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Acquisition & Divestiture Activity | 9 Months Ended
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Sep. 30, 2024
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract] |
Acquisition & Divestiture Activity | Note 15 – Acquisition & Divestiture Activity 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 in June 2027 and bears interest at a fixed rate of 7%, payable in four equal annual installments, which commenced 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 three and nine months ended September 30, 2024, we have paid $1.0 million and $3.3 million in fees related to this contract, respectively. 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. 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) |  | 2024 |  | 2023 |  | 2024 |  | 2023
Compliance consulting income |  | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | 2,369 |
Gain on sale of discontinued operations |  | — |  |  | — |  |  | — |  |  | 11,800 |
Total income |  | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | 14,169 |
Salaries and employee benefits |  | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | 2,082 |
Other expenses |  | — |  |  | — |  |  | — |  |  | 256 |
Total expenses |  | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | 2,338 |
Income, before income taxes |  | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | 11,831 |
Income taxes |  | — |  |  | — |  |  | — |  |  | 3,049 |
Net income from discontinued operations |  | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | 8,782 |
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 and no longer consolidate Flexia in our financial statements.

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- Definition The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable). + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 805 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 5 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org/1943274/2147479907/805-20-50-5 Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 805 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/805/tableOfContent + Details
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