XML 29 R18.htm IDEA: XBRL DOCUMENT v3.21.2
Acquisition
9 Months Ended
Sep. 30, 2021
Business Combinations [Abstract]  
Acquisition

Note 10 – Acquisition

On September 19, 2019, we entered into an agreement and plan of reorganization to acquire TB&T Bancshares, Inc. and its wholly-owned bank subsidiary, The Bank & Trust of Bryan/College Station, Texas. On January 1, 2020, the transaction was completed. Pursuant to the agreement, we issued 6,275,574 shares of the Company’s common stock in exchange for all of the outstanding shares of TB&T Bancshares, Inc. In addition, TBT Bancshares, Inc. made a $1,920,000 special dividend to its shareholders prior to closing of the transaction.

At closing, a wholly-owned subsidiary of the Company merged into TB&T Bancshares, Inc. and immediately thereafter TB&T Bancshares, Inc. was merged into the Company and The Bank & Trust of Bryan/College Station, Texas, was merged into First Financial Bank, N.A., a wholly-owned subsidiary of the Company. The primary purpose of the acquisition was to expand the Company’s market share near the Houston market. Factors that contributed to a purchase price resulting in goodwill include its record of earnings, strong management and board of directors, strong local economic environment and opportunity for growth. The results of operations from this acquisition are included in the consolidated earnings of the Company commencing January 1, 2020.

The following table presents the final amounts recorded on the consolidated balance sheet on the acquisition date (dollars in thousands):

 

Fair value of consideration paid:

 

 

 

Common stock issued (6,275,574 shares)

 

$

220,273

 

Fair value of identifiable assets acquired:

 

 

 

Cash and cash equivalents

 

$

61,028

 

Securities available-for-sale

 

 

93,967

 

Loans

 

 

447,702

 

Identifiable intangible assets

 

 

4,798

 

Other assets

 

 

25,377

 

Total identifiable assets acquired

 

$

632,872

 

Fair value of liabilities assumed:

 

 

 

Deposits

 

$

549,125

 

Other liabilities

 

 

5,397

 

Total liabilities assumed

 

$

554,522

 

Fair value of net identifiable assets acquired

 

 

78,350

 

Goodwill resulting from acquisition

 

$

141,923

 

 

Goodwill recorded in the acquisition was accounted for in accordance with the authoritative business combination guidance. Accordingly, goodwill will not be amortized but will be tested for impairment annually. The goodwill recorded is not deductible for federal income tax purposes.

The fair value of total loans acquired was $447,702,000 at acquisition compared to contractual amounts of $455,181,000.