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ACQUISITIONS (Tables) | 12 Months Ended
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Dec. 31, 2019
ACQUISITIONS [Abstract] |
Estimated Fair Value of Assets Acquired and Liabilities Assumed | The following table summarizes the estimated fair value of the assets acquired and liabilities assumed after considering the measurement period adjustments described above:
|  |  |  |  | 2019 |  |  |  |  |  | 2018 |  |  | 2017 |
(000s omitted) |  | Kinderhook |  |  | Other (1) |  |  | Total |  |  | Other (2) |  |  | NRS |  |  | Merchants |  |  | Other (3) |  |  | Total |
Consideration paid : |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Cash |  | $ | 93,384 |  |  | $ | 1,650 |  |  | $ | 95,034 |  |  | $ | 1,753 |  |  | $ | 70,073 |  |  | $ | 82,898 |  |  | $ | 6,775 |  |  | $ | 159,746 |
Community Bank System, Inc. common stock |  |  | 0 |  |  |  | 0 |  |  |  | 0 |  |  |  | 0 |  |  |  | 78,483 |  |  |  | 262,254 |  |  |  | 2,395 |  |  |  | 343,132 |
Total net consideration paid |  |  | 93,384 |  |  |  | 1,650 |  |  |  | 95,034 |  |  |  | 1,753 |  |  |  | 148,556 |  |  |  | 345,152 |  |  |  | 9,170 |  |  |  | 502,878 |
Recognized amounts of identifiable assets acquired and liabilities assumed: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Cash and cash equivalents |  |  | 90,381 |  |  |  | 0 |  |  |  | 90,381 |  |  |  | 16 |  |  |  | 11,063 |  |  |  | 40,730 |  |  |  | 339 |  |  |  | 52,132 |
Investment securities |  |  | 39,770 |  |  |  | 0 |  |  |  | 39,770 |  |  |  | 0 |  |  |  | 20,294 |  |  |  | 370,648 |  |  |  | 0 |  |  |  | 390,942 |
Loans |  |  | 479,877 |  |  |  | 0 |  |  |  | 479,877 |  |  |  | 0 |  |  |  | 0 |  |  |  | 1,488,157 |  |  |  | 0 |  |  |  | 1,488,157 |
Premises and equipment |  |  | 13,970 |  |  |  | 0 |  |  |  | 13,970 |  |  |  | 10 |  |  |  | 411 |  |  |  | 16,608 |  |  |  | 27 |  |  |  | 17,046 |
Accrued interest and fees receivable |  |  | 1,130 |  |  |  | 0 |  |  |  | 1,130 |  |  |  | 0 |  |  |  | 72 |  |  |  | 4,773 |  |  |  | 0 |  |  |  | 4,845 |
Other assets |  |  | 14,109 |  |  |  | 0 |  |  |  | 14,109 |  |  |  | 105 |  |  |  | 8,088 |  |  |  | 51,585 |  |  |  | 583 |  |  |  | 60,256 |
Core deposit intangibles |  |  | 3,573 |  |  |  | 0 |  |  |  | 3,573 |  |  |  | 0 |  |  |  | 0 |  |  |  | 23,214 |  |  |  | 0 |  |  |  | 23,214 |
Other intangibles |  |  | 0 |  |  |  | 1,650 |  |  |  | 1,650 |  |  |  | 1,343 |  |  |  | 60,200 |  |  |  | 2,857 |  |  |  | 5,626 |  |  |  | 68,683 |
Deposits |  |  | (568,161 | ) |  |  | 0 |  |  |  | (568,161 | ) |  |  | 0 |  |  |  | 0 |  |  |  | (1,448,406 | ) |  |  | 0 |  |  |  | (1,448,406 | )
Other liabilities |  |  | (3,259 | ) |  |  | 0 |  |  |  | (3,259 | ) |  |  | (31 | ) |  |  | (26,828 | ) |  |  | (11,750 | ) |  |  | (1,155 | ) |  |  | (39,733 | )
Short-term advances |  |  | 0 |  |  |  | 0 |  |  |  | 0 |  |  |  | 0 |  |  |  | 0 |  |  |  | (80,000 | ) |  |  | 0 |  |  |  | (80,000 | )
Securities sold under agreement to repurchase, short-term |  |  | 0 |  |  |  | 0 |  |  |  | 0 |  |  |  | 0 |  |  |  | 0 |  |  |  | (278,076 | ) |  |  | 0 |  |  |  | (278,076 | )
Other Federal Home Loan Bank borrowings |  |  | (2,420 | ) |  |  | 0 |  |  |  | (2,420 | ) |  |  | 0 |  |  |  | 0 |  |  |  | (3,615 | ) |  |  | 0 |  |  |  | (3,615 | )
Subordinated notes payable |  |  | (13,831 | ) |  |  | 0 |  |  |  | (13,831 | ) |  |  | 0 |  |  |  | 0 |  |  |  | 0 |  |  |  | 0 |  |  |  | 0 |
Subordinated debt held by unconsolidated subsidiary trusts |  |  | (2,062 | ) |  |  | 0 |  |  |  | (2,062 | ) |  |  | 0 |  |  |  | 0 |  |  |  | (20,619 | ) |  |  | 0 |  |  |  | (20,619 | )
Total identifiable assets, net |  |  | 53,077 |  |  |  | 1,650 |  |  |  | 54,727 |  |  |  | 1,443 |  |  |  | 73,300 |  |  |  | 156,106 |  |  |  | 5,420 |  |  |  | 234,826 |
Goodwill |  | $ | 40,307 |  |  | $ | 0 |  |  | $ | 40,307 |  |  | $ | 310 |  |  | $ | 75,256 |  |  | $ | 189,046 |  |  | $ | 3,750 |  |  | $ | 268,052 |
(1) Includes amounts related to both acquisitions completed by CISI in 2019. (2) Includes amounts related to the Penna, Styles Bridges and HR Consultants acquisitions. (3) Includes amounts related to the BAS, Dryfoos, NECM and GBR acquisitions.
Loans Acquired | The following is a summary of the loans acquired from Kinderhook at the date of acquisition:
|  | Acquired |  |  | Acquired |  |  | Total |
|  | Impaired |  |  | Non-impaired |  |  | Acquired |
(000s omitted) |  | Loans |  |  | Loans |  |  | Loans |
Contractually required principal and interest at acquisition |  | $ | 13,350 |  |  | $ | 636,384 |  |  | $ | 649,734 |
Contractual cash flows not expected to be collected |  |  | (4,176 | ) |  |  | (5,472 | ) |  |  | (9,648 | )
Expected cash flows at acquisition |  |  | 9,174 |  |  |  | 630,912 |  |  |  | 640,086 |
Interest component of expected cash flows |  |  | (551 | ) |  |  | (159,658 | ) |  |  | (160,209 | )
Fair value of acquired loans |  | $ | 8,623 |  |  | $ | 471,254 |  |  | $ | 479,877 |
The following is a summary of the loans acquired from Merchants at the date of acquisition:
|  | Acquired |  |  | Acquired |  |  | Total |
|  | Impaired |  |  | Non-impaired |  |  | Acquired |
(000s omitted) |  | Loans |  |  | Loans |  |  | Loans |
Contractually required principal and interest at acquisition |  | $ | 15,454 |  |  | $ | 1,872,574 |  |  | $ | 1,888,028 |
Contractual cash flows not expected to be collected |  |  | (5,385 | ) |  |  | (14,753 | ) |  |  | (20,138 | )
Expected cash flows at acquisition |  |  | 10,069 |  |  |  | 1,857,821 |  |  |  | 1,867,890 |
Interest component of expected cash flows |  |  | (793 | ) |  |  | (378,940 | ) |  |  | (379,733 | )
Fair value of acquired loans |  | $ | 9,276 |  |  | $ | 1,478,881 |  |  | $ | 1,488,157 |
Pro Forma Financial Information | The pro forma information set forth below reflects the historical results of Kinderhook, Merchants, and NRS combined with the Company’s consolidated statement of income with adjustments related to (a) certain purchase accounting fair value adjustments and (b) amortization of customer lists and core deposit intangibles. Acquisition expenses related to the Kinderhook transaction totaling $8.0 million for the year ended December 31, 2019 were included in the pro forma information as if they were incurred in 2018. Acquisition expenses related to the Merchants and NRS transactions totaling $25.7 million for the year ended December 31, 2017 were included in the pro forma information as if they were incurred in 2016.
|  | Pro Forma (Unaudited) Year Ended December 31, |
(000’s omitted) |  | 2019 |  |  | 2018 |  |  | 2017 |  |  | 2016 |
Total revenue, net of interest expense |  | $ | 602,817 |  |  | $ | 594,174 |  |  | $ | 546,977 |  |  | $ | 536,183 |
Net income |  |  | 178,427 |  |  |  | 167,914 |  |  |  | 176,257 |  |  |  | 109,186 |

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