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Mergers and Acquisitions (Tables) | 12 Months Ended
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Dec. 31, 2019
Business Combinations [Abstract] |
Summary of the allocation of purchase price to assets and liabilities acquired | The following table summarizes the allocation of purchase price to assets and liabilities acquired in connection with the Company’s acquisition of Brand based on their fair values on September 1, 2018.
Purchase Price: |  |
Shares issued to common shareholders | 9,306,477 |  |
Purchase price per share | $ | 46.69 |  |
Value of stock paid |  | $ | 434,519 |
Cash consideration paid |  | 21,879 |
Cash paid for fractional shares |  | 4 |
Cash settlement for stock options, net of tax benefit |  | 17,157 |
Deal charges paid on behalf of Brand |  | 894 |
Total Purchase Price |  | $ | 474,453 |
Net Assets Acquired: |  |
Stockholders’ equity at acquisition date | $ | 138,896 |  |
Increase (decrease) to net assets as a result of fair value adjustments to assets acquired and liabilities assumed: |  |
Securities | (323 | ) |
Loans, including loans held for sale | (27,611 | ) |
Premises and equipment | 910 |  |
Intangible assets | 27,534 |  |
Other assets | (4,495 | ) |
Deposits | (1,367 | ) |
Borrowings | (2,023 | ) |
Other liabilities | 13,338 |  |
Deferred income taxes | 957 |  |
Total Net Assets Acquired |  | 145,816 |
Goodwill resulting from merger(1) |  | $ | 328,637 |
(1) The goodwill resulting from the merger has been assigned to the Community Banks operating segment.
Summary of the fair value of assets acquired and liabilities assumed | The following table summarizes the estimated fair value on September 1, 2018 of assets acquired and liabilities assumed on that date in connection with the merger with Brand:
Cash and cash equivalents |  | $ | 193,436 |
Securities |  | 71,122 |
Loans, including loans held for sale |  | 1,580,339 |
Premises and equipment |  | 20,070 |
Intangible assets |  | 356,171 |
Other assets |  | 113,195 |
Total assets |  | 2,334,333 |
Deposits |  | 1,714,177 |
Borrowings |  | 89,273 |
Other liabilities |  | 56,430 |
Total liabilities |  | 1,859,880 |
The following table summarizes the significant assets acquired and liabilities assumed from BMG:
(in thousands) |  | September 1, 2018
Loans held for sale |  | 48,100 |
Borrowings |  | 34,139 |
Pro forma combined condensed consolidated financial information | The following table summarizes the results of operations for BMG included in the Company’s Consolidated Statements of Income for the twelve months ended December 31, 2018:
(in thousands) |  |
Interest income |  | $ | 357 |
Interest expense |  | 279 |
Net interest income |  | 78 |
Noninterest income |  | 4,043 |
Noninterest expense |  | 4,398 |
Net loss before taxes |  | $ | (277 | )
The following unaudited pro forma combined condensed consolidated financial information presents the results of operations for the twelve months ended December 31, 2019 and 2018 of the Company as though the Brand merger had been completed as of January 1, 2018, except that the results of operations for BMG are only included through its October 31, 2018 divestiture. The unaudited estimated pro forma information combines the historical results of Brand with the Company’s historical consolidated results and includes certain adjustments reflecting the estimated impact of certain fair value adjustments for the periods presented. The pro forma information is not necessarily indicative of what would have occurred had the acquisitions taken place on January 1, 2018. The pro forma information does not include the effect of any cost-saving or revenue-enhancing strategies. Merger expenses are reflected in the period in which they were incurred.
| Twelve Months Ended
| December 31,
| 2019 |  | 2018
Net interest income - pro forma (unaudited) | $ | 443,657 |  |  | $ | 455,513 |
Noninterest income - pro forma (unaudited) | $ | 153,254 |  |  | $ | 153,850 |
Noninterest expense - pro forma (unaudited) | $ | 374,174 |  |  | $ | 452,699 |
Net income - pro forma (unaudited) | $ | 167,596 |  |  | $ | 115,646 |
Earnings per share - pro forma (unaudited): |  |  |
Basic | $ | 2.89 |  |  | $ | 1.97 |
Diluted | $ | 2.88 |  |  | $ | 1.97 |

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- 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 -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 10 -Section 50 -Paragraph 3 -URI http://asc.fasb.org/extlink&oid=79982066&loc=d3e1486-128463 Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 10 -Section 50 -Paragraph 2 -URI http://asc.fasb.org/extlink&oid=79982066&loc=d3e1392-128463 + Details
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- 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 -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 20 -Section 50 -Paragraph 1 -URI http://asc.fasb.org/extlink&oid=116869197&loc=d3e4845-128472 + Details
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