XML 21 R10.htm IDEA: XBRL DOCUMENT v3.5.0.2
Business Combinations
 6 Months Ended
Jun. 30, 2016
Business Combinations [Abstract]  
Business Combinations

(2.) BUSINESS COMBINATIONS

Courier Capital Acquisition

On January 5, 2016, the Company completed the acquisition of Courier Capital Corporation, a registered investment advisory and wealth management firm with approximately $1.2 billion in assets under management. Consideration for the acquisition totaled $9.0 million and included stock of $8.1 million and $918 thousand of cash. The acquisition also included up to $2.8 million of potential future payments of stock and up to $2.2 million of potential future cash bonuses contingent upon Courier Capital meeting certain EBITDA performance targets through 2018. In addition, the Company purchased two pieces of real property in Buffalo and Jamestown, New York used by Courier Capital for total cash considerations of $1.3 million. As a result of the acquisition, the Company recorded goodwill of $6.0 million and other intangible assets of $3.9 million. The goodwill is not expected to be deductible for income tax purposes. Pro forma results of operations for this acquisition have not been presented because the effect of this acquisition was not material to the Company's consolidated financial statements.

This acquisition was accounted for under the acquisition method in accordance with FASB ASC Topic 805. Accordingly, the assets and liabilities, both tangible and intangible, were recorded at their estimated fair values as of the acquisition date. Due to the timing of the closing of the acquisition, the fair values of other intangibles recorded are subject to adjustment as additional information becomes available to indicate a more accurate or appropriate fair value for the intangibles during the measurement period, which is not to exceed one year from the acquisition date. The following table presents the allocation of acquisition cost to the assets acquired and liabilities assumed, based on their estimated fair values.

Cash $ 50  
Identified intangible assets   3,928  
Premises and equipment, accounts receivable and other assets   870  
Deferred tax liability   (1,797 )
Other liabilities   (48 )
Net assets acquired $ 3,003  

 

The amounts assigned to goodwill and other intangible assets for the Courier Capital acquisition are as follows:

  Amount Useful life
  allocated (in years)
Goodwill $ 6,015 n/a
Other intangible assets – customer relationships   3,900 20
Other intangible assets – other   28 5
  $ 9,943