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Business Combinations (Tables) - Bay Banks [Member] | 9 Months Ended
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Sep. 30, 2021
Summary of Estimated Fair Value Adjustments of Consideration Paid, Acquired Asset and Assumed Liabilities | The following table presents the consideration paid in the merger and the summary balance sheet of Bay Banks as of the date of the merger inclusive of estimated fair value adjustments and the allocation of consideration paid in the merger to the acquired assets and assumed liabilities. Goodwill resulting from the Bay Banks Merger was $7.2 million.
(Dollars in thousands, except per share data) |  |  |
Consideration paid: |  |  | Reference:
Company's common shares issued |  | 9,951,743 |  | A
Purchase price per share | $ | 12.55 |  | A, B
Value of common stock issued | $ | 124,928 |  |
Estimated fair value of stock options |  | 472 |  |
Cash in lieu of fractional shares |  | 3 |  |
Total consideration paid | $ | 125,403 |  |
Effective settlement of subordinated notes |  | (650 | ) |
Total consideration paid less effective settlement of subordinated notes | $ | 124,753 |  |
Fair value of assets acquired: |  |  |
Cash and due from banks | $ | 44,066 |  |
Federal funds sold |  | 1,732 |  |
Certificates of deposit |  | 1,018 |  |
Securities available for sale |  | 79,505 |  |
Restricted securities |  | 4,385 |  |
Loans held for investment |  | 1,030,433 |  | C
Loans held for sale |  | 3,814 |  |
Premises and equipment |  | 15,532 |  | D
Right-of-use asset |  | 1,864 |  |
Other real estate owned |  | 598 |  |
Bank owned life insurance |  | 20,259 |  |
Mortgage servicing rights |  | 987 |  |
Core deposit intangible |  | 6,850 |  | E
Deferred tax asset, net |  | 2,685 |  | F
Other assets |  | 10,855 |  | G
Total assets | $ | 1,224,583 |  |
Fair value of liabilities assumed: |  |  |
Deposits | $ | 1,030,888 |  | H
FHLB borrowings |  | 10,124 |  | I
FRB borrowings |  | 24,815 |  |
Subordinated notes |  | 31,850 |  | J
Other liabilities |  | 9,359 |  |
Total liabilities | $ | 1,107,036 |  |
Net identifiable assets acquired at fair value | $ | 117,547 |  |
Goodwill | $ | 7,206 |  |
Reference: | Explanation of reference:
A | Common shares issued and purchase price per share are presented on a post Stock Split basis.
B | The value of the shares of the Company's common stock exchanged for shares of Bay Banks common stock was based upon the closing price of the Company's common stock at January 29, 2021, the last trading day prior to the date of completion of the merger.
C | Reflective of a $17.9 million (or 1.70%) fair value adjustment (discount) to the amortized cost of the loan portfolio acquired.
D | Reflective of a $4.4 million fair value adjustment (premium) over the net book value of premises and equipment acquired.
E | Core deposit intangible asset recorded to reflect the fair value of nonmaturity deposits, except for time deposits over $100,000, assumed by the Company.
F | Reflective of a $2.1 million net deferred tax asset recorded on all fair value adjustments, excluding goodwill, at the statutory federal income tax rate of 21%.
G | Reflective of a $203 thousand fair vale adjustment (premium) on other assets acquired.
H | Reflective of a $5.8 million fair value adjustment (premium) over the book value of time deposits assumed.
I | Reflective of a $124 thousand fair value adjustment (premium) on the $10 million Federal Home Loan Bank of Atlanta ("FHLB") advance assumed.
J | Reflective of a $950 thousand fair value adjustment (premium) over the book value of subordinated notes assumed.
Summary of Purchased Performing and PCI Loans Receivable | The following table presents the purchased performing and PCI loans receivable at the date of the Bay Banks Merger and the fair value adjustments (discounts) recorded immediately following the merger.
| As of January 31, 2021 |
(Dollars in thousands) | Purchased Performing |  |  | PCI |  |  | Total |
Principal payments receivable | $ | 936,523 |  |  | $ | 111,766 |  |  | $ | 1,048,289 |
Fair value adjustment - credit and interest |  | (2,784 | ) |  |  | (15,072 | ) |  |  | (17,856 | )
Fair value of acquired loans | $ | 933,739 |  |  | $ | 96,694 |  |  | $ | 1,030,433 |
Summary of Fair Value Adjustments of Acquired Asset and Assumed Liabilities | The net effect of the amortization and accretion of premiums and discounts associated with the fair value adjustments to assets acquired and liabilities assumed in the Bay Banks Merger had the following effect on the consolidated income statements for the three and nine months ended September 30, 2021.
(Dollars in thousands) | For the three months ended September 30, 2021 |  | For the nine months ended September 30, 2021 |
Loans (1) | $ | (54 | ) | $ | 964 |
Time deposits (2) |  | 827 |  |  | 2,465 |
FHLB borrowings (3) |  | 4 |  |  | 10 |
Subordinated notes (4) |  | 55 |  |  | 145 |
CDI (5) |  | (323 | ) |  | (880 | )
Net effect to income before income taxes | $ | 509 |  | $ | 2,704 |
(1) Loan discount accretion and premium (amortization) is included in the Interest and fees on loans section of Interest Income in the consolidated income statements. (2) Time deposit premium amortization is included in the Interest on deposits section of Interest Expense in the consolidated income statements. (3) FHLB borrowings premium amortization is included in the Interest on FHLB and FRB borrowings section of Interest Expense in the consolidated income statements. (4) Subordinated notes premium amortization is included in the Interest on subordinated notes section of Interest Expense in the consolidated income statements. (5) CDI amortization is included in the Intangible amortization section of Noninterest Expense in the consolidated income statements.
Summary of Business Acquisition, Pro Forma Information | The following table presents the effect of the Bay Banks Merger on the Company on a pro forma basis, as if the merger had occurred at the beginning of the nine-month periods ended September 30, 2021 and 2020 and the three-month period ended September 30, 2020. Merger-related expenses of $1.4 million and $11.7 million for the three months and nine months ended September 30, 2021 and $1.3 million and $1.7 million for the three and nine months ended September 30, 2020, which are included in the Company’s consolidated income statements, are not included in the pro forma information below. Merger-related expenses incurred by Bay Banks prior to the completion of the Bay Banks Merger are not included in the Company’s consolidated income statements and are also not included in the pro forma information below. Net income includes pro forma adjustments for the accretion and amortization of estimated fair value adjustments on acquired loans and assumed time deposits and borrowings, as well as amortization of estimated CDI. An income tax rate of 21% was used in determining pro forma net income.
| For the three months ended |
(Dollars in thousands, except per share data) | September 30, 2020 |
Revenue (net interest income plus noninterest income) | $ | 42,471 |
Net income |  | 8,730 |
Earnings per common share |  | 0.47 |
| For the nine months ended |
(Dollars in thousands, except per share data) | September 30, 2021 |  |  | September 30, 2020 |
Revenue (net interest income plus noninterest income) | $ | 140,447 |  |  | $ | 106,514 |
Net income |  | 48,029 |  |  |  | 19,749 |
Earnings per common share |  | 2.62 |  |  |  | 1.08 |

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