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Note 2 - Business Acquisition
3 Months Ended
Mar. 31, 2019
Notes to Financial Statements  
Business Combination Disclosure [Text Block]
(
2
) Business Acquisition
s
 
On
October 22, 2018,
the Bank completed its acquisition of
one
branch office and a vacant lot from Planters First Bank (“PFB”) located in Albany, Georgia for a total cash consideration of
$10.2
million. The assets and liabilities as of the effective date of the transaction were recorded at their respective estimated fair values. The excess of the purchase price over the net estimated fair values of the acquired assets and liabilities was allocated to identifiable intangible assets with the remaining excess allocated to goodwill. In the periods following the acquisition, the financial statements will include the results attributable to the Albany branch purchase beginning on the date of purchase. For the
three
months period ended
March 31, 2019,
the revenues and net loss attributable to the Albany branch were
$71
thousand and
$75
thousand, respectively. It is impracticable to determine the pro-forma impact to the
2018
revenues and net income if the acquisition had occurred on
January 1, 2018
as the Bank does
not
have access to those records for a single branch.
 
The following table provides the purchase price as of acquisition date, the identifiable assets acquired and liabilities assumed at their estimated fair values, and the resulting goodwill of
$202
thousand recorded from the acquisition:
 
Purchase Price Consideration
(in thousands)
:
 
 
 
 
Cash Consideration
 
$
10,238
 
Total purchase price for PFB branch acquisition
 
$
10,238
 
         
Assets acquired at fair value:
 
 
 
 
Cash and cash equivalents
 
$
195
 
Loans
 
 
20,430
 
Premises and equipment, net
 
 
773
 
Core deposit intangible
 
 
560
 
Other assets
 
 
123
 
Total fair value of assets acquired
 
$
22,081
 
         
Liabilities assumed at fair value:
 
 
 
 
Deposits
 
$
12,032
 
Other liabilities
 
 
13
 
Total fair value of liabilities assumed
 
$
12,045
 
         
Net Assets acquired at fair value:
 
$
10,036
 
         
Amount of goodwill resulting from acquisition
 
$
202
 
 
The total amount of goodwill arising from this transaction of
$202
thousand is deductible for tax purposes, pursuant to section
197
of the Internal Revenue Code.
 
The Bank recorded all loans acquired at the estimated fair value on the purchase date with
no
carryover of the related allowance for loan losses. The Bank only acquired loans which were deemed to be performing loans with
no
signs of credit deterioration.
 
On
May 1, 2019,
the Company completed its acquisition of LBC Bancshares, Inc. (“LBC”), a bank holding company headquartered in LaGrange, Georgia. Upon consummation of the acquisition, LBC was merged with and into the Company, with Colony as the surviving entity in the merger. At that time, LBC’s wholly owned bank subsidiary, Calumet Bank, was also merged with and into the Bank. The acquisition expanded the Company’s market presence, as Calumet Bank had
two
full-service banking locations,
one
each in LaGrange, Georgia and Columbus, Georgia, as well as a loan production office in Atlanta, Georgia. Under the terms of the Merger Agreement, each LBC shareholder will have the option to receive either
$23.50
in cash or
1.3239
shares of the Company’s Common Stock in exchange for each share of LBC common stock, subject to customary proration and location procedures, such that
55
percent of LBC shares received the stock consideration and
45
percent received the cash consideration, and at least
50
percent of the merger consideration paid in the Company stock. As a result, the Company issued
1,054,029
common shares at a fair value of
$18.7
million and paid
$15.3
million in cash to the former shareholders of LBC as merger consideration.
 
The Company is currently evaluating all fair value adjustments related to this transaction. The purchase price will be allocated among the net assets of LBC acquired as appropriate, with the remaining balance being reported as goodwill. As of
March 31, 2019,
LBC had total assets of
$207.3
million, total loans of
$131.9
million, and total deposits of
$184.9
million.
 
On
April 16, 2019,
the Bank entered into an agreement to acquire PFB Mortgage, the secondary market mortgage business of Planters First Bank for approximately
$833
thousand. The transaction, which did
not
require regulatory approval, closed on
May 1, 2019.
It included fixed assets and all pipeline loans, and customers will
not
be affected as loans will close and be processed as normal. Planters First Bank retained closed loans
not
yet sold (loans held for sale). The Bank is currently evaluating all fair value adjustments related to this transaction. The purchase price will be allocated among the net assets of PFB Mortgage acquired as appropriate, with the remaining balance being reported as goodwill.