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Acquisitions and Divestitures
12 Months Ended
Dec. 31, 2023
Business Combination and Asset Acquisition [Abstract]  
Acquisitions and Divestitures
Note 25 – Acquisitions and Divestitures

Flexia Payments, LLC

In May 2023, MVB Technology entered into an Assignment and Assumption Agreement with 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, which is included in loss on acquisition and divestiture activity in the accompanying consolidated statements of income, 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 receive services and support from Chartwell for three years following the sale. We have paid $2.5 million in fees related to this contract during the year ended December 31, 2023.

Balances attributable to Chartwell are included in assets from discontinued operations and liabilities from discontinued operations on our December 31, 2022 consolidated balance sheet. There were no assets from discontinued operations or liabilities from discontinued operations as of December 31, 2023. Chartwell's net income, including the $11.8 million gain, 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 $0.6 million for the year ended December 31, 2023 and December 31, 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:
Twelve Months Ended December 31,
(Dollars in thousands)202320222021
Compliance consulting income$2,369 $17,151 $11,427 
Gain on sale of discontinued operations11,800 — — 
Total income$14,169 $17,151 $11,427 
Salaries and employee benefits$2,082 $9,628 $7,245 
Other expenses256 4,036 3,083 
Total expenses$2,338 $13,664 $10,328 
Income before income taxes$11,831 $3,487 $1,099 
Income taxes3,049 834 241 
Net income from discontinued operations$8,782 $2,653 $858