$
(368
)
(h)
 
$
5,124

Total liabilities

 
5,492

 
 
(368
)
 
 
5,124

Net identifiable assets acquired over liabilities assumed

 
15,822

 
 
2,661

 
 
18,483

Goodwill

 
67,159

 
 
(2,661
)
 
 
64,498

Net assets acquired over liabilities assumed
$

 
$
82,981

 
 
$

 
 
$
82,981

Consideration:
 
 
 
 
 
 
 
 
 
     Ameris Bancorp common shares issued
1,073,158

 
 
 
 
 
 
 
 
     Price per share of the Company's common stock
          (weighted average)
$
52.047

 
 
 
 
 
 
 
 
          Company common stock issued
$
55,855

 
 
 
 
 
 
 
 
          Cash exchanged for shares
$
21,421

 
 
 
 
 
 
 
 
          Present value of contingent earn-out consideration
               expected to be paid
$
5,705

 
 
 
 
 
 
 
 
     Fair value of total consideration transferred
$
82,981

 
 
 
 
 
 
 
 
____________________________________________________________

Explanation of fair value adjustments
(a)
Adjustment reflects the recording of the fair value of the insurance agent relationships intangible.
(b)
Adjustment reflect the recording of the fair value of the trade name intangible.
(c)
Adjustment reflects the recording of the fair value of the non-compete agreement intangible.
(d)
Adjustment reflects the deferred taxes on the differences in the carrying values of acquired intangible assets for financial reporting purposes and their basis for federal income tax purposes.
(e)
Adjustment reflects additional fair value adjustment for the insurance agent relationships intangible.
(f)
Adjustment reflects additional fair value adjustment for the trade name intangible.
(g)
Adjustment reflects additional fair value adjustment for the non-compete agreement intangible.
(h)
Adjustment reflects additional recording of deferred taxes on the differences in the carrying values of acquired intangible assets for financial reporting purposes and their basis for federal income tax purposes.
The following table presents the assets acquired and liabilities assumed of Hamilton as of June 29, 2018, and their fair value estimates. The fair value estimates were subject to refinement for up to one year after the closing date of the acquisition for new information obtained about facts and circumstances that existed at the acquisition date. The Company finalized its fair value adjustments during the second quarter of 2019.
(dollars in thousands)
As Recorded
by Hamilton
 
Initial
 Fair Value
Adjustments
 
 
Subsequent
Adjustments
 
 
As Recorded
by Ameris
Assets
 
 
 
 
 
 
 
 
 
Cash and due from banks
$
14,405

 
$

 
 
$
(478
)
(j)
 
$
13,927

Federal funds sold and interest-bearing deposits in banks
102,156

 

 
 

 
 
102,156

Time deposits in other banks
11,558

 

 
 

 
 
11,558

Investment securities
288,206

 
(2,376
)
(a)
 

 
 
285,830

Other investments
2,094

 

 
 

 
 
2,094

Loans
1,314,264

 
(15,528
)
(b)
 
(5,550
)
(k)
 
1,293,186

Less allowance for loan losses
(11,183
)
 
11,183

(c)
 

 
 

     Loans, net
1,303,081

 
(4,345
)
 
 
(5,550
)
 
 
1,293,186

Other real estate owned
847

 

 
 

 
 
847

Premises and equipment
27,483

 

 
 
1,488

(l)
 
28,971

Other intangible assets, net
18,755

 
(2,755
)
(d)
 
7,610

(m)
 
23,610

Cash value of bank owned life insurance
4,454

 

 
 

 
 
4,454

Deferred income taxes, net
12,445

 
(6,308
)
(e)
 
3,942

(n)
 
10,079

Other assets
13,053

 

 
 
(2,098
)
(o)
 
10,955

     Total assets
$
1,798,537

 
$
(15,784
)
 
 
$
4,914

 
 
$
1,787,667

Liabilities
 
 
 
 
 
 
 
 
 
Deposits:
 
 
 
 
 
 
 
 
 
     Noninterest-bearing
$
381,039

 
$

 
 
$

 
 
$
381,039

     Interest-bearing
1,201,324

 
(1,896
)
(f)
 
4,783

(p)
 
1,204,211

          Total deposits
1,582,363

 
(1,896
)
 
 
4,783

 
 
1,585,250

Other borrowings
10,687

 
(66
)
(g)
 
286

(q)
 
10,907

Subordinated deferrable interest debenture
3,093

 
(658
)
(h)
 
(143
)
(r)
 
2,292

Other liabilities
10,460

 
2,391

(i)
 

 
 
12,851

     Total liabilities
1,606,603

 
(229
)
 
 
4,926

 
 
1,611,300

Net identifiable assets acquired over (under) liabilities assumed
191,934

 
(15,555
)
 
 
(12
)
 
 
176,367

Goodwill

 
220,713

 
 
55

 
 
220,768

Net assets acquired over liabilities assumed
$
191,934

 
$
205,158

 
 
$
43

 
 
$
397,135

Consideration:
 
 
 
 
 
 
 
 
 
     Ameris Bancorp common shares issued
6,548,385

 
 
 
 
 
 
 
 
     Price per share of the Company's common stock
$
53.35

 
 
 
 
 
 
 
 
          Company common stock issued
$
349,356

 
 
 
 
 
 
 
 
          Cash exchanged for shares
$
47,779

 
 
 
 
 
 
 
 
     Fair value of total consideration transferred
$
397,135

 
 
 
 
 
 
 
 
____________________________________________________________

Explanation of fair value adjustments
(a)
Adjustment reflects the fair value adjustments of the portfolio of investment securities as of the acquisition date.
(b)
Adjustment reflects the fair value adjustments based on the Company's evaluation of the acquired loan portfolio, net of the reversal of Hamilton's unamortized accounting adjustments from their prior acquisitions, loan premiums, loan discounts, deferred loan origination costs and deferred loan origination fees.
(c)
Adjustment reflects the elimination of Hamilton's allowance for loan losses.
(d)
Adjustment reflects the recording of core deposit intangible on the acquired core deposit accounts, net of reversal of Hamilton's remaining intangible assets from its past acquisitions.
(e)
Adjustment reflects the deferred taxes on the differences in the carrying values of acquired assets and assumed liabilities for financial reporting purposes and their basis for federal income tax purposes.
(f)
Adjustment reflects the fair value adjustments based on the Company's evaluation of the acquired deposits.
(g)
Adjustment reflects the reversal of Hamilton's unamortized accounting adjustments for other borrowings from its past acquisitions.
(h)
Adjustment reflects the fair value adjustment to the subordinated deferrable interest debenture at the acquisition date.
(i)
Adjustment reflects the fair value adjustment to the FDIC loss-share clawback liability included in other liabilities.
(j)
Subsequent to acquisition, cash and due from banks were adjusted for Hamilton reconciling items.
(k)
Adjustment reflects additional recording of fair value adjustments to the acquired loan portfolio.
(l)
Adjustment reflects the recording of fair value adjustment to premises and equipment.
(m)
Adjustment reflects additional recording of fair value adjustments to the core deposit intangible on the acquired core deposit accounts.
(n)
Adjustment reflects additional recording of deferred taxes on the differences in the carrying values of acquired assets and assumed liabilities for financial reporting purposes and their basis for federal income tax purposes.
(o)
Adjustment reflects the fair value adjustment to other assets.
(p)
Adjustment reflects additional recording of fair value adjustments on the acquired deposits.
(q)
Adjustment reflects the fair value adjustment to other borrowings.
(r)
Adjustment reflects additional recording of fair value adjustments to the subordinated deferrable interest debenture.
The following table presents the assets acquired and liabilities assumed of Atlantic as of May 25, 2018, and their fair value estimates. The fair value estimates were subject to refinement for up to one year after the closing date of the acquisition for new information obtained about facts and circumstances that existed at the acquisition date. The Company finalized its fair value adjustments during the second quarter of 2019.
(dollars in thousands)
As Recorded
by Atlantic
 
Initial
Fair Value
Adjustments
 
 
Subsequent
Adjustments
 
 
As Recorded
by Ameris
Assets
 
 
 
 
 
 
 
 
 
Cash and due from banks
$
3,990

 
$

 
 
$

 
 
$
3,990

Federal funds sold and interest-bearing deposits in banks
22,149

 

 
 

 
 
22,149

Investment securities
35,186

 
(60
)
(a)
 

 
 
35,126

Other investments
9,576

 

 
 

 
 
9,576

Loans held for sale
358

 

 
 

 
 
358

Loans
777,605

 
(19,423
)
(b)
 
(2,478
)
(k)
 
755,704

Less allowance for loan losses
(8,573
)
 
8,573

(c)
 

 
 

     Loans, net
769,032

 
(10,850
)
 
 
(2,478
)
 
 
755,704

Other real estate owned
1,837

 
(796
)
(d)
 

 
 
1,041

Premises and equipment
12,591

 
(1,695
)
(e)
 
(161
)
(l)
 
10,735

Other intangible assets, net

 
5,937

(f)
 
1,551

(m)
 
7,488

Cash value of bank owned life insurance
18,182

 

 
 

 
 
18,182

Deferred income taxes, net
5,782

 
709

(g)
 
1,220

(n)
 
7,711

Other assets
3,604

 
(634
)
(h)
 
(11
)
(o)
 
2,959

     Total assets
$
882,287

 
$
(7,389
)
 
 
$
121

 
 
$
875,019

Liabilities
 
 
 
 
 
 
 
 
 
Deposits:
 
 
 
 
 
 
 
 
 
     Noninterest-bearing
$
69,761

 
$

 
 
$

 
 
$
69,761

     Interest-bearing
514,935

 
(554
)
(i)
 
1,025

(p)
 
515,406

          Total deposits
584,696

 
(554
)
 
 
1,025

 
 
585,167

Other borrowings
204,475

 

 
 

 
 
204,475

Other liabilities
8,367

 
(13
)
(j)
 
(1,922
)
(q)
 
6,432

     Total liabilities
797,538

 
(567
)
 
 
(897
)
 
 
796,074

Net identifiable assets acquired over (under) liabilities assumed
84,749

 
(6,822
)
 
 
1,018

 
 
78,945

Goodwill

 
91,360

 
 
(1,018
)
 
 
90,342

Net assets acquired over liabilities assumed
$
84,749

 
$
84,538

 
 
$

 
 
$
169,287

Consideration:
 
 
 
 
 
 
 
 
 
     Ameris Bancorp common shares issued
2,631,520

 
 
 
 
 
 
 
 
     Price per share of the Company's common stock
$
56.15

 
 
 
 
 
 
 
 
          Company common stock issued
$
147,760

 
 
 
 
 
 
 
 
          Cash exchanged for shares
$
21,527

 
 
 
 
 
 
 
 
     Fair value of total consideration transferred
$
169,287

 
 
 
 
 
 
 
 
____________________________________________________________

Explanation of fair value adjustments
(a)
Adjustment reflects the fair value adjustments of the portfolio of investment securities as of the acquisition date.
(b)
Adjustment reflects the fair value adjustments based on the Company's evaluation of the acquired loan portfolio, net of the reversal of Atlantic's unamortized accounting adjustments from loan premiums, loan discounts, deferred loan origination costs and deferred loan origination fees.
(c)
Adjustment reflects the elimination of Atlantic's allowance for loan losses.
(d)
Adjustment reflects the fair value adjustment based on the Company's evaluation of the acquired OREO portfolio.
(e)
Adjustment reflects the fair value adjustments based on the Company's evaluation of the acquired premises and equipment.
(f)
Adjustment reflects the recording of core deposit intangible on the acquired core deposit accounts.
(g)
Adjustment reflects the deferred taxes on the differences in the carrying values of acquired assets and assumed liabilities for financial reporting purposes and their basis for federal income tax purposes.
(h)
Adjustment reflects the fair value adjustments based on the Company's evaluation of the acquired other assets.
(i)
Adjustment reflects the fair value adjustments based on the Company's evaluation of the acquired deposits.
(j)
Adjustment reflects the fair value adjustments based on the Company's evaluation of the acquired other liabilities.
(k)
Adjustment reflects additional recording of fair value adjustments of the acquired loan portfolio.
(l)
Adjustment reflects additional recording of fair value adjustment to premises and equipment.
(m)
Adjustment reflects additional recording of fair value adjustments to the core deposit intangible on the acquired core deposit accounts.
(n)
Adjustment reflects additional recording of deferred taxes on the differences in the carrying values of acquired assets and assumed liabilities for financial reporting purposes and their basis for federal income tax purposes.
(o)
Adjustment reflects additional fair value adjustments on acquired other assets.
(p)
Adjustment reflects additional fair value adjustments on the acquired deposits.
(q)
Adjustment reflects additional fair value adjustments on acquired other liabilities.
The following table presents the assets acquired and liabilities assumed of Fidelity as of July 1, 2019, and their fair value estimates. The fair value estimates were subject to refinement for up to one year after the closing date of the acquisition for new information obtained about facts and circumstances that existed at the acquisition date. The Company continues its evaluation of the facts and circumstances available as of July 1, 2019, to assign fair values to assets acquired and liabilities assumed, which could result in further adjustments to the fair values presented below. Because final external valuations were not complete as of September 30, 2019, management continues to evaluate fair value adjustments related to loans, premises, intangibles, interest-bearing deposits, other borrowings, subordinated deferrable interest debentures and deferred taxes.
(dollars in thousands)
As Recorded
by Fidelity
 
Initial
 Fair Value
Adjustments
 
 
As Recorded
by Ameris
Assets
 
 
 
 
 
 
Cash and due from banks
$
26,264

 
$

 
 
$
26,264

Federal funds sold and interest-bearing deposits in banks
217,936

 

 
 
217,936

Investment securities
299,341

 
(1,444
)
(a)
 
297,897

Other investments
7,449

 

 
 
7,449

Loans held for sale
328,657

 
(1,290
)
(b)
 
327,367

Loans
3,587,412

 
(79,002
)
(c)
 
3,508,410

Less allowance for loan losses
(31,245
)
 
31,245

(d)
 

     Loans, net
3,556,167

 
(47,757
)
 
 
3,508,410

Other real estate owned
7,605

 
(427
)
(e)
 
7,178

Premises and equipment
93,662

 
11,407

(f)
 
105,069

Other intangible assets, net
10,670

 
39,940

(g)
 
50,610

Cash value of bank owned life insurance
72,328

 

 
 
72,328

Deferred income taxes, net
104

 
(104
)
(h)
 

Other assets
157,863

 
998

(i)
 
158,861

     Total assets
$
4,778,046

 
$
1,323

 
 
$
4,779,369

Liabilities
 
 
 
 
 
 
Deposits:
 
 
 
 
 
 
     Noninterest-bearing
$
1,301,829

 
$

 
 
$
1,301,829

     Interest-bearing
2,740,552

 
942

(j)
 
2,741,494

          Total deposits
4,042,381

 
942

 
 
4,043,323

Securities sold under agreements to repurchase
22,345

 

 
 
22,345

Other borrowings
149,367

 
2,265

(k)
 
151,632

Subordinated deferrable interest debentures
46,393

 
(9,675
)
(l)
 
36,718

Deferred tax liability, net
12,222

 
(11,401
)
(m)
 
821

Other liabilities
65,027

 
538

(n)
 
65,565

     Total liabilities
4,337,735

 
(17,331
)
 
 
4,320,404

Net identifiable assets acquired over (under) liabilities assumed
440,311

 
18,654

 
 
458,965

Goodwill

 
410,348

 
 
410,348

Net assets acquired over liabilities assumed
$
440,311

 
$
429,002

 
 
$
869,313

Consideration:
 
 
 
 
 
 
     Ameris Bancorp common shares issued
22,181,522

 
 
 
 
 
     Price per share of the Company's common stock
39.19

 
 
 
 
 
          Company common stock issued
$
869,294

 
 
 
 
 
          Cash exchanged for shares
$
19

 
 
 
 
 
     Fair value of total consideration transferred
$
869,313

 
 
 
 
 
____________________________________________________________

Explanation of fair value adjustments
(a)
Adjustment reflects the fair value adjustments of the portfolio of investment securities as of the acquisition date.
(b)
Adjustment reflects the fair value adjustments based on the Company's evaluation of the acquired loans held for sale.
(c)
Adjustment reflects the fair value adjustments based on the Company's evaluation of the acquired loan portfolio, net of the reversal of Fidelity's unamortized accounting adjustments from Fidelity's prior acquisitions, loan premiums, loan discounts, deferred loan origination costs and deferred loan origination fees.
(d)
Adjustment reflects the elimination of Fidelity's allowance for loan losses.
(e)
Adjustment reflects the fair value adjustment based on the Company's evaluation of the acquired OREO portfolio.
(f)
Adjustment reflects the fair value adjustments based on the Company's evaluation of the acquired premises and equipment.
(g)
Adjustment reflects the recording of core deposit intangible on the acquired core deposit accounts, net of reversal of Fidelity's remaining intangible assets from its past acquisitions.
(h)
Adjustment reflects the reclassification of Fidelity's deferred tax asset against the deferred tax liability.
(i)
Adjustment reflects the fair value adjustment to other assets.
(j)
Adjustment reflects the fair value adjustments based on the Company's evaluation of the acquired deposits.
(k)
Adjustment reflects the fair value adjustment to the other borrowings at the acquisition date, net of reversal of Fidelity's unamortized deferred issuance costs.
(l)
Adjustment reflects the fair value adjustment to the subordinated deferrable interest debentures at the acquisition date.
(m)
Adjustment reflects the deferred taxes on the differences in the carrying values of acquired assets and assumed liabilities for financial reporting purposes and their basis for federal income tax purposes and reclassification of Fidelity's deferred tax asset against the deferred tax liability.
(n)
Adjustment reflects the fair value adjustments based on the Company's evaluation of the acquired other liabilities.

Business Acquisition, Purchased Credit-Impaired Loans Acquired The table below summarizes the total contractually required principal and interest cash payments, management’s estimate of expected total cash payments and fair value of the loans as of the acquisition date for purchased credit impaired loans. Contractually required principal and interest payments have been adjusted for estimated prepayments.

(dollars in thousands)
 
Contractually required principal and interest
$
16,077

Non-accretable difference
(4,115
)
Cash flows expected to be collected
11,962

Accretable yield
(1,199
)
Total purchased credit-impaired loans acquired
$
10,763


The table below summarizes the total contractually required principal and interest cash payments, management’s estimate of expected total cash payments and fair value of the loans as of the acquisition date for purchased credit impaired loans. Contractually required principal and interest payments have been adjusted for estimated prepayments.

(dollars in thousands)
 
Contractually required principal and interest
$
186,118

Non-accretable difference
(25,715
)
Cash flows expected to be collected
160,403

Accretable yield
(41,084
)
Total purchased credit-impaired loans acquired
$
119,319


The table below summarizes the total contractually required principal and interest cash payments, management’s estimate of expected total cash payments and fair value of the loans as of the acquisition date for purchased credit impaired loans. Contractually required principal and interest payments have been adjusted for estimated prepayments.

(dollars in thousands)
 
Contractually required principal and interest
$
21,223

Non-accretable difference
(5,062
)
Cash flows expected to be collected
16,161

Accretable yield
(794
)
Total purchased credit-impaired loans acquired
$
15,367


Business Acquisition, Acquired Loans
The following table presents the acquired loan data for the Atlantic acquisition.
(dollars in thousands)
Fair Value of
Acquired Loans at
Acquisition Date
 
Gross Contractual
Amounts Receivable
at Acquisition Date
 
Estimate at
Acquisition Date of
Contractual Cash
Flows Not Expected
to be Collected
Acquired receivables subject to ASC 310-30
$
10,763

 
$
16,077

 
$
4,115

Acquired receivables not subject to ASC 310-30
$
744,941

 
$
1,041,768

 
$


The following table presents the acquired loan data for the Hamilton acquisition.
(dollars in thousands)
Fair Value of
Acquired Loans at
Acquisition Date
 
Gross Contractual
Amounts Receivable
at Acquisition Date
 
Estimate at
Acquisition Date of
Contractual Cash
Flows Not Expected
to be Collected
Acquired receivables subject to ASC 310-30
$
15,367

 
$
21,223

 
$
5,062

Acquired receivables not subject to ASC 310-30
$
1,277,819

 
$
1,441,534

 
$



The following table presents the acquired loan data for the Fidelity acquisition.
(dollars in thousands)
Fair Value of
Acquired Loans at
Acquisition Date
 
Gross Contractual
Amounts Receivable
at Acquisition Date
 
Estimate at
Acquisition Date of
Contractual Cash
Flows Not Expected
to be Collected
Acquired receivables subject to ASC 310-30
$
119,319

 
$
186,118

 
$
25,715

Acquired receivables not subject to ASC 310-30
$
3,389,091

 
$
4,161,546

 
$
30,419



Business Acquisition, Pro Forma Information The following unaudited pro forma information reflects the Company’s estimated consolidated results of operations as if the acquisitions had occurred on January 1, 2018, unadjusted for potential cost savings. Merger and conversion charges are not included in the pro forma information below.
 
Three Months Ended
September 30,
 
Nine Months Ended
September 30,
(dollars in thousands, except per share data; shares in thousands)
2019
 
2018
 
2019
 
2018
Net interest income and noninterest income
$
225,762

 
$
201,618

 
$
618,148

 
$
602,620

Net income
$
73,213

 
$
54,481

 
$
165,603

 
$
140,952

Net income available to common shareholders
$
73,213

 
$
54,481

 
$
165,603

 
$
140,952

Income per common share available to common shareholders – basic
$
1.06

 
$
0.78

 
$
2.38

 
$
2.02

Income per common share available to common shareholders – diluted
$
1.05

 
$
0.78

 
$
2.38

 
$
2.02

Average number of shares outstanding, basic
69,372

 
69,696

 
69,469

 
69,628

Average number of shares outstanding, diluted
69,600

 
69,867

 
69,590

 
69,800