The following table presents the assets acquired and liabilities assumed as of January 3, 2017 and their initial fair value estimates, as recorded by the Company on the acquisition date:


	As Recorded		Fair Value			As Recorded by
(Dollars in thousands)	by SBFC		Adjustments			the Company
Assets
Cash and cash equivalents	$	72,043	$	—		$	72,043
Investment securities		591,824		(1,770)	(a)		590,054
Loans held for sale		13,652		—			13,652
Loans, net of allowance and mark		1,060,618		(10,668)	(b)		1,049,950
Premises and equipment		25,419		(2,212)	(c)		23,207
Intangible assets		140		17,980	(d)		18,120
Other real estate owned and repossessed assets		580		(30)	(e)		550
Bank owned life insurance		44,513		—			44,513
Deferred tax asset		16,247		(687)	(f)		15,560
Other assets		7,545		(482)	(g)		7,063
Total assets	$	1,832,581	$	2,131		$	1,834,712

Liabilities
Deposits:
Noninterest-bearing	$	262,967	$	—		$	262,967
Interest-bearing		1,257,953		—			1,257,953
Total deposits		1,520,920		—			1,520,920
Federal funds purchased and securities sold under agreements to repurchase		1,014		—			1,014
Other borrowings		110,620		(1,120)	(h)		109,500
Other liabilities		19,980		5,553	(i)		25,533
Total liabilities		1,652,534		4,433			1,656,967
Net identifiable assets acquired over (under) liabilities assumed		180,047		(2,302)			177,745
Goodwill		—		257,370			257,370
Net assets acquired over liabilities assumed	$	180,047	$	255,068		$	435,115

Consideration:
South State Corporation common shares issued							4,978,338
Purchase price per share of the Company's common stock						$	87.30

Company common stock issued ($434,609) and cash exchanged for fractional shares ($16)						$	434,625
Cash paid for stock option redemptions							490
Fair value of total consideration transferred						$	435,115

Explanation of fair value adjustments

(a)—Adjustment reflects marking the securities portfolio to fair value as of the acquisition date.

(b)—Adjustment reflects the fair value adjustments of $30,749 based on the Company’s evaluation of the acquired loan portfolio and excludes the allowance for loan losses of $20,081 recorded by SBFC.

(c)—Adjustment reflects the fair value adjustments based on the Company’s evaluation of the acquired premises and equipment.

(d)—Adjustment reflects the recording of the core deposit intangible on the acquired deposit accounts that totaled $18,120.

(e)—Adjustment reflects the fair value adjustments to OREO and repossessed assets based on the Company’s evaluation of the acquired OREO and repossessed assets portfolio.

(f)—Adjustment to record deferred tax asset related to the fair value adjustments.

(g)—Adjustment reflects uncollectible portion of accrued interest receivable and loan fees receivable along with the write-off of certain prepaid expenses.

(h)—Adjustment reflects the fair value adjustments based on the Company’s evaluation of other borrowings of Trust Preferred Securities with a discount of $2,149, netted with premium on certain FHLB advances of $1,029.

(i)—Adjustment reflects the fair value adjustments to employee benefit plans of $6,049 netted against an adjustment of other miscellaneous liabilities of $496.