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Acquisition
12 Months Ended
Dec. 31, 2020
Business Combinations [Abstract]  
Acquisitions and Dispositions
Note 2 Acquisitions and Dispositions
Acquisitions:
First Staunton Acquisition
On February 14, 2020, the Corporation completed its acquisition of First Staunton. The purchase price was based on an assumed 4% deposit premium at announcement. The conversion of the branches was completed simultaneously with the close of the transaction, expanding the Bank's presence into 9 new Metro-East St. Louis communities. As a result of the acquisition and other consolidations, a net of 7 branch locations were added.
The First Staunton acquisition constituted a business combination. The acquisition has been accounted for using the acquisition method of accounting and, accordingly, assets acquired, liabilities assumed, and consideration exchanged were recorded at estimated fair value on the acquisition date. The determination of estimated fair values required management to make certain estimates that are subjective in nature and may require adjustments upon the availability of new information regarding facts and circumstances which existed at the date of acquisition (i.e., appraisals) for up to a year following the acquisition.
The Corporation recorded approximately $15 million in goodwill related to the First Staunton acquisition during the first quarter of 2020. The Corporation subsequently reduced goodwill by $2 million during the second quarter of 2020 as a result of updates that increased the fair value of MSRs acquired. In addition, the Corporation increased goodwill by $1 million during the fourth quarter of 2020 as a result of a decrease in deferred taxes. Goodwill created by the acquisition is not tax deductible. See Note 5 for additional information on goodwill, as well as the carrying amount and amortization of CDI assets related to the First Staunton acquisition.
The following table presents the estimated fair values of the assets acquired and liabilities assumed as of the acquisition date related to the First Staunton acquisition:
 ($ in Thousands)Purchase Accounting AdjustmentsFebruary 14, 2020
Assets
Cash and cash equivalents$— $44,782 
Investment securities AFS(24)98,743 
Federal Home Loan Bank and Federal Reserve Bank stocks, at cost— 781 
Loans(4,808)369,741 
Premises and equipment, net(3,005)4,865 
Bank owned life insurance6,770 
Goodwill14,812 
Core deposit intangibles (included in other intangible assets, net on the face of the consolidated balance sheets)7,379 7,379 
OREO (included in other assets on the face of the consolidated balance sheets)670 762 
Other assets2,795 7,692 
Total assets$556,328 
Liabilities
Deposits$1,285 $438,684 
Other borrowings61 34,613 
Accrued expenses and other liabilities179 6,730 
Total liabilities$480,028 
Total consideration paid$76,300 
For a description of methods used to determine the fair value of significant assets and liabilities presented on the balance sheet above, see Assumptions section of this Note.
The Corporation has purchased loans with the First Staunton acquisition, for which there was, at acquisition, evidence of more than insignificant deterioration of credit quality since origination (PCD). The carrying amount of those loans is as follows:
($ in Thousands)February 14, 2020
Purchase price of loans at acquisition$77,221 
Allowance for credit losses at acquisition3,504 
Non-credit discount/(premium) at acquisition(951)
Par value of acquired loans at acquisition$79,774 
The Corporation acquired no PCD securities in connection with the acquisition.
Huntington Wisconsin Branch Acquisition
On June 14, 2019, the Corporation completed its acquisition of the Wisconsin branches of Huntington. The Corporation paid a 4% premium on acquired deposits. The conversion of the branches happened simultaneously with the close of the transaction and the acquisition expanded the Bank's presence into 13 new Wisconsin communities. As a result of the acquisition and other consolidations, a net of 14 branch locations were added.
The Corporation recorded approximately $7 million in goodwill related to the Huntington branch acquisition. Goodwill created by the acquisition is tax deductible. See Note 5 for additional information on goodwill, as well as the carrying amount and amortization of CDI assets related to the Huntington branch acquisition.
The following table presents the estimated fair values of the assets acquired and liabilities assumed as of the acquisition date related to the Huntington branch acquisition:
 ($ in Thousands)Purchase Accounting AdjustmentsJune 14, 2019
Assets
Cash and cash equivalents$— $551,250 
Loans(1,552)116,346 
Premises and equipment, net4,800 22,430 
Goodwill7,286 
Core deposit intangibles (included in other intangible assets, net on the face of the consolidated balance sheets)22,630 22,630 
OREO (included in other assets on the face of the consolidated balance sheets)(2,561)5,263 
Other assets— 559 
Total assets$725,764 
Liabilities
Deposits$156 $725,173 
Other liabilities70 590 
Total liabilities$725,764 
For a description of the methods used to determine the fair value of significant assets and liabilities presented on the balance sheet above, see Assumptions section of this Note.
Assumptions:
Investment Securities: The fair value of investments on the date of acquisition was determined utilizing an external third party broker opinion of the market value.
Loans: Fair values for loans were based on a discounted cash flow methodology that considered factors including the type of loan and related collateral, classification status, fixed or variable interest rate, term of loan, amortization status, and current discount rates. Loans were grouped together according to similar characteristics when applying various valuation techniques.
CDIs: This intangible asset represents the value of the relationships with deposit customers. The fair value was estimated based on a discounted cash flow methodology that gave appropriate consideration to expected customer attrition rates, net maintenance cost of the deposit base, alternative cost of funds, and the interest costs associated with customer deposits. The CDIs are being amortized on a straight-line basis over 10 years.
Time deposits: The fair values for time deposits are estimated using a discounted cash flow calculation that applies interest rates currently being offered to the contractual interest rates on such time deposits.
FHLB borrowings: The fair values of FHLB advances are estimated based on quoted market prices for the instrument if available, or for similar instruments if not available, or by using discounted cash flow analyses, based on current incremental borrowing rates for similar types of instruments.
Dispositions:
Completed:
Associated Benefits & Risk Consulting
On June 30, 2020, the Corporation announced that it had closed on the sale of ABRC to USI. Under the terms of the agreement, the purchase price was $266 million in cash. Associated recorded a second quarter 2020 pre-tax book gain of approximately $163 million in conjunction with the sale.
Branch Sales
On December 11, 2020, the Bank completed the sale of 5 branches in Peoria, IL to Morton Community Bank. Under the terms of the transaction, the Bank sold $180 million in total deposits and no loans. The Bank received a 4% purchase premium on deposits transferred. With the sale of these branches, the Bank exited the Peoria market.
On December 11, 2020, the Bank closed on the sale of 2 branches in southwest Wisconsin to Royal Bank. Under the terms of the transaction, the Bank sold $53 million in total deposits and no loans. The Bank received a 4% purchase premium on deposits transferred in the Prairie du Chien and Richland Center branches.
Pending:
On September 22, 2020, the Bank entered into an agreement with Summit Credit Union to sell 1 branch located in Monroe, Wisconsin. Under the terms of the transaction, the Bank expects to sell approximately $38 million in total deposits and no loans. The Bank will be receiving a 4% purchase premium on deposits transferred. As a result of the pending sale, the Corporation transferred the related branch real estate to OREO and wrote the value down to fair value. This sale is expected to close in the first quarter of 2021.