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Acquisitions | 3 Months Ended
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Mar. 31, 2025
Acquisitions |
Acquisitions | ​ ​ 12. Acquisitions On July 1, 2024, the Corporation completed its acquisition of SimplyBank. Therefore, the results of SimplyBank have been included in the results of operations beginning on July 1, 2024. Upon the terms and subject to the conditions set forth in the Merger Agreement, at the effective time of the Interim Merger (the “Effective Time”), other than dissenting shares, each share of SimplyBank Common Stock issued and outstanding immediately prior to the Effective Time, was converted into the right to receive $718.38 per share in cash. The aggregate value of the transaction was approximately $73.4 million. Acquisition-related costs of $1.7 million were included in the Corporation’s income statement for the year-to-date period ended December 31, 2024. ​ Goodwill of $13.0 million arising from the acquisition consisted largely of synergies and the cost savings resulting from the combining of the operations of the companies. The goodwill value is subject to change pending receipt of the final valuation. The goodwill for SimplyBank is deductible for income tax purposes as the transaction was accounted for as a taxable acquisition. The following table summarizes the consideration paid and the amounts of the assets acquired and liabilities assumed recognized at the acquisition date. ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | ​ | Measurement | ​ | ​ | ​ | ​
​ | ​ | As Initially | ​ | Period | ​ | ​ | ​ | ​
(Dollar amounts in thousands) |  | Reported | ​ | Adjustments | ​ | As Adjusted | ​
Consideration | ​ |  | ​ | ​ |  | ​ | ​ |  | ​ | ​
Cash consideration | ​ | $ | 73,400 | ​ | $ | — | ​ | $ | 73,400 | ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Fair value of total consideration transferred | ​ | $ | 73,400 | ​ | $ | — | ​ | $ | 73,400 | ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Assets acquired | ​ |  |  | ​ |  |  | ​ |  |  | ​
Cash | ​ | $ | 101,553 | ​ | $ | — | ​ | $ | 101,553 | ​
Investment securities available-for-sale | ​ |  | 77,350 | ​ |  | — | ​ |  | 77,350 | ​
Federal funds sold | ​ |  | — | ​ |  | — | ​ |  | — | ​
Bank owned life insurance | ​ |  | 12,816 | ​ |  | — | ​ |  | 12,816 | ​
Federal Home Loan Bank stock | ​ |  | 726 | ​ |  | — | ​ |  | 726 | ​
Loans | ​ |  | 467,997 | ​ |  | (2,731) | ​ |  | 465,266 | ​
Premises and equipment | ​ |  | 14,231 | ​ |  | — | ​ |  | 14,231 | ​
Core deposit intangibles | ​ |  | 19,788 | ​ |  | — | ​ |  | 19,788 | ​
Other assets | ​ |  | 6,184 | ​ |  | — | ​ |  | 6,184 | ​
Total assets acquired | ​ |  | 700,645 | ​ |  | (2,731) | ​ |  | 697,914 | ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Liabilities assumed | ​ |  |  | ​ |  |  | ​ |  |  | ​
Deposits | ​ |  | 622,937 | ​ |  | — | ​ |  | 622,937 | ​
FHLB advances | ​ |  | 1,719 | ​ |  | — | ​ |  | 1,719 | ​
Other liabilities | ​ |  | 12,899 | ​ |  | — | ​ |  | 12,899 | ​
Total liabilities assumed | ​ |  | 637,555 | ​ |  | — | ​ |  | 637,555 | ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Net identifiable assets | ​ |  | 63,090 | ​ |  | (2,731) | ​ |  | 60,359 | ​
Goodwill | ​ | $ | 10,310 | ​ | $ | 2,731 | ​ | $ | 13,041 | ​
​ The fair value of net assets acquired includes fair value adjustments to certain receivables that were not considered impaired as of the acquisition date. The fair value adjustments were determined using discounted contractual cash flows. However, the Corporation believes that all contractual cash flows related to these financial instruments will be collected. As such, these receivables were not considered impaired at the acquisition date and were not subject to guidance relating to purchase credit deteriorated loans, which have shown evidence of credit deterioration since origination. ​ The fair value of purchased financial assets with credit deterioration was $1.7 million on the date of acquisition. The gross contractual amounts receivable relating to the purchased financial assets with credit deterioration was $4.7 million. The Corporation estimates, on the date of acquisition, that $3.0 million of the contractual cash flows specific to the purchased financial assets with credit deterioration will not be collected. ​ ​ The following table presents supplemental pro forma information as if the acquisition had occurred at the beginning of 2023. The unaudited pro forma information includes adjustments for interest income on loans and securities acquired, interest expense on deposits acquired, 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 transactions been effected on the assumed dates. ​
​ | ​ | ​ | ​ | ​ | ​ | ​
​ |  | Year Ended December 31,
(Dollar amounts in thousands, except per share data) | ​ | 2024 | ​ | 2023
Net interest income | ​ | $ | 188,441 | ​ | $ | 196,646
Net income | ​ | $ | 36,425 | ​ | $ | 70,586
Basic and diluted earnings per share | ​ | $ | 3.08 | ​ | $ | 5.91
​

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