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Business Combinations
3 Months Ended
Mar. 31, 2020
Business Combinations [Abstract]  
Business Combinations

2. Business Combination

On September 21, 2019, the Company completed the acquisition of MidSouth Bancorp, Inc. (“MidSouth”) (NYSE: MSL), parent company of MidSouth Bank, N.A. The transaction provides the Company opportunity for both enhanced growth in several of its current markets, such as MidSouth’s home market of Lafayette, Louisiana, as well as opportunities for expansion into new markets in Louisiana and Texas. The transaction was accounted for as a business combination whereby the Company acquired net assets with an estimated fair value of $130.5 million and recorded goodwill of $63.4 million. In consideration for the net assets acquired, the Company issued approximately 5.0 million shares resulting in a transaction value of $193.8 million. The following table sets forth the preliminary acquisition date fair value of the assets acquired and liabilities assumed, and the resulting goodwill. The goodwill is not deductible for federal income tax purposes.

 

(in thousands)

 

 

 

ASSETS

 

 

 

Cash and due from banks

 

$

28,059

Interest bearing bank deposits

 

 

276,911

Federal funds sold

 

 

3,475

Securities available for sale

 

 

272,240

Loans

 

 

787,628

Property and equipment

 

 

34,288

Other real estate

 

 

343

Identifiable intangible assets

 

 

31,500

Other assets

 

 

79,888

Total identifiable assets

 

 

1,514,332

LIABILITIES

 

 

 

Deposit liabilities

 

 

1,280,947

Short term borrowings

 

 

66,996

Long term debt

 

 

13,919

Other liabilities

 

 

21,990

Total liabilities

 

 

1,383,852

Net assets acquired

 

 

130,480

Value of stock-based consideration

 

 

193,849

Goodwill

 

$

63,369

 

The results of the acquired business were included in the Company’s consolidated results of operations from the date of acquisition. The results of the acquired business are not material to the Company’s consolidated results of operations and, as such, neither supplemental pro forma information of the combined entity nor revenue and earnings contributed by the acquired business since the date of acquisition are presented.

 

Goodwill Resulting from Business Combinations

 

Goodwill represents the excess of the consideration transferred over the fair value of the net assets acquired. It is comprised of estimated future economic benefits arising from the transaction that cannot be individually identified or do not qualify for separate recognition. These benefits include expanded presence in existing markets and entry into new markets, and expected earnings streams and operational efficiencies that the Company believes will result from this business combination. The following table presents the change in the Company’s goodwill during the year ended December 31, 2019. No measurement period adjustments were recorded during the three months ended March 31, 2020.

 

(in thousands)

 

 

 

 

Goodwill balance at December 31, 2018

 

$

790,972

 

Final settlement of cash consideration - acquisition of trust and asset management business

 

 

1,112

 

Initial goodwill recorded in the acquisition of MidSouth Bancorp, Inc.

 

 

69,207

 

Measurement period adjustments - acquisition of MidSouth Bancorp, Inc.

 

 

(5,838

)

Goodwill balance at December 31, 2019

 

$

855,453

 

Goodwill balance at March 31, 2020

 

$

855,453