On May 1, 2019, United completed the acquisition of First Madison Bank & Trust (“FMBT”). FMBT operated four banking offices in Athens-Clarke County, Georgia. In connection with the acquisition, United acquired $245 million of assets and assumed $213 million of liabilities. Under the terms of the merger agreement, FMBT shareholders received $52.1 million in cash. The fair value of consideration paid exceeded the fair value of the identifiable assets and liabilities acquired and resulted in the establishment of goodwill in the amount of $20.3 million, representing the intangible value of FMBT’s business and reputation within the markets it served. None of the goodwill recognized is expected to be deductible for income tax purposes. United is amortizing the related core deposit intangible of $2.80 million using the sum-of-the-years-digits method over 9.25 years, which represents the expected useful life of the asset.



	As Recorded by FMBT			Fair Value Adjustments ⁽¹⁾			As Recorded by United
Assets
Cash and cash equivalents	$	32,548		$	—		$	32,548
Loans	197,682			(5,188		)	192,494
Allowance for loan losses	(6,338		)	6,338			—
Premises and equipment, net	7,124			1,400			8,524
Bank owned life insurance	6,823			—			6,823
Net deferred tax asset	1,386			(1,229		)	157
Core deposit intangible	—			2,800			2,800
Other assets	1,032			246			1,278
Total assets acquired	$	240,257		$	4,367		$	244,624
Liabilities
Deposits	$	211,884		$	243		$	212,127
Other liabilities	924			(207		)	717
Total liabilities assumed	212,808			36			212,844
Excess of assets acquired over liabilities assumed	$	27,449
Aggregate fair value adjustments				$	4,331
Total identifiable net assets							31,780
Cash consideration transferred							52,093
Goodwill							$	20,313



	May 1, 2019
Accounted for pursuant to ASC 310-30:
Contractually required principal and interest	$	13,145
Non-accretable difference	2,517
Cash flows expected to be collected	10,628
Accretable yield	1,300
Fair value	$	9,328

Excluded from ASC 310-30:
Fair value	$	183,166
Gross contractual amounts receivable	218,855
Estimate of contractual cash flows not expected to be collected	8,826

On February 1, 2018, United completed the acquisition of Navitas, a specialty lending company providing equipment finance credit services to small and medium-sized businesses nationwide. In connection with the acquisition, United acquired $393 million of assets and assumed $350 million of liabilities. Under the terms of the merger agreement, Navitas shareholders received $130 million in total consideration, of which $84.5 million was paid in cash and $45.7 million was paid in United common stock. The fair value of consideration paid exceeded the fair value of the identifiable assets and liabilities acquired and resulted in the establishment of goodwill in the amount of $87.4 million, representing the intangible value of Navitas’s business and reputation within the markets it served. None of the goodwill recognized is expected to be deductible for income tax purposes.

Since the acquisition date, within the one-year measurement period, United received additional information regarding the fair value of loans. As a result, the provisional value assigned to the acquired loans was reduced by $526,000, partially offset by acquisition-related adjustments to deferred tax assets. The net of the adjustments was reflected as a $390,000 increase to goodwill.



	As Recorded by Navitas		Fair Value Adjustments			As Recorded by United
Assets
Cash and cash equivalents	$	27,700	—			$	27,700
Loans and leases, net	365,533		(7,181		)	358,352
Premises and equipment, net	628		(304		)	324
Net deferred tax asset	—		2,873			2,873
Other assets	5,117		(1,066		)	4,051
Total assets acquired	$	398,978	$	(5,678	)	$	393,300
Liabilities
Short-term borrowings	$	214,923	$	—		$	214,923
Long-term debt	119,402		—			119,402
Other liabilities	17,059		(951		)	16,108
Total liabilities assumed	351,384		(951		)	350,433
Excess of assets acquired over liabilities assumed	$	47,594
Aggregate fair value adjustments			$	(4,727	)
Total identifiable net assets						42,867
Consideration transferred
Cash						84,500
Common stock issued (1,443,987 shares)						45,746
Total fair value of consideration transferred						130,246
Goodwill						$	87,379



	February 1, 2018
Accounted for pursuant to ASC 310-30:
Contractually required principal and interest	$	24,711
Non-accretable difference	5,505
Cash flows expected to be collected	19,206
Accretable yield	1,977
Fair value	$	17,229

Excluded from ASC 310-30:
Fair value	$	341,123
Gross contractual amounts receivable	389,432
Estimate of contractual cash flows not expected to be collected	8,624

On November 1, 2017, United completed the acquisition of Four Oaks FinCorp, Inc. (“FOFN”) and its wholly-owned bank subsidiary, Four Oaks Bank & Trust Company. FOFN operated 14 banking offices in the Raleigh, North Carolina area. In connection with the acquisition, United acquired $730 million of assets and assumed $658 million of liabilities. Under the terms of the merger agreement, FOFN shareholders received 0.6178 shares of United common stock and $1.90 for each share of FOFN common stock issued and outstanding at the closing date. The fair value of consideration paid exceeded the fair value of the identifiable assets and liabilities acquired and resulted in the establishment of goodwill in the amount of $53.5 million, representing the intangible value of FOFN’s business and reputation within the market it served. None of the goodwill recognized is expected to be deductible for income tax purposes. United is amortizing the related core deposit intangible of $7.83 million using the sum-of-the-years-digits method over 11.5 years, which represents the expected useful life of the asset. United amortized the related noncompete agreement intangibles of $908,000 using the straight line method over the one year terms of the agreements. In connection with the acquisition, United assumed $11.5 million in subordinated debentures and $12.4 million in trust preferred securities. See Note 13 for further information on long-term debt.

During first quarter 2018, within the one-year measurement period, United received additional information regarding the acquisition date fair values of loans held for sale and servicing assets. As a result, the provisional values assigned to the acquired loans held for sale and servicing assets have been adjusted to $10.7 million and $65,000, respectively, which represent an increase of $2.59 million and a decrease of $354,000, respectively, from amounts previously disclosed. The tax effect of these adjustments was reflected as a decrease to the deferred tax asset of $1.08 million, with the net amount of $1.16 million reflected as a decrease to goodwill.



	As Recorded by FOFN		Fair Value Adjustments			As Recorded by United
Assets
Cash and cash equivalents	$	48,652	$	6		$	48,658
Securities	114,190		782			114,972
Loans held for sale	13,976		(3,290		)	10,686
Loans, net	491,721		(5,477		)	486,244
Premises and equipment, net	11,251		1,147			12,398
Bank owned life insurance	20,339		—			20,339
Accrued interest receivable	1,858		(118		)	1,740
Net deferred tax asset	18,333		(999		)	17,334
Intangibles	—		8,738			8,738
Other real estate owned	1,173		(514		)	659
Other assets	8,792		(69		)	8,723
Total assets acquired	$	730,285	$	206		$	730,491
Liabilities
Deposits	$	563,840	$	1,365		$	565,205
Federal Home Loan Bank advances	65,000		224			65,224
Long-term debt	23,872		(4,125		)	19,747
Other liabilities	7,330		60			7,390
Total liabilities assumed	660,042		(2,476		)	657,566
Excess of assets acquired over liabilities assumed	$	70,243
Aggregate fair value adjustments			$	2,682
Total identifiable net assets						72,925
Consideration transferred
Cash						12,802
Common stock issued (4,145,343 shares)						113,665
Total fair value of consideration transferred						126,467
Goodwill						$	53,542



	November 1, 2017
Accounted for pursuant to ASC 310-30:
Contractually required principal and interest	$	49,377
Non-accretable difference	8,244
Cash flows expected to be collected	41,133
Accretable yield	3,313
Fair value	$	37,820

Excluded from ASC 310-30:
Fair value	$	448,462
Gross contractual amounts receivable	509,629
Estimate of contractual cash flows not expected to be collected	6,081

On July 31, 2017, United completed the acquisition of HCSB Financial Corporation (“HCSB”) and its wholly-owned bank subsidiary, Horry County State Bank. HCSB operated eight branches in coastal South Carolina. In connection with the acquisition, United acquired $389 million of assets and assumed $347 million of liabilities. Under the terms of the merger agreement, HCSB shareholders received 0.0050 shares of United common stock for each share of HCSB common stock issued and outstanding at the closing date. The fair value of consideration paid exceeded the fair value of the identifiable assets and liabilities acquired and resulted in the establishment of goodwill in the amount of $24.2 million, representing the intangible value of HCSB’s business and reputation within the market it served. None of the goodwill recognized is expected to be deductible for income tax purposes. United is amortizing the related core deposit intangible of $3.48 million using the sum-of-the-years-digits method over six years, which represents the expected useful life of the asset. United amortized the related noncompete agreement intangibles of $2.24 million using the straight line method over the terms of the agreements, which vary between one year and two years.

During second quarter 2018, within the one-year measurement period, United received additional information regarding the acquisition date fair value of premises and equipment. As a result, the provisional value assigned to the acquired premises and equipment has been adjusted to $7.42 million, which represents a decrease of $493,000 from the amount previously disclosed. The tax effect of this adjustment was reflected as an increase to the deferred tax asset of $190,000, resulting in a net $303,000 increase to goodwill.



	As Recorded by HCSB		Fair Value Adjustments			As Recorded by United
Assets
Cash and cash equivalents	$	17,855	$	(2	)	$	17,853
Securities	101,462		(142		)	101,320
Loans, net	228,483		(12,536		)	215,947
Premises and equipment, net	14,030		(6,606		)	7,424
Bank owned life insurance	11,827		—			11,827
Accrued interest receivable	1,322		(275		)	1,047
Net deferred tax asset	—		25,579			25,579
Intangibles	—		5,716			5,716
Other real estate owned	1,177		(372		)	805
Other assets	1,950		(32		)	1,918
Total assets acquired	$	378,106	$	11,330		$	389,436
Liabilities
Deposits	$	318,512	$	430		$	318,942
Repurchase agreements	1,141		—			1,141
Federal Home Loan Bank advances	24,000		517			24,517
Other liabilities	1,955		91			2,046
Total liabilities assumed	345,608		1,038			346,646
Excess of assets acquired over liabilities assumed	$	32,498
Aggregate fair value adjustments			$	10,292
Total identifiable net assets						42,790
Consideration transferred
Cash						31
Common stock issued (2,370,331 shares)						65,800
Total fair value of consideration transferred						65,831
Equity interest in HCSB held before the business combination						1,125
Goodwill						$	24,166



	July 31, 2017
Accounted for pursuant to ASC 310-30:
Contractually required principal and interest	$	46,069
Non-accretable difference	12,413
Cash flows expected to be collected	33,656
Accretable yield	3,410
Fair value	$	30,246

Excluded from ASC 310-30:
Fair value	$	185,701
Gross contractual amounts receivable	212,780
Estimate of contractual cash flows not expected to be collected	3,985

The following table discloses the impact of the mergers with FMBT, Navitas, FOFN, and HCSB since the respective acquisition dates through December 31 of the year of acquisition. The table also presents certain pro forma information as if FMBT had been acquired on January 1, 2018, Navitas had been acquired on January 1, 2017, and FOFN and HCSB had been acquired on January 1, 2016. These results combine the historical results of the acquired entities with United’s consolidated statements of income and, while certain adjustments were made for the estimated impact of certain fair value adjustments and other acquisition-related activity, they are not necessarily indicative of what would have occurred had the acquisitions taken place in earlier years.

For purposes of pro forma information, merger-related costs incurred in the year of acquisition are excluded from the actual acquisition year results and included in the pro forma acquisition year results. As a result, merger-related costs related to the acquisition of FMBT of $2.02 million are reflected in 2018 pro forma information and merger-related costs related to the acquisition of Navitas of $4.98 million are reflected in 2017 pro forma information. Merger-related costs related to the acquisitions of FOFN and HCSB of $8.71 million were reflected in the 2016 pro forma results which are not presented below. The following table presents the actual results and pro forma information for the periods indicated (in thousands).



	(Unaudited) Year Ended December 31,
	Revenue		Net Income
2019
Actual FMBT results included in statement of income since acquisition date	$	7,525	$	4,053
Supplemental consolidated pro forma as if FMBT had been acquired January 1, 2018	563,872		187,124

2018
Actual Navitas results included in the statement of income since acquisition date	$	24,285	$	7,149
Supplemental consolidated pro forma as if FMBT had been acquired January 1, 2018 and Navitas had been acquired January 1, 2017	539,152		171,218
2017
Actual FOFN results included in statement of income since acquisition date	$	5,265	$	1,406
Actual HCSB results included in statement of income since acquisition date	5,775		1,385
Supplemental consolidated pro forma as if FOFN and HCSB had been acquired January 1, 2016 and Navitas had been acquired January 1, 2017	495,052		78,958