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Business Combinations and Divestitures (Tables)

12 Months Ended

Dec. 31, 2017

Summary of Fair Values of the Identifiable Assets Acquired and Liabilities Assumed

A summary of the estimated fair values of assets acquired, liabilities assumed, consideration transferred, and the resulting goodwill is as follows:

(Dollars in thousands)
Assets acquired:
Cash and cash equivalents	$	38,473
Securities		97,687
Loans		171,199
FHLB stock		315
Premises and equipment		6,238
Other real estate owned		2,282
Intangible assets		6,072
Bank-owned life insurance		7,153
Other assets		1,882
		331,301
Liabilities assumed:
Deposits		293,398
Junior subordinated debentures		5,470
Other liabilities		2,881
		301,749
Fair value of net assets acquired		29,552
Consideration transferred		40,075
Goodwill	$	10,523

Summary of Acquired Loans

In connection with the acquisition, the Company acquired loans both with and without evidence of credit quality deterioration since origination. The acquired loans were initially recorded at fair value with no carryover of any allowance for loan and lease losses. Acquired loans were segregated between those considered to be purchased credit impaired (“PCI”) loans and those without credit impairment at acquisition. The following table presents details of the estimated fair value of acquired loans at the acquisition date:

	Loans,
	Excluding		PCI		Total
(Dollars in thousands)	PCI Loans		Loans		Loans
Commercial real estate	$	73,273	$	254	$	73,527
Construction, land development, land		19,770		1,199		20,969
1-4 family residential properties		26,264		—		26,264
Farmland		16,934		—		16,934
Commercial		31,893		—		31,893
Factored receivables		—		—		—
Consumer		1,612		—		1,612
Mortgage warehouse		—		—		—
	$	169,746	$	1,453	$	171,199

Valley Bancorp, Inc. | PCI Loans

Business Acquisition [Line Items]

Schedule of Loans Acquired in Business Combination

The following presents information at the acquisition date for PCI loans acquired in the transaction:

(Dollars in thousands)
Contractually required principal and interest payments	$	2,599
Contractual cash flows not expected to be collected (nonaccretable difference)		775
Expected cash flows at acquisition		1,824
Interest component of expected cash flows (accretable yield)		371
Fair value of loans acquired with deterioration of credit quality	$	1,453

Valley Bancorp, Inc. | Non-PCI

Business Acquisition [Line Items]

Schedule of Loans Acquired in Business Combination

The following presents information at the acquisition date for non-PCI loans acquired in the transaction:

(Dollars in thousands)
Contractually required principal and interest payments	$	214,139
Contractual cash flows not expected to be collected	$	3,646
Fair value at acquisition	$	169,746

Independent Bank - Colorado Branches

Business Acquisition [Line Items]

Summary of Fair Values of the Identifiable Assets Acquired and Liabilities Assumed

A summary of the estimated fair values of assets acquired, liabilities assumed, consideration transferred, and the resulting goodwill is as follows:

(Dollars in thousands)
Assets acquired:
Cash and cash equivalents	$	1,611
Loans		95,794
Premises and equipment		7,524
Intangible assets		3,255
Other assets		1,644
		109,828
Liabilities assumed:
Deposits		160,702
Other liabilities		249
		160,951
Fair value of net assets acquired		(51,123	)
Cash received from seller, net of $6,771 deposit premium		45,306
Goodwill	$	5,817

Summary of Acquired Loans

The loans acquired in the transaction were initially recorded at fair value with no carryover of any allowance for loan and lease losses. There were no loans acquired that were considered to be purchased credit impaired (“PCI”) loans. The following table presents details of the estimated fair value of acquired loans at the acquisition date:

(Dollars in thousands)
Commercial real estate	$	13,382
Construction, land development, land		537
1-4 family residential properties		6,986
Farmland		31,490
Commercial		43,104
Factored receivables		—
Consumer		295
Mortgage warehouse		—
	$	95,794

Independent Bank - Colorado Branches | Non-PCI

Business Acquisition [Line Items]

Schedule of Loans Acquired in Business Combination

The following presents information at the acquisition date for non-PCI loans acquired in the transaction:

(Dollars in thousands)
Contractually required principal and interest payments	$	122,498
Contractual cash flows not expected to be collected	$	3,415
Fair value at acquisition	$	95,794

ColoEast Bankshares, Inc.

Business Acquisition [Line Items]

Summary of Fair Values of the Identifiable Assets Acquired and Liabilities Assumed

A summary of the fair values of assets acquired, liabilities assumed, consideration transferred, and the resulting goodwill is as follows:

	Initial Values		Measurement
	Recorded at		Period			Adjusted
(Dollars in thousands)	Acquisition Date		Adjustments			Values
Assets acquired:
Cash and cash equivalents	$	57,671	$	—		$	57,671
Securities		161,693		—			161,693
Loans		460,775		—			460,775
FHLB and Federal Reserve Bank stock		550		—			550
Premises and equipment		23,940		—			23,940
Other real estate owned		3,105		(143	)		2,962
Intangible assets		7,238		—			7,238
Bank-owned life insurance		6,400		—			6,400
Deferred income taxes		4,511		(70	)		4,441
Other assets		10,022		—			10,022
		735,905		(213	)		735,692
Liabilities assumed:
Deposits		652,952		—			652,952
Junior subordinated debentures		7,728		—			7,728
Other liabilities		6,784		—			6,784
		667,464		—			667,464
Fair value of net assets acquired		68,441		(213	)		68,228
Cash paid		70,000		—			70,000
TARP Preferred Stock assumed		10,500		—			10,500
Consideration transferred		80,500		—			80,500
Goodwill	$	12,059	$	213		$	12,272

Summary of Acquired Loans

The following table presents details on acquired loans at the acquisition date:

	Loans, Excluding		PCI		Total
(Dollars in thousands)	PCI Loans		Loans		Loans
Commercial real estate	$	86,569	$	10,907	$	97,476
Construction, land development, land		58,718		2,933		61,651
1-4 family residential properties		36,412		91		36,503
Farmland		100,977		233		101,210
Commercial		151,605		5,129		156,734
Factored receivables		694		—		694
Consumer		6,507		—		6,507
	$	441,482	$	19,293	$	460,775

Schedule of Pro Forma Information on Acquisition

The following table presents pro forma information for the years ended December 31, 2016 and 2015 as if the ColoEast acquisition had occurred at the beginning of 2015. The pro forma information includes adjustments for interest income on loans acquired, interest expense on junior subordinated debentures assumed, depreciation expense on property acquired, amortization of intangibles arising from the transaction, and the related income tax effects. The pro forma financial information is not necessarily indicative of the results of operations that would have occurred had the transaction been completed on the assumed date.

(Dollars in thousands)	December 31, 2016		December 31, 2015
Net interest income	$	128,322	$	117,051
Noninterest income	$	22,671	$	36,539
Net income	$	21,220	$	31,624
Basic earnings per common share	$	1.14	$	1.73
Diluted earnings per common share	$	1.13	$	1.70

ColoEast Bankshares, Inc. | PCI Loans

Business Acquisition [Line Items]

Schedule of Loans Acquired in Business Combination

Information about the acquired loan portfolio subject to PCI accounting guidance as of August 1, 2016 is as follows:

(Dollars in thousands)
Contractually required principal and interest payments	$	25,124
Contractual cash flows not expected to be collected (nonaccretable difference)		1,707
Expected cash flows at acquisition		23,417
Interest component of expected cash flows (accretable yield)		4,124
Fair value of loans acquired with deterioration of credit quality	$	19,293

ColoEast Bankshares, Inc. | Non-PCI

Business Acquisition [Line Items]

Schedule of Loans Acquired in Business Combination

The following presents information at the acquisition date for non-PCI loans acquired in the transaction:

(Dollars in thousands)
Contractually required principal and interest payments	$	530,404
Contractual cash flows not expected to be collected	$	21,272
Fair value at acquisition	$	441,482

Doral Money Acquisition

Business Acquisition [Line Items]

Summary of Fair Values of the Identifiable Assets Acquired and Liabilities Assumed

A summary of the fair values of assets acquired, liabilities assumed, net consideration transferred, and the resulting bargain purchase gain is as follows:

	Initial Values			Measurement
	Recorded at			Period			Adjusted
(Dollars in thousands)	Acquisition Date			Adjustments			Values
Assets acquired:
Cash	$	8,273		$	—		$	8,273
CLO Securities		98,316			—			98,316
Intangible asset - CLO management contracts		1,918			—			1,918
Loans		36,765			900			37,665
Prepaid corporate income tax		3,014			1,688			4,702
Other assets		772			—			772
		149,058			2,588			151,646
Liabilities assumed:
Deferred tax liability		663			—			663
Other liabilities		22			(20	)		2
		685			(20	)		665
Fair value of net assets acquired		148,373			2,608			150,981
Net consideration transferred		135,864			—			135,864
Bargain purchase gain	$	(12,509	)	$	(2,608	)	$	(15,117	)

Triumph Healthcare Finance

Business Acquisition [Line Items]

Summary of Assets Held for Sale and Consideration Received and Gain on Sale

A summary of the carrying amount of the assets in the Disposal Group transferred to held for sale is as follows:

(Dollars in thousands)
Loans	$	70,771
Allowance for loan and lease losses		(2,103	)
Loans, net of allowance for loan and lease losses		68,668
Premises and equipment, net		33
Goodwill		1,024
Intangible assets, net		1,007
Other assets		630
Total carrying amount	$	71,362

Triumph Capital Advisors, LLC

Business Acquisition [Line Items]

Summary of Assets Held for Sale and Consideration Received and Gain on Sale

A summary of the consideration received and the gain on sale is as follows:

(Dollars in thousands)
Consideration received (fair value):
Cash	$	10,554
Loan receivable		10,500
Revenue share		1,623
Total consideration received		22,677
Carrying value of TCA membership interest		1,417
Gain on sale of subsidiary		21,260
Transaction costs		400
Gain on sale of subsidiary, net of transaction costs	$	20,860