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Acquisitions & Divestitures | 9 Months Ended
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Sep. 30, 2017
Business Acquisition [Line Items] |
Mergers, Acquisitions and Dispositions Disclosures [Text Block] | ACQUISITIONS Acquisition of Jefferson County Bancshares, Inc. On February 10, 2017, the Company closed its acquisition of 100% of Jefferson County Bancshares, Inc. ("JCB") and its wholly-owned subsidiary, Eagle Bank and Trust Company of Missouri. JCB operated 13 full service retail and commercial banking offices in the metropolitan St. Louis area and one in Perry County, Missouri. JCB shareholders received, based on their election, cash consideration in an amount of $85.39 per share of JCB common stock or 2.75 shares of EFSC common stock per share of JCB common stock, subject to allocation and proration procedures. Aggregate consideration at closing was 3.3 million shares of EFSC common stock and $29.3 million cash paid to JCB shareholders and holders of JCB stock options. Based on EFSC’s closing stock price of $42.95 on February 10, 2017, the overall transaction had a value of $171.0 million, including JCB’s common stock and stock options. The Company also recognized $6.5 million and $1.4 million of merger related costs that were recorded in noninterest expense in the statement of operations for the nine months ended September 30, 2017, and year ended December 31, 2016, respectively. The acquisition of JCB has been accounted for as a business combination using the acquisition method of accounting which requires assets acquired and liabilities assumed to be recognized at fair value as of the acquisition date. Goodwill of $87.0 million arising from the acquisition consists largely of the synergies and economies of scale expected from combining the operations of JCB into Enterprise. The goodwill is assigned as part of the Company's Banking reporting unit. None of the goodwill recognized is expected to be deductible for income tax purposes. The following table presents the assets acquired and liabilities assumed of JCB as of February 10, 2017, and their preliminary estimated fair values:
(in thousands) | As Recorded by JCB |  | Adjustments |  | As Recorded by EFSC
Assets acquired: |  |  |  |  |
Cash and cash equivalents | $ | 33,739 |  |  | $ | — |  |  | $ | 33,739 |
Interest-bearing deposits | 1,715 |  |  | — |  |  | 1,715 |
Securities | 148,670 |  |  | — |  |  | 148,670 |
Portfolio loans, net | 685,905 |  |  | (11,094 | ) | (a) | 674,811 |
Other real estate owned | 6,762 |  |  | (5,082 | ) | (b) | 1,680 |
Other investments | 2,695 |  |  | — |  |  | 2,695 |
Fixed assets, net | 21,780 |  |  | (3,325 | ) | (c) | 18,455 |
Accrued interest receivable | 2,794 |  |  | — |  |  | 2,794 |
Goodwill | 7,806 |  |  | (7,806 | ) | (d) | — |
Other intangible assets | 25 |  |  | 11,489 |  | (e) | 11,514 |
Deferred tax assets | 4,634 |  |  | 3,991 |  | (f) | 8,625 |
Other assets | 19,107 |  |  | (296 | ) | (g) | 18,811 |
Total assets acquired | $ | 935,632 |  |  | $ | (12,123 | ) |  | $ | 923,509 |
Liabilities assumed: |  |  |  |  |
Deposits | $ | 764,539 |  |  | $ | 629 |  | (h) | $ | 765,168 |
Other borrowings | 55,430 |  |  | 681 |  | (i) | 56,111 |
Trust preferred securities | 12,887 |  |  | (382 | ) | (j) | 12,505 |
Accrued interest payable | 653 |  |  | — |  |  | 653 |
Other liabilities | 5,006 |  |  | 65 |  | (k) | 5,071 |
Total liabilities assumed | $ | 838,515 |  |  | $ | 993 |  |  | $ | 839,508 |
Net assets acquired | $ | 97,117 |  |  | $ | (13,116 | ) |  | $ | 84,001 |
Consideration paid: |  |  |  |  |
Cash |  |  |  |  | $ | 29,283 |
Common stock |  |  |  |  | 141,729 |
Total consideration paid |  |  |  |  | $ | 171,012 |
Goodwill |  |  |  |  | $ | 87,011 |
(a) | Fair value adjustments based on the Company’s evaluation of the acquired loan portfolio, write-off of net deferred loan costs, reclassification from other real estate owned, and elimination of the allowance for loan losses recorded by JCB. The fair value discount recorded to the loan portfolio is $24.7 million.
(b) | Fair value adjustment based on the Company’s evaluation of the acquired other real estate portfolio, and reclassification to portfolio loans.
(c) | Fair value adjustments based on the Company’s evaluation of the acquired premises and equipment. A decrease of $1.1 million was recorded during the third quarter of 2017 due to continued refinement of the purchase accounting calculations.
(d) | Eliminate JCB’s recorded goodwill.
(e) | Record the core deposit intangible asset on the acquired core deposit accounts. Amount to be amortized using a sum of years digits method over a 10 year useful life.
(f) | Adjustment for deferred taxes at the acquisition date. The adjustment decreased by $0.2 million during the current quarter due to continued refinement of the purchase accounting calculations.
(g) | Fair value adjustment based on evaluation of other assets.
(h) | Fair value adjustment to time deposits based on current interest rates.
(i) | Fair value adjustment to the FHLB advances based on current interest rates.
(j) | Fair value adjustment based on the Company's evaluation of the trust preferred securities.
(k) | A decrease of $0.1 million was recorded during the current quarter due to further refinement of the purchase accounting calculations.
The following table provides the unaudited pro forma information for the results of operations for the nine months ended September 30, 2017 and 2016, as if the acquisition had occurred on January 1, 2016. The pro forma results combine the historical results of JCB with the Company’s Consolidated Statements of Income, adjusted for the impact of the application of the acquisition method of accounting including loan discount accretion, intangible assets amortization, and deposit and trust preferred securities premium accretion, net of taxes. The pro forma results have been prepared for comparative purposes only and are not necessarily indicative of the results that would have been obtained had the acquisition actually occurred on January 1, 2016. No assumptions have been applied to the pro forma results of operations regarding possible revenue enhancements, expense efficiencies or asset dispositions. Only the acquisition related expenses that have been incurred as of September 30, 2017 are included in net income in the table below.
| Pro Forma
| Nine months ended September 30,
(in thousands, except per share data) | 2017 |  | 2016
Total revenues (net interest income plus noninterest income) | $ | 155,907 |  |  | $ | 146,623 |
Net income | 40,151 |  |  | 42,298 |
Diluted earnings per common share | 1.70 |  |  | 1.80 |

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- Definition The entire disclosure for business combinations, including leverage buyout transactions (as applicable), and divestitures. This may include a description of a business combination or divestiture (or series of individually immaterial business combinations or divestitures) completed during the period, including background, timing, and assets and liabilities recognized and reclassified or sold. This element does not include fixed asset sales and plant closings. + References Reference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 205 -SubTopic 20 -URI http://asc.fasb.org/subtopic&trid=2122178 Reference 2: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -URI http://asc.fasb.org/topic&trid=2303972 + Details
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