XML 41 R31.htm IDEA: XBRL DOCUMENT v3.23.2
Mergers and Acquisitions (Tables)
6 Months Ended
Jun. 30, 2023
Business Combination and Asset Acquisition [Abstract]  
Summary of Purchase Price Allocation The following table summarizes the allocation of the purchase price to the fair value of the identifiable assets acquired and liabilities assumed from Sterling as of January 31, 2022:
(In thousands)Unpaid Principal BalanceFair Value
Purchase price consideration$5,180,300 
Assets:
Cash and due from banks510,929 
Interest-bearing deposits3,207 
Investment securities available-for-sale4,429,948 
Federal Home Loan Bank and Federal Reserve Bank Stock150,502 
Loans held for sale23,517 
Loans and leases:
Commercial non-mortgage$5,570,782 5,527,657 
Asset-based694,137 683,958 
Commercial real estate6,790,600 6,656,405 
Multi-family4,303,381 4,255,906 
Equipment financing1,350,579 1,314,311 
Warehouse lending647,767 643,754 
Residential1,313,785 1,281,637 
Home equity132,758 122,553 
Other consumer12,559 12,525 
Total loans and leases$20,816,348 20,498,706 
Deferred tax assets, net(59,716)
Premises and equipment264,421 
Other intangible assets210,100 
Bank-owned life insurance policies645,510 
Accrued interest receivable and other assets986,729 
Total assets acquired$27,663,853 
Liabilities:
Non-interest-bearing deposits$6,620,248 
Interest-bearing deposits16,643,755 
Securities sold under agreements to repurchase and other borrowings27,184 
Long-term debt516,881 
Accrued expenses and other liabilities589,689 
Total liabilities assumed$24,397,757 
Net assets acquired3,266,096 
Goodwill$1,914,204 
Summary of Supplemental Pro Forma Information Adjustments
The following table summarizes total merger-related expenses, which were primarily incurred in connection with the merger with Sterling:
Three months ended June 30,Six months ended June 30,
(In thousands)2023202220232022
Compensation and benefits (1)
$6,675 $24,117 $17,787 $65,702 
Occupancy (2)
495 30,999 1,230 31,355 
Technology and equipment (3)
6,837 812 5,128 19,897 
Professional and outside services (4)
18,939 3,824 38,948 48,281 
Marketing826 84 961 135 
Other expense (5)
7,068 6,804 6,159 9,765 
Total merger-related expenses$40,840 $66,640 $70,213 $175,135 
(1)Comprised primarily of severance and employee retention costs, and executive synergy stock awards.
(2)Comprised primarily of charges associated with the Company's corporate real estate consolidation plan in 2022.
(3)Comprised primarily of technology contract termination costs, and charges to support core conversion activities in 2023.
The amount for the six months ended June 30, 2023, includes a reduction of $4.8 million to a previously recorded technology-related contract termination charge during the three months ended March 31, 2023, due to a change in the expected use of certain services after core conversion.
(4)Comprised primarily of advisory, accounting, and other professional fees, and charges to support core conversion activities in 2023. The amount for the six months ended June 30, 2023, includes a reduction of $1.7 million to a previously recorded contract termination charge during the three months ended March 31, 2023, due to a decrease in volume usage.
(5)Comprised primarily of contract termination costs, disposals on property and equipment, and other miscellaneous expenses.
The following tables summarize the change in accrued expenses and other liabilities as it relates to severance and contract termination costs, which were primarily incurred in connection with the merger with Sterling:
Three months ended June 30,
20232022
(In thousands)SeveranceContract TerminationTotalSeveranceContract TerminationTotal
Balance, beginning of period$5,961 $23,775 $29,736 $32,156 $17,704 $49,860 
Additions charged to expense1,988 — 1,988 7,808 — 7,808 
Cash payments(4,545)— (4,545)(15,029)— (15,029)
Other(235)— (235)(421)— (421)
Balance, end of period$3,169 $23,775 $26,944 $24,514 $17,704 $42,218 
Six months ended June 30,
20232022
(In thousands)SeveranceContract TerminationTotal
Severance (1)
Contract TerminationTotal
Balance, beginning of period$7,583 $30,362 $37,945 $10,835 $— $10,835 
Additions charged to expense8,184 — 8,184 34,779 17,704 52,483 
Cash payments(11,538)— (11,538)(16,795)— (16,795)
Other(1,060)(6,587)(7,647)(4,305)— (4,305)
Balance, end of period$3,169 $23,775 $26,944 $24,514 $17,704 $42,218 
(1)Other reflects the release of $4.3 million from the Company's severance accrual, as the Company re-evaluated its strategic priorities as a combined organization in connection with the Sterling merger, which resulted in modifications to the Company's strategic initiatives that were previously announced in December 2020.