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Business Combinations and Divestitures | 9 Months Ended
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Sep. 30, 2014
Business Combinations [Abstract] |
Business Combinations and Divestitures | NOTE 2 – Business combinations AND DIVESTITURES Sale of Pewaukee Branch On July 11, 2014, Triumph Community Bank sold its operating branch in Pewaukee, Wisconsin, which constituted its sole branch in the state, to a third party for net cash proceeds of $57,409. Under the terms of the agreement, the acquirer assumed branch deposits of $36,326, purchased selected loans in the local market with a carrying amount of $78,071, and acquired the premises and equipment associated with the branch. The transaction resulted in the Company recording a pre-tax gain of $12,619, net of transaction costs. Doral Healthcare Acquisition On June 13, 2014, Triumph Bancorp, Inc., through its subsidiary, Triumph Community Bank, acquired the lending platform and certain assets of Doral Healthcare Finance (DHF), an asset based lender focused exclusively on the healthcare industry. DHF was a division of Doral Money, which is a subsidiary of Doral Bank. The purpose of the acquisition was to enhance the Company’s commercial finance offerings. In conjunction with the acquisition, Doral Healthcare Finance has been rebranded Triumph Healthcare Finance. The acquisition was not considered significant to the Company’s financial statements and therefore pro forma financial data and related disclosures are not included. The Company acquired loans with a fair value of $45,334 at the acquisition date in addition to other assets and liabilities. Under the terms of the agreement, the Company paid cash in the amount of $49,482 and recognized $1,921 in goodwill that was allocated to the Company’s Banking segment. Goodwill represents the excess of the fair value of consideration transferred over the fair value of net assets acquired. Goodwill resulted from a combination of expected enhanced service offerings and cross-selling opportunities. Goodwill will be amortized for tax purposes, but not for financial reporting purposes. DHF’s results of operations are included in the Company’s results since the acquisition date. A summary of the fair values of assets acquired, liabilities assumed, consideration paid, and the resulting goodwill is as follows:
Assets acquired: |  |  |  |
Loans |  | $ | 45,334 |
Customer relationship intangible |  |  | 2,029 |
Premises and equipment |  |  | 50 |
Other assets |  |  | 276 |
|  | $ | 47,689 |
Liabilities assumed: |  |  |  |
Customer deposits |  |  | 128 |
Fair value of net assets acquired |  | $ | 47,561 |
Cash paid |  |  | 49,482 |
Goodwill |  | $ | 1,921 |
Information about the acquired loan portfolio subject to purchased credit impaired (PCI) loan accounting guidance as of the acquisition date is as follows: PCI Loans:
|  |  |  | PCI |
Contractual balance at acquisition |  |  |  | $ | 5,009 |
Contractual cash flows not expected to be collected (nonaccretable difference) |  |  |  |  | (873 | )
Expected cash flows at acquisition |  |  |  | $ | 4,136 |
Accretable yield |  |  |  |  | (482 | )
Fair value of acquired PCI loans |  |  |  | $ | 3,654 |
Loans acquired and not otherwise classified as PCI are predominately short term in nature and had a gross contractual balance and fair value at acquisition of $41,680. Substantially all contractual cash flows have been collected on all non-PCI loans acquired. NBI Acquisition Effective October 15, 2013, TBI acquired 100% of NBI, and thereby acquired THE National Bank due to NBI’s 100% ownership of THE National Bank. During 2014, THE National Bank was renamed Triumph Community Bank. The primary expected benefits of the acquisition are to (i) provide the Company with increased access to low cost stable core deposit funding and (ii) create the opportunity to achieve improved operating efficiency through the scale provided by a larger consolidated balance sheet. The Company recorded the assets acquired and the liabilities assumed in the acquisition of NBI at their respective fair values as of the acquisition date. In conjunction with the acquisition, the Company recognized a bargain purchase gain of $9,014 during the fourth quarter of 2013. TCB’s results of operations are included in the Company’s results since the acquisition date. A summary of the fair values of assets acquired, liabilities assumed, consideration paid and the resulting bargain purchase gain is as follows:
Assets acquired: |  |  |  |
Cash and cash equivalents |  | $ | 89,990 |
Securities |  |  | 160,450 |
Loans |  |  | 568,358 |
FHLB and Federal Reserve Bank stock |  |  | 4,507 |
Premises and equipment |  |  | 19,358 |
Other real estate owned |  |  | 11,285 |
Intangible assets |  |  | 15,091 |
Bank-owned life insurance |  |  | 28,435 |
Deferred income taxes |  |  | 17,237 |
Other assets |  |  | 22,023 |
|  |  | 936,734 |
Liabilities assumed: |  |  |  |
Deposits |  |  | 793,256 |
Customer repurchase agreements |  |  | 19,927 |
Senior secured note |  |  | 11,858 |
Junior subordinated debentures |  |  | 24,120 |
Federal Home Loan Bank advances |  |  | 5,003 |
Accrued interest and dividends payable |  |  | 7,282 |
Other liabilities |  |  | 7,988 |
|  |  | 869,434 |
Fair value of net assets acquired |  |  | 67,300 |
Cash paid to NBI common and preferred shareholders |  |  | 15,277 |
Common stock issued by TBI (1,029,045 shares) |  |  | 11,916 |
TBI Preferred stock Series B Issued |  |  | 5,196 |
Senior Preferred Stock, Series T-1 and T-2 assumed |  |  | 25,897 |
Consideration paid |  |  | 58,286 |
Bargain Purchase Gain |  | $ | (9,014 | )
The consideration paid was comprised of a combination of cash and TBI common and preferred stock to all NBI stockholders, and the assumption of NBI’s Senior Preferred Stock, Series T-1 and T-2, classified as noncontrolling interest in the consolidated statements of changes in equity. In addition to the consideration paid TBI (i) retired the outstanding balance of NBI’s $11,858 senior secured note and (ii) retired all $3,640 of NBI’s senior convertible notes outstanding with cash.

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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 No definition available. + Details
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