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ACQUISITION OF CBANK (Tables)

6 Months Ended

Jun. 30, 2023

ACQUISITION OF CBANK

Summary of Assets Acquired and Liabilities Assumed


		March 15, 2023
		As Previously Reported							As Recasted

		As Recorded			Fair Value				Recast				As Recorded
(in thousands)		by CBank			Adjustments (1)				Adjustments (1)				by Republic

Assets acquired:

Cash and cash equivalents		$	10,030		$	—			$	—			$	10,030
Investment securities			16,463			(4)	a			(65)	a			16,394
Loans			221,707			(4,219)	b			(150)	b			217,338
Allowance for loan and lease losses			(2,953)			1,353	c			1,391	c, j			(209)
Loans, net			218,754			(2,866)				1,241				217,129
Goodwill			954			(954)	d			—				—
Core deposit intangible			—			2,844	e			—				2,844
Premises and equipment, net			162			35	f			(24)	f			173
Other assets and accrued interest receivable			7,067			(320)	g			—				6,747

Total assets acquired		$	253,430		$	(1,265)			$	1,152			$	253,317

Liabilities assumed:

Deposits:
Noninterest-bearing		$	42,160		$	—			$	—			$	42,160
Interest-bearing			179,487			31	h			—				179,518
Total deposits			221,647			31				—				221,678

Other liabilities and accrued interest payable			4,709			96	i			50	i			4,855

Total liabilities assumed			226,356			127				50				226,533

Net assets acquired		$	27,074		$	(1,392)			$	1,102				26,784

Cash consideration paid														(51,000)

Goodwill													$	24,216

(1)

The Company’s acquisition of CBank closed on March 15, 2023. The fair value adjustments reported are preliminary estimates based on information obtained subsequent to March 15, 2023 and through June 30, 2023. Management is continuing to evaluate each of its estimates and may provide additional recast adjustments in future periods based on this continuing evaluation. To the extent that additional recast adjustments are posted in future periods, the resultant fair values and the amount of goodwill recorded by the Company will change.

Explanation of fair value and recast adjustments:

a.

Adjustment reflects the fair value adjustment based on the Company’s evaluation of the investment securities.

b.

Adjustments to loans to reflect estimated fair value adjustments based on the Company’s evaluation of the acquired loan portfolio.

c.

Adjustments to the Allowance reflect the fair value adjustment to eliminate the acquiree’s recorded allowance for loan losses and other fair value adjustments based on the Company’s evaluation of the acquired loan portfolio.

d.

Adjustment reflects the fair value adjustment to eliminate the recorded goodwill.

e.

Adjustment reflects the fair value adjustment for the core deposit intangible asset recorded as a result of the acquisition.

f.

Adjustment reflects the fair value adjustment based on the Company’s evaluation of the premises and equipment, net.

g.

Adjustment reflects the fair value adjustment based on the Company’s evaluation of the other assets and accrued interest receivable.

h.

Adjustment reflects the fair value adjustment based on the Company’s evaluation of the assumed time deposits.

i.

Adjustment reflects the fair value adjustment based on the Company’s evaluation of the other liabilities and accrued interest payable.

j.

Adjustment reflects a change in estimated fair value based upon further evaluation of PCD loans, including cash payments received subsequent to the date of acquisition.