SUBSEQUENT EVENT	6 Months Ended
Jun. 30, 2013
SUBSEQUENT EVENT
SUBSEQUENT EVENT	12. SUBSEQUENT EVENT RB&T entered into a Purchase and Assumption Agreement (the “Agreement”) dated July 11, 2013, with H&R Block Bank (“HRBB”) and its sole shareholder Block Financial LLC. Pursuant to the Agreement, RB&T will acquire certain assets and assume certain liabilities, including all of the deposits of HRBB (the “P&A Transaction”). All of the assets acquired and all of the liabilities assumed by RB&T as part of the P&A Transaction will be transferred at a price equal to HRBB’s book value. As part of the P&A Transaction, RB&T will acquire HRBB non-cash assets projected to be approximately $3 million at closing. In addition, RB&T will assume approximately $470 million in projected customer deposits. The net amount of projected deposits less projected non-cash assets, estimated at approximately $467 million, will be paid in cash by HRBB to RB&T at closing. RB&T will not acquire HRBB’s sole banking center location in Kansas City, Missouri. In connection with the P&A Transaction, RB&T will also not acquire any of HRBB’s existing intercompany contracts with H&R Block that allow HRBB to offer various H&R Block-branded financial services products to H&R Block’s clients. The completion of the P&A Transaction is subject to multiple regulatory approvals for all parties, as well as the completion of a new Joint Marketing Master Services Agreement (“MSA”) and a related Receivables Purchase Agreement (“RPA”) among RB&T and affiliates of H&R Block, Inc. The Agreement requires that all regulatory approvals must be received by September 30, 2013 in order for the P&A Transaction to occur in 2013. If any regulatory approvals are obtained after September 30, 2013, the Agreement requires that the P&A Transaction will occur between April 30, 2014 and June 18, 2014. The parties to the Agreement submitted their respective applications for the P&A Transaction to their respective regulators on July 15, 2013, which gives the parties 77 days to receive regulatory approval under the terms of the Agreement in order for the P&A transaction to be completed in 2013. The Office of the Comptroller of the Currency (“OCC”) is considering RB&T’s application for the P&A Transaction along with RB&T’s earlier May 2013 application regarding an internal merger of RB&T and RB which includes a conversion to a national bank charter. There can be no assurance that all regulatory approvals will be obtained by all parties to the P&A Transaction within the 77 day time frame, if at all. RB&T and affiliates of H&R Block, Inc. are currently in separate contract negotiations to enter into a new MSA and a related RPA. Pursuant to the anticipated MSA, RB&T would replace HRBB as the bank that offers H&R Block-branded financial services products to H&R Block’s clients. Consistent with the framework of its existing Electronic Return Originator Oversight Plan, RB&T’s responsibilities under the anticipated MSA will include, among other things, audit, compliance and third party oversight. Similar to its existing arrangement with HRBB, under the anticipated MSA affiliates of H&R Block, Inc. will provide the sales, marketing, servicing and primary information systems’ infrastructure for the H&R Block-branded financial services products to be offered to H&R Block’s clients. As compared to the H&R Block-branded financial services products offered today by HRBB, RB&T does not anticipate material changes to the products offered, or the terms and conditions of the products it will offer, under the new MSA. Pursuant to the anticipated RPA, a portion of the loans originated by RB&T under the MSA are expected to be participated to an H&R Block affiliate. There can be no assurance that the parties will successfully negotiate and execute the MSA and the RPA, nor can there be any assurance with respect to the final terms and conditions of these agreements. In addition to the positive impact to RB&T’s and the Company’s overall earnings, the P&A Transaction and the anticipated MSA and RPA, if completed, are expected to impact the liquidity position of RB&T and the capital positions of RB&T and the Company, as a whole. More specifically, the cash received from the P&A Transaction, if completed, is expected to have a positive impact to the overall liquidity position of RB&T, although it would negatively impact RB&T’s and the Company’s Tier I leverage ratio. Similarly, the resulting growth in RB&T’s and the Company’s assets from the cash received in connection with the MSA during the first quarter of each year is expected to negatively impact RB&T’s and the Company’s first quarter Tier 1 Leverage Ratio. Neither RB&T’s nor the Company’s Tier 1 Leverage Ratios, however, are expected to fall below “well-capitalized” under regulatory guidelines. If RB&T became at risk to drop below the regulatory minimum to be well-capitalized for its Tier 1 Leverage Ratio, RB&T’s holding company has available approximately $120 million of funds on deposit at RB&T that it could contribute to RB&T in the form of Tier 1 common equity. Management believes the impact of the P&A Transaction and the anticipated MSA and RPA to the risk-based capital ratios of RB&T and the Company will be minimal as the substantial majority of asset growth resulting from the transactions will be from cash. See the Company’s Form 8-K filed with the Securities and Exchange Commission on July 11, 2013 for additional information on the Agreement and the ongoing contract negotiations for the MSA.

12. SUBSEQUENT EVENT

RB&T entered into a Purchase and Assumption Agreement (the “Agreement”) dated July 11, 2013, with H&R Block Bank (“HRBB”) and its sole shareholder Block Financial LLC. Pursuant to the Agreement, RB&T will acquire certain assets and assume certain liabilities, including all of the deposits of HRBB (the “P&A Transaction”).

All of the assets acquired and all of the liabilities assumed by RB&T as part of the P&A Transaction will be transferred at a price equal to HRBB’s book value. As part of the P&A Transaction, RB&T will acquire HRBB non-cash assets projected to be approximately $3 million at closing. In addition, RB&T will assume approximately $470 million in projected customer deposits. The net amount of projected deposits less projected non-cash assets, estimated at approximately $467 million, will be paid in cash by HRBB to RB&T at closing. RB&T will not acquire HRBB’s sole banking center location in Kansas City, Missouri. In connection with the P&A Transaction, RB&T will also not acquire any of HRBB’s existing intercompany contracts with H&R Block that allow HRBB to offer various H&R Block-branded financial services products to H&R Block’s clients.

The completion of the P&A Transaction is subject to multiple regulatory approvals for all parties, as well as the completion of a new Joint Marketing Master Services Agreement (“MSA”) and a related Receivables Purchase Agreement (“RPA”) among RB&T and affiliates of H&R Block, Inc. The Agreement requires that all regulatory approvals must be received by September 30, 2013 in order for the P&A Transaction to occur in 2013. If any regulatory approvals are obtained after September 30, 2013, the Agreement requires that the P&A Transaction will occur between April 30, 2014 and June 18, 2014.

The parties to the Agreement submitted their respective applications for the P&A Transaction to their respective regulators on July 15, 2013, which gives the parties 77 days to receive regulatory approval under the terms of the Agreement in order for the P&A transaction to be completed in 2013. The Office of the Comptroller of the Currency (“OCC”) is considering RB&T’s application for the P&A Transaction along with RB&T’s earlier May 2013 application regarding an internal merger of RB&T and RB which includes a conversion to a national bank charter. There can be no assurance that all regulatory approvals will be obtained by all parties to the P&A Transaction within the 77 day time frame, if at all.

RB&T and affiliates of H&R Block, Inc. are currently in separate contract negotiations to enter into a new MSA and a related RPA. Pursuant to the anticipated MSA, RB&T would replace HRBB as the bank that offers H&R Block-branded financial services products to H&R Block’s clients. Consistent with the framework of its existing Electronic Return Originator Oversight Plan, RB&T’s responsibilities under the anticipated MSA will include, among other things, audit, compliance and third party oversight. Similar to its existing arrangement with HRBB, under the anticipated MSA affiliates of H&R Block, Inc. will provide the sales, marketing, servicing and primary information systems’ infrastructure for the H&R Block-branded financial services products to be offered to H&R Block’s clients. As compared to the H&R Block-branded financial services products offered today by HRBB, RB&T does not anticipate material changes to the products offered, or the terms and conditions of the products it will offer, under the new MSA.

Pursuant to the anticipated RPA, a portion of the loans originated by RB&T under the MSA are expected to be participated to an H&R Block affiliate. There can be no assurance that the parties will successfully negotiate and execute the MSA and the RPA, nor can there be any assurance with respect to the final terms and conditions of these agreements.

In addition to the positive impact to RB&T’s and the Company’s overall earnings, the P&A Transaction and the anticipated MSA and RPA, if completed, are expected to impact the liquidity position of RB&T and the capital positions of RB&T and the Company, as a whole. More specifically, the cash received from the P&A Transaction, if completed, is expected to have a positive impact to the overall liquidity position of RB&T, although it would negatively impact RB&T’s and the Company’s Tier I leverage ratio. Similarly, the resulting growth in RB&T’s and the Company’s assets from the cash received in connection with the MSA during the first quarter of each year is expected to negatively impact RB&T’s and the Company’s first quarter Tier 1 Leverage Ratio. Neither RB&T’s nor the Company’s Tier 1 Leverage Ratios, however, are expected to fall below “well-capitalized” under regulatory guidelines. If RB&T became at risk to drop below the regulatory minimum to be well-capitalized for its Tier 1 Leverage Ratio, RB&T’s holding company has available approximately $120 million of funds on deposit at RB&T that it could contribute to RB&T in the form of Tier 1 common equity. Management believes the impact of the P&A Transaction and the anticipated MSA and RPA to the risk-based capital ratios of RB&T and the Company will be minimal as the substantial majority of asset growth resulting from the transactions will be from cash.

See the Company’s Form 8-K filed with the Securities and Exchange Commission on July 11, 2013 for additional information on the Agreement and the ongoing contract negotiations for the MSA.