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Business Combinations | 12 Months Ended
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Dec. 31, 2022
Business Combination and Asset Acquisition [Abstract] |
Business Combinations | Business Combinations Trident Acquisition On April 1, 2022, the Company completed its acquisition of a majority controlling interest of 60% in Trident. Trident provides commercial and residential title services throughout New Jersey, and through strategic alliances can also service clients’ title insurance needs outside of New Jersey. The acquisition is complimentary to the Company’s existing consumer and commercial lending business. Total consideration paid was $7.1 million and goodwill from the transaction amounted to $5.8 million. The acquisition was accounted for under the acquisition method of accounting. Under this method of accounting, the purchase price has been allocated to the respective assets acquired and liabilities assumed based upon their estimated fair values. The excess of consideration paid over the estimated fair value of the net assets acquired, excluding the net assets attributable to the non-controlling interest, has been recorded as goodwill. The Company consolidated Trident’s assets, liabilities and components of comprehensive income within its consolidated results. Thus, the consolidated results include amounts attributable to the Company and the non-controlling interest. Amounts attributable to the non-controlling interest are presented separately as a single line on the Consolidated Statements of Income (net income attributable to non-controlling interest) and the Consolidated Statements of Financial Condition (non-controlling interest in stockholders’ equity). Amounts attributed to the non-controlling interest are based upon the ownership interest in Trident that the Company does not own. For further discussion on the accounting for this arrangement refer to Note 18 Variable Interest Entity, of this Form 10-K. The following table summarizes the estimated fair values of the assets acquired and the liabilities assumed by the Company at the date of the acquisition for Trident, net of total consideration paid (in thousands):
| At April 1, 2022
| Estimated Fair Value
Total purchase price: | $ | 7,084 |
Assets acquired: |
Cash and cash equivalents | $ | 45,693 |
Other current assets | 238 |
Premises and equipment | 18 |
ROU asset | 779 |
Other assets | 81 |
Total assets acquired | 46,809 |
Liabilities assumed: |
Lease liability | 779 |
Other liabilities | 43,937 |
Total liabilities assumed | $ | 44,716 |
Net assets acquired | $ | 2,093 |
Net assets attributable to non-controlling interest | $ | 836 |
Goodwill recorded | $ | 5,827 |
The calculation of goodwill is subject to change for up to one year after the date of acquisition as additional information relative to the closing date estimates and uncertainties become available. The Company finalized its review of the acquired assets and liabilities and will not be recording any further adjustments to the carrying value. Merger Related Expenses The Company incurred merger related expenses of $2.7 million, $1.5 million, and $15.9 million for the years ended December 31, 2022, 2021, and 2020, respectively. The following table summarizes the merger related expenses for the years ended December 31, 2022, 2021 and 2020:
| For the Year Ended December 31,
| 2022 |  | 2021 |  | 2020
| (in thousands)
Data processing fees | $ | 790 |  |  | $ | 253 |  |  | $ | 3,758 |
Professional fees | 1,936 |  |  | 343 |  |  | 3,638 |
Employee severance payments | 7 |  |  | 663 |  |  | 7,727 |
Other/miscellaneous fees | 2 |  |  | 244 |  |  | 824 |
Merger related expenses | $ | 2,735 |  |  | $ | 1,503 |  |  | $ | 15,947 |
Merger related expenses for 2022 included expenses related to the terminated merger agreement with Partners Bancorp. Merger related expenses for 2021 and 2020 included expenses related to acquisitions of Two River and Country Bank, which were both completed on January 1, 2020. Core Deposit Intangibles The estimated future amortization expense for the core deposit intangibles over the next five years and thereafter is as follows (in thousands):
For the Year Ending December 31, |  | Amortization Expense
2023 |  | $ | 3,984 |
2024 |  | 3,250 |
2025 |  | 2,516 |
2026 |  | 1,784 |
2027 |  | 1,112 |
Thereafter |  | 851 |
Total |  | $ | 13,497 |

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- Definition The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable). + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -URI https://asc.fasb.org/topic&trid=2303972 Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 20 -Section 50 -Paragraph 5 -Subparagraph (b) -URI https://asc.fasb.org/extlink&oid=128092470&loc=d3e4946-128472 + Details
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