XML 54 R34.htm IDEA: XBRL DOCUMENT v3.8.0.1
Acquisitions Acquisitions (Tables)
12 Months Ended
Dec. 31, 2017
Business Combinations [Abstract]  
Schedule of Consideration Paid, Assets Acquired and Liabilities Assumed in Acquisition
The following table details the total consideration paid on October 1, 2016 in connection with the acquisition of HCB, the fair values of the assets acquired and liabilities assumed and the resulting goodwill.
(Dollars in thousands)
 
As Recorded by HCB
 
Estimated Fair Value Adjustments
 
Estimated Fair Values as Recorded by Summit
Cash consideration paid
 
 
 
 
 
$
21,826

 
 
 
 
 
 
 
Identifiable assets acquired:
 
 
 
 
 
 
Cash and cash equivalents
 
$
53,235

 
$

 
$
53,235

Securities available for sale, at fair value
 
5,932

 

 
5,932

Loans
 


 


 


Purchased performing
 
58,931

 
(467
)
 
58,464

Purchased credit impaired
 
2,910

 
(528
)
 
2,382

Allowance for loan losses
 
(1,040
)
 
1,040

 

Premises and equipment
 
1,925

 
(307
)
 
1,618

Property held for sale
 
41

 
(18
)
 
23

Core deposit intangibles
 

 
1,612

 
1,612

Other assets
 
906

 
(41
)
 
865

Total identifiable assets acquired
 
$
122,840

 
$
1,291

 
$
124,131

 
 
 
 
 
 
 
Identifiable liabilities assumed:
 
 
 
 
 
 
Deposits
 
106,907

 
(112
)
 
106,795

Other liabilities
 
332

 

 
332

Total identifiable liabilities assumed
 
$
107,239

 
$
(112
)
 
$
107,127

 
 
 
 
 
 
 
Net identifiable assets acquired
 
$
15,601

 
$
1,403

 
$
17,004

 
 
 
 
 
 
 
Goodwill resulting from acquisition
 
 
 
 
 
$
4,822

The following table details the total consideration paid on April 1, 2017 in connection with the acquisition of FCB, the fair values of the assets acquired and liabilities assumed and the resulting preliminary goodwill.
Dollars in thousands
 
As Recorded by FCB
 
Estimated Fair Value Adjustments
 
Estimated Fair Values as Recorded by Summit
Cash consideration
 
 
 
 
 
$
14,989

Stock consideration
 
 
 
 
 
33,127

Total consideration
 
 
 
 
 
48,116

 
 
 
 
 
 
 
Identifiable assets acquired:
 
 
 
 
 
 
Cash and cash equivalents
 
$
54,042

 
$

 
$
54,042

Securities available for sale, at fair value
 
101,022

 
295

 
101,317

Loans
 
 
 
 
 
 
Purchased performing
 
224,809

 
(2,693
)
 
222,116

Purchased credit impaired
 
4,167

 
(540
)
 
3,627

Allowance for loan losses
 
(2,511
)
 
2,511

 

Premises and equipment
 
10,396

 
(4,222
)
 
6,174

Property held for sale
 
4,596

 
(2,219
)
 
2,377

Goodwill
 
5,183

 
(5,183
)
 

Core deposit intangibles
 

 
10,916

 
10,916

Other assets
 
4,450

 
652

 
5,102

Total identifiable assets acquired
 
406,154

 
(483
)
 
405,671

 
 
 
 
 
 
 
Identifiable liabilities assumed:
 
 
 
 
 
 
Deposits
 
349,726

 
807

 
350,533

Other liabilities
 
11,216

 
58

 
11,274

Total identifiable liabilities assumed
 
360,942

 
865

 
361,807

 
 
 
 
 
 
 
Net identifiable assets acquired
 
$
45,212

 
$
(1,348
)
 
$
43,864

 
 
 
 
 
 
 
Preliminary goodwill resulting from acquisition
 
 
 
 
 
$
4,252

Summary of PCI Loan Portfolio
The PCI loan portfolio related to the HCB acquisition was accounted for at estimated fair value on the date of acquisition, October 1, 2016, as follows:
Dollars in thousands
 
Acquired Loans -PCI
Contractual principal and interest due
 
$
3,301

Nonaccretable difference
 
(586
)
Expected cash flows
 
2,715

Accretable yield
 
(333
)
Purchase credit impaired loans - estimated fair value
 
$
2,382

The PCI loan portfolio acquired in the FCB acquisition was recorded at estimated fair value on the date of acquisition, April 1, 2017, as follows:
Dollars in thousands
 
Acquired Loans -PCI
Contractual principal and interest due
 
$
4,885

Nonaccretable difference
 
(597
)
Expected cash flows
 
4,288

Accretable yield
 
(661
)
Purchase credit impaired loans - estimated fair value
 
$
3,627

Pro Forma Information of the Combined Entities Summit, HCB, and FCB
The following table estimates the pro forma revenue, net income and diluted earnings per share of the combined entities of Summit, FCB and HCB as if the acquisitions had taken place on January 1, 2015. The pro forma revenue, net income and diluted earnings per share combines the historical results of FCB and HCB with Summit's consolidated statements of income for the periods below and, while certain adjustments were made for the estimated effect of certain fair value adjustments and other acquisition-related activity, they are not indicative of what would have occurred had the acquisitions actually taken place on January 1, 2015. Acquisition related expenses of $1,589,000 and $933,000 were included in our actual consolidated statements of income for the years ended December 31, 2017 and 2016, but were excluded from the pro forma information listed below. Additionally, HCB incurred acquisition related expenses of $405,000 in 2016 which were also excluded. In addition and also excluded, was a 2016 charge of $5.46 million by FCB relative to the termination of its defined benefit plan, which was required in conjunction with the merger. We expect to achieve operational cost savings and other efficiencies as a result of the acquisitions which are not reflected in the pro forma amounts below.
 
 
Summit, FCB & HCB Pro Forma
 
 
For the Year Ended December 31,
Dollars in thousands
 
2017
 
2016
 
2015
Total revenues, net of interest expense
 
$
85,470

 
$
82,634

 
$
81,706

Net income
 
$
13,029

 
$
20,312

 
$
18,915

Diluted earnings per share
 
$
1.09

 
$
1.66

 
$
1.54

Financial Effects of Purchase Accounting Adjustments
The following presents the financial effects of adjustments recognized in the statements of income for the years ended December 31, 2017 and 2016 related to business combinations that occurred during 2017 or 2016.
 
Income increase (decrease)
Dollars in thousands
December 31, 2017
 
December 31, 2016
Interest and fees on loans
$
825

 
$
66

Interest expense on deposits
237

 
(10
)
Amortization of intangibles
(1,210
)
 
(47
)
Income before income tax expense
$
(148
)
 
$
9