Business Combinations (Tables)

3 Months Ended

Mar. 31, 2015

The following table provides a breakout of Merger related expense for the three months ended March 31, 2015.



(in thousands)
	Three Months Ended
	March 31, 2015
Personnel	$	4,367
Legal and professional	3,913
Premises and Equipment	3,017
Communication	434
Other	2,351
Total Merger related expense	$	14,082

Sterling Financial Corporation [Member]

Business Acquisition [Line Items]

Schedule of Assets Acquired and Liabilities Assumed at Estimated Fair Values

A summary of the consideration paid, the assets acquired and liabilities assumed in the Merger are presented below:



(in thousands)
	Sterling
	April 18, 2014
Fair value of consideration to Sterling shareholders:
Cash paid			$	136,200
Liability recorded for warrants' cash payment per share			6,453
Fair value of common shares issued			1,939,497
Fair value of warrants, common stock options, and restricted stock exchanged			50,317
Total consideration			2,132,467
Fair value of assets acquired:
Cash and cash equivalents	$	253,067
Investment securities	1,378,300
Loans held for sale	214,911
Loans and leases	7,123,168
Premises and equipment	116,576
Residential mortgage servicing rights	62,770
Other intangible assets	54,562
Other real estate owned	8,666
Bank owned life insurance	193,246
Deferred tax asset	300,015
Accrued interest receivable	23,553
Other assets	148,906
Total assets acquired	9,877,740
Fair value of liabilities assumed:
Deposits	7,086,052
Securities sold under agreements to repurchase	584,746
Term debt	854,737
Junior subordinated debentures	156,171
Other liabilities	87,902
Total liabilities assumed	$	8,769,608
Net assets acquired			1,108,132
Goodwill			$	1,024,335

Schedule of Loans Acquired

The following table presents the acquired purchased impaired loans as of the acquisition date:



(in thousands)	Purchased impaired
Contractually required principal payments	$	604,136
Nonaccretable difference	(95,614		)
Cash flows expected to be collected	508,522
Accretable yield	(110,757		)
Fair value of purchased impaired loans	$	397,765

Pro Forma Results of Operations



(in thousands, except per share data)	Pro Forma
	Three Months Ended
	March 31,
	2014
Net interest income	$	222,766	^{(1), (2), (3)}
Provision for loan and lease losses	5,971
Non-interest income	45,018		^{(4), (5), (6)}
Non-interest expense	188,488		⁽⁷⁾
Income before provision for income taxes	73,325
Provision for income taxes	26,073
Net income	47,252
Dividends and undistributed earnings allocated to participating securities	113
Net earnings available to common shareholders	$	47,139
Earnings per share:
Basic	$	0.22
Diluted	$	0.22
Average shares outstanding:
Basic	216,438
Diluted	217,523

(1) Includes $26.7 million of incremental loan discount accretion for the three months ended March 31, 2014.

(2) Includes a reduction of interest income of $1.5 million related to investment securities premiums amortization for the three months ended March 31, 2014.

(3) Includes a reduction of interest expense of $4.9 million related to deposit and borrowing premiums amortization for the three months ended March 31, 2014.

(4) Includes a reduction of service charges on deposits of $1.4 million as a result of passing the $10 billion asset threshold for the three months ended March 31, 2014.

(5) Includes a loss on junior subordinated debentures carried at fair value of $952,000 for the three months ended March 31, 2014.

(6) Includes the reversal of the $7.0 million loss on the required divestiture of six Sterling stores in connection with the merger for the three months ended March 31, 2014.

(7) Includes a net increase of $5.4 million of merger expenses and $1.7 million of incremental core deposit intangible amortization for the three months ended March 31, 2014.