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Mergers and Acquisitions (Tables)
 9 Months Ended
Sep. 30, 2025
Business Combination [Abstract]  
Summary of Preliminary Purchase Price of PFC Acquisition and Goodwill

The preliminary purchase price of the PFC acquisition and resulting goodwill is summarized as follows:

 

(unaudited, in thousands)

 

February 28, 2025

 

Purchase price:

 

 

 

Fair value of Wesbanco shares issued

 

$

1,007,845

 

Cash consideration for outstanding PFC shares

 

 

138

 

Total purchase price

 

$

1,007,983

 

Fair value of:

 

 

 

Tangible assets acquired

 

$

7,735,477

 

Core deposit and other intangible assets acquired

 

 

152,488

 

Liabilities assumed

 

 

(7,561,996

)

Net cash received in the acquisition

 

 

200,592

 

Fair value of net assets acquired

 

 

526,561

 

Goodwill recognized

 

$

481,422

 
Summary of Amounts Recognized for Major Class of Assets Acquired and Liabilities Assumed

The following table presents the amounts recognized as of the acquisition date for each major class of assets acquired and liabilities assumed:

 

(unaudited, in thousands)

 

February 28, 2025

 

 

 

 

 

 

 

Total merger consideration

 

 

 

$

1,007,983

 

Fair value of assets acquired

 

 

 

 

 

Cash and due from banks

 

$

200,592

 

 

 

Equity securities

 

 

14,601

 

 

 

Available-for-sale debt securities

 

 

1,149,980

 

 

 

Loans held for sale

 

 

169,607

 

 

 

Net portfolio loans

 

 

5,890,376

 

 

 

Premises and equipment

 

 

59,046

 

 

 

Accrued interest receivable

 

 

35,682

 

 

 

Intangible assets

 

 

152,488

 

 

 

Bank-owned life insurance

 

 

186,736

 

 

 

Deferred taxes

 

 

96,398

 

 

 

Other assets

 

 

133,051

 

 

 

Total assets acquired

 

$

8,088,557

 

 

 

Fair value of liabilities assumed

 

 

 

 

 

Deposits

 

$

6,873,339

 

 

 

FHLB borrowings

 

 

502,028

 

 

 

Subordinated debt and junior subordinated debt

 

 

80,606

 

 

 

Accrued interest payable

 

 

3,620

 

 

 

Other liabilities

 

 

102,403

 

 

 

Total liabilities assumed

 

$

7,561,996

 

 

 

Net assets acquired

 

 

 

$

526,561

 

Goodwill

 

 

 

$

481,422

 

 
Schedule of Changes in Purchase Price of Assets Acquired and The Liabilities Assumed

The following table presents the changes in the allocation of the purchase price of the assets acquired and the liabilities assumed at the date of the acquisition previously reported as of June 30, 2025:

 

(unaudited, in thousands)

 

February 28, 2025

 

Goodwill recognized as of June 30, 2025

 

$

476,175

 

Change in fair value of net assets acquired:

 

 

 

Assets

 

 

 

        Loans held for sale

 

 

(1,345

)

        Net portfolio loans

 

 

1,410

 

        Intangible assets

 

 

(5,918

)

        Deferred tax assets

 

 

(1,416

)

        Accrued income and other assets

 

 

2,592

 

Liabilities

 

 

 

        Deposits

 

 

108

 

        Accrued expenses and other liabilities

 

 

(678

)

Total change in fair value of net assets acquired

 

$

(5,247

)

Increase in goodwill recognized

 

 

5,247

 

Goodwill recognized as of September 30, 2025

 

$

481,422

 

The fair value estimates for loans, deferred taxes, other assets and other liabilities have continued to fluctuate as the final valuations and reclassifications are completed. The Company expects to finalize the fair values and corresponding goodwill balance within one year of the date of the acquisition.
Summary of Purchased Credit Deteriorated Loans The PCD loans are summarized in the following table:

 

(unaudited, in thousands)

 

 

 

Amortized cost of acquired PCD loans

 

$

247,641

 

Allowance on PCD at acquisition (1)

 

 

(22,226

)

Non-credit discount on PCD

 

 

(19,453

)

Fair value price of PCD loans

 

$

205,962

 

(1) The allowance on PCD loans at acquisition date increased $2.0 million as compared to what was previously reported due to the refinements of certain individually-evaluated credits in the allowance calculation.
Summary of Unaudited Pro Forma Information As a result, actual amounts differed from the unaudited pro forma information presented.

 

 

 

For the Three Months
Ended September 30,

 

 

For the Nine Months
Ended September 30,

 

(unaudited, in thousands)

 

2025 (1)

 

 

2024 (2)

 

 

2025 (3)

 

 

2024 (4)

 

Net interest income

 

$

201,276

 

 

$

190,033

 

 

$

606,049

 

 

$

565,565

 

Non-interest income

 

 

45,324

 

 

 

42,186

 

 

 

135,972

 

 

 

128,744

 

Net income

 

$

70,110

 

 

$

60,745

 

 

$

212,085

 

 

$

179,847

 

(1) Includes the net impact of after-tax purchase accounting accretion adjustments from the PFC acquisition totaling $7.3 million for the three months ended September 30, 2025.

(2) Includes the net impact of after-tax purchase accounting accretion adjustments from the PFC acquisition totaling $9.3 million for the three months ended September 30, 2024.

(3) Includes the net impact of after-tax purchase accounting accretion adjustments from the PFC acquisition totaling $23.7 million for the nine months ended September 30, 2025.

(4) Includes the net impact of after-tax purchase accounting accretion adjustments from the PFC acquisition totaling $34.9 million for the nine months ended September 30, 2024.