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BUSINESS COMBINATIONS (Tables)
12 Months Ended
Dec. 31, 2014
Business Combinations [Abstract]  
Schedule of Business Acquisitions, by Acquisition [Table Text Block] The table below summarizes the amounts recognized as of the Merger date for each major class of assets acquired and liabilities assumed, the estimated fair value adjustments and the amounts recorded in the Company’s financial statements at fair value at the Merger date (in thousands):

 

 

 

 

 

 

 

 

 

Legacy
ConnectOne
carrying value

 

Fair value
adjustments

 

As recorded
at acquisition

 

 

 

 

 

 

Cash and cash equivalents

 

 

$

 

70,318

 

 

 

$

 

 

 

 

$

 

70,318

 

Investment securities

 

 

 

28,436

 

 

 

 

16

(a)

 

 

 

 

28,452

 

Restricted investments

 

 

 

13,646

 

 

 

 

 

 

 

 

13,646

 

Loans held for sale

 

 

 

190

 

 

 

 

 

 

 

 

190

 

Loans

 

 

 

1,304,600

 

 

 

 

(5,316

)(b)

 

 

 

 

1,299,284

 

Bank owned life insurance

 

 

 

15,481

 

 

 

 

 

 

 

 

15,481

 

Premises and equipment, net

 

 

 

7,380

 

 

 

 

(905

)(c)

 

 

 

 

6,475

 

Accrued interest receivable

 

 

 

4,470

 

 

 

 

 

 

 

 

4,470

 

Core deposit intangible

 

 

 

 

 

 

 

5,308

(d)

 

 

 

 

5,308

 

Other real estate owned

 

 

 

2,455

 

 

 

 

 

 

 

 

2,455

 

Other assets

 

 

 

10,636

 

 

 

 

3,650

(e)

 

 

 

 

14,286

 

Deposits

 

 

 

(1,049,666

)

 

 

 

 

(1,676

)(f)

 

 

 

 

(1,051,342

)

 

Borrowings

 

 

 

(262,046

)

 

 

 

 

(1,324

)(g)

 

 

 

 

(263,370

)

 

Other liabilities

 

 

 

(10,527

)

 

 

 

 

 

 

 

 

(10,527

)

 

 

 

 

 

 

 

 

Total identifiable net assets

 

 

$

 

135,373

 

 

 

$

 

(247

)

 

 

 

$

 

135,126

 

 

 

 

 

 

 

 

Goodwill recorded in the Merger

 

 

 

 

 

 

$

 

129,105

 

 

 

 

 

 

 

 

 

a)

 

Represents the fair value adjustment on investment securities held to maturity.

 

b)

 

Represents the elimination of Legacy ConnectOne’s allowance for loan losses, deferred fees, deferred costs and an adjustment of the amortized cost of loans to estimated fair value, which includes an interest rate mark and credit mark.

 

c)

 

Represent an adjustment to reflect the fair value of above-market rent on leased premises. The above-market rent adjustment will be amortized on a straight-line basis over the remaining term of the respective leases.

 

d)

 

Represents intangible assets recorded to reflect the fair value of core deposits. The core deposit asset was recorded as an identifiable intangible asset and will be amortized on an accelerated basis over the estimated average life of the deposit base.

 

e)

 

Consist primarily of adjustments in net deferred tax assets resulting from the fair value adjustments related to acquired assets, liabilities assumed and identifiable intangibles recorded.

 

f)

 

Represents fair value adjustment on time deposits as the weighted average interest rates of time deposits assumed exceeded the costs of similar funding available in the market at the time of the Merger, as well as the elimination of fees paid on brokered time deposits.

 

g)

 

Represents the fair value adjustment on FHLB borrowings as the weighted average interest rate of FHLB borrowings assumed exceeded the cost of similar funding available in the market at the time of the Merger.

Schedule of Accountable Loans for Business Combinations in Accordance with FASB ASC 310-30 [Table Text Block] The acquired loan portfolio subject to purchased credit impairment accounting guidance (ASC 310-30) as of July 1, 2014 was comprised of collateral dependent loans with deteriorated credit quality as follows:

 

 

 

 

 

ASC 310-30
Loans

Contractual principal and accrued interest at acquisition

 

 

$

 

23,284

 

Principal not expected to be collected (nonaccretable discount)

 

 

 

(6,942

)

 

 

 

 

Expected cash flows at acquisition

 

 

 

16,342

 

Interest component of expected cash flows (accretable discount)

 

 

 

(5,013

)

 

 

 

 

Fair value of acquired loans

 

 

$

 

11,329

 

 

 

 

Schedule of Operating Results Attributable to Business Combinations [Table Text Block] The unaudited pro forma information set forth below reflects the adjustments related to (a) purchase accounting fair value adjustments; (b) amortization of core deposit and other intangibles; and (c) adjustments to interest income and expense due to amortization of premiums and accretion discounts. In the table below, merger-related expenses of $12.4 million were excluded from pro forma non-interest expenses for the year ended December 31, 2014. Income taxes were also adjusted to exclude income tax benefits of $5.6 million related to the merger expenses for the year ended December 31, 2014.

 

 

 

 

 

 

 

2014

 

2013

 

 

(in thousands, except per share amounts)

Net interest income

 

 

$

 

107,988

 

 

 

$

 

95,749

 

Noninterest income

 

 

 

8,244

 

 

 

 

8,053

 

Noninterest expense

 

 

 

(54,749

)

 

 

 

 

(45,827

)

 

Net income

 

 

 

45,981

 

 

 

 

35,984

 

Pro forma earnings per share from continuing operations:

 

 

 

 

Basic

 

 

$

 

1.55

 

 

 

$

 

0.91

 

Diluted

 

 

 

1.53

 

 

 

 

0.90