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Sale of Subsidiary
12 Months Ended
Dec. 31, 2019
Sale of Subsidiary [Abstract]  
Sale of Subsidiary

NOTE 2. SALE OF SUBSIDIARY

Avon-Dixon Agency Sale

On December 31, 2018, the Company completed the sale of specific assets and activities related to its Insurance Agency, Avon Dixon, LLC (“Avon”) to Alera Group Agency, LLC (“Alera”). Also, on this date the Company discontinued its operations of its Premium Finance Company, Mubell Finance, LLC (“Mubell”). Together, these companies are referred to as the “Insurance Subsidiaries”. The Insurance subsidiaries represented the Company’s insurance products and services segment, the activities of which related to originating, servicing and underwriting retail insurance policies. Assets sold to Alera included various intangible assets and a 40% interest in a segregated portfolio of Eastern Re. Ltd., a specialty reinsurance company. The Mubell Company, along with certain other assets and liabilities that were to be sold or settled separately within one year, were classified as discontinued operations in the accompanying Consolidated Balance Sheets and Consolidated Statements of Income.

The specific assets acquired by Alera include, among other things, the insurance origination offices, insurance expirations, workforce and system procedures, trade names and goodwill. Alera has assumed certain obligations and liabilities of the Company under the acquired leases, and with respect to the employment of transferred employees. The Company received $25.2 million cash payment, upon the closing of the transaction.

The following table summarizes the calculation of the net gain on disposal of discontinued operations:

 

 

 

 

 

($ in thousands)

    

Year Ended December 31, 2018

Proceeds from the transaction

 

$

29,276

Compensation expense related to the transaction

 

 

2,588

Broker fees

 

 

935

Other transaction costs

 

 

594

Net cash proceeds

 

 

25,159

Net assets sold

 

 

(12,423)

Net gain on disposal

 

$

12,736

 

The following tables present the financial information of discontinued operations as of the dates and for the periods indicated:

Balance Sheets of Discontinued Operations

 

 

 

 

 

 

 

 

 

 

December 31, 

 

December 31,

($ in thousands)

    

2019

    

2018

ASSETS

 

 

 

 

 

 

 

 

 

 

 

 

 

Goodwill

 

$

 —

 

$

 8

Other assets

 

 

 —

 

 

625

Assets of discontinued operations

 

$

 —

 

$

633

 

 

 

 

 

 

 

LIABILITIES

 

 

 

 

 

 

 

 

 

 

 

 

 

Accrued expenses and other liabilities

 

$

 —

 

$

3,323

Liabilities of discontinued operations

 

$

 —

 

$

3,323

 

Statements of Income of Discontinued Operations

 

 

 

 

 

 

 

 

 

 

 

 

For Year Ended

 

 

 

December 31, 

($ in thousands)

    

 

2019

    

2018

Noninterest income

 

 

 

 

 

 

 

Net gain on disposal

 

 

$

 —

 

$

12,736

Insurance agency commissions

 

 

 

 —

 

 

9,006

All other income

 

 

 

15

 

 

335

Total noninterest income

 

 

 

15

 

 

22,077

Noninterest expense

 

 

 

 

 

 

 

Salaries and wages

 

 

 

28

 

 

5,156

Employee benefits

 

 

 

 7

 

 

1,173

Occupancy expense

 

 

 

14

 

 

428

Furniture and equipment

 

 

 

 1

 

 

 —

Amortization of intangible assets

 

 

 

 —

 

 

47

Legal and professional fees

 

 

 

73

 

 

77

Other noninterest expenses

 

 

 

 5

 

 

1,039

Total noninterest expense

 

 

 

128

 

 

7,920

(Loss) income from discontinued operations before income taxes

 

 

 

(113)

 

 

14,157

Income tax (benefit) expense

 

 

 

(27)

 

 

4,923

(Loss) income from discontinued operations

 

 

$

(86)

 

$

9,234