UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (Date of earliest event reported): November 12, 2013
Commission File Number 0-17071
FIRST MERCHANTS CORPORATION
(Exact name of registrant as specified in its charter)
INDIANA | 35-1544218 |
(State or other jurisdiction of incorporation) | (IRS Employer Identification No.) |
200 East Jackson Street
P.O. Box 792
Muncie, IN 47305-2814
(Address of principal executive offices, including zip code)
(765) 747-1500
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
EXPLANATORY NOTE
On November 12, 2013, First Merchants Corporation (“First Merchants”) completed its acquisition of all of the assets of CFS Bancorp, Inc. (“CFS”) through the merger of CFS with and into First Merchants (the “Merger”). The Merger was consummated pursuant to the Agreement of Reorganization and Merger dated May 13, 2013 (the “Merger Agreement”) between First Merchants and CFS. As a result of the Merger, CFS’ separate corporate existence ceased and First Merchants continued as the surviving corporation. Immediately following the Merger, Citizens Financial Bank, a wholly owned subsidiary of CFS, merged with and into First Merchants Bank, National Association, a wholly owned subsidiary of First Merchants, with First Merchants Bank, National Association surviving the merger and continuing its corporate existence under its current name.
Item 2.01. Completion of Acquisition or Disposition of Assets.
On November 12, 2013, we filed a Current Report on Form 8-K (the “Original Report”) announcing the completion of the acquisition of CFS. This Current Report on Form 8-K/A amends the Original Report to provide the historical financial statements of CFS described in Item 9.01(a) below and the unaudited pro forma financial information described in Item 9.01(b) below.
Item 9.01. Financial Statements and Exhibits.
(a) | Financial statements of businesses acquired. |
The financial statements required by Item 9.01(a) of Form 8-K are included as Exhibit 99.1 and Exhibit 99.2 to this amended Current Report on Form 8-K. The audited financial statements of CFS as of December 31, 2012 and 2011 and for the fiscal years ended December 31, 2012, 2011 and 2010 as well as the accompanying notes thereto are filed as Exhibit 99.1 and incorporated herein by reference.
The unaudited financial statements of CFS as of June 30, 2013 and for the three months ended June 30, 2013 and June 30, 2012 and for the six months ended June 30, 2013 and June 30, 2012 as well as the accompanying notes thereto, are filed as Exhibit 99.2 and incorporated herein by reference.
(b) | Pro forma financial information. |
The unaudited pro forma combined consolidated condensed financial information required by Item 9.01(b) of Form 8-K is included as Exhibit 99.3 to this amended Current Report on Form 8-K/A and incorporated herein by reference.
(d) Exhibits.
Exhibit No. Description of Exhibit
23.1 | Consent of Independent Certified Public Accountant. |
99.1 | Audited financial statements of CFS as of December 31, 2012 and December 31, 2011 and for the fiscal years ended December 31, 2012, 2011 and 2010 (incorporated by reference to CFS’ Annual Report on Form 10-K filed on March 4, 2013). |
99.2 | Unaudited financial statements of CFS as of June 30, 2013 and for the three months ended June 30, 2013 and June 30, 2012 and for the six months ended June 30, 2013 and June 30, 2012 (incorporated by reference to CFS’ Quarterly Report on Form 10-Q filed on August 12, 2013). |
99.3 | Unaudited pro forma combined consolidated condensed financial statements. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
DATE: January 28, 2014
FIRST MERCHANTS CORPORATION
By: /s/ Mark K. Hardwick
Mark K. Hardwick,
Executive Vice President and
Chief Financial Officer
Exhibit 23.1
Consent of Independent Registered Public Accounting Firm
We consent to the incorporation by reference in the Current Report on Form 8-K/A of First Merchants Corporation of our report dated March 4, 2013, on the consolidated financial statements of CFS Bancorp, Inc. as of December 31, 2012 and 2011 and for each of the three years in the period ended December 31, 2012, which report is included in the Annual Report on Form 10-K of CFS Bancorp, Inc. for the year ended December 31, 2012.
/s/ BKD, LLP
Indianapolis, Indiana
January 28, 2014
Exhibit 99.3
UNAUDITED PRO FORMA COMBINED
CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
The following unaudited pro forma combined consolidated condensed financial information and explanatory notes show the impact on the historical financial positions and results of operations of First Merchants Corporation (“First Merchants”) and CFS Bancorp, Inc. (“CFS”) and have been prepared to illustrate the effects of the merger involving First Merchants and CFS under the acquisition method of accounting with First Merchants treated as the acquirer (the “Merger”). (Please see the “EXPLANATORY NOTE” included in the beginning of this Current Report on Form 8-K/A.)
Under the acquisition method of accounting, the assets and liabilities of CFS, as of the effective date of the Merger, were recorded by First Merchants at their respective fair values and the excess of the Merger consideration over the fair value of CFS’ net assets was allocated to goodwill. The unaudited pro forma combined consolidated condensed balance sheet as of June 30, 2013 is presented as if the Merger with CFS had occurred on June 30, 2013. The unaudited pro forma combined consolidated condensed income statements for the fiscal year ended December 31, 2012 and the six months ended June 30, 2013 are presented as if the Merger had occurred on January 1, 2012. The historical consolidated financial information has been adjusted to reflect factually supportable items that are directly attributable to the Merger and, with respect to the income statements only, expected to have a continuing impact on consolidated results of operations.
The unaudited pro forma combined consolidated condensed financial information is presented for illustrative purposes only and does not necessarily indicate the financial results of the combined companies had the companies actually been combined at the beginning of the period presented. The adjustments included in these unaudited pro forma combined consolidated condensed financial statements are preliminary and may be revised. The unaudited pro forma combined consolidated condensed financial information also does not consider any potential impacts of potential revenue enhancements, anticipated cost savings and expense efficiencies, or asset dispositions, among other factors.
As explained in more detail in the accompanying notes to the unaudited pro forma combined consolidated condensed financial information, the pro forma allocation of purchase price reflected in the unaudited pro forma combined consolidated condensed financial information is subject to adjustment. Adjustments may include, but not be limited to, changes in (i) total merger-related expenses if implementation costs vary from currently estimated amounts; (ii) the underlying values of assets and liabilities if market conditions differ from current assumptions; or (iii) if information unknown as of the completion of the Merger becomes known.
The unaudited pro forma combined consolidated condensed financial information is provided for informational purposes only. The unaudited pro forma combined consolidated condensed financial information is not necessarily, and should not be assumed to be, an indication of the results that would have been achieved had the transaction been completed as of the dates indicated or that may be achieved in the future. The preparation of the unaudited pro forma combined consolidated condensed financial information and related adjustments required management to make certain assumptions and estimates. The unaudited pro forma combined consolidated condensed financial statements should be read together with:
• | The accompanying notes to the unaudited pro forma combined consolidated condensed financial information; |
• | First Merchants’ separate audited historical consolidated financial statements and accompanying notes as of and for the fiscal year ended December 31, 2012 and 2011, included in First Merchants’ Annual Report on Form 10-K for the fiscal year ended December 31, 2012 and 2011; |
• | CFS’ separate audited historical consolidated financial statements and accompanying notes as of and for the year ended December 31, 2012 and 2011 included in CFS’ Annual Report on Form 10-K for the year ended December 31, 2012 and 2011; |
• | First Merchants’ separate unaudited historical consolidated condensed financial statements and accompanying notes as of and for the three and six months ended June 30, 2013 and three and six months ended June 30, 2012 included in First Merchants’ Quarterly Report on Form 10-Q for the quarter ended June 30, 2013; |
• | CFS’ separate unaudited historical consolidated condensed financial statements and accompanying notes as of and for the three and six months ended June 30, 2013 and three and six months ended June 30, 2012 included in CFS’ Quarterly Report on Form 10-Q for the quarter ended June 30, 2013; and |
• | The amended Form S-4 related to the Merger. |
UNAUDITED PRO FORMA COMBINED CONSOLIDATED CONDENSED BALANCE SHEET | |||||||||||||
AS OF JUNE 30, 2013 | |||||||||||||
(Dollars In Thousands) | |||||||||||||
First | Pro forma | Pro forma | |||||||||||
Merchants | CFS | Adjustments | Combined | ||||||||||
Assets | |||||||||||||
Cash and due from banks | $ | 69,404 | $ | 16,697 | $ | — | $ | 86,101 | |||||
Interest bearing deposits | 132,929 | — | 132,929 | ||||||||||
Fed funds sold | — | — | |||||||||||
Cash and cash equivalents | 69,404 | 149,626 | — | 219,030 | |||||||||
Interest-bearing time deposits | 59,898 | — | 59,898 | ||||||||||
Investment securities | |||||||||||||
Available for sale | 584,593 | 219,931 | (17 | ) | (2) | 804,507 | |||||||
Held to maturity | 324,399 | 12,984 | — | 337,383 | |||||||||
Total investment securities | 908,992 | 232,915 | (17 | ) | 1,141,890 | ||||||||
Mortgage loans held for sale | 14,531 | 1,620 | — | 16,151 | |||||||||
Loans | 2,920,080 | 660,072 | (26,181 | ) | (2) | 3,543,674 | |||||||
(10,297 | ) | (2) | |||||||||||
Allowance for loan losses | (68,202 | ) | (12,660 | ) | 12,660 | (5) | (68,202 | ) | |||||
Net loans | 2,866,409 | 649,032 | (23,818 | ) | 3,491,623 | ||||||||
Premises and equipment | 54,165 | 15,293 | 4,609 | (4) | 74,067 | ||||||||
Federal Reserve and FHLB stock | 32,790 | 6,188 | — | 38,978 | |||||||||
Interest receivable | 15,186 | 2,470 | — | 17,656 | |||||||||
Core deposit intangible | 7,384 | 7,312 | (6) | 14,696 | |||||||||
Goodwill | 141,375 | 44,938 | (3) | 186,313 | |||||||||
Cash surrender value of life insurance | 126,710 | 36,367 | — | 163,077 | |||||||||
Other real estate owned | 11,765 | 21,878 | (7,847 | ) | (4) | 25,796 | |||||||
Deferred tax asset | 30,959 | 12,375 | 11,681 | (7) | 55,015 | ||||||||
Other assets | 13,227 | 5,404 | (753 | ) | (10) | 17,878 | |||||||
Total Assets | $ | 4,338,264 | $ | 1,131,548 | $ | 36,105 | $ | 5,505,917 | |||||
Liabilities | |||||||||||||
Deposits | |||||||||||||
Noninterest-bearing | $ | 741,095 | $ | 110,724 | $ | — | $ | 851,819 | |||||
Interest-bearing | 2,591,698 | 851,221 | 865 | (2) | 3,443,784 | ||||||||
Total deposits | 3,332,793 | 961,945 | 865 | 4,295,603 | |||||||||
Borrowings | 423,385 | 49,306 | — | 472,691 | |||||||||
Interest payable | 1,150 | — | 1,150 | ||||||||||
Other liabilities | 41,643 | 9,085 | 7,546 | (1) | 61,538 | ||||||||
3,264 | (10) | ||||||||||||
Total Liabilities | 3,798,971 | 1,020,336 | 11,675 | 4,830,982 | |||||||||
Stockholder' Equity | |||||||||||||
Preferred Stock | 68,087 | — | 68,087 | ||||||||||
Cumulative Preferred Stock | 125 | — | 125 | ||||||||||
Common stock | 3,600 | 234 | 885 | (9) | 4,485 | ||||||||
(234 | ) | (8) | |||||||||||
Additional paid in capital | 257,626 | 187,207 | 134,757 | (9) | 392,383 | ||||||||
(187,207 | ) | (8) | |||||||||||
Retained earnings | 225,034 | 78,033 | (78,033 | ) | (8) | 225,034 | |||||||
Treasury stock | (154,443 | ) | 154,443 | (8) | — | ||||||||
Accumulated comprehensive income | (15,179 | ) | 181 | (181 | ) | (8) | (15,179 | ) | |||||
Total Stockholders' Equity | 539,293 | 111,212 | 24,430 | 674,935 | |||||||||
Total Liabilities and Stockholders' Equity | $ | 4,338,264 | $ | 1,131,548 | $ | 36,105 | $ | 5,505,917 | |||||
UNAUDITED PRO FORMA COMBINED CONSOLIDATED CONDENSED STATEMENT OF INCOME | |||||||||||||
For The Year Ended December 31, 2012 | |||||||||||||
(Dollars and Share Amounts In Thousands) | |||||||||||||
First | Pro forma | Pro forma | |||||||||||
Merchants | CFS | Adjustments | Combined | ||||||||||
Interest Income | |||||||||||||
Loans receivable | $ | 147,225 | $ | 33,049 | $ | 1,872 | (11) | $ | 182,146 | ||||
Investment securities | 27,216 | 7,889 | — | 35,105 | |||||||||
Other | 1,508 | 394 | — | 1,902 | |||||||||
Total Interest Income | 175,949 | 41,332 | 1,872 | 219,153 | |||||||||
Interest Expense | |||||||||||||
Deposits | 14,800 | 4,794 | (157 | ) | (11) | 19,437 | |||||||
Fed funds purchased | 69 | — | — | 69 | |||||||||
Securities sold under repurchase agreements | 907 | — | 907 | ||||||||||
Borrowings | 7,837 | 1,180 | — | 9,017 | |||||||||
Total Interest Expense | 23,613 | 5,974 | (157 | ) | 29,430 | ||||||||
Net Interest Income | 152,336 | 35,358 | 2,029 | 189,723 | |||||||||
Provision for loan losses | 18,534 | 4,210 | — | 22,744 | |||||||||
Net Interest Income after Provision for Loan Losses | 133,802 | 31,148 | 2,029 | 166,979 | |||||||||
Other Income | |||||||||||||
Service charges on deposit accounts | 11,587 | 6,355 | — | 17,942 | |||||||||
Fiduciary activities | 7,891 | — | — | 7,891 | |||||||||
Other customer fees | 11,233 | — | 11,233 | ||||||||||
Commission income | 6,224 | — | — | 6,224 | |||||||||
Earnings on cash surrender value of life insurance | 3,418 | 1,080 | — | 4,498 | |||||||||
Net gains and fees on sales of loans | 10,628 | 1,071 | — | 11,699 | |||||||||
Net realized gains/(losses) on sales of available for sale securities | 2,389 | 1,509 | — | 3,898 | |||||||||
Gain on FDIC modified whole bank transaction | 9,124 | — | 9,124 | ||||||||||
Other income | 1,808 | 1,994 | — | 3,802 | |||||||||
Total Other Income | 64,302 | 12,009 | — | 76,311 | |||||||||
Other Expenses | |||||||||||||
Salaries and benefits | 79,398 | 17,677 | — | 97,075 | |||||||||
Net occupancy | 10,186 | 2,756 | 230 | (13) | 13,172 | ||||||||
Equipment expenses | 7,201 | 1,778 | — | 8,979 | |||||||||
Marketing | 2,158 | 1,362 | — | 3,520 | |||||||||
Outside data processing fees | 5,656 | 1,828 | — | 7,484 | |||||||||
Printing and office supplies | 1,169 | — | 1,169 | ||||||||||
Core deposit amortization | 1,927 | 1,329 | (12) | 3,256 | |||||||||
FDIC expense | 3,509 | 1,927 | — | 5,436 | |||||||||
Other real estate and credit-related expenses | 8,178 | 2,510 | — | 10,688 | |||||||||
Other expense | 17,733 | 6,962 | — | 24,695 | |||||||||
Total Other Expenses | 137,115 | 36,800 | 1,560 | 175,475 | |||||||||
Income before Income Tax | 60,989 | 6,357 | 470 | 67,816 | |||||||||
Income tax expense | 15,867 | 1,692 | 164 | (14) | 17,723 | ||||||||
Net Income | 45,122 | 4,665 | 305 | 50,092 | |||||||||
Preferred Stock dividends and discount accretion | (4,539 | ) | — | (4,539 | ) | ||||||||
Net Income Available to Common Stockholders | $ | 40,583 | $ | 4,665 | $ | 305 | $ | 45,553 | |||||
Per Share Data | |||||||||||||
Basic earnings per common share | $ | 1.42 | $ | 0.43 | $ | 1.28 | |||||||
Diluted earnings per common share | $ | 1.41 | $ | 0.43 | $ | 1.27 | |||||||
Average common shares-basic | 28,633 | 10,738 | 7,079 | 35,712 | |||||||||
Average common shares-diluted | 28,847 | 10,795 | 7,088 | 35,935 | |||||||||
UNAUDITED PRO FORMA COMBINED CONSOLIDATED CONDENSED STATEMENT OF INCOME | |||||||||||||
For The Six Months Ended June 30, 2013 | |||||||||||||
(Dollars and Share Amounts In Thousands) | |||||||||||||
First | Pro forma | Pro forma | |||||||||||
Merchants | CFS | Adjustments | Combined | ||||||||||
Interest Income | |||||||||||||
Loans receivable | $ | 71,407 | $ | 15,195 | $ | 936 | (11) | $ | 87,538 | ||||
Investment securities | 12,164 | 3,324 | — | 15,488 | |||||||||
Other | 820 | 245 | — | 1,065 | |||||||||
Total Interest Income | 84,391 | 18,764 | 936 | 104,091 | |||||||||
Interest Expense | |||||||||||||
Deposits | 5,490 | 1,759 | (79 | ) | (11) | 7,170 | |||||||
Fed funds purchased | 12 | — | 12 | ||||||||||
Securities sold under repurchase agreements | 402 | — | 402 | ||||||||||
Borrowings | 2,379 | 571 | — | 2,950 | |||||||||
Total Interest Expense | 8,283 | 2,330 | (79 | ) | 10,534 | ||||||||
Net Interest Income | 76,108 | 16,434 | 1,015 | 93,557 | |||||||||
Provision for loan losses | 4,099 | 1,586 | — | 5,685 | |||||||||
Net Interest Income after Provision for Loan Losses | 72,009 | 14,848 | 1,015 | 87,872 | |||||||||
Other Income | |||||||||||||
Service charges on deposit accounts | 5,641 | 3,168 | — | 8,809 | |||||||||
Fiduciary activities | 4,371 | — | 4,371 | ||||||||||
Other customer fees | 5,596 | — | 5,596 | ||||||||||
Commission income | 3,920 | — | 3,920 | ||||||||||
Earnings on cash surrender value of life insurance | 1,310 | 464 | — | 1,774 | |||||||||
Net gains and fees on sales of loans | 4,835 | 569 | — | 5,404 | |||||||||
Net realized gains/(losses) on sales of available for sale securities | 487 | 376 | — | 863 | |||||||||
Other income | 1,776 | 83 | — | 1,859 | |||||||||
Total Other Income | 27,936 | 4,660 | — | 32,596 | |||||||||
Other expenses | |||||||||||||
Salaries and benefits | 41,327 | 8,788 | — | 50,115 | |||||||||
Net occupancy | 4,869 | 1,319 | 115 | (13) | 6,303 | ||||||||
Equipment expenses | 3,516 | 801 | — | 4,317 | |||||||||
Marketing | 1,002 | 584 | — | 1,586 | |||||||||
Outside data processing fees | 2,871 | 1,057 | — | 3,928 | |||||||||
Printing and office supplies | 642 | — | 642 | ||||||||||
Core deposit amortization | 770 | 665 | (12) | 1,435 | |||||||||
FDIC expense | 1,418 | 960 | — | 2,378 | |||||||||
Other real estate and credit related expenses | 3,345 | 364 | — | 3,709 | |||||||||
Other expense | 8,682 | 4,046 | — | 12,728 | |||||||||
Total Other Expenses | 68,442 | 17,919 | 780 | 87,141 | |||||||||
Income before Income Tax | 31,503 | 1,589 | 235 | 33,327 | |||||||||
Income tax expense | 8,823 | 254 | 82 | (14) | 9,159 | ||||||||
Net Income | 22,680 | 1,335 | 153 | 24,168 | |||||||||
Preferred stock dividends and discount accretion | (1,709 | ) | — | (1,709 | ) | ||||||||
Net Income Available to Common Stockholders | $ | 20,971 | $ | 1,335 | $ | 153 | $ | 22,459 | |||||
Per Share Data | |||||||||||||
Basic earnings per common share | $ | 0.73 | $ | 0.12 | $ | 0.63 | |||||||
Diluted earnings per common share | $ | 0.72 | $ | 0.12 | $ | 0.62 | |||||||
Average common shares-basic | 28,750 | 10,765 | 7,079 | 35,829 | |||||||||
Average common shares-diluted | 28,997 | 10,840 | 7,088 | 36,085 | |||||||||
Note 1 - Basis of Presentation |
First Merchants has agreed to acquire CFS for a fixed exchange ratio of .65 share of First Merchants stock for |
each CFS share. The acquisition will be accounted for under the acquisition method of accounting and, |
accordingly, the assets and liabilities of CFS have been marked to estimated fair value upon conditions as of |
June 30, 2013. Since these are pro forma statements, we cannot assure that the amounts reflected in these |
financial statements would have been representative of the actual amounts earned had the companies been |
combined at the time. |
Note 2 - Pro forma Adjustments Footnotes | ||||
(1) | To record accrual by CFS for estimated transaction costs of $ 7,546,000, net of tax, which includes $3,895,000 | |||
(net of tax) related to eliminating the CFS pension plan, $1,055,000 (net of tax) in change of control | ||||
agreements and $2,596,000 (net of tax) in acquisition costs. | ||||
(2) | To adjust interest-earning assets and interest-bearing liabilities of CFS to approximate fair value. | |||
Adjustment to loans of $36,478,000, investment securities of $17,000 and deposits of $865,000. | ||||
(3) | To record goodwill generated from the acquisition | |||
Purchase Price: | ||||
CFS outstanding shares | 10,891,472 | |||
Conversion ratio | 65 | % | ||
Shares of First Merchants stock issued | 7,079,457 | |||
First Merchants stock price | $ | 19.16 | ||
Total Purchase Price | $ | 135,642,392 | ||
(Dollars in thousands) | ||||
Total Purchase Price | $ | 135,642 | ||
Allocated to: | ||||
Historical book value of CFS assets and liabilities | $ | 111,212 | ||
CFS estimated transaction costs, net of tax | (5,047 | ) | ||
Record Pension liability, net of tax | (2,499 | ) | ||
Allowance for Loan Loss write-off | 12,660 | |||
Adjusted book value of CFS | $ | 116,326 | ||
Adjustments to record assets and liabilities at fair value: | ||||
Loans, credit mark | $ | (26,181 | ) | |
Loans, interest rate mark | (10,297 | ) | ||
Securities | (17 | ) | ||
Premises and equipment | 4,609 | |||
Investment in low income housing tax credits | (753 | ) | ||
Core deposits intangible | 7,312 | |||
Other real estate owned | (7,847 | ) | ||
Deferred taxes | 11,681 | |||
Deposits | (865 | ) | ||
Letters of Credit | (3,264 | ) | ||
Total allocation | $ | (25,622 | ) | |
Goodwill | $ | 44,938 | ||
Note 2 - Pro forma Adjustments Footnotes continued: | ||||
(4) | To record fair value adjustment to premises and equipment of $4,609,000 and other real estate owned of $7,847,000. | |||
(5) | To eliminate CFS allowance for loan loss of $12,660,000. | |||
(6) | To record core deposit intangible of $7,312,000. | |||
(7) | To record deferred taxes on the purchase accounting adjustments and valuation adjustments of $11,681,000 using | |||
an estimated tax rate of 35%. | ||||
(8) | To eliminate CFS equity accounts of $111,212,000. | |||
(9) | To record issuance of 7,079,457 shares of First Merchants stock. | |||
(Dollars in thousands) | ||||
Common Stock (7,079,457 shares at stated value of $0.125 per share) | $ | 885 | ||
Additional Paid in Capital (7,079,457 shares at $17.025 per share) | 134,757 | |||
Total stock issued (7,079,457 shares at $19.16 per share) | $ | 135,642 | ||
(10) | To record fair value adjustment to the investment in low-income housing projects of $753,000 and letters of credit of $3,264,000 | |||
(11) | To record effect of amortization of purchase accounting adjustments of $10,297,000 in loans (interest rate mark only) and $865,000 | |||
in deposits in a manner that approximates the level yield method. | ||||
(12) | To record amortization of core deposit premium utilizing an accelerated method over 10 years. | |||
(13) | To record annual amortization of purchase accounting related to premises and equipment over the estimated life of related assets. | |||
(14) | To record tax effect of purchase accounting adjustments at an effective rate of 35%. | |||