Acquisition (Tables)

9 Months Ended

Sep. 30, 2021

Summary of Assets Acquired and Liabilities Assumed

For the three and nine months ended September 30, 2021, the Company recognized $14.7 million and $16.6 million, respectively, of merger-related costs recorded in noninterest expense in the statement of operations related to the FCBP acquisition.

The following tables present the assets acquired and liabilities assumed. The consideration exchanged, assets acquired and liabilities assumed of FCBP were recorded at estimated fair value on the date of acquisition. Fair values are considered preliminary until final fair values are determined, or the measurement period has passed, which is no later than one year from the date of acquisition.


(in thousands)	As Recorded by First Choice		Adjustments			As Recorded by EFSC
Assets acquired:
Cash and cash equivalents	$	214,794	$	—		$	214,794

Securities	34,533		(44)		(a)	34,489
Loans	1,937,635		5,508		(b)	1,943,143

Allowance	(19,626)		12,620		(b)	(7,006)
Other investments	19,178		138		(c)	19,316
Fixed assets	1,869		(820)		(c)	1,049
Accrued interest receivable	7,131		(242)		(c)	6,889
Goodwill	73,425		(73,425)		(d)	—
Intangible assets	4,517		375		(e)	4,892
Deferred tax assets	7,558		(2,440)		(c)	5,118
Other assets	23,024		2,103		(c)	25,127
Total assets acquired	$	2,304,038	$	(56,227)		$	2,247,811

Liabilities assumed:
Deposits	$	1,840,716	$	(287)	(c)	$	1,840,429

FHLB advances	160,000		—			160,000
Accrued interest payable	124		—			124
Other liabilities	8,464		(2,160)		(c)	6,304
Total liabilities assumed	$	2,009,304	$	(2,447)		$	2,006,857

Net assets acquired	$	294,734	$	(53,780)		$	240,954

Consideration paid:
Cash						$	2,152
Common stock1						343,650
Total consideration paid						$	345,802

Goodwill						$	104,848

1 Common stock consideration was $342,280, net of $1,370 for shares withheld on the settlement of share-based awards of FCBP employees.

(a)Fair value adjustments based on the Company’s evaluation of the acquired securities portfolio.

(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 FCBP.

(c)Other miscellaneous fair value adjustments.

(d)Adjustment to eliminate goodwill.

(e)Eliminate acquired intangibles and 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 useful life of 10 years.

Schedule of Pro Forma Results

Only the acquisition-related expenses that have been incurred as of September 30, 2021 are included in net income in the table below.



	Nine months ended September 30,
(in thousands, except per share data)		2021		2020
Total revenues (net interest income plus noninterest income)		$	363,426	$	296,148
Net income		135,920		28,776
Diluted earnings per common share		3.49		0.84