XML 20 R10.htm IDEA: XBRL DOCUMENT v3.26.1
Business Combinations, Asset Acquisitions, Transaction between Entities under Common Control, and Joint Venture Formation
 6 Months Ended
Jun. 30, 2026
Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]  
Business Combination Business Combinations On April 1, 2026, the Corporation completed its previously announced acquisition of American National pursuant to the terms of the Merger Agreement by and between the Corporation and American National.
Pursuant to the Merger Agreement, (i) American National merged with and into Associated Banc-Corp, with Associated Banc-Corp continuing as the surviving corporation, and (ii) immediately following such merger, American National Bank, a national banking association and wholly owned subsidiary of American National, merged with and into the Bank, with the Bank continuing as the surviving bank.
At the effective time of the merger, 100% of the outstanding shares of voting common stock and non-voting common stock of American National outstanding immediately prior to the effective time of the merger, other than certain shares held by the Corporation or American National, were converted into the right to receive an aggregate 22,975,382 shares of common stock of the Corporation. This represented 36.250 shares of the Corporation's common stock for each share of outstanding common stock of American National, with cash paid in lieu of fractional shares. Total consideration for the acquisition was $594.1 million valued at the acquisition date fair value of $25.86 per share.
American National operated 33 branches across Nebraska, Minnesota and Iowa, with a concentration in the Greater Omaha and Minneapolis / St. Paul metro markets. As a result of the acquisition, the Corporation increased its deposit market share and will deliver its products and services to an expanded client base across attractive Midwest markets.
The acquisition of American National has been accounted for as a business combination using the acquisition method of accounting in accordance with FASB ASC Topic 805, Business Combinations. Accordingly, assets acquired and liabilities assumed were recorded at fair value as of the acquisition date. Fair value estimates related to the assets and liabilities from American National are subject to adjustment for up to one year after the closing date of the acquisition as additional information becomes available. The purchase consideration allocation is considered preliminary as certain estimates related to the assets acquired and liabilities assumed are subject to continuing refinement. Valuations subject to refinement include, but are not limited to, loans, certain deposits, certain other assets, and the core deposit intangible asset.
The following table presents the estimated fair values of the assets acquired and liabilities assumed as of the effective date of the American National acquisition.
(in thousands)April 1, 2026
Total Consideration$594,144 
Assets
Cash and cash equivalents$220,898 
Investment securities989,925 
Loans, net3,716,472 
Other intangible assets(a)
103,200 
Other assets155,960 
Total assets$5,186,455 
Liabilities
Deposits$4,544,700 
Other liabilities89,700 
Total liabilities$4,634,400 
Fair value of net assets acquired$552,055 
Goodwill$42,089 
(a) Core deposit intangibles
The goodwill arising from the acquisition consists largely of the synergies and economies of scale expected from combining the operations of the Corporation with the former operations of American National. None of the goodwill is deductible for income tax purposes as the acquisition was accounted for as a tax-free exchange.
The Corporation engaged an independent, third-party valuation specialist to assist in the valuation of certain assets acquired and liabilities assumed from the business combination. The following valuation techniques were used in the valuation:

Investment securities: The fair value of AFS investment securities and equity securities was determined utilizing quoted prices in an active market, if available, or an external third party broker opinion of the market value.

Loans, net: Fair values of loans were based on a discounted cash flow methodology that considered factors including the type of loan, related collateral, credit quality status, fixed or variable interest rate, term of loan, amortization status and current discount rates. For the non-credit (interest and liquidity) premium, loans were grouped together according to similar characteristics when applying various valuation techniques. For the credit discount, loans were also grouped based on whether they had more than insignificant deterioration in credit since origination. Purchased loans and leases that reflect a more-than-insignificant deterioration of credit from origination are considered purchase credit deteriorated (PCD) assets. All other loans acquired were deemed purchased seasoned loans (non-PCD). The initial estimate of expected credit losses, excluding credit card loans, was recognized in the ACLL on the date of acquisition using the same methodology as other loans and leases held-for-investment.

The following table includes the fair value and unpaid principal balance of the acquired loans and leases:

(in thousands)Unpaid principal balancePremium
(Discount)		Loans and leasesAllowance for credit losses on loansLoans and leases, net
Non-PCD loans$3,185,647 $2,692 $3,188,339 $(28,263)$3,160,076 
PCD Loans615,403 (19,495)595,908 (39,512)556,396 
Total$3,801,050 $(16,803)$3,784,247 $(67,775)$3,716,472 
Core Deposit Intangibles: 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 will be amortized utilizing the sum of years digits basis.
Time Deposits: The fair value 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.
The Corporation's operating results include operating results from American National for the three months ended June 30, 2026. Due to the integration of operating activities into those of the Corporation, bifurcation and reporting of revenues and net income from the former American National operations is impracticable. In addition, such amounts would require significant estimates related to the proper allocation of merger cost savings that cannot be objectively made. The following table presents merger related costs, and the line item that these costs are included in on the consolidated statement of income, for the three and six months ended June 30, 2026. Additional transaction and integration costs will be expensed in future periods as incurred.
(in thousands)Three Months Ended June 30, 2026Six Months Ended Jun 30, 2026
Personnel$13,364 $13,364 
Technology781 781 
Occupancy23 103 
Business development and advertising417 654 
Equipment98 98 
Legal and professional9,569 10,253 
Other217 223 
Total$24,469 $25,476 
Pro Forma Financial Information
The following unaudited pro forma summary presents consolidated information of the Corporation as if the American National acquisition had occurred on January 1, 2025. The amounts do not reflect anticipated operating cost savings, revenue enhancements, or other synergies expected to result from the acquisition. Actual results may differ from the unaudited pro forma information presented.
Three Months Ended Jun 30,Six Months Ended Jun 30,
(Unaudited) (in thousands)2026202520262025
Net interest income and noninterest income$447,151 $415,810 $881,852 $807,328 
Net income141,691 120,532 263,217 212,961 
The pro forma adjustments include the effect of excluding acquisition-related expenses of $25.5 million for the six months ended June 30, 2026 and included such expenses in the first half of 2025. These adjustments also include adjusting amortization and accretion of fair value marks on acquired loans, investments, deposits, intangibles, other assets/liabilities, and the effect of income taxes.