XML 43 R32.htm IDEA: XBRL DOCUMENT v3.23.1
Business Combinations (Tables)
3 Months Ended
Mar. 31, 2023
Business Combination and Asset Acquisition [Abstract]  
Schedule of Business Acquisitions
The following table provides the purchase price allocation to the identifiable assets acquired and liabilities assumed at their estimated fair values as of the SVBB Acquisition Date:

Purchase Price Consideration; Unaudited Statement of Assets Acquired and Liabilities Assumed
dollars in millionsFair Value Purchase Price Allocation as of March 27, 2023
Purchase price consideration
Purchase Money Note (1)
$35,150
Value Appreciation Instrument500
Purchase price consideration$35,650
Assets
Cash and due from banks1,347 
Interest-earning deposits at banks33,932 
Investment securities122 
Loans and leases68,503 
Affordable housing tax credit investments1,134 
Core deposit intangibles230 
Other assets1,332 
Total assets acquired$106,600 
Liabilities
Deposits55,959 
Borrowings10 
Deferred tax liabilities3,310 
Other liabilities1,847 
Total liabilities assumed$61,126 
Fair value of net assets acquired45,474 
Preliminary gain on acquisition, after income taxes (2)
$9,824 
Preliminary gain on acquisition, before income taxes (2)
$13,134 
(1) The principal amount of the Purchase Money Note is the book value of net assets acquired of approximately $51.82 billion less the asset discount of $16.45 billion pursuant to the SVBB Purchase Agreement. The $35.15 billion above is net of a fair value discount of approximately $220 million.
(2) The difference between the preliminary gain on acquisition before and after taxes reflects the deferred tax liabilities recorded in the SVBB Acquisition, as presented above.
Loans Acquired
dollars in millionsLoans and Leases
UPBFair Value
Non-PCD loans and leases$68,742 $66,473 
PCD loans and leases2,529 2,030 
Total loans and leases$71,271 $68,503 
The following table provides the purchase price allocation to the identifiable assets acquired and liabilities assumed at their estimated fair values as of the Merger Date:

Purchase Price Consideration and Net Assets Acquired
dollars in millions, except shares issued and price per share Purchase Price Allocation
Common share consideration
     Shares of Class A Common Stock issued6,140,010 
     Price per share on January 3, 2022$859.76 
          Common stock consideration$5,279 
Preferred stock consideration541 
Stock-based compensation consideration81 
Cash in lieu of fractional shares and other consideration paid51 
Purchase price consideration$5,952 
Assets
Cash and interest-earning deposits at banks$3,060 
Investment securities6,561 
Assets held for sale59 
Loans and leases32,714 
Operating lease equipment7,838 
Bank-owned life insurance1,202 
Intangible assets143 
Other assets2,198 
Total assets acquired$53,775 
Liabilities
Deposits$39,428 
Borrowings4,536 
Credit balances of factoring clients1,534 
Other liabilities1,894 
Total liabilities assumed$47,392 
Fair value of net assets acquired6,383 
Gain on acquisition$431 
Schedule of Valuation of Core Deposits
The following table presents the intangible asset recorded related to the valuation of core deposits:  

Intangible Asset
dollars in millionsFair ValueEstimated Useful LifeAmortization Method
Core deposit intangibles$230 8 yearsEffective Yield
Schedule of Other Assets Acquired and Other Liabilities Assumed
The following table details other assets acquired:

Other Assets
dollars in millionsFair Value
Accrued interest receivable$412
Fair value of derivative financial instruments, net197
Premises and equipment286
Other437 
Total other assets$1,332
Other liabilities
The following table details other liabilities assumed:

dollars in millionsFair Value
Fair value of derivative financial instruments, net$333
Accrued interest payable113 
Commitments to fund tax credit investments716
Other685 
Total other liabilities$1,847