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Note 11 - Mergers and Acquisitions
3 Months Ended
Mar. 31, 2018
Notes to Financial Statements  
Business Combination Disclosure [Text Block]
Note
1
1
:    
Merger
s
and Acquisition
s
     
 
Acquisition of Prime Bank
 
On
August 1, 2017,
a definitive merger agreement (“Merger Agreement”) was entered into by and among the Company, Patriot Bank, Prime Bank, a Connecticut bank headquartered in Orange, CT (“Prime Bank”) (PMHV:US) and a stockholder representative of Prime Bank. This transaction was approved by the shareholders of Prime Bank on
October 17, 2017
and was approved by the Office of the Comptroller of the Currency (“the OCC”) on
April 12, 2018.
 
On
May 10, 2018
the Company purchased all the outstanding stock of Prime Bank for
$5.9
million. The closing of the transaction adds a new Patriot branch located in the Town of Orange, New Haven County, Connecticut.  As of
March 31, 2018,
Prime Bank had assets with a carrying value of approximately
$65
million, including investment securities with a carrying value of
$36
million, loans outstanding with a carrying value of approximately
$23
million, as well as deposits with a carrying value of approximately
$48
 million. The results of Prime Bank’s operations will be included in the Company’s Consolidated Statement of Income from the date of acquisition.
 
The acquisition will enable Patriot to expand its consumer and small business relationships, lending operations, and community presence, all of which will improve key operating metrics. Patriot is still evaluating the estimated fair values of the assets acquired and the liabilities assumed. Accordingly, the amount of any goodwill and other intangible assets to be recognized in the connection with this transaction, as well as acquisition costs expected to be incurred, are also yet to be determined. 
 
In the
first
quarter of
2018,
the Company incurred
$136,000
of merger and acquisition expenses related to the Prime Bank merger. The Company anticipates that it will incur approximately
$200,000
of additional merger and acquisition expenses.
 
Definitive Purchase Agreement
 
On
February 06, 2018,
the Company and Hana Small Business Lending, Inc. (“Hana SBL”), a wholly-owned subsidiary of Hana Financial, Inc. (“Hana Financial”) announced the signing of a definitive purchase agreement pursuant to which Patriot will acquire Hana SBL’s Small Business Administration (“SBA”) Lending business.
 
Hana SBL is a fully integrated national SBA origination and servicing platform. It has originated nearly
$1
billion of SBA
7
(a) loans since its inception in
2006.
 
The transaction includes the purchase of approximately
$120
million of SBA
7
(a) loans and servicing rights relating to a pool of
$370
million in loans, and the assumption of
two
loan securitization vehicles, currently rated “AA+” (Hana SBL Loan Trust
2014
) and “A-” (Hana SBL Loan Trust
2016
) by Standard and Poor’s. Total cash consideration is approximately
$83
million with the assumption of approximately
$41
million of liabilities. The transaction is subject to the satisfactory completion of certain due diligence requirements, purchase price adjustments at closing and the receipt of required governmental and regulatory approvals.
 
As a result of the proximity of the definitive purchase to the date these consolidated financial statements are being issued, Patriot is still evaluating the estimated fair values of the assets to be acquired and the liabilities to be assumed. Accordingly, the amount of any goodwill and other intangible assets to be recognized in the connection with this transaction, as well as acquisition costs incurred and expected to be incurred, are also yet to be determined. The Company incurred
$366,000
of merger and acquisition expenses related to the Hana SBL acquisition for the
three
months ended
March 31, 2018.
The Company anticipates that it will incur approximately
$350,000
of additional merger and acquisition expenses.
 
The effect of the merger is expected to be reflected in the Patriot’s results beginning with the
third
quarter of
2018.