Restructuring

During the quarter ended June 30, 2012, Management announced its implementation plans to enhance the operating efficiency and profitability of the Corporation. The efficiency initiative is a long-term plan to optimize service channels and lower the overall cost structure. It includes the elimination of assistant branch manager positions and closing of eight full service branches. As a result of the initiative, the Corporation estimated that it would reduce its workforce by approximately 340 positions. The elimination of the assistant branch manager positions represent the majority of those reductions. The majority of these positions were eliminated as of June 30, 2012. Management expects to complete its reduction in workforce by December 31, 2012. All branch closures occurred in the quarter ended September 30, 2012.

During the quarter ended September 30, 2012, the Corporation recognized the balance of estimated restructuring costs of $0.5 million which primarily consisted of costs associated with the closing of the branches. The following table summarizes the restructuring activity, including the reserves established and the total amount expected to be incurred.



	Employee Separation			Contract Termination			Long-Lived Asset Charges		Other			Total
Total expected restructuring charge	$	3,254		$	415		$	337	$	200		$	4,206
Balance at June 30, 2012	$	1,443		$	—		$	—	$	—		$	1,443
Charge to expense	—			415			—		38			453
Cash payments	(1,128		)	(168		)	—		(38		)	(1,334		)
Noncash utilization	—			—			—		—			—
Balance at September 30, 2012	$	315		$	247		$	—	$	—		$	562
Remaining expected restructuring charge	$	—		$	—		$	—	$	—		$	—

Severance expense of $3.3 million was recognized in the quarter ended June 30, 2012. The remaining obligation related to employee separation costs is included in accrued taxes, expenses and other liabilities in the accompanying unaudited consolidated balance sheets as of September 30, 2012.

The Corporation recognized $5.2 million in professional service fees in the quarter ended June 30, 2012 related to the efficiency initiative which was reported in professional services in the accompanying unaudited consolidated statements of comprehensive income. Other costs include costs related to closing the branches and other expenditures associated with the Corporation's restructuring initiative and are expensed as incurred.