XML 44 R34.htm IDEA: XBRL DOCUMENT
v3.23.3

Business Combinations (Tables) | 9 Months Ended
--- | ---
Sep. 30, 2023
Business Combination and Asset Acquisition [Abstract] |
Schedule of Business Acquisitions | The following tables provide the purchase price allocation to the identifiable assets acquired and liabilities assumed at their estimated fair values as of the SVBB Acquisition Date. The amounts below reflect Measurement Period adjustments made since the SVBB Acquisition Date, which increased the preliminary after tax gain on acquisition by $67 million. These Measurement Period adjustments primarily relate to refined fair value estimates for acquired affordable housing tax credit investments, loans, and assets and liabilities of acquired SVBB subsidiaries. Purchase Price Consideration; Unaudited Statement of Assets Acquired and Liabilities Assumed
dollars in millions |  |  |  |  | Fair Value Purchase Price Allocation as of March 27, 2023
Purchase price consideration |  |  |  |  |
Purchase Money Note (1) |  |  |  |  | $ | 35,808
Value Appreciation Instrument |  |  |  |  | 500
Purchase price consideration |  |  |  |  | $ | 36,308
Assets |  |  |  |  |
Cash and due from banks |  |  |  |  | $ | 1,310 |
Interest-earning deposits at banks |  |  |  |  | 34,001 |
Investment securities |  |  |  |  | 385 |
Loans and leases, net of PCD ALLL |  |  |  |  | 68,468 |
Affordable housing tax credit investments |  |  |  |  | 1,273 |
Premises and equipment |  |  |  |  | 308 |
Core deposit intangibles |  |  |  |  | 230 |
Other assets |  |  |  |  | 1,564 |
Total assets acquired |  |  |  |  | $ | 107,539 |
Liabilities |  |  |  |  |
Deposits |  |  |  |  | $ | 56,014 |
Borrowings |  |  |  |  | 10 |
Deferred tax liabilities |  |  |  |  | 3,281 |
Other liabilities |  |  |  |  | 2,035 |
Total liabilities assumed |  |  |  |  | $ | 61,340 |
Fair value of net assets acquired |  |  |  |  | 46,199 |
Preliminary gain on acquisition, after income taxes (2) |  |  |  |  | $ | 9,891 |
Preliminary gain on acquisition, before income taxes (2) |  |  |  |  | $ | 13,172 |
(1) The principal amount of the Purchase Money Note is the book value of net assets acquired of approximately $52.522 billion less the asset discount of $16.450 billion pursuant to the SVBB Purchase Agreement. The $35.808 billion above is net of a fair value discount of approximately $264 million. (2) The difference between the preliminary gain on acquisition before and after taxes reflects the deferred tax liabilities recorded in the SVBB Acquisition, as presented above. Loans and Leases Acquired
dollars in millions | Loans and Leases
| UPB |  | Fair Value
Non-PCD loans and leases | $ | 68,719 |  |  | $ | 66,422 |
PCD loans and leases | 2,568 |  |  | 2,046 |
Total loans and leases, before PCD gross-up | $ | 71,287 |  |  | $ | 68,468 |
The following table summarizes PCD loans and leases that BancShares acquired in the SVBB Acquisition. PCD Loans and Leases
dollars in millions | Total PCD from SVBB Acquisition
UPB | $ | 2,568 |
Fair value | 2,046 |
Total fair value discount | $ | 522 |
Less: discount for loans with $0 fair value at SVBB Acquisition Date | 26 |
Less: PCD gross-up | 220 |
PCD discount (1) | $ | 276 |
(1) The PCD discount of $276 million will be accreted into income over the contractual life of the applicable loan using the effective interest method. The following table provides the purchase price allocation to the identifiable assets acquired and liabilities assumed at their estimated fair values as of the Merger Date: Purchase Price Consideration and Net Assets Acquired
dollars in millions, except shares issued and price per share |  |  |  |  | Purchase Price Allocation
Common share consideration |  |  |  |  |
Shares of Class A Common Stock issued |  |  |  |  | 6,140,010 |
Price per share on January 3, 2022 |  |  |  |  | $ | 859.76 |
Common stock consideration |  |  |  |  | $ | 5,279 |
Preferred stock consideration |  |  |  |  | 541 |
Stock-based compensation consideration |  |  |  |  | 81 |
Cash in lieu of fractional shares and other consideration paid |  |  |  |  | 51 |
Purchase price consideration |  |  |  |  | $ | 5,952 |
Assets |  |  |  |  |
Cash and interest-earning deposits at banks |  |  |  |  | $ | 3,060 |
Investment securities |  |  |  |  | 6,561 |
Assets held for sale |  |  |  |  | 59 |
Loans and leases |  |  |  |  | 32,714 |
Operating lease equipment |  |  |  |  | 7,838 |
Bank-owned life insurance |  |  |  |  | 1,202 |
Intangible assets |  |  |  |  | 143 |
Other assets |  |  |  |  | 2,198 |
Total assets acquired |  |  |  |  | $ | 53,775 |
Liabilities |  |  |  |  |
Deposits |  |  |  |  | $ | 39,428 |
Borrowings |  |  |  |  | 4,536 |
Credit balances of factoring clients |  |  |  |  | 1,534 |
Other liabilities |  |  |  |  | 1,894 |
Total liabilities assumed |  |  |  |  | $ | 47,392 |
Fair value of net assets acquired |  |  |  |  | 6,383 |
Gain on acquisition |  |  |  |  | $ | 431 |
Schedule of Valuation of Core Deposits | The following table presents the intangible asset recorded related to the valuation of core deposits: Intangible Asset
dollars in millions | Fair Value |  | Estimated Useful Life |  | Amortization Method
Core deposit intangibles | $ | 230 |  |  | 8 years |  | Effective Yield
Schedule of Other Assets Acquired and Other Liabilities Assumed | The following table details other assets acquired: Other Assets
dollars in millions | Fair Value
Accrued interest receivable | $ | 431
Federal Home Loan Bank stock / Federal Reserve Bank stock | 320
Fair value of derivative financial instruments, net | 458
Other | 355 |
Total other assets | $ | 1,564
Other liabilities The following table details other liabilities assumed:
dollars in millions | Fair Value
Commitments to fund tax credit investments | $ | 715
Fair value of derivative financial instruments, net | 497 |
Accrued expenses and accounts payable | 262 |
Reserve for off-balance sheet credit exposures | 253 |
Accrued interest payable | 109 |
Other | 199 |
Total other liabilities | $ | 2,035

X
- References No definition available. + Details
Name: | us-gaap_BusinessCombinationAndAssetAcquisitionAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration

X
- Definition Tabular disclosure of a material business combination completed during the period, including background, timing, and recognized assets and liabilities. This table does not include leveraged buyouts. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 805 -SubTopic 10 -Section 50 -Paragraph 3 -Publisher FASB -URI https://asc.fasb.org//1943274/2147479328/805-10-50-3 Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 805 -SubTopic 10 -Section 50 -Paragraph 2 -Publisher FASB -URI https://asc.fasb.org//1943274/2147479328/805-10-50-2 + Details
Name: | us-gaap_ScheduleOfBusinessAcquisitionsByAcquisitionTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration

X
- Definition Tabular disclosure of finite-lived intangible assets acquired as part of a business combination or through an asset purchase, by major class and in total, including the value of the asset acquired, any significant residual value (the expected value of the asset at the end of its useful life) and the weighted-average amortization period. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 350 -SubTopic 30 -Section 50 -Paragraph 1 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482665/350-30-50-1 + Details
Name: | us-gaap_ScheduleOfFiniteLivedIntangibleAssetsAcquiredAsPartOfBusinessCombinationTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration

X
- Definition Tabular disclosure of the amounts recognized as of the acquisition date for each major class of assets acquired and liabilities assumed. May include but not limited to the following: (a) acquired receivables; (b) contingencies recognized at the acquisition date; and (c) the fair value of noncontrolling interests in the acquiree. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 805 -SubTopic 20 -Name Accounting Standards Codification -Paragraph 1 -Section 50 -Publisher FASB -URI https://asc.fasb.org//1943274/2147479907/805-20-50-1 + Details
Name: | us-gaap_ScheduleOfRecognizedIdentifiedAssetsAcquiredAndLiabilitiesAssumedTableTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration