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Acquisitions
12 Months Ended
Dec. 31, 2021
Business Combination and Asset Acquisition [Abstract]  
Acquisitions Acquisitions
The following note details acquisitions accounted for as business combinations during the periods covered by this Report. Accordingly, assets acquired and liabilities assumed are presented at fair value as of the acquisition date. The determination of fair value requires management to make estimates about discount rates, future expected cash flows, market conditions and other future events that are highly subjective in nature and subject to change. Goodwill is established when the fair value of consideration paid exceeds the fair value of the identifiable assets acquired and liabilities assumed. Fair values are considered preliminary for a period not to exceed one year after the acquisition date and are subject to refinement as information relative to closing date fair values becomes available.

FinTrust
On July 6, 2021, United completed the acquisition of FinTrust, an investment advisory firm headquartered in Greenville, South Carolina, with additional locations in Anderson, South Carolina, and Athens and Macon, Georgia. The firm provides wealth and investment management services to individuals and institutions within its markets. United’s operating results for the year ended December 31, 2021 include FinTrust’s operating results for the period subsequent to the acquisition date.

FinTrust shareholders received $21.7 million in total consideration, which consisted of $4.40 million (132,299 shares) of United common stock, $9.62 million in cash paid at closing, $4.40 million in cash payable due on the first anniversary of the acquisition date and $3.30 million of contingent consideration. The contingent consideration represents an earn-out payment due to the sellers of FinTrust on the second anniversary of the acquisition date. The earn-out payment is subject to the achievement of defined target revenue ratios during the two-year period following the acquisition date, which are expected to be fully achieved.

At acquisition, United recognized $22.8 million of assets and $1.10 million of liabilities. Assets recorded as a result of the acquisition included goodwill of $14.2 million and a customer relationship intangible of $7.53 million. Goodwill reflects the value of FinTrust’s broad array of products and services, which enhances United’s existing wealth management business. Goodwill is expected to be deductible for tax purposes. United is amortizing the related customer relationship intangible using the straight-line method over 15 years, which represents the expected useful life of the asset. In addition, United recognized right-of-use assets and operating lease liabilities totaling $822,000 for FinTrust’s leased locations.
Aquesta
On October 1, 2021, United completed the acquisition of Aquesta, a bank headquartered in Cornelius, North Carolina, which operated a network of branches primarily located in the Charlotte metropolitan area. United’s operating results for the year ended December 31, 2021 include the operating results of the acquired business for the period subsequent to the acquisition date of October 1, 2021.

The following table presents purchased assets and assumed liabilities recorded at their acquisition date fair values and consideration transferred as well as supplementary information related to the acquired loan portfolio at the acquisition date (in thousands). 
Aquesta
Fair Value Recorded by United
October 1, 2021
Assets
Cash and cash equivalents$153,091 
Debt securities60,762 
Loans498,312 
Premises and equipment18,112 
BOLI12,540 
Accrued interest receivable1,419 
Net deferred tax asset2,129 
Core deposit intangible2,030 
Other assets7,553 
Total assets acquired755,948 
Liabilities
Deposits657,724 
FHLB advances24,509 
Other liabilities12,084 
Total liabilities assumed694,317 
Total identifiable net assets61,631 
Consideration transferred
Cash40,542 
Common stock issued (2,731,435 shares)
89,646 
Option and warrant equity instruments converted1,478 
Total fair value of consideration transferred131,666 
Goodwill$70,035 
Supplementary Information on Acquired Loans
October 1, 2021
PCD loans:
Par Value$75,579 
ACL at acquisition(3,544)
Non-credit discount(692)
Purchase price$71,343 
Non-PCD loans:
Fair value$426,969 
Gross contractual amounts receivable482,737 
Estimate of contractual cash flows not expected to be collected3,399 

Goodwill represents the intangible value of Aquesta’s business and reputation within the markets it served and is not expected to be deductible for income tax purposes. The Aquesta core deposit intangible will be amortized over its expected useful life of 10 years using the sum-of-the-years-digits method. 
Three Shores
On July 1, 2020, United completed the acquisition of Three Shores, including its wholly-owned subsidiary, Seaside, headquartered in Orlando, Florida. Seaside operated a 14-branch network located in key Florida metropolitan markets.

The following table presents purchased assets and assumed liabilities recorded at their acquisition date fair values and consideration transferred as well as supplementary information related to the acquired loan portfolio at the acquisition date (in thousands)
Three Shores
Fair Value Recorded by United
July 1, 2020
Assets 
Cash and cash equivalents$219,807 
Debt securities381,740 
Loans1,427,966 
Premises and equipment1,584 
Accrued interest receivable7,681 
Derivative assets11,800 
Net deferred tax asset15,061 
Core deposit intangible3,360 
Other assets65,340 
Total assets acquired2,134,339 
Liabilities
Deposits1,802,694 
FHLB advances and long-term debt144,121 
Derivative liabilities12,165 
Other liabilities28,046 
Total liabilities assumed1,987,026 
Total identifiable net assets147,313 
Consideration transferred
Cash24,108 
Common stock issued (8,130,633 shares)
163,589 
Total fair value of consideration transferred187,697 
Goodwill$40,384 
Supplementary Information on Acquired Loans
July 1, 2020
PCD loans: 
Par Value$283,137 
ACL at acquisition(11,152)
Non-credit discount(8,694)
Purchase price$263,291 
 
Non-PCD loans:
Fair value$1,164,675 
Gross contractual amounts receivable1,358,793 
Estimate of contractual cash flows not expected to be collected76,503 

Goodwill represents the intangible value of Three Shores’ business and reputation within the markets it served and is not expected to be deductible for income tax purposes. The Three Shores core deposit intangible will be amortized over its expected useful life of 10 years using the sum-of-the-years-digits method.

During the fourth quarter of 2020, within the one-year measurement period, United received additional information regarding acquisition date money market fund balances held by third party investment brokers and accrued interest receivable on certain debt securities and loans. As a result, the provisional fair values assigned to acquired cash and cash equivalents and accrued
interest receivable increased by $1.09 million and $116,000, respectively. As a result of these adjustments, goodwill was reduced by $1.21 million. These adjustments are reflected in the fair values presented in the table above.

Pro forma information - unaudited
 
The following table discloses the impact of the mergers with Aquesta, FinTrust, Three Shores and the 2019 acquisition of FMBT since the respective acquisition dates through December 31 of the year of acquisition. The table also presents certain pro forma information as if Aquesta and FinTrust had been acquired on January 1, 2020, Three Shores had been acquired January 1, 2019 and FMBT had been acquired on January 1, 2018. These results combine the historical results of the acquired entities with United’s consolidated statements of income and, while 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 acquisitions of Aquesta and FinTrust of $9.00 million and $518,000, respectively, are reflected in 2020 pro forma information and merger-related costs related to the acquisition of Three Shores of $5.04 million are reflected in 2019 pro forma information. Merger-related costs related to the acquisition of FMBT of $2.02 million were previously reported in 2018 pro forma information, which is not presented in the following table.

The following table presents the actual results and pro forma information for the periods indicated (in thousands).
(Unaudited)
Year Ended December 31,
 RevenueNet Income
2021  
Actual Aquesta results included in statement of income since acquisition date$2,122 $(282)
Actual FinTrust results included in statement of income since acquisition date4,326 (26)
Supplemental consolidated pro forma as if Aquesta and FinTrust had been acquired January 1, 2020771,289 279,568 
2020
Actual Three Shores results included in statement of income since acquisition date$24,541 $6,800 
Supplemental consolidated pro forma as if Aquesta and FinTrust had been acquired January 1, 2020 and Three Shores had been acquired January 1, 2019622,848 164,284 
2019
Actual FMBT results included in statement of income since acquisition date$7,525 $4,053 
Supplemental consolidated pro forma as if Three Shores had been acquired on January 1, 2019 and FMBT had been acquired January 1, 2018636,079 210,232