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Note 2 - Acquisitions
12 Months Ended
Dec. 31, 2017
Notes to Financial Statements  
Mergers, Acquisitions and Dispositions Disclosures [Text Block]
NOTE
2:
ACQUISITIONS
 
Southwest Bancorp, Inc.
 
On
October 19, 2017,
the Company completed the acquisition of Southwest Bancorp, Inc. (“OKSB”) headquartered in Stillwater, Oklahoma, including its wholly-owned bank subsidiary, Bank SNB. The Company issued
14,488,604
shares of its common stock valued at approximately
$431.4
million as of
October 19, 2017,
plus
$95.0
million in cash in exchange for all outstanding shares of OKSB common stock.
 
Prior to the acquisition, OKSB conducted banking business from
29
branches located in Texas, Oklahoma, Kansas and Colorado. In addition, OKSB owned a loan production office in Denver, Colorado. Including the effects of the acquisition method accounting adjustments, the Company acquired approximately
$2.7
billion in assets, including approximately
$2.0
billion in loans (inclusive of loan discounts) and approximately
$2.0
billion in deposits. The systems conversion is planned to occur during
May 2018,
at which time the subsidiary bank will be merged into Simmons Bank.
 
Goodwill of
$228.9
million was recorded as a result of the transaction. The acquisition allowed us to enter the Texas, Oklahoma, and Colorado banking markets and it also strengthened our Kansas franchise and our product offerings in the healthcare and real estate industries, all of which gave rise to the goodwill recorded. The goodwill will
not
be deductible for tax purposes.
 
A summary, at fair value, of the assets acquired and liabilities assumed in the OKSB transaction, as of the acquisition date, is as follows:
 
(In thousands)   Acquired from
OKSB
  Fair Value
Adjustments
  Fair
Value
             
Assets Acquired                        
Cash and due from banks   $
79,517
    $
--
    $
79,517
 
Investment securities    
485,468
     
(1,295
)    
484,173
 
Loans acquired    
2,039,524
     
(43,071
)    
1,996,453
 
Allowance for loan losses    
(26,957
)    
26,957
     
--
 
Foreclosed assets    
6,284
     
(1,127
)    
5,157
 
Premises and equipment    
21,210
     
5,457
     
26,667
 
Bank owned life insurance    
28,704
     
--
     
28,704
 
Goodwill    
13,545
     
(13,545
)    
--
 
Core deposit intangible    
1,933
     
40,191
     
42,124
 
Other intangibles    
3,806
     
--
     
3,806
 
Other assets    
33,455
     
(8,929
)    
24,526
 
Total assets acquired   $
2,686,489
    $
4,638
    $
2,691,127
 
                         
Liabilities Assumed                        
Deposits:                        
Non-interest bearing transaction accounts   $
485,971
    $
--
    $
485,971
 
Interest bearing transaction accounts and savings deposits    
869,252
     
--
     
869,252
 
Time deposits    
613,345
     
(2,213
)    
611,132
 
Total deposits    
1,968,568
     
(2,213
)    
1,966,355
 
Securities sold under agreement to repurchase    
11,256
     
--
     
11,256
 
Other borrowings    
347,000
     
--
     
347,000
 
Subordinated debentures    
46,393
     
--
     
46,393
 
Accrued interest and other liabilities    
17,440
     
5,364
     
22,804
 
Total liabilities assumed    
2,390,657
     
3,151
     
2,393,808
 
Equity    
295,832
     
(295,832
)    
--
 
Total equity assumed    
295,832
     
(295,832
)    
--
 
Total liabilities and equity assumed   $
2,686,489
    $
(292,681
)   $
2,393,808
 
Net assets acquired    
 
     
 
     
297,319
 
Purchase price    
 
     
 
     
526,251
 
Goodwill    
 
     
 
    $
228,932
 
 
The purchase price allocation and certain fair value measurements remain preliminary due to the timing of the acquisition. Management will continue to review the estimated fair values and evaluate the assumed tax positions. The Company expects to finalize its analysis of the acquired assets and assumed liabilities in this transaction over the next few months, within
one
year of the acquisition. Therefore, adjustments to the estimated amounts and carrying values
may
occur.  
 
The Company’s operating results for
2017
include the operating results of the acquired assets and assumed liabilities of OKSB subsequent to the acquisition date.
 
First Texas BHC, Inc.
 
On
October 19, 2017,
the Company completed the acquisition of First Texas BHC, Inc. (“First Texas”) headquartered in Fort Worth, Texas, including its wholly-owned bank subsidiary, Southwest Bank. The Company issued
12,999,840
shares of its common stock valued at approximately
$387.1
million as of
October 19, 2017,
plus
$70.0
million in cash in exchange for all outstanding shares of First Texas common stock.
 
Prior to the acquisition, First Texas operated
15
banking centers, a trust office and a limited service branch in north Texas and a loan production office in Austin, Texas. Including the effects of the acquisition method accounting adjustments, the Company acquired approximately
$2.4
billion in assets, including approximately
$2.2
billion in loans (inclusive of loan discounts) and approximately
$1.9
billion in deposits. The Company completed the systems conversion and merged First Texas into Simmons Bank in
February 2018.
 
Goodwill of
$238.0
million was recorded as a result of the transaction. The acquisition allowed us to enter the Texas banking markets and it also strengthened our specialty product offerings in the area of SBA lending and trust services, all of which gave rise to the goodwill recorded. The goodwill will
not
be deductible for tax purposes.
 
A summary, at fair value, of the assets acquired and liabilities assumed in the First Texas transaction, as of the acquisition date, is as follows:
 
(In thousands)   Acquired from
First Texas
  Fair Value
Adjustments
  Fair
Value
             
Assets Acquired                        
Cash and due from banks   $
59,277
    $
--
    $
59,277
 
Investment securities    
81,114
     
(596
)    
80,518
 
Loans acquired    
2,246,212
     
(37,834
)    
2,208,378
 
Allowance for loan losses    
(20,864
)    
20,664
     
(200
)
Premises and equipment    
24,864
     
10,123
     
34,987
 
Bank owned life insurance    
7,190
     
--
     
7,190
 
Goodwill    
37,227
     
(37,227
)    
--
 
Core deposit intangible    
--
     
7,328
     
7,328
 
Other assets    
18,263
     
12,703
     
30,966
 
Total assets acquired   $
2,453,283
    $
(24,839
)   $
2,428,444
 
                         
Liabilities Assumed                        
Deposits:                        
Non-interest bearing transaction accounts   $
74,410
    $
--
    $
74,410
 
Interest bearing transaction accounts and savings deposits    
1,683,298
     
--
     
1,683,298
 
Time deposits    
124,233
     
(283
)    
123,950
 
Total deposits    
1,881,941
     
(283
)    
1,881,658
 
Securities sold under agreement to repurchase    
50,000
     
--
     
50,000
 
Other borrowings    
235,000
     
--
     
235,000
 
Subordinated debentures    
30,323
     
(811
)    
29,512
 
Accrued interest and other liabilities    
11,727
     
1,463
     
13,190
 
Total liabilities assumed    
2,208,991
     
369
     
2,209,360
 
Equity    
244,292
     
(244,292
)    
--
 
Total equity assumed    
244,292
     
(244,292
)    
--
 
Total liabilities and equity assumed   $
2,453,283
    $
(243,923
)   $
2,209,360
 
Net assets acquired    
 
     
 
     
219,084
 
Purchase price    
 
     
 
     
457,103
 
Goodwill    
 
     
 
    $
238,019
 
 
The purchase price allocation and certain fair value measurements remain preliminary due to the timing of the acquisition. Management will continue to review the estimated fair values and evaluate the assumed tax positions. The Company expects to finalize its analysis of the acquired assets and assumed liabilities in this transaction over the next few months, within
one
year of the acquisition. Therefore, adjustments to the estimated amounts and carrying values
may
occur.  
 
The Company’s operating results for
2017
include the operating results of the acquired assets and assumed liabilities of First Texas subsequent to the acquisition date.
 
Summary of Unaudited Pro forma Information
 
The unaudited pro forma information below for the years ended
December 31, 2017
and
2016
gives effect to the OKSB and First Texas acquisitions as if the acquisitions had occurred on
January 
1,
2016.
Pro forma earnings for the year ended
December 31, 2017
were adjusted to exclude
$9.4
million of acquisition-related costs, net of tax, incurred by Simmons during
2017.
The pro forma financial information is
not
necessarily indicative of the results of operations if the acquisitions had been effective as of this date.
 
(In thousands, except per share data)   2017   2016
Revenue
(1)
  $
654,358
    $
620,461
 
Net income   $
130,947
    $
136,199
 
Diluted earnings per share   $
1.43
    $
1.52
 
_________________________
(
1
) Net interest income plus noninterest income.
 
Consolidated year-to-date
2017
results included approximately
$29.2
million of revenue and
$10.5
million of net income attributable to the OKSB acquisition and
$27.6
million of revenue and
$5.7
million of net income attributable to the First Texas acquisition.
 
Hardeman County Investment Company, Inc.
 
On
May 15, 2017,
the Company completed the acquisition of Hardeman County Investment Company, Inc. (“Hardeman”), headquartered in Jackson, Tennessee, including its wholly-owned bank subsidiary, First South Bank. The Company issued
1,599,940
shares of its common stock valued at approximately
$42.6
million as of
May 15, 2017,
plus
$30.0
million in cash in exchange for all outstanding shares of Hardeman common stock.
 
Prior to the acquisition, Hardeman conducted banking business from
10
branches located in western Tennessee. Including the effects of the acquisition method accounting adjustments, the Company acquired approximately
$462.9
million in assets, including approximately
$251.6
million in loans (inclusive of loan discounts) and approximately
$389.0
million in deposits. The Company completed the systems conversion and merged Hardeman into Simmons Bank in
September 2017.
As part of the systems conversion,
five
existing Simmons Bank and First South Bank branches were consolidated or closed.
 
Goodwill of
$29.4
million was recorded as a result of the transaction. The merger strengthened the Company’s position in the western Tennessee market, and the Company will be able to achieve cost savings by integrating the
two
companies and combining accounting, data processing, and other administrative functions, all of which gave rise to the goodwill recorded. The goodwill will
not
be deductible for tax purposes.
 
A summary, at fair value, of the assets acquired and liabilities assumed in the Hardeman transaction, as of the acquisition date, is as follows:
 
(In thousands)   Acquired from
Hardeman
  Fair Value
Adjustments
  Fair
Value
             
Assets Acquired                        
Cash and due from banks   $
8,001
    $
--
    $
8,001
 
Interest bearing balances due from banks - time    
1,984
     
--
     
1,984
 
Investment securities    
170,654
     
(285
)    
170,369
 
Loans acquired    
257,641
     
(5,992
)    
251,649
 
Allowance for loan losses    
(2,382
)    
2,382
     
--
 
Foreclosed assets    
1,083
     
(452
)    
631
 
Premises and equipment    
9,905
     
1,258
     
11,163
 
Bank owned life insurance    
7,819
     
--
     
7,819
 
Goodwill    
11,485
     
(11,485
)    
--
 
Core deposit intangible    
--
     
7,840
     
7,840
 
Other intangibles    
--
     
830
     
830
 
Other assets    
2,639
     
(1
)    
2,638
 
Total assets acquired   $
468,829
    $
(5,905
)   $
462,924
 
                         
Liabilities Assumed                        
Deposits:                        
Non-interest bearing transaction accounts   $
76,555
    $
--
    $
76,555
 
Interest bearing transaction accounts and savings deposits    
214,872
     
--
     
214,872
 
Time deposits    
97,917
     
(368
)    
97,549
 
Total deposits    
389,344
     
(368
)    
388,976
 
Securities sold under agreement to repurchase    
17,163
     
--
     
17,163
 
Other borrowings    
3,000
     
--
     
3,000
 
Subordinated debentures    
6,702
     
--
     
6,702
 
Accrued interest and other liabilities    
1,891
     
1,924
     
3,815
 
Total liabilities assumed    
418,100
     
1,556
     
419,656
 
Equity    
50,729
     
(50,729
)    
--
 
Total equity assumed    
50,729
     
(50,729
)    
--
 
Total liabilities and equity assumed   $
468,829
    $
(49,173
)   $
419,656
 
Net assets acquired    
 
     
 
     
43,268
 
Purchase price    
 
     
 
     
72,639
 
Goodwill    
 
     
 
    $
29,371
 
 
The purchase price allocation and certain fair value measurements remain preliminary due to the timing of the acquisition. Management will continue to review the estimated fair values and evaluate the assumed tax positions. The Company expects to finalize its analysis of the acquired assets and assumed liabilities in this transaction over the next few months, within
one
year of the acquisition. Therefore, adjustments to the estimated amounts and carrying values
may
occur.  
 
The Company’s operating results for
2017
include the operating results of the acquired assets and assumed liabilities of Hardeman subsequent to the acquisition date.
 
Citizens National Bank
 
On
September 9, 2016,
the Company completed the acquisition of Citizens National Bank (“Citizens”), headquartered in Athens, Tennessee. The Company issued
1,671,482
shares of its common stock valued at approximately
$41.3
million as of
September 9, 2016,
plus
$35.0
million in cash in exchange for all outstanding shares of Citizens common stock.
 
Prior to the acquisition, Citizens conducted banking business from
9
branches located in east Tennessee. Including the effects of the acquisition method accounting adjustments, the Company acquired approximately
$585.1
million in assets, including approximately
$340.9
million in loans (inclusive of loan discounts) and approximately
$509.9
million in deposits. The Company completed the systems conversion and merged Citizens into Simmons Bank in
October 2016.
 
Goodwill of
$23.4
million was recorded as a result of the transaction. The merger strengthened the Company’s position in the east Tennessee market and the Company is able to achieve cost savings by integrating the
two
companies and combining accounting, data processing, and other administrative functions all of which gave rise to the goodwill recorded. The goodwill will be deductible for tax purposes.
 
A summary, at fair value, of the assets acquired and liabilities assumed in the Citizens transaction, as of the acquisition date, is as follows:
 
(In thousands)   Acquired from
Citizens
  Fair Value
Adjustments
  Fair
Value
             
Assets Acquired                        
Cash and due from banks   $
131,467
    $
(351
)   $
131,116
 
Federal funds sold    
10,000
     
--
     
10,000
 
Investment securities    
61,987
     
1
     
61,988
 
Loans acquired    
350,361
     
(9,511
)    
340,850
 
Allowance for loan losses    
(4,313
)    
4,313
     
--
 
Foreclosed assets    
4,960
     
(1,518
)    
3,442
 
Premises and equipment    
6,746
     
1,339
     
8,085
 
Bank owned life insurance    
6,632
     
--
     
6,632
 
Core deposit intangible    
--
     
5,075
     
5,075
 
Other intangibles    
--
     
591
     
591
 
Other assets    
17,364
     
6
     
17,370
 
Total assets acquired   $
585,204
    $
(55
)   $
585,149
 
                         
Liabilities Assumed                        
Deposits:                        
Non-interest bearing transaction accounts   $
109,281
    $
--
    $
109,281
 
Interest bearing transaction accounts and savings deposits    
204,912
     
--
     
204,912
 
Time deposits    
195,664
     
--
     
195,664
 
Total deposits    
509,857
     
--
     
509,857
 
Securities sold under agreement to repurchase    
13,233
     
--
     
13,233
 
FHLB borrowings    
4,000
     
47
     
4,047
 
Accrued interest and other liabilities    
3,558
     
1,530
     
5,088
 
Total liabilities assumed    
530,648
     
1,577
     
532,225
 
Equity    
54,556
     
(54,556
)    
--
 
Total equity assumed    
54,556
     
(54,556
)    
--
 
Total liabilities and equity assumed   $
585,204
    $
(52,979
)   $
532,225
 
Net assets acquired    
 
     
 
     
52,924
 
Purchase price    
 
     
 
     
76,300
 
Goodwill    
 
     
 
    $
23,376
 
 
During
2017,
the Company finalized its analysis of the loans acquired along with the other acquired assets and assumed liabilities in this transaction.
 
The Company’s operating results for
2017
and
2016
include the operating results of the acquired assets and assumed liabilities of Citizens subsequent to the acquisition date.
 
Liberty Bancshares, Inc.
 
On
February 27, 2015,
the Company completed the acquisition of Liberty Bancshares, Inc. (“Liberty”), headquartered in Springfield, Missouri, including its wholly-owned bank subsidiary Liberty Bank (“LB”). The Company issued
10,362,674
shares of its common stock valued at approximately
$212.2
million as of
February 27, 2015
in exchange for all outstanding shares of Liberty common stock.
 
Prior to the acquisition, Liberty conducted banking business from
24
branches located in southwest Missouri. Including the effects of the acquisition method accounting adjustments, the Company acquired approximately
$1.1
 billion in assets, including approximately
$780.7
million in loans (inclusive of loan discounts) and approximately
$874.7
million in deposits. The Company completed the systems conversion and merged LB into Simmons Bank in
April 2015.
 
Goodwill of
$95.2
million was recorded as a result of the transaction. The merger strengthened the Company’s position in the southwest Missouri market and the Company is able to achieve cost savings by integrating the
two
companies and combining accounting, data processing, and other administrative functions all of which give rise to the goodwill recorded. The goodwill will
not
be deductible for tax purposes.
 
A summary, at fair value, of the assets acquired and liabilities assumed in the Liberty transaction, as of the acquisition date, is as follows:
 
(In thousands)   Acquired from
Liberty
  Fair Value
Adjustments
  Fair
Value
             
Assets Acquired                        
Cash and due from banks, including time deposits   $
102,637
    $
(14
)   $
102,623
 
Federal funds sold    
7,060
     
--
     
7,060
 
Investment securities    
99,123
     
(335
)    
98,788
 
Loans acquired, not covered by FDIC loss share    
790,493
     
(9,835
)    
780,658
 
Allowance for loan losses    
(10,422
)    
10,422
     
--
 
Premises and equipment    
34,239
     
(3,215
)    
31,024
 
Bank owned life insurance    
16,972
     
--
     
16,972
 
Core deposit intangible    
699
     
13,857
     
14,556
 
Other intangibles    
3,063
     
(3,063
)    
--
 
Other assets    
17,703
     
(3,112
)    
14,591
 
Total assets acquired   $
1,061,567
    $
4,705
    $
1,066,272
 
                         
Liabilities Assumed                        
Deposits:                        
Non-interest bearing transaction accounts   $
146,618
    $
--
    $
146,618
 
Interest bearing transaction accounts and savings deposits    
543,183
     
--
     
543,183
 
Time deposits    
184,913
     
--
     
184,913
 
Total deposits    
874,714
     
--
     
874,714
 
FHLB borrowings    
46,128
     
223
     
46,351
 
Subordinated debentures    
20,620
     
(510
)    
20,110
 
Accrued interest and other liabilities    
7,828
     
300
     
8,128
 
Total liabilities assumed    
949,290
     
13
     
949,303
 
Equity    
112,277
     
(112,277
)    
--
 
Total equity assumed    
112,277
     
(112,277
)    
--
 
Total liabilities and equity assumed   $
1,061,567
    $
(112,264
)   $
949,303
 
Net assets acquired    
 
     
 
     
116,969
 
Purchase price    
 
     
 
     
212,176
 
Goodwill    
 
     
 
    $
95,207
 
 
During
2015
the Company finalized its analysis of the acquired loans and subordinated debentures along with the other acquired assets and assumed liabilities. 
 
The Company’s operating results for all periods presented include the operating results of the acquired assets and assumed liabilities of Liberty subsequent to the acquisition date.
 
Community First Bancshares, Inc.
 
On
February 27, 2015,
the Company completed the acquisition of Community First Bancshares, Inc. (“Community First”), headquartered in Union City, Tennessee, including its wholly-owned bank subsidiary First State Bank (“FSB”). The Company issued
13,105,830
shares of its common stock valued at approximately
$268.3
million as of
February 27, 2015,
plus
$9,974
in cash in exchange for all outstanding shares of Community First common stock. The Company also issued
$30.9
million of preferred stock in exchange for all outstanding shares of Community First preferred stock. On
January 29, 2016,
the Company redeemed all of the preferred stock, including accrued and unpaid dividends.
 
Prior to the acquisition, Community First conducted banking business from
33
branches located across Tennessee. Including the effects of the acquisition method accounting adjustments, the Company acquired approximately
$1.9
 billion in assets, including approximately
$1.1
billion in loans (inclusive of loan discounts) and approximately
$1.5
billion in deposits. The Company completed the systems conversion and merged FSB into Simmons Bank in
September 2015.
 
Goodwill of
$110.4
million was recorded as a result of the transaction. The merger allowed the Company’s entrance into the Tennessee market and served as a launching platform for expansion into adjacent areas. The Company is able to achieve cost savings by integrating the
two
companies and combining accounting, data processing, and other administrative functions. Furthermore, the Company will benefit from the addition of Community First's small-business lending platform while cross-selling its trust products in Community First’s market. This combination of factors gave rise to the goodwill recorded. The goodwill will
not
be deductible for tax purposes.
 
A summary, at fair value, of the assets acquired and liabilities assumed in the Community First transaction, as of the acquisition date, is as follows:
 
(In thousands)   Acquired from
Community First
  Fair Value
Adjustments
  Fair
Value
             
Assets Acquired                        
Cash and due from banks   $
39,848
    $
--
    $
39,848
 
Federal funds sold    
76,508
     
--
     
76,508
 
Investment securities    
570,199
     
(3,381
)    
566,818
 
Loans acquired, not covered by FDIC loss share    
1,163,398
     
(26,855
)    
1,136,543
 
Allowance for loan losses    
(14,635
)    
14,635
     
--
 
Foreclosed assets not covered by FDIC loss share    
747
     
--
     
747
 
Premises and equipment    
44,837
     
(2,794
)    
42,043
 
Bank owned life insurance    
22,149
     
--
     
22,149
 
Goodwill    
100
     
(100
)    
--
 
Core deposit intangible    
--
     
11,273
     
11,273
 
Other intangibles    
--
     
420
     
420
 
Deferred tax asset    
3,700
     
3,538
     
7,238
 
Other assets    
11,474
     
--
     
11,474
 
Total assets acquired   $
1,918,325
    $
(3,264
)   $
1,915,061
 
                         
Liabilities Assumed                        
Deposits:                        
Non-interest bearing transaction accounts   $
103,825
    $
--
    $
103,825
 
Interest bearing transaction accounts and savings deposits    
995,207
     
--
     
995,207
 
Time deposits    
436,181
     
849
     
437,030
 
Total deposits    
1,535,213
     
849
     
1,536,062
 
Federal funds purchased and securities sold under agreement to repurchase    
16,230
     
--
     
16,230
 
FHLB borrowings    
143,047
     
674
     
143,721
 
Subordinated debentures    
21,754
     
(840
)    
20,914
 
Accrued interest and other liabilities    
8,769
     
601
     
9,370
 
Total liabilities assumed    
1,725,013
     
1,284
     
1,726,297
 
Equity    
193,312
     
(193,312
)    
--
 
Total equity assumed    
193,312
     
(193,312
)    
--
 
Total liabilities and equity assumed   $
1,918,325
    $
(192,028
)   $
1,726,297
 
Net assets acquired    
 
     
 
     
188,764
 
Purchase price    
 
     
 
     
299,204
 
Goodwill    
 
     
 
    $
110,440
 
 
During
2015
the Company finalized its analysis of the acquired loans and subordinated debentures along with the other acquired assets and assumed liabilities.
 
The Company’s operating results for all periods presented include the operating results of the acquired assets and assumed liabilities of Community First subsequent to the acquisition date.
 
Ozark Trust & Investment Corporation
 
On
October 29, 2015,
the Company completed the acquisition of Ozark Trust & Investment Corporation (“Ozark Trust”), headquartered in Springfield, Missouri, including its wholly-owned non-deposit trust company, Trust Company of the Ozarks (“TCO”). Simmons issued
678,580
shares of its common stock valued at approximately
$17.9
million as of
October 29, 2015,
plus
$5.8
million in cash in exchange for all outstanding shares of Ozark Trust common stock.
 
Prior to the acquisition, Ozark Trust had over
$1
billion in assets under management. The Company owned
1,000
shares of Ozark Trust’s common stock, which it acquired through its acquisition of Liberty in
February 2015.
The purchase price is allocated among the net assets of Ozark Trust acquired as appropriate, with the remaining balance being reported as goodwill.
 
A summary, at fair value, of the assets acquired and liabilities assumed in the Ozark Trust transaction, as of the acquisition date, is as follows:
 
(In thousands)   Acquired from
Ozark Trust
  Fair Value
Adjustments
  Fair
Value
             
Assets Acquired                        
Cash   $
1,756
    $
--
    $
1,756
 
Investment securities    
241
     
--
     
241
 
Premises and equipment    
1,126
     
418
     
1,544
 
Other intangibles    
--
     
9,733
     
9,733
 
Other assets    
752
     
869
     
1,621
 
Total assets acquired   $
3,875
    $
11,020
    $
14,895
 
                         
Liabilities Assumed                        
Deferred tax liability    
63
     
4,175
     
4,238
 
Accrued and other liabilities    
302
     
--
     
302
 
Total liabilities assumed    
365
     
4,175
     
4,540
 
Equity    
3,510
     
(3,510
)    
--
 
Total equity assumed    
3,510
     
(3,510
)    
--
 
Total liabilities and equity assumed   $
3,875
    $
665
    $
4,540
 
Net assets acquired    
 
     
 
     
10,355
 
Purchase price    
 
     
 
     
23,623
 
Goodwill    
 
     
 
    $
13,268
 
 
During
2015
the Company finalized its analysis of the acquired loans and subordinated debentures along with the other acquired assets and assumed liabilities.
 
The Company’s operating results for all periods presented include the operating results of the acquired assets and assumed liabilities of Ozark Trust subsequent to the acquisition date.
 
The following is a description of the methods used to determine the fair values of significant assets and liabilities presented in the acquisitions above.
 
Cash and due from banks, time deposits due from banks and federal funds sold
– The carrying amount of these assets is a reasonable estimate of fair value based on the short-term nature of these assets.
 
Investment securities
– Investment securities were acquired with an adjustment to fair value based upon quoted market prices if material. Otherwise, the carrying amount of these assets was deemed to be a reasonable estimate of fair value.
 
Loans acquired
– Fair values for loans were based on a discounted cash flow methodology that considered factors including the type of loan and related collateral, classification status, fixed or variable interest rate, term of loan and whether or
not
the loan was amortizing, and current discount rates.  The discount rates used for loans are based on current market rates for new originations of comparable loans and include adjustments for liquidity concerns.  The discount rate does
not
include a factor for credit losses as that has been included in the estimated cash flows.  Loans were grouped together according to similar characteristics and were treated in the aggregate when applying various valuation techniques.
 
Foreclosed assets
– These assets are presented at the estimated present values that management expects to receive when the properties are sold, net of related costs of disposal.
 
Premises and equipment
– Bank premises and equipment were acquired with an adjustment to fair value, which represents the difference between the Company’s current analysis of property and equipment values completed in connection with the acquisition and book value acquired.
 
Bank owned life insurance
– Bank owned life insurance is carried at its current cash surrender value, which is the most reasonable estimate of fair value.
 
Goodwill
– The consideration paid as a result of the acquisition exceeded the fair value of the assets acquired, resulting in an intangible asset, goodwill. Goodwill established prior to the acquisitions, if applicable, was written off.
 
Core deposit intangible
– This intangible asset represents the value of the relationships that the acquired banks had with their deposit customers.  The fair value of this intangible asset was estimated based on a discounted cash flow methodology that gave appropriate consideration to expected customer attrition rates, cost of the deposit base and the net maintenance cost attributable to customer deposits. Core deposit intangible established prior to the acquisitions, if applicable, was written off.
 
Other intangibles
– These intangible assets represent the value of the relationships that Citizens and Ozarks Trust had with their trust customers and Hardeman and Community First had with their insurance customers.  The fair value of these intangible assets was estimated based on a combination of discounted cash flow methodology and a market valuation approach. Intangible assets for the OKSB acquisition represent mortgage servicing rights. Other intangibles established prior to the acquisitions, if applicable, were written off.
 
Other assets
– The fair value adjustment results from certain assets whose value was estimated to be less than book value, such as certain prepaid assets, receivables and other miscellaneous assets. Otherwise, the carrying amount of these assets was deemed to be a reasonable estimate of fair value.
 
Deposits
– The fair values used for the demand and savings deposits that comprise the transaction accounts acquired, by definition equal the amount payable on demand at the acquisition date.  The Company performed a fair value analysis of the estimated weighted average interest rate of the certificates of deposits compared to the current market rates and recorded a fair value adjustment for the difference when material.
 
Federal funds purchased and securities sold under agreement to repurchase
– The carrying amount of federal funds purchased and securities sold under agreement to repurchase is a reasonable estimate of fair value based on the short-term nature of these liabilities.
 
FHLB and other borrowings
– The fair value of Federal Home Loan Bank and other borrowings is estimated based on borrowing rates currently available to the Company for borrowings with similar terms and maturities.
 
Subordinated debentures –
The fair value of subordinated debentures is estimated based on borrowing rates currently available to the Company for borrowings with similar terms and maturities. Due to the floating rate nature of the debenture, the fair value approximates book value as of the date acquired.
 
Accrued interest and other liabilities
– The adjustment establishes a liability for unfunded commitments equal to the fair value of that liability at the date of acquisition.