Business Combinations (Tables)

12 Months Ended

Dec. 31, 2015

The following table provides a breakout of Merger related expense for the year ended December 31, 2015 and 2014.



(in thousands)	Year ended December 31,
	2015		2014
Legal and professional	$	21,849	$	22,276
Personnel	11,564		18,837
Premises and equipment	6,640		3,677
Communication	2,309		2,522
Contract termination	154		10,378
Charitable contributions	—		10,000
Investment banking fees	—		9,573
Other	3,066		5,054
Total Merger related expense	$	45,582	$	82,317

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	7,124,553
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	299,477
Accrued interest receivable	23,553
Other assets	148,906
Total assets acquired	9,878,587
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			1,108,979
Goodwill			$	1,023,488

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 and interest 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

The following table presents unaudited pro forma results of operations for the years ended December 31, 2014 and 2013, as if the Sterling Merger had occurred on January 1, 2013. The pro forma results have been prepared for comparative purposes only and are not necessarily indicative of the results that would have been obtained had the acquisition actually occurred on January 1, 2013. The pro forma results include the impact of certain acquisition accounting adjustments including accretion of loan discount, intangible assets amortization and deposit, borrowing premium accretion, and other reclasses of expenses between years. These adjustments increased pro forma net income by $54.4 million and $12.9 million for the years ended December 31, 2014 and 2013, respectively.



(in thousands, except per share data)	Pro Forma
	Year Ended
	December 31,
	2014		2013
Net interest income	$	910,715	$	873,972	^(1),(2),(3)
Provision for loan and lease losses	40,241		10,716
Non-interest income	205,557		242,609		^(4),(5),(6)
Non-interest expense	750,069		802,371		^{(7), (8)}
Income before provision for income taxes	325,962		303,494
Provision for income taxes	118,679		98,603
Net income	207,283		204,891
Dividends and undistributed earnings allocated to participating securities	484		788
Net earnings available to common shareholders	$	206,799	$	204,103
Earnings per share:
Basic	$	0.91	$	0.94
Diluted	$	0.90	$	0.93
Average shares outstanding:
Basic	227,807		216,025
Diluted	229,690		218,508

(1) Includes $31.9 million and $127.5 million of incremental loan discount accretion for the years ended December 31, 2014 and 2013, respectively.

(2) Includes a reduction of interest income of $1.8 million and $6.6 million related to investment securities premium amortization for the years ended December 31, 2014 and 2013, respectively.

(3) Includes a reduction of interest expense related to amortization of deposit and borrowing premium of $5.9 million and $22.1 million for the years ended December 31, 2014 and 2013, respectively.

(4) Includes a reduction of service charges on deposit of $1.7 million and $5.8 million as a result of passing the $10 billion asset threshold for the years ended December 31, 2014 and 2013, respectively.

(5) Includes a loss on junior subordinated debentures carried at fair value of $1.1 million and $3.9 million for the years ended December 31, 2014 and 2013, respectively.

(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 year ended December 31, 2014.

(7) Includes $2.1 million and $7.8 million of core deposit intangible amortization for the years ended ended December 31, 2014 and 2013, respectively.

(8) The year ended December 31, 2014 included a net decrease of $52.6 million of merger expenses. The year ended December 31, 2013 was adjusted to include $98.2 million of merger expenses.

Financial Pacific Holding Corp [Member]

Business Acquisition [Line Items]

Schedule of Loans Acquired

Leases acquired from FinPac are presented below as of acquisition date:



(in thousands)	FinPac
	July 1, 2013
Contractually required payments	$	350,403
Purchase adjustment for credit	$	(20,520	)
Balance of loans and leases, net	$	264,336

Pro Forma Results of Operations

The following tables present unaudited pro forma results of operations for the year ended December 31, 2013 as if the acquisition of FinPac had occurred on January 1, 2013. The proforma results have been prepared for comparative purposes only and are not necessarily indicative of the results that would have been obtained had the acquisition actually occurred on January 1, 2013. The pro forma results include the impact of certain acquisition accounting adjustments which reduced pro forma earnings available to common shareholders by $4.2 million for the year ended December 31, 2013.



(in thousands, except per share data)	Pro Forma
	Year ended
	December 31, 2013
Net interest income	$	423,600
Provision for loan and lease losses	13,988
Non-interest income	122,753
Non-interest expense	373,181
Income before provision for income taxes	159,184
Provision for income taxes	55,879
Net income	103,305
Dividends and undistributed earnings allocated to participating securities	829
Net earnings available to common shareholders	$	102,476
Earnings per share:
Basic	$	0.92
Diluted	$	0.91
Average shares outstanding:
Basic	111,938
Diluted	112,176

Schedule of Business Acquisitions, by Acquisition

A summary of consideration paid, and the assets acquired and liabilities assumed at their fair values, in the acquisition of FinPac are presented below.



(in thousands)	FinPac
	July 1, 2013
Fair value of consideration:
Cash			$	156,110
Fair value of assets acquired:
Cash and equivalents	$	6,452
Loans and leases, net	264,336
Premises and equipment	491
Other assets	8,015
Total assets acquired	$	279,294
Fair value of liabilities assumed:
Term debt	211,204
Other liabilities	8,757
Total liabilities assumed	$	219,961
Net assets acquired			59,333
Goodwill			$	96,777