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Business Combinations | 9 Months Ended
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Mar. 31, 2016
Business Combinations [Abstract] |
Business Combinations | Business Combinations All business combinations are accounted for using the acquisition method of accounting and, accordingly, assets acquired, liabilities assumed and consideration exchanged were recorded at acquisition date fair values. Fair values are preliminary and subject to refinement for up to one year after the closing date of the acquisition as additional information regarding the closing date fair values becomes available. The one year measurement period has expired for all business combinations. On November 14, 2014, the Bank completed its acquisition of ten branch banking operations in Southwest Virginia and Eden, North Carolina from Bank of America Corporation (the "Branch Acquisition"). Under the terms of the agreement, the Bank paid a deposit premium of $9,805 equal to 2.86% of the average daily deposits for the 30 calendar day period prior to the acquisition date. In addition, the Bank acquired approximately $1,045 in loans and all related premises and equipment valued at $8,993. The following table presents the consideration paid by the Bank in the Branch Acquisition and the assets acquired and liabilities assumed as of November 14, 2014:
| As Recorded By Bank of America |  | Fair Value and Other Merger Related Adjustments |  | As Recorded by the Company
Consideration Paid |  |  |  |  |
Cash paid as deposit premium |  |  |  |  | $ | 9,805 |
Total consideration |  |  |  |  | $ | 9,805 |
Assets |  |  |  |  |  |
Cash and cash equivalents | $ | 320,673 |  |  | $ | — |  |  | $ | 320,673 |
Loans, net of allowance | 1,045 |  |  | — |  |  | 1,045 |
Premises and equipment, net | 6,303 |  |  | 2,690 |  |  | 8,993 |
Accrued interest receivable | 3 |  |  | — |  |  | 3 |
Deferred income taxes | — |  |  | 353 |  |  | 353 |
Core deposit intangibles | — |  |  | 7,936 |  |  | 7,936 |
Total assets acquired | $ | 328,024 |  |  | $ | 10,979 |  |  | $ | 339,003 |
Liabilities |  |  |  |  |  |  |  |
Deposits | $ | 328,007 |  |  | $ | 1,174 |  |  | $ | 329,181 |
Other liabilities | 17 |  |  | — |  |  | 17 |
Total liabilities assumed | $ | 328,024 |  |  | $ | 1,174 |  |  | $ | 329,198 |
Net identifiable assets acquired over liabilities assumed | $ | — |  |  | $ | 9,805 |  |  | $ | 9,805 |
Goodwill |  |  |  |  |  |  | $ | — |
On July 31, 2014, the Bank completed its acquisition of Bank of Commerce in accordance with the terms of the Agreement and Plan of Share Exchange dated March 3, 2014. Under the terms of the agreement, Bank of Commerce shareholders received $6.25 per share in cash consideration, representing approximately $10,000 of aggregate deal consideration. In addition, all $3,200 of Bank of Commerce's preferred stock was redeemed. The excess of the merger consideration over the fair value of Bank of Commerce's net assets was allocated to goodwill. The book value as of July 31, 2014, of assets acquired was $122,530 and liabilities assumed was $114,672. The Company recorded $1,922 in goodwill related to the acquisition. The following table presents the consideration paid by the Bank in the acquisition of Bank of Commerce and the assets acquired and liabilities assumed as of July 31, 2014:
| As Recorded By Bank of Commerce |  | Fair Value and Other Merger Related Adjustments |  | As Recorded by the Company
Consideration Paid |  |  |  |  |
Cash paid |  |  |  |  | $ | 10,000 |
Total consideration |  |  |  |  | $ | 10,000 |
Assets |  |  |  |  |  |
Cash and cash equivalents | $ | 2,241 |  |  | $ | — |  |  | $ | 2,241 |
Securities available for sale | 24,228 |  |  | — |  |  | 24,228 |
Loans, net of allowance | 89,339 |  |  | (2,855 | ) |  | 86,484 |
Federal Home Loan Bank ("FHLB") Stock | 791 |  |  | — |  |  | 791 |
REO | 224 |  |  | (14 | ) |  | 210 |
Premises and equipment, net | 135 |  |  | — |  |  | 135 |
Accrued interest receivable | 355 |  |  | (100 | ) |  | 255 |
Deferred income taxes | 286 |  |  | 2,839 |  |  | 3,125 |
Core deposit intangibles | — |  |  | 640 |  |  | 640 |
Other assets | 4,931 |  |  | (6 | ) |  | 4,925 |
Total assets acquired | $ | 122,530 |  |  | $ | 504 |  |  | $ | 123,034 |
Liabilities |  |  |  |  |  |  |  |
Deposits | $ | 93,303 |  |  | $ | 112 |  |  | $ | 93,415 |
Other borrowings | 15,000 |  |  | 172 |  |  | 15,172 |
Other liabilities | 6,369 |  |  | — |  |  | 6,369 |
Total liabilities assumed | $ | 114,672 |  |  | $ | 284 |  |  | $ | 114,956 |
Net identifiable assets acquired over liabilities assumed | $ | 7,858 |  |  | $ | 220 |  |  | $ | 8,078 |
Goodwill |  |  |  |  |  |  | $ | 1,922 |
The carrying amount of acquired loans from Bank of Commerce as of July 31, 2014 consisted of purchased performing loans and purchased credit-impaired ("PCI") loans as detailed in the following table:
| Purchased Performing |  | PCI |  | Total Loans
Retail Consumer Loans: |  |  |  |  |
One-to-four family | $ | 2,717 |  |  | $ | 2,979 |  |  | $ | 5,696 |
Home equity lines of credit ("HELOCs") | 8,823 |  |  | 317 |  |  | 9,140 |
Consumer | 37 |  |  | 15 |  |  | 52 |
Commercial: |  |  |  |  |
Commercial real estate | 29,048 |  |  | 30,047 |  |  | 59,095 |
Construction and development | 202 |  |  | 3,020 |  |  | 3,222 |
Commercial and industrial | 5,402 |  |  | 3,877 |  |  | 9,279 |
Total | $ | 46,229 |  |  | $ | 40,255 |  |  | $ | 86,484 |
On May 31, 2014, the Company completed its acquisition of Jefferson Bancshares, Inc. ("Jefferson") in accordance with the terms of the Agreement and Plan of Merger dated January 22, 2014. Under the terms of the agreement, Jefferson shareholders received 0.2661 shares of HomeTrust common stock, and $4.00 in cash for each share of Jefferson common stock. This represents approximately $50,490 of aggregate deal consideration. The excess of the merger consideration over the fair value of Jefferson's net assets was allocated to goodwill. The book value as of May 31, 2014, of assets acquired was $494,261 and liabilities assumed was $441,858. The Company recorded $7,949 in goodwill related to the acquisition. The following table presents the consideration paid by the Company in the acquisition of Jefferson and the assets acquired and liabilities assumed as of May 31, 2014:
| As Recorded by Jefferson |  | Fair Value and Other Merger Related Adjustments |  | As Recorded by the Company
Consideration Paid |  |  |  |  |
Cash paid including cash in lieu of fractional shares |  |  |  |  | $ | 25,251 |
Fair value of HomeTrust common stock at $15.03 per share |  |  |  |  | 25,239 |
Total consideration |  |  |  |  | $ | 50,490 |
Assets |  |  |  |  |  |
Cash and cash equivalents | $ | 18,325 |  |  | $ | — |  |  | $ | 18,325 |
Securities available for sale | 85,744 |  |  | (675 | ) |  | 85,069 |
Loans, net of allowance | 338,616 |  |  | (8,704 | ) |  | 329,912 |
FHLB Stock | 4,635 |  |  | — |  |  | 4,635 |
REO | 3,288 |  |  | (1,064 | ) |  | 2,224 |
Premises and equipment, net | 24,662 |  |  | (1,487 | ) |  | 23,175 |
Accrued interest receivable | 1,367 |  |  | (90 | ) |  | 1,277 |
Deferred income taxes | 9,606 |  |  | 3,637 |  |  | 13,243 |
Core deposit intangibles | 847 |  |  | 2,683 |  |  | 3,530 |
Other assets | 7,171 |  |  | (393 | ) |  | 6,778 |
Total assets acquired | $ | 494,261 |  |  | $ | (6,093 | ) |  | $ | 488,168 |
Liabilities |  |  |  |  |  |  |  |
Deposits | $ | 376,985 |  |  | $ | 371 |  |  | $ | 377,356 |
Other borrowings | 55,081 |  |  | 858 |  |  | 55,939 |
Subordinated debentures | 7,460 |  |  | 2,540 |  |  | 10,000 |
Other liabilities | 2,332 |  |  | — |  |  | 2,332 |
Total liabilities assumed | $ | 441,858 |  |  | $ | 3,769 |  |  | $ | 445,627 |
Net identifiable assets acquired over liabilities assumed | $ | 52,403 |  |  | $ | (9,862 | ) |  | 42,541 |
Goodwill |  |  |  |  |  |  | $ | 7,949 |
The carrying amount of acquired loans from Jefferson as of May 31, 2014 consisted of purchased performing loans and PCI loans as detailed in the following table:
| Purchased Performing |  | PCI |  | Total Loans
Retail Consumer Loans: |  |  |  |  |
One-to-four family | $ | 74,378 |  |  | $ | 6,066 |  |  | $ | 80,444 |
HELOCs | 16,857 |  |  | 18 |  |  | 16,875 |
Construction and land/lots | 7,810 |  |  | 924 |  |  | 8,734 |
Consumer | 3,690 |  |  | 2 |  |  | 3,692 |
Commercial: |  |  |  |  |  |  |  |
Commercial real estate | 119,635 |  |  | 15,649 |  |  | 135,284 |
Construction and development | 24,658 |  |  | 1,012 |  |  | 25,670 |
Commercial and industrial | 52,863 |  |  | 6,350 |  |  | 59,213 |
Total | $ | 299,891 |  |  | $ | 30,021 |  |  | $ | 329,912 |
On July 31, 2013, the Company completed its acquisition of BankGreenville Financial Corporation ("BankGreenville") in accordance with the terms of the Agreement and Plan of Merger dated May 3, 2013. Under the terms of the agreement, BankGreenville shareholders received $6.63 per share in cash consideration. This represents approximately $7,823 of aggregate deal consideration. On October 27, 2015, additional contingent cash consideration of $0.41 per share (or approximately $484) was paid at the expiration of a 24 month performance period on a select pool of loans totaling approximately $8,000. The book value as of July 31, 2013, of assets acquired was $102,180 and liabilities assumed was $94,117. The Company recorded $2,802 in goodwill related to the acquisition. The following table presents the consideration paid by the Company in the acquisition of BankGreenville and the assets acquired and liabilities assumed as of July 31, 2013:
| As Recorded by BankGreenville |  | Fair Value and Other Merger Related Adjustments |  | As Recorded by the Company
Consideration Paid |  |  |  |  |
Cash |  |  |  |  | $ | 7,823 |
Repayment of BankGreenville preferred stock |  |  |  |  | 1,050 |
Contingent cash consideration (1) |  |  |  |  | 680 |
Total consideration |  |  |  |  | $ | 9,553 |
Assets |  |  |  |  |  |
Cash and cash equivalents | $ | 10,348 |  |  | $ | — |  |  | $ | 10,348 |
Investment securities | 34,345 |  |  | — |  |  | 34,345 |
Loans, net of allowance | 51,622 |  |  | (3,792 | ) |  | 47,830 |
FHLB Stock | 447 |  |  | — |  |  | 447 |
REO | 2,317 |  |  | (168 | ) |  | 2,149 |
Premises and equipment, net | 2,458 |  |  | (117 | ) |  | 2,341 |
Accrued interest receivable | 429 |  |  | — |  |  | 429 |
Deferred tax asset | — |  |  | 2,470 |  |  | 2,470 |
Other assets | 214 |  |  | — |  |  | 214 |
Core deposit intangibles | — |  |  | 530 |  |  | 530 |
Total assets acquired | $ | 102,180 |  |  | $ | (1,077 | ) |  | $ | 101,103 |
Liabilities |  |  |  |  |  |  |  |
Deposits | $ | 88,906 |  |  | $ | 201 |  |  | $ | 89,107 |
Other borrowings | 4,700 |  |  | 34 |  |  | 4,734 |
Other liabilities | 511 |  |  | — |  |  | 511 |
Total liabilities assumed | $ | 94,117 |  |  | $ | 235 |  |  | $ | 94,352 |
Net identifiable assets acquired over liabilities assumed | $ | 8,063 |  |  | $ | (1,312 | ) |  | 6,751 |
Goodwill |  |  |  |  |  |  | $ | 2,802 |
______________________________________
(1) | Estimate of additional amount to be paid to shareholders after 24 months based on performance of a select pool of loans totaling approximately $8,000. Actual amount paid was $484 on October 27, 2015.
The carrying amount of acquired loans from BankGreenville as of July 31, 2013 consisted of purchased performing loans and PCI loans as detailed in the following table:
| Purchased Performing |  | PCI |  | Total Loans
Retail Consumer Loans: |  |  |  |  |
One-to-four family | $ | 8,274 |  |  | $ | 1,392 |  |  | $ | 9,666 |
HELOCs | 3,987 |  |  | 134 |  |  | 4,121 |
Consumer | 522 |  |  | — |  |  | 522 |
Commercial: |  |  |  |  |  |  |  |
Commercial real estate | 23,073 |  |  | 4,552 |  |  | 27,625 |
Construction and development | 2,367 |  |  | 3,529 |  |  | 5,896 |
Total | $ | 38,223 |  |  | $ | 9,607 |  |  | $ | 47,830 |

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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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