XML 22 R11.htm IDEA: XBRL DOCUMENT
v3.20.2

Business Combination | 6 Months Ended
--- | ---
Jun. 30, 2020
Business Combinations [Abstract] |
BUSINESS COMBINATION | NOTE 3 – BUSINESS COMBINATION Effective June 5, 2020, the Company acquired Edon Bancorp and its subsidiary The Edon State Bank Company of Edon, Ohio. Edon Bancorp was headquartered in Edon, Ohio and had one retail office. The Edon State Bank was merged with and into State Bank, with State Bank surviving. Under the terms of the merger agreement, shareholders of Edon received fixed consideration of $103.50 in cash for each share of Edon common stock for total consideration of $15.5 million. The Company accounted for the transaction under the acquisition method of accounting, which means that the acquired assets and liabilities were recorded at fair value at the date of acquisition. In accordance with ASC 805, the Company expensed approximately $1.2 million of direct acquisition costs during the three months ended June 30, 2020. The $1.2 million in merger expense is split between data processing and professional fees expense. As a result of the acquisition, the Company recorded $4.3 million of goodwill and $0.7 million of intangible assets in the second quarter of 2020. The Company was able to increase both its deposit and loan base and acquire new households in a new market. It is expected that this transaction will result in business synergies and economies of scale. The acquisition was consistent with the Company’s strategy to expand its presence in Northwest Ohio and to increase profitability by introducing existing products and services to the acquired customer base. The intangible assets are related to core deposits, which are being amortized over 10 years on a straight-line basis. For tax purposes, goodwill is non-deductible but will be evaluated annually for impairment. The following table summarizes the fair value of the total consideration transferred as part of the acquisition as well as the fair value of identifiable assets and liabilities assumed as of the effective date of the transaction based on assumptions that are subject to change as management continues to evaluate as relevant information becomes available. If, prior to the end of the one-year measurement period for finalizing the purchase price allocation, relevant information becomes available which would indicate adjustments are required to the purchase price allocation, such adjustments will be recorded in the reporting period in which the adjustment amounts are determined. Potential adjustments, if any, will be related to assets that have may have changes to valuation amounts that were not readily determinable at acquisition date. The contractual principal of loans at the acquisition date was $16.3 million and the estimate of the contractual cash flows not expected to be collected is $0.4 million.
($ in thousands) |  |  |
Fair value of assets acquired |  |  |
Cash and cash equivalents |  | $ | 31,756 |
Interest bearing time deposits |  |  | 11,542 |
Investment securities |  |  | 1,362 |
Federal Home Loan Bank stock |  |  | 117 |
Loans held for investment |  |  | 16,395 |
Premises and equipment |  |  | 446 |
Goodwill |  |  | 4,325 |
Core deposit intangible |  |  | 660 |
Other assets |  |  | 192 |
Total assets acquired |  | $ | 66,795 |
Fair value of liabilities assumed |  |  |  |
Deposits |  | $ | 51,053 |
Other liabilities |  |  | 223 |
Total liabilities assumed |  |  | 51,276 |
Total purchase price (cash) |  | $ | 15,519 |
Pro Forma Financial Information The results of operations of Edon Bancorp have been included in the Company’s consolidated financial statements since the acquisition date of June 5, 2020. The following schedule includes the pro forma results for the three and six months ended June 30, 2020 and 2019, as if the Edon acquisition had occurred as of the beginning of the reporting periods presented. The acquisition added less than $0.1 million in revenue and earnings to the Company for the three months ended June 30, 2020.
|  | Three Months Ended |
Summary of Operations ($ in thousands) |  | Jun. 2020 |  |  | Jun. 2019 |
Net interest income |  | $ | 9,033 |  |  | $ | 9,196 |
Provision for loan losses |  |  | 1,300 |  |  |  | 200 |
Net interest income after provision |  | $ | 7,733 |  |  | $ | 8,996 |
Non interest income |  |  | 8,632 |  |  |  | 3,726 |
Non interest expense |  |  | 12,451 |  |  |  | 9,382 |
Income before income taxes |  | $ | 3,914 |  |  | $ | 3,340 |
Income tax expense* |  |  | 742 |  |  |  | 614 |
Net income |  | $ | 3,172 |  |  | $ | 2,726 |
Preferred share dividends |  |  | - |  |  |  | 487 |
Net income to common shareholders |  | $ | 3,172 |  |  | $ | 2,239 |
Basic earnings per share |  | $ | 0.41 |  |  | $ | 0.35 |
Diluted earnngs per share |  | $ | 0.41 |  |  | $ | 0.34 |
* Income tax expense for Edon calculated using a 21% statutory rate
|  | Six Months Ended |
Summary of Operations ($ in thousands) |  | Jun. 2020 |  |  | Jun. 2019 |
Net interest income |  | $ | 17,919 |  |  | $ | 17,916 |
Provision for loan losses |  |  | 1,900 |  |  |  | 200 |
Net interest income after provision |  | $ | 16,019 |  |  | $ | 17,716 |
Non interest income |  |  | 10,820 |  |  |  | 6,750 |
Non interest expense |  |  | 22,139 |  |  |  | 18,266 |
Income before income taxes |  | $ | 4,700 |  |  | $ | 6,200 |
Income tax expense* |  |  | 781 |  |  |  | 1,133 |
Net income |  | $ | 3,919 |  |  | $ | 5,067 |
Preferred share dividends |  |  | - |  |  |  | 487 |
Net income to common shareholders |  | $ | 3,919 |  |  | $ | 4,580 |
Basic earnings per share |  | $ | 0.51 |  |  | $ | 0.71 |
Diluted earnngs per share |  | $ | 0.51 |  |  | $ | 0.63 |
* Income tax expense for Edon calculated using a 21% statutory rate

X
- 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://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -URI http://asc.fasb.org/topic&trid=2303972 + Details
Name: | us-gaap_BusinessCombinationDisclosureTextBlock
Namespace Prefix: | us-gaap_
Data Type: | nonnum:textBlockItemType
Balance Type: | na
Period Type: | duration

X
- References No definition available. + Details
Name: | us-gaap_BusinessCombinationsAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration