XML 39 R28.htm IDEA: XBRL DOCUMENT v3.26.1
BUSINESS COMBINATION (Tables)
 3 Months Ended
Mar. 31, 2026
Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]  
Schedule Of Business Combination, Recognized Asset Acquired and Liability Assumed
The following table provides the preliminary purchase price allocation and the assets acquired and liabilities assumed at their estimated fair values as of the Merger date, resulting in a preliminary bargain purchase gain of $145.5 million. The estimates of fair value were recorded based on initial valuations at the Merger date and these estimates are considered preliminary as of March 31, 2026, and are subject to adjustment for up to one year after the Merger date, and any changes could be material. In many cases, the determination of fair value required management to make estimates about discount rates, expected future cash flows, market conditions and other future events that are highly subjective in nature and subject to change. Additional information may be obtained during the measurement period that could result in changes to the estimated fair value amounts, and that could result in adjustments to the valuation amounts presented herein. The Company’s taxes are provisional along with the DUS valuation and review of certain contracts assumed in the Merger. The measurement period ends on the earlier of one year after the Merger date or the date the Company concludes that all necessary information about the facts and circumstances that existed as of the Merger date have been obtained.
(in thousands)September 2, 2025
Net assets identified
Purchase price consideration$265,803 
Fair value of assets acquired:
Cash and cash equivalents$156,890 
Total investment securities1,028,627 
Loans held for sale39,489 
Loans held for investment (1)
5,645,715 
Allowance for credit losses(83,746)
Mortgage servicing rights89,533 
Premises and equipment31,979 
Other intangible assets (2)
190,913 
Deferred tax assets59,960 
Other assets (1)
283,526 
Total assets acquired (1)
$7,442,886 
Fair value of liabilities assumed:
Deposits$5,743,725 
FHLB advances1,005,370 
Long-term debt193,466 
Accrued interest payable and other liabilities89,062 
Total liabilities assumed$7,031,623 
Net assets acquired411,263 
Bargain purchase gain$145,460 
(1)Reflects the adoption of ASU 2025-08. See Note 1, “Summary of Significant Accounting Policies—Adoption of Purchased Seasoned Loans Accounting Standard” for discussion of the adoption of this guidance.
(2)Consists of $100.2 million of a DUS license and business line intangible and $90.8 million of core deposit intangible assets.
Schedule of Expenses Related to Merger
The following table shows the amount of the expenses related to the Merger for the periods indicated:
Quarter Ended March 31,
(in thousands)20262025
Severance and employee related$1,628 $— 
Legal and professional2,865 350 
System conversion, integration and other301 — 
Total$4,794 $350 
Schedule Of Business Combination, Pro Forma Information
The following unaudited pro forma consolidated financial information reflects the results of operations of the Company for the quarter ended March 31, 2025, as if the Merger had been completed on January 1, 2024, after giving effect to certain purchase accounting adjustments, primarily related to the preliminary bargain purchase gain, amortization of intangible assets and non-recurring transaction costs. These pro forma results have been prepared for comparative purposes only and are based on estimates and assumptions that have been made solely for purposes of developing such pro forma information and are not necessarily indicative of what the Company’s operating results would have been, had the acquisition actually taken place at the beginning of the annual period prior to the Merger.
Quarter Ended March 31,
(in thousands)2025
Net interest income$174,399 
Noninterest income26,784 
Net income before income taxes63,883