Business Combinations (Tables)

6 Months Ended

Jun. 30, 2015

Rollforward of Acquired Non-Covered Loans

A rollforward of purchased non-covered loans for the six months ended June 30, 2015, the year ended December 31, 2014 and the six months ended June 30, 2014 is shown below:


(Dollars in Thousands)	June 30, 2015			December 31, 2014			June 30, 2014
Balance, January 1	$	674,239		$	448,753		$	448,753
Charge-offs, net of recoveries		(470	)		(84	)		—
Additions due to acquisitions		195,818			279,441			279,441
Accretion		5,388			9,745			3,635
Transfers to purchased non-covered other real estate owned		(2,039	)		(4,160	)		(1,425	)
Transfer from covered loans due to loss-share expiration		15,462			15,475			—
Payments received		(80,085	)		(74,931	)		(28,273	)

Ending balance	$	808,313		$	674,239		$	702,131

Schedule of Changes in Accretable Discounts Related Acquired Loans

The following is a summary of changes in the accretable discounts of acquired loans during the six months ended June 30, 2015, the year ended December 31, 2014 and the six months ended June 30, 2014:


(Dollars in Thousands)	June 30, 2015			December 31, 2014			June 30, 2014
Balance, January 1	$	15,578		$	25,493		$	25,493
Accretion		(6,251	)		(22,188	)		(15,432	)
Transfer to purchased, non-covered loans due to loss-share expiration		(84	)		—			—
Transfers between non-accretable and accretable discounts, net		2,817			12,273			5,850

Ending balance	$	12,060		$	15,578		$	15,911

Bank of America [Member]

Estimated Fair Value of Assets Acquired and Liabilities Assumed

The following table presents the assets acquired and liabilities assumed as of June 12, 2015 and their initial fair value estimates. The fair value adjustments shown in the following table continue to be evaluated by management and may be subject to further adjustment:


(Dollars in Thousands)	As Recorded by Bank of America		Fair Value Adjustments			As Recorded by Ameris
Assets
Cash and cash equivalents	$	630,220	$	—		$	630,220
Loans		4,363		—			4,363
Premises and equipment		10,348		1,060	(a)		11,408
Intangible assets		—		7,651	(b)		7,651
Other assets		126					126

Total assets	$	645,057	$	8,711		$	653,768

Liabilities
Deposits:
Noninterest-bearing	$	149,854	$	—		$	149,854
Interest-bearing		495,110		(215	)(c)		494,895

Total deposits		644,964		(215	)		644,749
Other liabilities		93		—			93

Total liabilities		645,057		(215	)		644,842

Net identifiable assets acquired over (under) liabilities assumed		—		8,926			8,926
Goodwill		—		11,076			11,076

Net assets acquired over (under) liabilities assumed	$	—	$	20,002		$	20,002

Consideration:
Cash paid as deposit premium	$	20,002

Fair value of total consideration transferred	$	20,002

Explanation of fair value adjustments

(a)	Adjustment reflects the fair value adjustments of the premise and equipment as of the acquisition date.

(b)	Adjustment reflects the recording of core deposit intangible on the acquired core deposit accounts.

(c)	Adjustment reflects the fair value adjustments based on the Company’s evaluation of the acquired deposits.

Merchants and Southern Banks of Florida [Member]

Estimated Fair Value of Assets Acquired and Liabilities Assumed

The following table presents the assets acquired and liabilities of Merchants assumed as of May 22, 2015 and their initial fair value estimates. The fair value adjustments shown in the following table continue to be evaluated by management and may be subject to further adjustment:


(Dollars in Thousands)	As Recorded by Merchants			Fair Value Adjustments			As Recorded by Ameris
Assets
Cash and cash equivalents	$	7,527		$	—		$	7,527
Federal funds sold and interest-bearing balances		106,188			—			106,188
Investment securities		164,421			(553	)(a)		163,868
Other investments		872			—			872
Loans		199,955			(8,500	)(b)		191,455
Less allowance for loan losses		(3,354	)		3,354	(c)		—

Loans, net		196,601			(5,146	)		191,455
Other real estate owned		4,082			(1,115	)(d)		2,967
Premises and equipment		14,614			(3,680	)(e)		10,934
Intangible assets		—			4,577	(f)		4,577
Other assets		2,333			2,335	(g)		4,668

Total assets	$	496,638		$	(3,582	)	$	493,056

Liabilities
Deposits:
Noninterest-bearing	$	121,708		$	—		$	121,708
Interest-bearing		286,112			—			286,112

Total deposits		407,820			—			407,820
Federal funds purchased and securities sold under agreements to repurchase		41,588			—			41,588
Other liabilities		2,151			81	(h)		2,232
Subordinated deferrable interest debentures		6,186			(2,680	)(i)		3,506

Total liabilities		457,745			(2,599	)		455,146

Net identifiable assets acquired over (under) liabilities assumed		38,893			(983	)		37,910
Goodwill		—			12,090			12,090

Net assets acquired over (under) liabilities assumed	$	38,893		$	11,107		$	50,000

Consideration:
Cash exchanged for shares	$	50,000

Fair value of total consideration transferred	$	50,000

Explanation of fair value adjustments

(a)	Adjustment reflects the fair value adjustments of the available for sale portfolio as of the acquisition date.

(b)	Adjustment reflects the fair value adjustments based on the Company’s evaluation of the acquired loan portfolio.

(c)	Adjustment reflects the elimination of Merchant’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 adjustment based on the Company’s evaluation of the acquired premises.

(f)	Adjustment reflects the recording of core deposit intangible on the acquired core deposit accounts.

(g)	Adjustment reflects the deferred taxes on the difference 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 interest rate swap liabilities.

(i)	Adjustment reflects the fair value adjustment to the subordinated deferrable interest debentures at the acquisition date.

Summary of Contractually Required Principal and Interest Cash Payment of the Loans As of Acquisition Date for Purchased Credit Impaired Loans

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


Contractually required principal and interest	$	38,194
Non-accretable difference		(5,632	)

Cash flows expected to be collected		32,562
Accretable yield		(3,282	)

Total purchased credit-impaired loans acquired	$	29,280

Schedule of Acquired Loans

The following table presents the acquired loan data for the Merchants acquisition.


	Fair Value of Acquired Loans at Acquisition Date		Gross Contractual Amounts Receivable at Acquisition Date		Best Estimate at Acquisition Date of Contractual Cash Flows Not Expected to be Collected
	(Dollars in Thousands)
Acquired receivables subject to ASC 310-30	$	17,378	$	24,446	$	3,814
Acquired receivables not subject to ASC 310-30	$	174,077	$	178,763	$	—

Coastal Bankshares, Inc. [Member]

Estimated Fair Value of Assets Acquired and Liabilities Assumed

The following table presents the assets acquired and liabilities of Coastal assumed as of June 30, 2014 and their fair value estimates:


(Dollars in Thousands)	As Recorded by Coastal			Initial Fair Value Adjustments			Subsequent Fair Value Adjustments			As Recorded by Ameris
Assets
Cash and cash equivalents	$	3,895		$	—		$	—		$	3,895
Federal funds sold and interest-bearing balances		15,923			—			—			15,923
Investment securities		67,266			(500	)(a)		—			66,766
Other investments		975			—			—			975
Mortgage loans held for sale		7,288			—			—			7,288
Loans		296,141			(16,700	)(b)		—			279,441
Less allowance for loan losses		(3,218	)		3,218	(c)		—			—

Loans, net		292,923			(13,482	)		—			279,441
Other real estate owned		14,992			(3,528	)(d)		(3,407	)(g)		8,057
Premises and equipment		11,882			—			—			11,882
Intangible assets		507			4,266	(e)		(231	)(h)		4,542
Cash value of bank owned life insurance		7,812			—			—			7,812
Other assets		14,898			—			(601	)(i)		14,297

Total assets	$	438,361		$	(13,244	)	$	(4,239	)	$	420,878

Liabilities
Deposits:
Noninterest-bearing	$	80,012		$	—		$	—		$	80,012
Interest-bearing		289,012			—			—			289,012

Total deposits		369,024			—			—			369,024
Federal funds purchased and securities sold under agreements to repurchase		5,428			—			—			5,428
Other borrowings		22,005			—			—			22,005
Other liabilities		6,192			—			—			6,192
Subordinated deferrable interest debentures		15,465			(6,413	)(f)		—			9,052

Total liabilities		418,114			(6,413	)		—			411,701

Net identifiable assets acquired over (under) liabilities assumed		20,247			(6,831	)		(4,239	)		9,177
Goodwill		—			23,854			4,239			28,093

Net assets acquired over (under) liabilities assumed	$	20,247		$	17,023		$	—		$	37,270

Consideration:
Ameris Bancorp common shares issued		1,598,998
Purchase price per share of the Company’s common stock	$	21.56

Company common stock issued		34,474
Cash exchanged for shares		2,796

Fair value of total consideration transferred	$	37,270

Explanation of fair value adjustments

(a)	Adjustment reflects the fair value adjustments of the available for sale portfolio as of the acquisition date.

(b)	Adjustment reflects the fair value adjustments based on the Company’s evaluation of the acquired loan portfolio.

(c)	Adjustment reflects the elimination of Coastal’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 recording of core deposit intangible on the acquired core deposit accounts.

(f)	Adjustment reflects the fair value adjustment to the subordinated deferrable interest debentures at the acquisition date.

(g)	Adjustment reflects the additional fair value adjustment based on the Company’s evaluation of the acquired OREO portfolio.

(h)	Adjustment reflects final recording of core deposit intangible on the acquired core deposit accounts.

(i)	Adjustment reflects the deferred taxes on the difference in the carrying values of acquired assets and assumed liabilities for financial reporting purposes and their basis for federal income tax purposes.

Summary of Contractually Required Principal and Interest Cash Payment of the Loans As of Acquisition Date for Purchased Credit Impaired Loans


Contractually required principal and interest	$	38,194
Non-accretable difference		(5,632	)

Cash flows expected to be collected		32,562
Accretable yield		(3,282	)

Total purchased credit-impaired loans acquired	$	29,280

Pro Forma Information of Acquisitions

The following unaudited pro forma information reflects the Company’s estimated consolidated results of operations as if the acquisitions had occurred on January 1, 2014, unadjusted for potential cost savings (in thousands).


	Three Months Ended June 30,					Six Months Ended June 30,
	2015			2014		2015		2014
Net interest income and noninterest income	$	63,259		$	60,212	$	123,308	$	116,454
Net income (loss)	$	(128	)	$	6,963	$	10,739	$	17,163
Net income (loss) available to common stockholders	$	(128	)	$	6,963	$	10,739	$	16,877
Income (loss) per common share available to common stockholders – basic	$	0.00		$	0.26	$	0.34	$	0.63
Income (loss) per common share available to common stockholders – diluted	$	0.00		$	0.26	$	0.34	$	0.62
Average number of shares outstanding, basic		32,184			26,780		31,318		26,762
Average number of shares outstanding, diluted		32,520			27,232		31,653		27,214

Discount Accretion [Member]

Schedule of Changes in Accretable Discounts Related Acquired Loans

The following is a summary of changes in the accretable discounts of purchased non-covered loans during the six months ended June 30, 2015, the year ended December 31, 2014 and the six months ended June 30, 2014:


(Dollars in Thousands)	June 30, 2015			December 31, 2014			June 30, 2014
Balance, January 1	$	25,716		$	26,189		$	26,189
Additions due to acquisitions		4,686			7,799			7,799
Accretion		(5,388	)		(9,745	)		(3,635	)
Accretable discounts removed due to charge-offs		(1,685	)		—			—
Transfers between non-accretable and accretable discounts, net		(1,007	)		1,473			1,968

Ending balance	$	22,322		$	25,716		$	32,321