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Acquisitions and Divestitures | 12 Months Ended
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Dec. 31, 2024
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract] |
Acquisitions and Divestitures | Note 24 – Acquisitions and Divestitures 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 paid $3.9 million and $2.5 million in fees related to this contract during the years ended December 31, 2024 and December 31, 2023, respectively. 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 net income from discontinued operations for the periods shown:
|  | Twelve Months Ended December 31,
(Dollars in thousands) |  | 2024 |  | 2023 |  | 2022
Compliance consulting income |  | $ | — |  |  | $ | 2,369 |  |  | $ | 17,151 |
Gain on sale of discontinued operations |  | — |  |  | 11,800 |  |  | — |
Total income |  | — |  |  | 14,169 |  |  | 17,151 |
Salaries and employee benefits |  | — |  |  | 2,082 |  |  | 9,628 |
Other expenses |  | — |  |  | 256 |  |  | 4,036 |
Total expenses |  | — |  |  | 2,338 |  |  | 13,664 |
Income before income taxes |  | — |  |  | 11,831 |  |  | 3,487 |
Income taxes |  | — |  |  | 3,049 |  |  | 834 |
Net income from discontinued operations |  | $ | — |  |  | $ | 8,782 |  |  | $ | 2,653 |
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. Trabian Technology, Inc. As of December 31, 2024, the Bank owned an 80.8% interest in Trabian and consolidated 100% of Trabian within the consolidated financial statements. In December 2024, the Board of Directors and Finance Committee approved a plan to sell the Bank's controlling interest in Trabian for $3.5 million. As such, Trabian's assets, including $1.6 million of goodwill, and liabilities were classified as held-for-sale on the consolidated balance sheet as December 31, 2024. In January 2025, we entered into a stock repurchase agreement with Trabian in which Trabian repurchased all the shares held by us. As a result of the transaction, we recognized a gain of $0.6 million and will no longer consolidate Trabian in our financial statements. The following table presents the major classes of assets and liabilities held-for-sale as of December 31, 2024:
(Dollars in thousands) |  | December 31, 2024
Premises and equipment, net |  | $ | 33 |
Accrued interest receivable and other assets |  | 2,245 |
Total assets held-for-sale |  | $ | 2,278 |
Accrued interest payable and other liabilities |  | $ | 720 |
Total liabilities held-for-sale |  | $ | 720 |

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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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