ASSETS ACQUIRED IN FDIC-ASSISTED ACQUISITIONS (Tables)

6 Months Ended

Jun. 30, 2012

Schedule of Acquisition Details

From October 2009 through February 2012, the Company participated in nine FDIC-assisted acquisitions whereby the Company purchased certain failed institutions out of the FDIC’s receivership. These institutions include:

Bank Acquired	Location:	Branches:	Date Acquired
American United Bank (“AUB”)	Lawrenceville, Ga.	1	October 23, 2009
United Security Bank (“USB”)	Sparta, Ga.	2	November 6, 2009
Satilla Community Bank (“SCB”)	St. Marys, Ga.	1	May 14, 2010
First Bank of Jacksonville (“FBJ”)	Jacksonville, Fl.	2	October 22, 2010
Tifton Banking Company (“TBC”)	Tifton, Ga.	1	November 12, 2010
Darby Bank & Trust (“DBT”)	Vidalia, Ga.	7	November 12, 2010
High Trust Bank (“HTB”)	Stockbridge, Ga.	2	July 15, 2011
One Georgia Bank (“OGB”)	Midtown Atlanta, Ga.	1	July 15, 2011
Central Bank of Georgia (“CBG”)	Ellaville, Ga.	5	February 24, 2012

Estimated Fair Value of Assets and Liabilities Assumed

The estimated fair value of the assets acquired and the liabilities assumed are shown below:

(Dollars in Thousands)	Central Bank of Georgia
Assets acquired:
Cash and due from banks	$	33,150
Securities available for sale		39,920
Loans		124,782
Foreclosed property		6,177
Estimated FDIC indemnification asset		52,654
Other assets		4,606
Assets acquired		261,289
Cash received (paid) to settle the acquisition		31,900
Fair value of assets acquired	$	293,189
Liabilities assumed:
Deposits	$	261,036
Other borrowings		10,334
Other liabilities		1,782
Fair value of liabilities assumed	$	273,152
Net assets acquired / gain from acquisition	$	20,037

Estimated Fair Values of Loans Acquired

The estimated fair values of loans acquired in the CBG acquisition are detailed below based on their initial estimate of credit quality (dollars in thousands):

	Loans with deterioration of credit quality		Loans without a deterioration of credit quality		Total loans, at fair value
Commercial, industrial, agricultural	$	1,256	$	6,288	$	7,544
Real estate – residential		22,389		22,213		44,602
Real estate – commercial & farmland		34,458		10,538		44,996
Construction & development		15,038		5,507		20,545
Consumer		273		6,822		7,095
	$	73,414	$	51,368	$	124,782

Pro Forma Information of Acquisitions

The results of operations of CBG subsequent to the acquisition date are included in the Company’s consolidated statements of operations. The following unaudited pro forma information reflects the Company’s estimated consolidated results of operations as if the acquisitions had occurred on December 31, 2011 and 2010, unadjusted for potential cost savings (in thousands).

	Three Months Ended June 30,				Six Months Ended June 30,
	2012		2011		2012		2011
Net interest income and noninterest income	$	37,756	$	37,462	$	94,217	$	70,496
Net income (loss)	$	2,495	$	2,275	$	7,747	$	(2,104	)
Net income (loss) available to common stockholders	$	1,678	$	1,468	$	6,115	$	(3,709	)
Income (loss) per common share available to common stockholders – basic	$	0.07	$	0.06	$	0.26	$	(0.16	)
Income (loss) per common share available to common stockholders – diluted	$	0.07	$	0.06	$	0.26	$	(0.16	)
Average number of shares outstanding, basic		23,819		23,449		23,791		23,445
Average number of shares outstanding, diluted		23,973		23,508		23,945		23,491

Components of Covered Assets

The following table summarizes components of all covered assets at June 30, 2012 and 2011 and at December 31, 2011 and their origin:

	Covered loans		Less: Credit risk adjustments		Less: Liquidity and rate adjustments		Total covered loans		OREO		Less: Fair value adjustments		Total covered OREO		Total covered assets		FDIC indemnification asset
As of June 30, 2012:	(Dollars in thousands)
AUB	$	29,740	$	2,542	$	—	$	27,198	$	11,489	$	—	$	11,489	$	38,687	$	2,620
USB		40,355		4,666		—		35,689		7,192		50		7,142		42,831		6,757
SCB		46,033		840		—		45,193		11,078		646		10,432		55,625		4,663
FBJ		35,618		6,645		59		28,914		2,787		515		2,272		31,186		7,051
DBT		222,724		60,218		455		162,051		24,121		1,422		22,699		184,750		65,684
TBC		63,593		8,155		252		55,186		8,616		1,184		7,432		62,618		14,838
HTB		98,624		20,676		60		77,888		16,860		6,499		10,361		88,249		25,249
OGB		88,717		22,041		156		66,520		13,397		6,573		6,824		73,344		26,105
CBG		153,342		50,037		207		103,098		8,637		3,821		4,816		107,914		50,834
Total	$	778,746	$	175,820	$	1,189	$	601,737	$	104,177	$	20,710	$	83,467	$	685,204	$	203,801
	Covered loans		Less: Credit risk adjustments		Less: Liquidity and rate adjustments		Total covered loans		OREO		Less: Fair value adjustments		Total covered OREO		Total covered assets		FDIC indemnification asset
As of December 31, 2011:	(Dollars in thousands)
AUB	$	34,242	$	3,236	$	—	$	31,006	$	11,100	$	—	$	11,100	$	42,106	$	7,271
USB		51,409		5,259		50		46,100		7,445		50		7,395		53,495		10,648
SCB		56,780		5,779		155		50,846		10,635		500		10,135		60,981		6,527
FBJ		40,106		7,473		92		32,541		2,370		641		1,729		34,270		8,551
DBT		260,883		68,757		703		191,423		28,947		2,763		26,184		217,607		105,528
TBC		79,586		14,358		331		64,897		8,441		1,274		7,167		72,064		18,628
HTB		110,899		28,024		73		82,802		20,132		10,171		9,961		92,763		48,289
OGB		105,285		33,221		190		71,874		12,615		7,669		4,946		76,820		36,952
Total	$	739,190	$	166,107	$	1,594	$	571,489	$	101,685	$	23,068	$	78,617	$	650,106	$	242,394
	Covered loans		Less: Credit risk adjustments		Less: Liquidity and rate adjustments		Total covered loans		OREO		Less: Fair value adjustments		Total covered OREO		Total covered assets		FDIC indemnification asset
As of June 30, 2011:	(Dollars in thousands)
AUB	$	48,309	$	5,208	$	86	$	43,015	$	11,064	$	77	$	10,987	$	54,002	$	5,338
USB		67,203		6,332		249		60,622		10,274		73		10,201		70,823		9,888
SCB		61,958		6,471		361		55,126		9,761		500		9,261		64,387		9,669
FBJ		45,011		8,500		119		36,392		3,053		1,559		1,494		37,886		9,812
DBT		326,991		112,589		951		213,451		36,383		9,582		26,801		240,252		100,150
TBC		99,529		21,249		397		77,883		6,113		1,274		4,839		82,722		26,070
Total	$	649,001	$	160,349	$	2,163	$	486,489	$	76,648	$	13,065	$	63,583	$	550,072	$	160,927

Loan-by-Loan Basis Performance of Fair Value Adjustments

The adjustments to fair value are performed on a loan-by-loan basis and have resulted in the following:

Total Amounts	June 30, 2012		December 31, 2011		June 30, 2011
	(Dollars in thousands)
Adjustments needed where the Company’s initial estimate of cash flows were underestimated: (recorded with a reclassification from non-accretable difference to accretable discount)	$	8,189	$	22,031	$	8,448
Adjustments needed where the Company’s initial estimate of cash flows were overstated: (recorded through a provision for loan losses)		7,185		11,940		8,018
Amounts reflected in the Company’s Statement of Operations	June 30, 2012		December 31, 2011		June 30, 2011
	(Dollars in thousands)
Adjustments needed where the Company’s initial estimate of cash flows were underestimated: (recorded with a reclassification from non-accretable difference to accretable discount)	$	1,638	$	4,406	$	1,689
Adjustments needed where the Company’s initial estimate of cash flows were overstated: (recorded through a provision for loan losses)		1,437		2,388		1,604

Rollforward of Acquired Loans Deterioration of Credit Quality

A rollforward of acquired loans with deterioration of credit quality for the six months ended June 30, 2012, the year ended December 31, 2011 and the six months ended June 30, 2011 is shown below:

(Dollars in Thousands)	June 30, 2012			December 31, 2011			June 30, 2011
Balance, January 1	$	307,790		$	252,535		$	252,535
Change in estimate of cash flows, net of charge-offs or recoveries		(3,702	)		(25,787	)		(6,681	)
Additions due to acquisitions		73,414			124,136			—
Other (loan payments, transfers, etc.)		(44,164	)		(43,094	)		(2,648	)
Ending balance	$	333,338		$	307,790		$	243,206

Changes In FDIC Loss Share Receivable

Changes in the FDIC shared-loss receivable for the six months ended June 30, 2012, for the year ended December 31, 2011 and for the six months ended June 30, 2011 are as follows:

(Dollars in Thousands)	June 30, 2012			December 31, 2011			June 30, 2011
Balance, January 1	$	242,394		$	177,187		$	177,187
Indemnification asset recorded in acquisitions		52,654			94,973			—
Payments received from FDIC		(86,482	)		(36,813	)		(5,162	)
Effect of change in expected cash flows on covered assets		(4,765	)		7,047			(11,098	)
Ending balance	$	203,801		$	242,394		$	160,927

Loans with Deterioration of Credit Quality

Rollforward of Acquired Loans Deterioration of Credit Quality

A rollforward of acquired loans without deterioration of credit quality for the six months ended June 30, 2012, the year ended December 31, 2011 and the six months ended June 30, 2011 is shown below:

(Dollars in Thousands)	June 30, 2012			December 31, 2011			June 30, 2011
Balance, January 1	$	266,966		$	302,456		$	302,456
Change in estimate of cash flows, net of charge-offs or recoveries		1,152			(11,604	)		—
Additions due to acquisitions		51,367			35,439			—
Other (loan payments, transfers, etc.)		(42,627	)		(59,325	)		(59,173	)
Ending balance	$	276,858		$	266,966		$	243,283

Loans without Deterioration of Credit Quality

Schedule of Changes in Accretable Discount Related Acquired Loans

The following is a summary of changes in the accretable discounts of acquired loans during the six months ended June 30, 2012, the year ended December 31, 2011 and the six months ended June 30, 2011.

(Dollars in Thousands)	June 30, 2012			December 31, 2011			June 30, 2011
Balance, January 1	$	29,537		$	37,383		$	37,383
Additions due to acquisitions		9,863			24,094			—
Accretion		(25,166	)		(36,519	)		(10,073	)
Other activity, net		8,189			4,579			(7,178	)
Ending balance	$	22,423		$	29,537		$	20,132