Acquisition (Tables)

3 Months Ended

Mar. 31, 2019

Summary of Assets Acquired and Liabilities Assumed

The following table presents the assets acquired and liabilities assumed of Trinity as of March 8, 2019. The following information is presented on a provisional basis based upon all information available to the Company at the present time and is subject to change, and such changes could be material. The Company continues to review the underlying assumptions and valuation techniques utilized to calculate the fair value of certain definite-lived intangibles, loans, goodwill and deferred income taxes. Additional adjustments may be recorded during the allocation period specified by ASC 805 as additional information becomes known.



(in thousands)	As Recorded by TCC		Adjustments				As Recorded by EFSC
Assets acquired:
Cash and cash equivalents	$	13,899	$	—			$	13,899
Interest-earning deposits greater than 90 days	100		—				100
Securities	428,715		(414		)	(a)	428,301
Loans, net	705,057		(21,493		)	(b)	683,564
Other real estate	5,284		(321		)	(c)	4,963
Other investments	6,673		—				6,673
Fixed assets, net	27,586		500			(d)	28,086
Accrued interest receivable	3,997		—				3,997
Intangible assets	—		23,333			(e)	23,333
Deferred tax assets	10,708		2			(f)	10,710
Other assets	35,045		(2,947		)	(g)	32,098
Total assets acquired	$	1,237,064	$	(1,340	)		$	1,235,724

Liabilities assumed:
Deposits	$	1,081,151	$	36		(h)	$	1,081,187
Subordinated debentures	26,806		(4,325		)	(i)	22,481
Federal Home Loan Bank advances	6,800		171			(j)	6,971
Accrued interest payable	370		—				370
Other liabilities	5,842		—				5,842
Total liabilities assumed	$	1,120,969	$	(4,118	)		$	1,116,851

Net assets acquired	$	116,095	$	2,778			$	118,873

Consideration paid:
Cash							$	37,276
Common stock							171,884
Total consideration paid							$	209,160

Goodwill							$	90,287


(a)	Fair value adjustments of the securities portfolio as of the acquisition date.


(b)	Fair value adjustments based on the Company’s evaluation of the acquired loan portfolio, write-off of net deferred loan costs and elimination of the allowance for loan losses recorded by Trinity.


(c)	Fair value adjustment based on the Company’s evaluation of the acquired OREO portfolio.


(d)	Fair value adjustments based on the Company’s evaluation of the acquired premises and equipment.


(e)	Recording of the core deposit intangible asset on the acquired core deposit accounts. Amount to be amortized using a sum of years digits method over a useful life of 10 years.


(f)	Adjustment for deferred taxes at the acquisition date.


(g)	Fair value adjustment of other assets at the acquisition date.


(h)	Fair value adjustment to time deposits.


(i)	Fair value adjustment to the trust preferred securities at the acquisition date.


(j)	Fair value adjustment to the Federal Home Loan Bank borrowings.

Schedule of Pro Forma Results

Only the acquisition related expenses that have been incurred as of March 31, 2019 are included in net income in the table below.



	Pro Forma
	Three months ended March 31,
(in thousands, except per share data)	2019		2018
Total revenues (net interest income plus noninterest income)	$	71,983	$	68,874
Net income	23,100		15,009
Diluted earnings per common share	0.82		0.55