Mergers and Acquisition (Tables)

6 Months Ended

Jun. 30, 2014

The following table summarizes the allocation of purchase price to assets and liabilities acquired in connection with the Company’s acquisition of First M&F based on their fair values on September 1, 2013. The Company is finalizing the fair value of certain assets and liabilities. As a result, the adjustments included in the following table are preliminary and may change.



Allocation of Purchase Price for First M&F Corporation.
Purchase Price:
Shares issued to common shareholders	6,175,576
Purchase price per share	$	25.17
Value of stock paid				$	155,439
Cash paid for fractional shares				17
Fair value of stock based compensation assumed				68
Deal charges				1,321
Total Purchase Price				$	156,845
Net Assets Acquired:
Stockholders’ equity at 9/1/13	$	79,440
Increase (decrease) to net assets as a result of fair value adjustments to assets acquired and liabilities assumed:
Securities	253
Loans, net of First M&F's allowance for loan losses⁽¹⁾	(45,761		)
Fixed assets	(3,228		)
Core deposits intangible, net of First M&F’s existing core deposit intangible	21,158
Other real estate owned⁽¹⁾	(5,797		)
Other assets	(443		)
Deposits	(3,207		)
Junior Subordinated Debt	12,371
Other liabilities	1,748
Deferred income taxes	8,799
Total Net Assets Acquired				65,333
Goodwill resulting from merger⁽²⁾				$	91,512

(1) The fair value adjustments to acquired loans and other real estate owned reflect management’s expectations to more aggressively market and liquidate problem assets quickly.

(2) The goodwill resulting from the merger has been assigned to the Community Banks operating segment.

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed

As a result, the values included in the following table are preliminary and may change.



Cash and cash equivalents	$	169,995
Securities	227,693
Mortgage loans held for sale	1,659
Loans, net of unearned income	899,236
Premises and equipment	32,101
Other real estate owned	13,527
Intangible assets	116,544
Other assets	55,848
Total assets	1,516,603

Deposits	1,325,872
Borrowings	25,346
Other liabilities	9,861

Pro Forma Information

The following unaudited pro forma combined condensed consolidated financial information presents the results of operations for the three and six months ended June 30, 2013 of the Company as though the merger with First M&F had been completed as of the beginning of 2013.



	Three Months Ended June 30,		Six Months Ended June 30,
	2013		2013
Interest income	$	55,946	$	110,800
Interest expense	7,588		15,294
Net interest income	48,358		95,506
Provision for loan losses	4,380		8,710
Noninterest income	19,903		42,983
Noninterest expense	52,474		104,120
Income before income taxes	11,407		25,659
Income taxes	2,829		6,646
Net income	$	8,578	$	19,013
Earnings per share:
Basic	$	0.28	$	0.61
Diluted	$	0.27	$	0.60