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Business Combinations (Notes) | 9 Months Ended
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Sep. 30, 2016
Business Combinations [Abstract] |
Business Combination Disclosure [Text Block] | Business Combination On April 26, 2016, the Company entered into an Agreement and Plan of Merger (the "Merger Agreement") with First Clover Leaf Financial Corp., a Maryland corporation ("First Clover Leaf"), pursuant to which, amongst other things, the Company agreed to acquire 100% of the issued and outstanding shares of First Clover Leaf pursuant to a business combination whereby First Clover Leaf would merge with and into the Company, with the Company as the surviving entity (the "Merger"). At the effective time of the Merger, 25% of the shares of First Clover Leaf common stock issued and outstanding immediately prior to the effective time of the Merger converted into the right to receive $12.87 per share, for an approximate aggregate total of $22,545,000, and 75% of the shares of First Clover Leaf common stock issued and outstanding immediately prior to the effective time of the Merger converted into the right to receive 0.495 shares of the Company’s common stock, par value $4.00 per share, for an approximate aggregate total of 2,600,616 shares of the Company’s common stock. Cash in lieu of fractional shares of Company common stock were issued in connection with the Merger. First Clover Leaf had $659 million in assets at book value including $449 million in loans and $535 million in deposits. As a result of the acquisition, the Company will have an opportunity to increase its deposit base and reduce transaction costs. The Company also expects to reduce costs through economies of scale. The acquisition was accounted for under the acquisition method of accounting in accordance with ASC 805, “Business Combinations ("ASC 805"),” and accordingly the assets and liabilities were recorded at their estimated fair values on the date of acquisition. Fair values are subject to refinement for up to one year after the closing date of September 8, 2016 as additional information regarding the closing date fair values become available. The total consideration paid was used to determine the amount of goodwill resulting from the transaction. As the total consideration paid exceeded the net assets acquired, goodwill of $16.8 million was recorded for the acquisition. Goodwill recorded in the transaction, which reflects the synergies and economies of scale expected from combining operations and the enhanced revenue opportunities from the Company’s service capabilities in the St. Louis market, is not tax deductible, and was all assigned to the banking segment of the Company. The following table summarizes the estimated fair values of assets acquired and liabilities assumed at the date of the First Clover Leaf acquisition (in thousands).
| Acquired Book Value | Fair Value Adjustments | As Recorded by First Clover Leaf Bank
Assets |  |  |
Cash | $ | 59,320 |  | $ | — |  | $ | 59,320 |
Investment Securities | 109,911 |  | (737 | ) | 109,174 |
Loans | 448,668 |  | (10,403 | ) | 438,265 |
Allowance for loan losses | (6,928 | ) | 6,928 |  | — |
Other real estate owned | 2,741 |  | (754 | ) | 1,987 |
Premises and equipment | 9,618 |  | 1,963 |  | 11,581 |
Goodwill | 11,385 |  | 5,400 |  | 16,785 |
Core deposit intangible | 99 |  | 4,561 |  | 4,660 |
Other assets | 23,974 |  | 3,159 |  | 27,133 |
Total assets acquired | $ | 658,788 |  | $ | 10,117 |  | $ | 668,905 |
Liabilities and Stockholders' Equity |  |  |
Deposits | $ | 534,692 |  | $ | 1,994 |  | $ | 536,686 |
Securities sold under agreements to repurchase | 23,263 |  | — |  | 23,263 |
FHLB advances | 15,000 |  | 113 |  | 15,113 |
Subordinated debentures | 4,000 |  | (731 | ) | 3,269 |
Other liabilities | 2,103 |  | — |  | 2,103 |
Total liabilities assumed | 579,058 |  | 1,376 |  | 580,434 |
Net assets acquired | $ | 79,730 |  | $ | 8,741 |  | $ | 88,471 |
Consideration Paid |  |  |
Cash |  |  | $ | 22,545 |
Common stock |  |  | 65,926 |
Total consideration paid |  |  | $ | 88,471 |
The Company has recognized approximately $785,000, pre-tax, of acquisition costs for the First Clover Leaf acquisition. These costs are included in legal and professional and other expense. The operating results of First Clover Leaf Bank since acquisition, including revenue of $1,641,000 and net income of $663,000, are also included in the Company’s consolidated financial statements. Of the $10.4 million difference between the fair value and acquired value of the purchased loans, approximately $8.4 million is being accreted to interest income over the remaining term of the loans. The differences between fair value and acquired value of the assumed time deposits of $1.99 million, of the assumed FHLB advances of $113,000 and of the assumed subordinated debentures of $(731,000), are being amortized to interest expense over the remaining life of the liabilities. The core deposit intangible asset, with a fair value of $4.7 million, will be amortized on an accelerated basis over its estimated life of ten years. The following unaudited pro forma condensed combined financial information presents the results of operations of the Company, including the effects of the purchase accounting adjustments and acquisition expenses, had the First Clover Leaf acquisition taken place at the beginning of the period (dollars in thousands):
| Three months ended | Nine months ended
| September 30, | September 30, | September 30, | September 30,
| 2016 | 2015 | 2016 | 2015
Net interest income | $ | 21,255 |  | $ | 18,774 |  | $ | 63,727 |  | $ | 54,867 |
Provision for loan losses | 1,363 |  | 538 |  | 2,209 |  | 446 |
Non-interest income | 7,322 |  | 5,624 |  | 21,640 |  | 16,299 |
Non-interest expense | 20,039 |  | 18,534 |  | 57,145 |  | 48,367 |
Income before income taxes | 7,175 |  | 5,326 |  | 26,013 |  | 22,353 |
Income tax expense | 2,481 |  | 1,717 |  | 9,079 |  | 7,583 |
Net income | 4,694 |  | 3,609 |  | 16,934 |  | 14,770 |
Dividends on preferred shares | — |  | 550 |  | 825 |  | 1,650 |
Net income available to common stockholders | $ | 4,694 |  | $ | 3,059 |  | $ | 16,109 |  | $ | 13,120 |
Earnings per share |  |  |  |
Basic | $ | 0.45 |  | $ | 0.34 |  | $ | 1.72 |  | $ | 1.69 |
Diluted | $ | 0.45 |  | $ | 0.35 |  | $ | 1.68 |  | $ | 1.62 |
Basic weighted average shares outstanding | 10,497,072 |  | 9,043,283 |  | 9,372,547 |  | 7,763,067 |
Diluted weighted average shares outstanding | 10,504,046 |  | 10,406,419 |  | 10,057,398 |  | 9,126,203 |
The unaudited pro forma condensed combined financial statements do not reflect any anticipated cost savings and revenue enhancements. Accordingly, the pro forma results of operations of the Company as of and after the First Clover Leaf business combination may not be indicative of the results that actually would have occurred if the combination had been in effect during the periods presented or of the results that may be attained in the future. On August 14, 2015, First Mid-Illinois Bank completed the acquisition of twelve Illinois bank branches ("ONB Branches") from Old National Bank, a national banking association having its principal office in Evansville, Indiana. The acquisition expanded First Mid Bank's service area into Southern Illinois and provided a stable source of core deposits. Pursuant to the terms of the Branch Purchase and Assumption Agreement, dated January 30, 2015, as amended, by and between First Mid Bank and Old National Bank, First Mid Bank, among other matters, assumed certain deposit liabilities and acquired certain loans, as well as cash, real property, furniture, and other fixed operating assets associated with the ONB Branches. The deposit and loan balances assumed were approximately $453 million and $156 million at book value, respectively. First Mid Bank also assumed certain leases, and entered into certain subleases, related to the ONB Branches. First Mid Bank agreed to pay Old National Bank the sum of: (i) a deposit premium of 3.6% on the amount of deposit accounts of the ONB Branches, other than brokered deposits and municipal deposits, which equated to approximately $15.9 million, (ii) $500,000, representing the fixed deposit premium related to the municipal deposits of the Branches, (iii) the principal amount of the loans being purchased, plus the accrued but unpaid interest, (iv) the aggregate net book value of the other assets purchased including facilities of approximately $4.5 million, and (v) the aggregate amount of cash on hand of $2.7 million as of the closing. The acquisition was settled by Old National Bank paying cash of approximately $276.8 million to First Mid Bank for the difference between these amounts and the total deposits assumed. The purchase was accounted for under the acquisition method in accordance with ASC 805 and accordingly the assets and liabilities were recorded at their fair values on the date of acquisition. The following table summarizes the estimated fair values of assets acquired and liabilities assumed at the date of the acquisition of the ONB Branches (in thousands).
| Acquired Book Value | Fair Value Adjustments | As Recorded by First Mid Bank
Assets |  |  |
Cash | $ | 279,468 |  | $ | — |  | $ | 279,468 |
Loans | 155,774 |  | (3,377 | ) | 152,397 |
Premises and equipment | 4,547 |  | (125 | ) | 4,422 |
Goodwill | — |  | 14,274 |  | 14,274 |
Core deposit intangible | — |  | 6,216 |  | 6,216 |
Other assets | 1,433 |  | (259 | ) | 1,174 |
Total assets acquired | $ | 441,222 |  | $ | 16,729 |  | $ | 457,951 |
Liabilities |  |  |
Deposits | $ | 452,810 |  | $ | 837 |  | $ | 453,647 |
Securities sold under agreements to repurchase | 3,797 |  | — |  | 3,797 |
Other liabilities | 507 |  | — |  | 507 |
Total liabilities assumed | $ | 457,114 |  | $ | 837 |  | $ | 457,951 |
The Company recognized approximately $1.4 million of costs related to completion of the acquisition of the ONB Branches during 2015. These acquisition costs are included in legal and professional and other expense. The difference between the fair value and acquired value of the purchased loans of $3,377,000 is being accreted to interest income over the remaining term of the loans. The difference between the fair value and acquired value of the assumed time deposits of $837,000 is being amortized to interest expense over the remaining term of the time deposits. The core deposit intangible asset, with a fair value of $6,216,000, will be amortized on an accelerated basis over its estimated life of ten years. The following unaudited pro forma condensed combined financial information presents the results of operations of the Company, including the effects of the purchase accounting adjustments and acquisition expenses, had the acquisition taken place at the beginning of the period (dollars in thousands):
| Three months ended | Nine months ended
| September 30, | September 30,
| 2015 | 2015
Net interest income | $ | 17,762 |  | $ | 49,575 |
Provision for loan losses | 662 |  | 1,292 |
Non-interest income | 6,811 |  | 19,750 |
Non-interest expense | 15,304 |  | 43,617 |
Income before income taxes | 8,607 |  | 24,416 |
Income tax expense | 3,017 |  | 8,766 |
Net income | 5,590 |  | 15,650 |
Dividends on preferred shares | 550 |  | 1,650 |
Net income available to common stockholders | $ | 5,040 |  | $ | 14,000 |
Earnings per share |  |
Basic | $ | 0.60 |  | $ | 1.85 |
Diluted | $ | 0.57 |  | $ | 1.76 |
Basic weighted average shares outstanding | 8,421,397 |  | 7,553,468 |
Diluted weighted average shares outstanding | 9,784,533 |  | 8,916,604 |
The unaudited pro forma condensed combined financial statements do not reflect any anticipated cost savings and revenue enhancements. Accordingly, the pro forma results of operations of the Company as of and after the ONB Branch business combination may not be indicative of the results that actually would have occurred if the combination had been in effect during the periods presented or of the results that may be attained in the future.

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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://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 10 -Section 50 -Paragraph 5 -URI http://asc.fasb.org/extlink&oid=65885119&loc=d3e1497-128463 Reference 2: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 10 -Section 50 -Paragraph 4 -URI http://asc.fasb.org/extlink&oid=65885119&loc=d3e1490-128463 Reference 3: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 10 -Section 50 -Paragraph 2 -URI http://asc.fasb.org/extlink&oid=65885119&loc=d3e1392-128463 Reference 4: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 30 -Section 50 -Paragraph 4 -URI http://asc.fasb.org/extlink&oid=35744584&loc=d3e7008-128479 Reference 5: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 10 -Section 50 -Paragraph 3 -URI http://asc.fasb.org/extlink&oid=65885119&loc=d3e1486-128463 Reference 6: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 30 -Section 50 -Paragraph 1 -URI http://asc.fasb.org/extlink&oid=35744584&loc=d3e6927-128479 Reference 7: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 20 -Section 50 -Paragraph 1 -URI http://asc.fasb.org/extlink&oid=73530397&loc=d3e4845-128472 Reference 8: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 10 -Section 50 -Paragraph 7 -URI http://asc.fasb.org/extlink&oid=65885119&loc=d3e1524-128463 Reference 9: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 30 -Section 50 -Paragraph 3 -URI http://asc.fasb.org/extlink&oid=35744584&loc=d3e7000-128479 Reference 10: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 20 -Section 50 -Paragraph 2 -URI http://asc.fasb.org/extlink&oid=73530397&loc=d3e4922-128472 Reference 11: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 20 -Section 50 -Paragraph 4 -URI http://asc.fasb.org/extlink&oid=73530397&loc=d3e4934-128472 Reference 12: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 20 -Section 50 -Paragraph 3 -URI http://asc.fasb.org/extlink&oid=73530397&loc=d3e4926-128472 Reference 13: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 20 -Section 50 -Paragraph 4A -URI http://asc.fasb.org/extlink&oid=73530397&loc=SL65897772-128472 Reference 14: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 10 -Section 50 -Paragraph 1 -URI http://asc.fasb.org/extlink&oid=65885119&loc=d3e1383-128463 Reference 15: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 30 -Section 50 -Paragraph 2 -URI http://asc.fasb.org/extlink&oid=35744584&loc=d3e6996-128479 + Details
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