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Acquisition & Divestiture Activity
 9 Months Ended
Sep. 30, 2023
Business Combination and Asset Acquisition [Abstract]  
Acquisition & Divestiture Activity
Note 15 – Acquisition & Divestiture Activity

Flexia Payments, LLC

In May 2023, MVB Technology entered into an Assignment and Assumption Agreement with Flexia Payments, LLC ("Flexia"), wherein Flexia assigned loans outstanding between Flexia and MVB to MVB Technology. In consideration for the assignment, Flexia granted a license to MVB Technology for the Flexia software. Additionally, through a Mutual Release Agreement between Edge Ventures and Flexia, Edge Ventures transferred its 800 Class A Common Units and 1,500 Preferred Units of Flexia back to Flexia for cancellation. As a result of the transactions, we incurred a loss of $1.1 million and no longer consolidate Flexia in our financial statements.

Chartwell Compliance

In February 2023, we completed the sale of the Bank’s wholly-owned subsidiary, Chartwell, for total consideration of $14.4 million in the form of a note issued to the buyer, resulting in a gain on sale of $11.8 million. The note matures June 20, 2027 and bears interest at a fixed rate of 7%, payable in four equal annual installments commencing June 20, 2024. To facilitate a transition of the Chartwell services and support the onboarding and conversion of systems, we entered into a 60 day Employee Lease and Service Agreement, whereby we provided the purchaser with finance and accounting, human capital, information technology, marketing and record/data retention services. In addition, we entered into a contract with the purchaser to continue to provide services and support from Chartwell for three years following the sale. During the nine months ended September 30, 2023, we have paid $2.5 million in fees related to this contract.
Balances attributable to Chartwell are included in assets from discontinued operations and liabilities from discontinued operations on our December 31, 2022 balance sheet. There were no assets from discontinued operations or liabilities from discontinued operations as of September 30, 2023. Chartwell's net income is presented in income from discontinued operations for all periods shown. Prior period balances have been reclassified to conform with this presentation. Chartwell's depreciation and amortization expense was $0.1 million and $0.5 million for the nine months ended September 30, 2023 and September 30, 2022, respectively.

The following table presents the major classes of assets held-for-sale from discontinued operations and liabilities held-for-sale from discontinued operations as of December 31, 2022:
(Dollars in thousands)December 31, 2022
Premises and equipment$23 
Accrued interest receivable and other assets3,142 
Goodwill1,150 
Total assets from discontinued operations$4,315 
Accrued interest payable and other liabilities$5,444 
Total liabilities from discontinued operations$5,444 

The following table presents the major classes of net income from discontinued operations for the periods shown:
Three Months Ended September 30,Nine Months Ended September 30,
(Dollars in thousands)2023202220232022
Compliance consulting income$— $4,411 $2,369 $12,719 
Gain on sale of discontinued operations— — 11,800 — 
Total income$— $4,411 $14,169 $12,719 
Salaries and employee benefits$— $2,411 $2,082 $7,043 
Other expenses— 1,065 256 3,077 
Total expenses$— $3,476 $2,338 $10,120 
Income before income taxes$— $935 $11,831 $2,599 
Income taxes— 213 3,049 598 
Net income from discontinued operations$— $722 $8,782 $2,001