10-Q

G3

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2016

OR

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from              to              

Commission file number 001-12669

SOUTH STATE CORPORATION

(Exact name of registrant as specified in its charter)

South Carolina	57-0799315
(State or other jurisdiction of incorporation)	(IRS Employer Identification No.)

520 Gervais Street
Columbia, South Carolina	29201
(Address of principal executive offices)	(Zip Code)

(800) 277-2175

(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days.  Yes  ☒  No  ☐

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate website, if any, every Interactive Data file required to be submitted and posted pursuant to Rule 405 of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  Yes  ☒  No  ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company.  See the definitions of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer ☒	Accelerated Filer ☐
Non-Accelerated Filer ☐	Smaller Reporting Company ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes  ☐  No  ☒

Indicate the number of shares outstanding of each of issuer’s classes of common stock, as of the latest practicable date:

Class	Outstanding as of July 31, 2016
Common Stock, $2.50 par value	24,210,496

South State Corporation and Subsidiary

June 30, 2016 Form 10-Q

INDEX

		Page
PART I — FINANCIAL INFORMATION
Item 1.	Financial Statements
	Condensed Consolidated Balance Sheets at June 30, 2016, December 31, 2015 and June 30, 2015	3
	Condensed Consolidated Statements of Income for the Three and Six Months Ended June 30, 2016 and 2015	4
	Condensed Consolidated Statements of Comprehensive Income for the Three and Six Months Ended June 30, 2016 and 2015	5
	Condensed Consolidated Statements of Changes in Shareholders’ Equity for the Six Months Ended June 30, 2016 and 2015	6
	Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2016 and 2015	7
	Notes to Condensed Consolidated Financial Statements	8
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	50
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	74
Item 4.	Controls and Procedures	74
PART II — OTHER INFORMATION
Item 1.	Legal Proceedings	75
Item 1A.	Risk Factors	75
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	75
Item 3.	Defaults Upon Senior Securities	75
Item 4.	Mine Safety Disclosures	75
Item 5.	Other Information	75
Item 6.	Exhibits	76

2

PART I — FINANCIAL INFORMATION

Item 1.  FINANCIAL STATEMENTS

South State Corporation and Subsidiary

Condensed Consolidated Balance Sheets

(Dollars in thousands, except par value)

	June 30,		December 31,		June 30,
	2016		2015		2015
	(Unaudited)		(Note 1)		(Unaudited)
ASSETS
Cash and cash equivalents:
Cash and due from banks	$	182,875	$	178,664	$	155,881
Interest-bearing deposits with banks		8,055		218,883		273,273
Federal funds sold and securities purchased under agreements to resell		290,982		298,247		164,228
Total cash and cash equivalents		481,912		695,794		593,382
Investment securities:
Securities held to maturity (fair value of $8,231, $9,723 and $10,114, respectively)		7,921		9,314		9,659
Securities available for sale, at fair value		989,610		1,009,541		841,661
Other investments		9,529		8,893		9,031
Total investment securities		1,007,060		1,027,748		860,351
Loans held for sale		48,926		41,649		73,055
Loans:
Acquired credit impaired (covered of $0, $98,459 and $113,158, respectively; non-covered of $658,835, $635,411 and $710,823, respectively), net of allowance for loan losses		658,835		733,870		823,981
Acquired non-credit impaired (covered of $0, $8,047 and $8,059, respectively; non-covered of $941,886, $1,041,491 and $1,163,613, respectively)		941,886		1,049,538		1,171,672
Non-acquired		4,816,875		4,220,726		3,788,399
Less allowance for non-acquired loan losses		(36,939)		(34,090)		(34,782)
Loans, net		6,380,657		5,970,044		5,749,270
FDIC indemnification asset		—		4,401		11,035
Other real estate owned (covered of $0, $5,751 and $8,172, respectively; non-covered of $22,427, $24,803 and $26,870, respectively)		22,427		30,554		35,042
Premises and equipment, net		177,950		174,537		171,582
Bank owned life insurance		102,815		101,588		100,363
Deferred tax assets		25,915		37,827		45,911
Mortgage servicing rights		22,350		26,202		25,325
Core deposit and other intangibles		43,629		47,425		45,260
Goodwill		338,340		338,340		317,688
Other assets		72,012		61,239		56,720
Total assets	$	8,723,993	$	8,557,348	$	8,084,984
LIABILITIES AND SHAREHOLDERS’ EQUITY
Deposits:
Noninterest-bearing	$	2,117,246	$	1,976,480	$	1,844,973
Interest-bearing		5,046,680		5,123,948		4,822,555
Total deposits		7,163,926		7,100,428		6,667,528
Federal funds purchased and securities sold under agreements to repurchase		341,064		288,231		287,903
Other borrowings		55,254		55,158		55,055
Other liabilities		59,406		54,147		50,719
Total liabilities		7,619,650		7,497,964		7,061,205
Shareholders’ equity:
Preferred stock - $.01 par value; authorized 10,000,000 shares;  no shares issued and outstanding		—		—		—
Common stock - $2.50 par value; authorized 40,000,000 shares; 24,195,226, 24,162,657 and 24,197,531 shares issued and outstanding, respectively		60,488		60,407		60,494
Surplus		703,445		703,929		704,625
Retained earnings		333,900		298,919		260,591
Accumulated other comprehensive income (loss)		6,510		(3,871)		(1,931)
Total shareholders’ equity		1,104,343		1,059,384		1,023,779
Total liabilities and shareholders’ equity	$	8,723,993	$	8,557,348	$	8,084,984

The Accompanying Notes are an Integral Part of the Financial Statements.

3

South State Corporation and Subsidiary

Condensed Consolidated Statements of Income (unaudited)

(Dollars in thousands, except per share data)

	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2016		2015		2016		2015
Interest income:
Loans, including fees	$	77,154	$	79,406	$	154,408	$	158,254
Investment securities:
Taxable		4,477		3,822		9,270		7,484
Tax-exempt		992		1,072		2,008		2,150
Federal funds sold and securities purchased under agreements to resell		756		464		1,508		875
Total interest income		83,379		84,764		167,194		168,763
Interest expense:
Deposits		1,368		1,737		2,969		3,740
Federal funds purchased and securities sold under agreements to repurchase		137		105		281		201
Other borrowings		475		646		944		1,497
Total interest expense		1,980		2,488		4,194		5,438
Net interest income		81,399		82,276		163,000		163,325
Provision for loan losses		2,727		3,144		5,286		3,963
Net interest income after provision for loan losses		78,672		79,132		157,714		159,362
Noninterest income:
Fees on deposit accounts		21,539		17,699		41,663		34,192
Mortgage banking income		5,620		7,089		9,818		13,715
Trust and investment services income		4,911		5,051		9,697		9,985
Securities gains, net		—		—		122		—
Amortization of FDIC indemnification asset, net		(4,427)		(2,042)		(5,901)		(5,249)
Other		4,475		2,285		6,761		3,945
Total noninterest income		32,118		30,082		62,160		56,588
Noninterest expense:
Salaries and employee benefits		40,537		39,754		81,969		80,741
Net occupancy expense		5,541		5,046		10,900		10,283
Information services expense		5,083		4,382		10,117		8,340
Furniture and equipment expense		3,072		2,762		5,923		5,907
OREO expense and loan related		874		2,019		2,648		5,033
Bankcard expense		3,040		2,285		5,919		4,265
Amortization of intangibles		1,892		1,964		3,795		3,980
Supplies, printing and postage expense		1,757		1,430		3,565		3,042
Professional fees		1,576		1,585		2,906		2,994
FDIC assessment and other regulatory charges		1,017		1,253		2,161		2,437
Advertising and marketing		858		1,009		1,502		1,864
Branch and conversion related expense		1,573		2,237		2,531		2,237
Other		7,034		5,803		11,947		10,891
Total noninterest expense		73,854		71,529		145,883		142,014
Earnings:
Income before provision for income taxes		36,936		37,685		73,991		73,936
Provision for income taxes		12,420		12,813		24,981		25,138
Net income	$	24,516	$	24,872	$	49,010	$	48,798
Earnings per common share:
Basic	$	1.02	$	1.04	$	2.04	$	2.04
Diluted	$	1.01	$	1.03	$	2.02	$	2.02
Dividends per common share	$	0.30	$	0.24	$	0.58	$	0.47
Weighted average common shares outstanding:
Basic		23,995		23,981		23,977		23,947
Diluted		24,237		24,258		24,205		24,214

The Accompanying Notes are an Integral Part of the Financial Statements.

4

South State Corporation and Subsidiary

Condensed Consolidated Statements of Comprehensive Income (unaudited)

(Dollars in thousands)

	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2016		2015		2016		2015
Net income	$	24,516	$	24,872	$	49,010	$	48,798
Other comprehensive income:
Unrealized gains on securities:
Unrealized holding gains (losses) arising during period		4,631		(8,226)		16,551		(2,953)
Tax effect		(1,766)		3,100		(6,311)		1,090
Reclassification adjustment for gains included in net income		—		—		(122)		—
Tax effect		—		—		46		—
Net of tax amount		2,865		(5,126)		10,164		(1,863)
Unrealized losses on derivative financial instruments qualifying as cash flow hedges:
Unrealized holding gains ( losses) arising during period		(46)		29		(198)		(92)
Tax effect		18		(11)		75		35
Reclassification adjustment for losses included in interest expense		68		64		142		140
Tax effect		(26)		(24)		(54)		(53)
Net of tax amount		14		58		(35)		30
Change in pension plan obligation:
Reclassification adjustment for changes included in net income		204		225		408		450
Tax effect		(78)		(86)		(156)		(171)
Net of tax amount		126		139		252		279
Other comprehensive income (loss), net of tax		3,005		(4,929)		10,381		(1,554)
Comprehensive income	$	27,521	$	19,943	$	59,391	$	47,244

The Accompanying Notes are an Integral Part of the Financial Statements.

5

South State Corporation and Subsidiary

Condensed Consolidated Statements of Changes in Shareholders’ Equity (unaudited)

Six months ended June 30, 2016 and 2015

(Dollars in thousands, except for share data)

											Accumulated
											Other
											Comprehensive
	Preferred Stock			Common Stock					Retained		Income
	Shares	Amount		Shares	Amount		Surplus		Earnings		(Loss)		Total
Balance, December 31, 2014	—	$	—	24,150,702	$	60,377	$	701,764	$	223,156	$	(377)	$	984,920
Comprehensive income:
Net income	—		—	—		—		—		48,798		—		48,798
Other comprehensive loss, net of tax effects	—		—	—		—		—		—		(1,554)		(1,554)
Total comprehensive income														47,244
Cash dividends declared on common stock at $0.47 per share	—		—	—		—		—		(11,363)		—		(11,363)
Employee stock purchases	—		—	3,366		8		199		—		—		207
Stock options exercised	—		—	30,060		76		863		—		—		939
Restricted stock awards	—		—	30,605		76		(76)		—		—		—
Common stock repurchased	—		—	(17,202)		(43)		(1,032)		—		—		(1,075)
Share-based compensation expense	—		—	—		—		2,907		—		—		2,907
Balance, June 30, 2015	—		—	24,197,531		60,494		704,625		260,591		(1,931)		1,023,779
Balance, December 31, 2015	—		—	24,162,657		60,407		703,929		298,919		(3,871)		1,059,384
Comprehensive income:
Net income	—		—	—		—		—		49,010		—		49,010
Other comprehensive income, net of tax effects	—		—	—		—		—		—		10,381		10,381
Total comprehensive income														59,391
Cash dividends declared at $0.58 per share	—		—	—		—		—		(14,029)		—		(14,029)
Employee stock purchases				3,729		9		218						227
Stock options exercised	—		—	24,073		60		748		—		—		808
Restricted stock awards	—		—	39,556		99		(99)		—		—		—
Stock issued pursuant to restricted stock units	—		—	35,903		90		(90)		—		—		—
Common stock repurchased - buyback plan				(32,900)		(82)		(2,048)						(2,130)
Common stock repurchased	—		—	(37,792)		(95)		(2,377)		—		—		(2,472)
Share-based compensation expense	—		—	—		—		3,164		—		—		3,164
Balance, June 30, 2016	—	$	—	24,195,226	$	60,488	$	703,445	$	333,900	$	6,510	$	1,104,343

The Accompanying Notes are an Integral Part of the Financial Statements.

6

South State Corporation and Subsidiary

Condensed Consolidated Statements of Cash Flows (unaudited)

(Dollars in thousands)

	Six Months Ended
	June 30,
	2016		2015
Cash flows from operating activities:
Net income	$	49,010	$	48,798
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		10,565		10,531
Provision for loan losses		5,286		3,963
Deferred income taxes		5,515		(2,320)
Gain on sale of securities, net		(122)		—
Share-based compensation expense		3,164		2,907
Amortization of FDIC indemnification asset		3,566		5,249
Accretion of discount related to performing acquired loans		(2,795)		(3,211)
(Gain) Loss on disposals of premises and equipment		(33)		301
Gain on sale of OREO		(1,483)		(766)
Net amortization of premiums on investment securities		2,707		2,210
OREO write downs		2,943		4,314
Fair value adjustment for loans held for sale		(665)		(189)
Originations and purchases of mortgage loans for sale		(328,899)		(506,532)
Proceeds from mortgage loans sales		322,286		495,506
Net change in:
Accrued interest receivable		(1,108)		(277)
Prepaid assets		(1,248)		(972)
FDIC indemnification asset		3,177		5,877
Miscellaneous other assets		(7,797)		(666)
Accrued interest payable		(541)		(1,822)
Accrued income taxes		3,187		12,861
Miscellaneous other  liabilities		6,138		(4,231)
Net cash provided by operating activities		72,853		71,531
Cash flows from investing activities:
Proceeds from sales of investment securities available for sale		137		—
Proceeds from maturities and calls of investment securities held to maturity		1,395		—
Proceeds from maturities and calls of investment securities available for sale		234,765		96,497
Proceeds from calls of other investment securities		—		1,392
Proceeds from sales of other investment securities		24		95
Purchases of investment securities available for sale		(201,130)		(136,554)
Purchases of other investment securities		(660)		—
Net increase in loans		(421,134)		(83,652)
Payment to terminate FDIC Loss Share Agreements		(2,342)		—
Recoveries of loans previously charged off		1,646		1,598
Purchases of premises and equipment		(12,381)		(7,431)
Proceeds from sale of OREO		14,209		16,855
Proceeds from sale of premises and equipment		—		25
Net cash used in investing activities		(385,471)		(111,175)
Cash flows from financing activities:
Net increase in deposits		63,510		206,483
Net increase in federal funds purchased and securities sold under agreements to repurchase and other short-term borrowings		52,833		66,361
Repayment of other borrowings		(11)		(46,395)
Common stock issuance		227		207
Common stock repurchase		(4,602)		(1,075)
Dividends paid on common stock		(14,029)		(11,363)
Stock options exercised		808		939
Net cash provided by financing activities		98,736		215,157
Net increase (decrease) in cash and cash equivalents		(213,882)		175,513
Cash and cash equivalents at beginning of period		695,794		417,869
Cash and cash equivalents at end of period	$	481,912	$	593,382
Supplemental Disclosures:
Cash Flow Information:
Cash paid for:
Interest	$	4,735	$	7,259
Income taxes	$	16,676	$	14,410
Schedule of Noncash Investing Transactions:
Real estate acquired in full or in partial settlement of loans (covered of $0 and $3,554, respectively; and non-covered of $7,542 and $9,165, respectively)	$	7,542	$	12,719

The Accompanying Notes are an Integral Part of the Financial Statements.

7

South State Corporation and Subsidiary

Notes to Condensed Consolidated Financial Statements (unaudited)

Note 1 — Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X.  Accordingly, they do not include all of the information and disclosures required by accounting principles generally accepted in the United States (“GAAP”) for complete financial statements.  In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included.  Certain prior period information has been reclassified to conform to the current period presentation, and these reclassifications had no impact on net income or equity as previously reported.  Operating results for the three and six months ended June 30, 2016 are not necessarily indicative of the results that may be expected for the year ending December 31, 2016.

The condensed consolidated balance sheet at December 31, 2015 has been derived from the audited financial statements at that date but does not include all of the information and disclosures required by GAAP for complete financial statements.

Note 2 — Summary of Significant Accounting Policies

The information contained in the consolidated financial statements and accompanying notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015, as filed with the Securities and Exchange Commission (the “SEC”) on February 24, 2016,  should be referenced when reading these unaudited condensed consolidated financial statements.  Unless otherwise mentioned or unless the context requires otherwise, references herein to "South State," the "Company" "we," "us," "our" or similar references mean South State Corporation and its consolidated subsidiaries.  References to the “Bank” means South State Corporation’s wholly owned subsidiary, South State Bank, a South Carolina banking corporation.

Note 3 — Recent Accounting and Regulatory Pronouncements

In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-13, Financial Instruments-Credit Losses (Topic 326):  Measurement of Credit Losses on Financial Instruments:  (“ASU 2016-13”).  ASU 2016-13requires an entity to utilize a new impairment model known as the current expected credit loss ("CECL") model to estimate its lifetime "expected credit loss" and record an allowance that, when deducted from the amortized cost basis of the financial asset, presents the net amount expected to be collected on the financial asset.  The CECL model is expected to result in earlier recognition of credit losses.  ASU 2016-13 also requires new disclosures for financial assets measured at amortized cost, loans and available-for-sale debt securities.  The updated guidance is effective for interim and annual reporting periods beginning after December 15, 2019, including interim periods within those fiscal years.  Early adoption is permitted.  Entities will apply the standard's provisions as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is adopted.  The Company is currently assessing the impact of the new guidance on the Company’s consolidated financial statements.

In March 2016, the FASB issued ASU No. 2016-09, Compensation – Stock Compensation (Topic 718):  Improvements to Employee Share –Based Payment Accounting; (“ASU 2016-09”).  ASU 2016-09 introduces targeted amendments intended to simplify the accounting for stock compensation. Specifically, ASU 2016-09 requires all excess tax benefits and tax deficiencies (including tax benefits of dividends on share-based payment awards) to be recognized as income tax expense or benefit in the income statement. The tax effects of exercised or vested awards should be treated as discrete items in the reporting period in which they occur. An entity also should recognize excess tax benefits, and assess the need for a valuation allowance, regardless of whether the benefit reduces taxes payable in the current period. That is, off balance sheet accounting for net operating losses stemming from excess tax benefits would no longer be required and instead such net operating losses would be recognized when they arise. Existing net operating losses that are currently tracked off balance sheet would be recognized, net of a valuation allowance if required, through an adjustment to opening retained earnings in the period of adoption. Entities will no longer need to maintain and track an “APIC pool.”  For public business entities, ASU 2016-09 is effective for interim and annual periods beginning after

8

December 15, 2016.  The Company is currently evaluating the provisions of ASU 2016-09 to determine the potential impact the new standard will have to the Company’s consolidated financial statements.

In March 2016, the FASB issued ASU No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent considerations (Reporting Revenue Gross versus Net); (“ASU 2016-08”).  ASU 2016-08 updates the new revenue standard by clarifying the principal versus agent implementation guidance, but does not change the core principle of the new standard. The updates to the principal versus agent guidance:  (i) require an entity to determine whether it is a principal or an agent for each distinct good or service (or a distinct bundle of goods or services) to be provided to the customer; (ii) illustrate how an entity that is a principal might apply the control principle to goods, services, or rights to services, when another party is involved in providing goods or services to a customer and (iii) Clarify that the purpose of certain specific control indicators is to support or assist in the assessment of whether an entity controls a good or service before it is transferred to the customer, provide more specific guidance on how the indicators should be considered, and clarify that their relevance will vary depending on the facts and circumstances.  For public business entities, the effective date and transition requirements for these amendments are the same as the effective date and transition requirements of ASU 2014-09 which is effective for interim and annual periods beginning after December 15, 2017. The amendments can be applied retrospectively to each prior reporting period or retrospectively with the cumulative effect of initially applying this new guidance recognized at the date of initial application.  The Company is currently evaluating the provisions of ASU 2016-08 in connection with the provisions of ASU 2014-09 to determine the potential impact the new standard will have to the Company’s consolidated financial statements.

In March 2016, the FASB issued ASU No. 2016-07, Investments – Equity Method and Joint Ventures (Topic 323): Simplifying the Transition to the Equity Method of Accounting; (“ASU 2016-07”).  ASU 2016-07 requires an investor to initially apply the equity method of accounting from the date it qualifies for that method, i.e., the date the investor obtains significant influence over the operating and financial policies of an investee. The ASU eliminates the previous requirement to retroactively adjust the investment and record a cumulative catch up for the periods that the investment had been held, but did not qualify for the equity method of accounting. For public business entities, the amendments in ASU 2016-05 are effective for interim and annual periods beginning after December 15, 2016. The amendments should be applied prospectively upon their effective date to increases in the level of ownership interest or degree of influence that result in the adoption of the equity method.  The Company is currently evaluating the provisions of ASU 2016-07 to determine the potential impact the new standard will have to the Company’s consolidated financial statements.

In March 2016, the FASB issued ASU No. 2016-05, Derivatives and Hedging (Topic 815): Effect of Derivative Contract Novations on Existing Hedge Accounting Relationships (“ASU 2016-05”).  ASU 2016-05 requires an entity to discontinue a designated hedging relationship in certain circumstances, including termination of the derivative hedging instrument or if the entity wishes to change any of the critical terms of the hedging relationship. ASU 2016-05 amends Topic 815 to clarify that novation of a derivative (replacing one of the parties to a derivative instrument with a new party) designated as the hedging instrument would not, in and of itself, be considered a termination of the derivative instrument or a change in critical terms requiring discontinuation of the designated hedging relationship. For public business entities, the amendments in ASU 2016-05 are effective for interim and annual periods beginning after December 15, 2016.  An entity has an option to apply the amendments in ASU 2016-05 on either a prospective basis or a modified retrospective basis.  The Company has determined that this guidance will not have a material impact on the Company’s consolidated financial statements.

In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) (“ASU 2016-02”).  ASU 2016-02 applies a right-of-use (ROU) model that requires a lessee to record, for all leases with a lease term of more than 12 months, an asset representing its right to use the underlying asset and a liability to make lease payments. For leases with a term of 12 months or less, a practical expedient is available whereby a lessee may elect, by class of underlying asset, not to recognize an ROU asset or lease liability. At inception, lessees must classify all leases as either finance or operating based on five criteria. Balance sheet recognition of finance and operating leases is similar, but the pattern of expense recognition in the income statement, as well as the effect on the statement of cash flows, differs depending on the lease classification.  For public business entities, the amendments in ASU 2016-02 are effective for interim and annual periods beginning after December 15, 2018.   In transition, lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach which includes a number of optional practical expedients that entities may elect to apply.  The Company is currently evaluating the provisions of ASU 2016-02 to determine the potential impact the new standard will have to the Company’s consolidated financial statements.

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In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments – Overall (Subtopic 825-10); Recognition and Measurement of Financial Assets and Financial Liabilities (“ASU 2016-01”).  This update is intended to improve the recognition and measurement of financial instruments and it requires an entity to: (i) measure equity investments at fair value through net income, with certain exceptions; (ii) present in OCI the changes in instrument-specific credit risk for financial liabilities measured using the fair value option; (iii) present financial assets and financial liabilities by measurement category and form of financial asset; (iv) calculate the fair value of financial instruments for disclosure purposes based on an exit price and; (v) assess a valuation allowance on deferred tax assets related to unrealized losses of AFS debt securities in combination with other deferred tax assets. ASU 2016-01 also provides an election to subsequently measure certain nonmarketable equity investments at cost less any impairment and adjusted for certain observable price changes and requires a qualitative impairment assessment of such equity investments and amends certain fair value disclosure requirements.  For public business entities, the amendments in ASU 2016-01 are effective for interim and annual periods beginning after December 15, 2017.  An entity should apply the amendments by means of a cumulative-effect adjustment to the balance sheet as of the beginning of the fiscal year of adoption.  The amendments related to equity securities without readily determinable fair values (including disclosure requirements) should be applied prospectively to equity investments that exist as of the date of adoption of the ASU 2016-01.  The Company is currently evaluating the provisions of ASU 2016-01 to determine the potential impact the new standard will have to the Company’s consolidated financial statements.

In September 2015, the FASB issued ASU No. 2015-16, Business Combinations (Topic 805): Simplifying the Accounting for Measurement Period Adjustments (“ASU 2015-16”). The update simplifies the accounting for adjustments made to provisional amounts recognized in a business combination by eliminating the requirement to retrospectively account for those adjustments. For public companies, this update became effective for interim and annual periods beginning after December 15, 2015, and is to be applied prospectively. ASU 2015-16 became effective for the Company on January 1, 2016 and did not have a significant impact on the Company’s consolidated financial statements.

In April 2015, the FASB issued ASU No. 2015-03, Interest—Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs (“ASU 2015-03”). The update simplifies the presentation of debt issuance costs by requiring that debt issuance costs be presented in the balance sheet as a direct deduction from the carrying amount of debt liability, consistent with debt discounts or premiums. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in this update. In August 2015, the FASB issued ASU 2015-15, Interest—Imputation of Interest (Subtopic 835-30): Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements, expanding the guidance provided in ASU 2015-03 by permitting the presentation of costs associated with securing a revolving line of credit as an asset, regardless of whether or not the line of credit is funded. For public companies, both updates will be effective for interim and annual periods beginning after December 15, 2015, and are to be applied retrospectively. ASU 2015-03 became effective for the Company on January 1, 2016 and did not have a significant impact on the Company’s consolidated financial statements.

In February 2015, the FASB issued Accounting Standards Update ASU 2015-02, Amendments to the Consolidation Analysis (“ASU 2015-02”). This ASU affects reporting entities that are required to evaluate whether they should consolidate certain legal entities. Specifically, the amendments: (i) modify the evaluation of whether limited partnerships and similar legal entities are variable interest entities (“VIEs”) or voting interest entities; (ii) eliminate the presumption that a general partner should consolidate a limited partnership; (iii) affect the consolidation analysis of reporting entities that are involved with VIEs, particularly those that have fee arrangements and related party relationships; and (iv) provide a scope exception from consolidation guidance for reporting entities with interests in legal entities that are required to comply with or operate in accordance with requirements that are similar to those in Rule 2a-7 of the Investment Company Act of 1940 for registered money market funds. ASU No. 2015-02 became effective for interim and annual reporting periods beginning after December 15, 2015. ASU 2015-02 became effective for the Company on January 1, 2016 and did not have a significant impact on the Company’s consolidated financial statements.

In November 2014, the FASB issued ASU 2014-16, Derivatives and Hedging (Topic 815): Determining Whether the Host Contract in a Hybrid Financial Instrument Issued in the Form of a Share Is More Akin to Debt or to Equity, a consensus of the FASB Emerging Issues Task Force (“ASU 2014-16”). This ASU clarifies how current U.S. GAAP should be interpreted in subjectively evaluating the economic characteristics and risks of a host contract in a hybrid financial instrument that is issued in the form of a share. ASU 2014-16 is effective for public business entities for annual periods and interim periods within those annual periods, beginning after December 15, 2015.  ASU 2014-16

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became effective for the Company on January 1, 2016 and did not have a significant impact on the Company’s consolidated financial statements.

In June 2014, the FASB issued ASU 2014-12, Compensation—Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period, a consensus of the FASB Emerging Issues Task Force (“ASU 2014-12”). ASU 2014-12 requires that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. ASU 2014-12 is effective for annual periods and interim periods within those annual periods, beginning after December 15, 2015. An entity may apply the standards (i) prospectively to all share-based payment awards that are granted or modified on or after the effective date, or (ii) retrospectively to all awards with performance targets that are outstanding as of the beginning of the earliest annual period presented in the financial statements and to all new or modified awards thereafter. Earlier application is permitted. ASU 2014-12 became effective for the Company on January 1, 2016 and did not have a significant impact on the Company’s consolidated financial statements.

In June 2014, the FASB issued ASU 2014-11, Transfers and Servicing (Topic 860): Repurchase-to-Maturity Transactions, Repurchase Financings, and Disclosures (“ASU 2014-11”). ASU 2014-11 aligns the accounting for repurchase to maturity transactions and repurchase agreements executed as a repurchase financing with the accounting for other typical repurchase agreements. Going forward, these transactions would all be accounted for as secured borrowings. ASU 2014-11 became effective for the Company on January 1, 2015 and did not have a significant impact on the Company’s financial statements. See Note 21–Repurchase Agreements for the disclosure required under the provisions of ASU 2014-11.

In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers, Topic 606 (“ASU 2014-09”). The new standard’s core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. In doing so, companies will need to use more judgment and make more estimates than under existing guidance. These may include identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation. In August of 2015, the FASB issued ASU 2015-14, Revenue from Contracts with Customers, Topic 606: Deferral of the Effective Date, deferring the effective date ofASU 2014-09 until annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. The amendments can be applied retrospectively to each prior reporting period or retrospectively with the cumulative effect of initially applying this new guidance recognized at the date of initial application. The Company is currently evaluating the provisions of ASU 2014-09 to determine the potential impact the new standard will have to the Company’s financial statements.

Note 4 — Mergers and Acquisitions

The following mergers and acquisitions are referenced throughout this Form 10-Q:

· Community Bank & Trust (“CBT”) – January 29, 2010 – Federal Deposit Insurance Corporation (“FDIC”) purchase and assumption agreement

· Habersham Bank (“Habersham”) – February 18, 2011 – FDIC purchase and assumption agreement

· BankMeridian, N.A. (“BankMeridian”) – July 29, 2011 – FDIC purchase and assumption agreement

· Peoples Bancorporation, Inc. (“Peoples”) – April 24, 2012 – Whole bank acquisition

· The Savannah Bancorp, Inc. (“Savannah”) – December 13, 2012 – Whole bank acquisition

· First Financial Holdings, Inc. (“FFHI”) – July 26, 2013 – Whole bank acquisition which resulted in the assumption of FDIC purchase and assumption agreements with respect to Cape Fear Bank (“Cape Fear”) – April 10, 2009 and Plantation Federal Bank (“Plantation”) – April 27, 2012

· Bank of America, N.A. (“BOA”) – August 21, 2015 – Branch acquisition which resulted in the purchase of 12 South Carolina branch locations and one Georgia branch location from BOA

“FDIC purchase and assumption agreement” means that only certain assets and liabilities were acquired by the bank from the FDIC.  A “whole bank acquisition” means that the two parties in the transaction agreed to the transaction, and there was no involvement of the FDIC.  A “whole bank acquisition with FDIC purchase and assumption agreements” means that the two parties in the transaction agreed to the merger, and there were existing FDIC purchase and assumption agreements.  A “branch acquisition” means that the Company purchased specific branches, including certain deposits and

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loans associated with such branches, from the seller at an agreed upon price.  We refer to the loans acquired by the Bank upon the completion of mergers and acquisitions as “acquired loans.”

Southeastern Bank Financial Corporation Proposed Acquisition

On June 16, 2016, South State Corporation, (“SSB”) entered into an Agreement and Plan of Merger with Southeastern Bank Financial Corporation, a Georgia corporation ("SBFC"), and a bank holding company headquartered in Augusta, Georgia.  The Merger Agreement provides that, upon the terms and subject to the conditions set forth therein, SBFC will merge with and into SSB, with SSB as the surviving corporation in the Merger.  Immediately following the Merger, SBFC's wholly owned bank subsidiary, Georgia Bank & Trust Company of Augusta ("Georgia Bank & Trust"), will merge with and into the Bank, with the Bank as the surviving entity in the bank merger.   At June 30, 2016, SBFC reported $1.9 billion in total assets, $1.0 billion in loans and $1.6 billion in deposits.  Georgia Bank & Trust has nine full service branches in Augusta, Georgia, three full service branches in Aiken, South Carolina that serve individuals and businesses and a limited service loan production office in Athens, Georgia.

Under the terms of the merger agreement, SBFC common shareholders will receive aggregate consideration of approximately 4,929,958 shares of SSB common stock.   The common stock consideration is based upon a fixed exchange ratio of 0.7307 shares of SSB common stock for each of the outstanding shares of SBFC common stock. 

The transaction is subject to regulatory approvals, the affirmative vote of both SSB’s and SBFC’s shareholders, and other customary closing conditions.  The transaction is expected to close during the first quarter of 2017.

Branch Acquisition

On August 21, 2015, the Bank completed its acquisition from BOA of 12 South Carolina branches located in Florence, Greenwood, Orangeburg, Sumter, Newberry, Batesburg-Leesville, Abbeville and Hartsville, South Carolina, and one Georgia branch located in Hartwell, Georgia. Under the terms of the Purchase and Assumption Agreement dated April 22, 2015, the Bank paid a deposit premium of $25.0 million, equal to 5.5% of the average daily deposits for the 30- day period immediately prior to the acquisition date. In addition, the Bank acquired approximately $3.1 million in loans and $4.1 million in premises and equipment.   This transaction was fully taxable and there were no deferred tax assets or liabilities recorded as a result of this transaction.

The branch acquisition was accounted for using the acquisition method of accounting and, accordingly, assets acquired, liabilities assumed and consideration exchanged were recorded at estimated fair value on the acquisition date.  Fair values are preliminary and subject to refinement for up to a year after the closing date of the acquisition.

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The following table presents the assets acquired and liabilities assumed as of August 21, 2015 and their initial fair value estimates:

	As Recorded		Fair Value			As Recorded by
(Dollars in thousands)	by BOA		Adjustments			the Company
Assets
Cash and cash equivalents	$	428,567	$	—		$	428,567
Loans		3,445		(295)	(a)		3,150
Premises and equipment		6,267		(2,138)	(b)		4,129
Intangible assets		—		6,800	(c)		6,800
Other assets		66		—			66
Total assets	$	438,345	$	4,367		$	442,712
Liabilities
Deposits:
Noninterest-bearing	$	97,440	$	—		$	97,440
Interest-bearing		340,849		—			340,849
Total deposits		438,289		—			438,289
Other liabilities		56		—			56
Total liabilities		438,345		—			438,345
Net identifiable assets acquired over (under) liabilities assumed		—		4,367			4,367
Goodwill		—		20,652			20,652
Net assets acquired over (under) liabilities assumed	$	—	$	25,019		$	25,019
Consideration:
Cash paid as deposit premium	$	25,019
Fair value of total consideration transferred	$	25,019

Explanation of fair value adjustments

(a)—Adjustment reflects the fair value adjustments based on the Company’s evaluation of the acquired loan portfolio.

(b)—Adjustment reflects the fair value adjustments based on the Company’s evaluation of the acquired premises and equipment.

(c)— Adjustment reflects the recording of the core deposit intangible on the acquired core deposit accounts.

Note 5 — Investment Securities

The following is the amortized cost and fair value of investment securities held to maturity:

			Gross		Gross
	Amortized		Unrealized		Unrealized		Fair
(Dollars in thousands)	Cost		Gains		Losses		Value
June 30, 2016:
State and municipal obligations	$	7,921	$	310	$	—	$	8,231
December 31, 2015:
State and municipal obligations	$	9,314	$	409	$	—	$	9,723
June 30, 2015:
State and municipal obligations	$	9,659	$	455	$	—	$	10,114

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The following is the amortized cost and fair value of investment securities available for sale:

			Gross		Gross
	Amortized		Unrealized		Unrealized		Fair
(Dollars in thousands)	Cost		Gains		Losses		Value
June 30, 2016:
Government-sponsored entities debt*	$	102,985	$	107	$	—	$	103,092
State and municipal obligations		118,400		5,498		(4)		123,894
Mortgage-backed securities**		743,956		14,956		(31)		758,881
Corporate stocks		3,658		356		(271)		3,743
	$	968,999	$	20,917	$	(306)	$	989,610
December 31, 2015:
Government-sponsored entities debt*	$	163,577	$	39	$	(1,109)	$	162,507
State and municipal obligations		127,293		4,185		(114)		131,364
Mortgage-backed securities**		710,816		4,063		(3,030)		711,849
Corporate stocks		3,673		440		(292)		3,821
	$	1,005,359	$	8,727	$	(4,545)	$	1,009,541
June 30, 2015:
Government-sponsored entities debt*	$	132,071	$	140	$	(1,376)	$	130,835
State and municipal obligations		133,921		3,199		(421)		136,699
Mortgage-backed securities**		566,625		5,740		(1,443)		570,922
Corporate stocks		3,161		497		(453)		3,205
	$	835,778	$	9,576	$	(3,693)	$	841,661

* -  The Company’s government-sponsored entities holdings are comprised of debt securities offered by Federal Home Loan Mortgage Corporation (“FHLMC”) or Freddie Mac, Federal National Mortgage Association (“FNMA”) or Fannie Mae, FHLB, and Federal Farm Credit Banks (“FFCB”).  Also included in the Company’s government-sponsored entities are debt securities offered by the Small Business Administration (“SBA”), which have the full faith and credit backing of the United States Government.

** - All of the mortgage-backed securities are issued by government-sponsored entities; there are no private-label holdings.

The following is the amortized cost and fair value of other investment securities:

			Gross		Gross
	Amortized		Unrealized		Unrealized		Fair
(Dollars in thousands)	Cost		Gains		Losses		Value
June 30, 2016:
Federal Home Loan Bank stock	$	7,887	$	—	$	—	$	7,887
Investment in unconsolidated subsidiaries		1,642		—		—		1,642
	$	9,529	$	—	$	—	$	9,529
December 31, 2015:
Federal Home Loan Bank stock	$	7,251	$	—	$	—	$	7,251
Investment in unconsolidated subsidiaries		1,642		—		—		1,642
	$	8,893	$	—	$	—	$	8,893
June 30, 2015:
Federal Home Loan Bank stock	$	7,389	$	—	$	—	$	7,389
Investment in unconsolidated subsidiaries		1,642		—		—		1,642
	$	9,031	$	—	$	—	$	9,031

The amortized cost and fair value of debt securities at June 30, 2016 by contractual maturity are detailed below.  Expected maturities will differ from contractual maturities because borrowers may have the right to call or prepay

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obligations with or without prepayment penalties.  Corporate Stocks including equity and preferred stocks with no stated maturity are included in the due after ten years category.

	Securities				Securities
	Held to Maturity				Available for Sale
	Amortized		Fair		Amortized		Fair
(Dollars in thousands)	Cost		Value		Cost		Value
Due in one year or less	$	1,928	$	1,988	$	9,110	$	9,207
Due after one year through five years		2,984		3,127		114,456		115,614
Due after five years through ten years		3,009		3,116		160,581		165,836
Due after ten years		—		—		684,852		698,953
	$	7,921	$	8,231	$	968,999	$	989,610

Information pertaining to the Company’s securities with gross unrealized losses at June 30, 2016, December 31, 2015 and June 30, 2015, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position is as follows:

	Less Than				Twelve Months
	Twelve Months				or More
	Gross				Gross
	Unrealized		Fair		Unrealized		Fair
(Dollars in thousands)	Losses		Value		Losses		Value
June 30, 2016:
Securities Available for Sale
Government-sponsored entities debt	$	—	$	—	$	—	$	—
State and municipal obligations		4		1,356		—		—
Mortgage-backed securities		3		15,786		28		2,447
Corporate stocks		—		—		271		1,471
	$	7	$	17,142	$	299	$	3,918
December 31, 2015:
Securities Available for Sale
Government-sponsored entities debt	$	717	$	88,224	$	392	$	17,598
State and municipal obligations		9		3,755		105		2,650
Mortgage-backed securities		2,600		347,380		430		23,772
Corporate stocks		—		—		292		1,450
	$	3,326	$	439,359	$	1,219	$	45,470
June 30, 2015:
Securities Available for Sale
Government-sponsored entities debt	$	513	$	47,096	$	863	$	32,112
State and municipal obligations		203		21,044		218		4,162
Mortgage-backed securities		971		123,935		472		22,240
Corporate stocks		—		—		453		1,779
	$	1,687	$	192,075	$	2,006	$	60,293

Management evaluates securities for other-than-temporary impairment (“OTTI”) on at least a quarterly basis, and more frequently when economic or market concerns warrant such evaluation.  Consideration is given to (1) the financial condition and near-term prospects of the issuer, (2) the outlook for receiving the contractual cash flows of the investments, (3) the length of time and the extent to which the fair value has been less than cost, (4) the intent and ability of the Company to retain its investment in the issuer for a period of time sufficient to allow for any anticipated recovery in fair value or for a debt security whether it is more-likely-than-not that the Company will be required to sell the debt security prior to recovering its fair value, and (5) the anticipated outlook for changes in the general level of interest rates.  All debt securities available for sale in an unrealized loss position as of June 30, 2016 continue to perform as scheduled.  All equity securities available for sale in an unrealized loss position as of June 30, 2016 continue to pay dividends. As part of the Company’s evaluation of its intent and ability to hold investments for a period of time sufficient to allow for any anticipated recovery in the market, the Company considers its investment strategy, cash flow needs, liquidity position, capital adequacy and interest rate risk position.  The Company does not currently intend to sell the securities within the portfolio and it is not more-likely-than-not that the Company will be required to sell the debt securities; therefore, management does not consider these investments to be other-than-temporarily impaired at June 30, 2016.

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Management continues to monitor all of these securities with a high degree of scrutiny.  There can be no assurance that the Company will not conclude in future periods that conditions existing at that time indicate some or all of these securities may be sold or are other than temporarily impaired, which would require a charge to earnings in such periods.

Note 6 — Loans and Allowance for Loan Losses

The following is a summary of non-acquired loans:

	June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015
Non-acquired loans:
Commercial non-owner occupied real estate:
Construction and land development	$	533,219	$	401,979	$	368,954
Commercial non-owner occupied		586,828		487,777		351,524
Total commercial non-owner occupied real estate		1,120,047		889,756		720,478
Consumer real estate:
Consumer owner occupied		1,109,667		1,018,984		906,973
Home equity loans		345,957		319,255		300,074
Total consumer real estate		1,455,624		1,338,239		1,207,047
Commercial owner occupied real estate		1,083,051		1,033,398		975,701
Commercial and industrial		611,901		503,808		448,247
Other income producing property		181,703		175,848		163,441
Consumer		272,957		233,104		209,544
Other loans		91,592		46,573		63,941
Total non-acquired loans		4,816,875		4,220,726		3,788,399
Less allowance for loan losses		(36,939)		(34,090)		(34,782)
Non-acquired loans, net	$	4,779,936	$	4,186,636	$	3,753,617

The following is a summary of acquired non-credit impaired loans accounted for under FASB ASC Topic 310-20, net of related discount:

	June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015
FASB ASC Topic 310-20 acquired loans:
Commercial non-owner occupied real estate:
Construction and land development	$	12,516	$	13,849	$	17,762
Commercial non-owner occupied		36,904		40,103		43,123
Total commercial non-owner occupied real estate		49,420		53,952		60,885
Consumer real estate:
Consumer owner occupied		466,479		518,107		574,697
Home equity loans		177,946		190,968		210,734
Total consumer real estate		644,425		709,075		785,431
Commercial owner occupied real estate		32,267		39,220		49,334
Commercial and industrial		15,598		25,475		31,762
Other income producing property		44,873		51,169		58,987
Consumer		155,303		170,647		185,273
Total FASB ASC Topic 310-20 acquired loans	$	941,886	$	1,049,538	$	1,171,672

The unamortized discounted related to the acquired non-credit impaired loans totaled $14.0 million, $16.8 million, and $20.2 million at June 30, 2016, December 31, 2015, and June 30, 2015, respectively.

In accordance with FASB ASC Topic 310-30, the Company aggregated acquired loans that have common risk characteristics into pools of loan categories as described in the table below.  The following is a summary of acquired

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credit impaired loans accounted for under FASB ASC Topic 310-30 (identified as credit impaired at the time of acquisition), net of related discount:

	June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015
FASB ASC Topic 310-30 acquired loans:
Commercial loans greater than or equal to $1 million-CBT	$	11,260	$	12,628	$	15,373
Commercial real estate		225,460		255,430		288,756
Commercial real estate—construction and development		48,274		54,272		59,819
Residential real estate		285,518		313,319		348,687
Consumer		64,114		70,734		77,083
Commercial and industrial		27,961		31,193		38,894
Single pay		—		—		58
Total FASB ASC Topic 310-30 acquired loans		662,587		737,576		828,670
Less allowance for loan losses		(3,752)		(3,706)		(4,689)
FASB ASC Topic 310-30 acquired loans, net	$	658,835	$	733,870	$	823,981

Contractual loan payments receivable, estimates of amounts not expected to be collected, other fair value adjustments and the resulting carrying values of acquired credit impaired loans as of June 30, 2016, December 31, 2015 and June 30, 2015 are as follows:

	June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015
Contractual principal and interest	$	861,401	$	968,857	$	1,093,583
Non-accretable difference		(23,294)		(29,743)		(64,121)
Cash flows expected to be collected		838,107		939,114		1,029,462
Accretable yield		(175,520)		(201,538)		(200,792)
Carrying value	$	662,587	$	737,576	$	828,670
Allowance for acquired loan losses	$	(3,752)	$	(3,706)	$	(4,689)

Income on acquired credit impaired loans that are not impaired at the acquisition date is recognized in the same manner as loans impaired at the acquisition date. A portion of the fair value discount on acquired non-impaired loans has been ascribed as an accretable difference that is accreted into interest income over the estimated remaining life of the loans. The remaining nonaccretable difference represents cash flows not expected to be collected.

The following are changes in the carrying value of acquired credit impaired loans:

	Six Months Ended June 30,
(Dollars in thousands)	2016		2015
Balance at beginning of period	$	733,870	$	919,402
Net reductions for payments, foreclosures, and accretion		(74,989)		(98,097)
Change in the allowance for loan losses on acquired loans		(46)		2,676
Balance at end of period, net of allowance for loan losses on acquired loans	$	658,835	$	823,981

The table below reflects refined accretable yield balance for acquired credit impaired loans:

	Six Months Ended June 30,
(Dollars in thousands)	2016		2015
Balance at beginning of period	$	201,538	$	306,826
Accretion		(39,522)		(51,220)
Reclass of nonaccretable difference due to improvement in expected cash flows		13,146		15,401
Other changes, net		358		(70,215)
Balance at end of period	$	175,520	$	200,792

17

In the second quarter of 2016, the accretable yield balance declined by $19.2 million as loan accretion (income) was recognized. This was partially offset by improved expected cash flows of $5.9 million.

During the recast in the first quarter of 2015, the accretable yield balance declined significantly by $64.1 million.  This decline was primarily the result of an increase in the assumed prepayment speed of certain acquired loan pools from the FFHI acquisition.  The actual cash flows were faster than what had been previously expected (assumed) and required an adjustment in the assumed prepayment speed used to forecast expected cash flows.  The result was a decrease in the accretable yield balance, however, there was no impairment since this changed the timing and amount of the receipt of future cash on these pools of loans (the Company anticipates receiving the cash sooner than previously expected).

Our loan loss policy adheres to generally accepted accounting principles in the United States as well as interagency guidance.  The allowance for loan losses is based upon estimates made by management. We maintain an allowance for loan losses at a level that we believe is appropriate to cover estimated credit losses on individually evaluated loans that are determined to be impaired as well as estimated credit losses inherent in the remainder of our loan portfolio. Arriving at the allowance involves a high degree of management’s judgment and results in a range of estimated losses. We regularly evaluate the adequacy of the allowance through our internal risk rating system, outside credit review, and regulatory agency examinations to assess the quality of the loan portfolio and identify problem loans. The evaluation process also includes our analysis of current economic conditions, composition of the loan portfolio, past due and nonaccrual loans, concentrations of credit, lending policies and procedures, and historical loan loss experience. While management uses available information to recognize losses on loans, future additions to the allowance may be necessary based on, among other factors, changes in economic conditions in our markets. In addition, regulatory agencies, as an integral part of their examination process, periodically review our allowances for losses on loans. These agencies may require management to recognize additions to the allowances based on their judgments about information available to them at the time of their examination. Because of these and other factors, it is possible that the allowances for losses on loans may change. The provision for loan losses is charged to expense in an amount necessary to maintain the allowance at an appropriate level.

The allowance for loan losses on non-acquired loans consists of general and specific reserves. The general reserves are determined by applying loss percentages to the portfolio that are based on historical loss experience for each class of loans and management’s evaluation and “risk grading” of the loan portfolio. Additionally, the general economic and business conditions affecting key lending areas, credit quality trends, collateral values, loan volumes and concentrations, seasoning of the loan portfolio, the findings of internal and external credit reviews and results from external bank regulatory examinations are included in this evaluation. Currently, these adjustments are applied to the non-acquired loan portfolio when estimating the level of reserve required. The specific reserves are determined on a loan-by-loan basis based on management’s evaluation of our exposure for each credit, given the current payment status of the loan and the value of any underlying collateral. These are loans classified by management as doubtful or substandard. For such loans that are also classified as impaired, an allowance is established when the discounted cash flows (or collateral value or observable market price) of the impaired loan is lower than the carrying value of that loan. Generally, the need for specific reserve is evaluated on impaired loans, and once a specific reserve is established for a loan, a charge off of that amount occurs in the quarter subsequent to the establishment of the specific reserve. Loans that are determined to be impaired are provided a specific reserve, if necessary, and are excluded from the calculation of the general reserves.

With the FFHI acquisition, the Company segregated the loan portfolio into performing loans (“non-credit impaired”) and acquired credit impaired loans. The performing loans and revolving type loans are accounted for under FASB ASC 310-20, with each loan being accounted for individually. The allowance for loan losses on these loans will be measured and recorded consistent with non-acquired loans. The acquired credit impaired loans will follow the description in the next paragraph.

In determining the acquisition date fair value of acquired credit impaired loans, and in subsequent accounting, the Company generally aggregates purchased loans into pools of loans with common risk characteristics. Expected cash flows at the acquisition date in excess of the fair value of loans are recorded as interest income over the life of the loans using a level yield method if the timing and amount of the future cash flows of the pool is reasonably estimable. Subsequent to the acquisition date, increases in cash flows over those expected at the acquisition date are reclassified from the non-accretable difference to accretable yield and recognized as interest income prospectively. Decreases in expected cash flows after the acquisition date are recognized by recording an allowance for loan losses. Management

18

analyzes the acquired loan pools using various assessments of risk to determine an expected loss. The expected loss is derived based upon a loss given default based upon the collateral type and/or detailed review by loan officers and the probability of default that is determined based upon historical data at the loan level.  All acquired loans managed by the Bank’s Special Assets Management Group are reviewed quarterly and assigned a loss given default.  Acquired loans not managed by the Bank’s Special Assets Management Group are reviewed twice a year in a similar method to the Company’s originated portfolio of loans which follow review thresholds based on risk rating categories. In the fourth quarter of 2015, the Company modified its methodology to a more granular approach in determining loss given default on substandard loans with a net book balance between $100,000 and $500,000 by adjusting the loss given default to 90% of the most current collateral valuation based on appraised value. Substandard loans greater than $500,000 were individually assigned loss given defaults each quarter. Trends are reviewed in terms of accrual status, past due status, and weighted-average grade of the loans within each of the accounting pools. In addition, the relationship between the change in the unpaid principal balance and change in the mark is assessed to correlate the directional consistency of the expected loss for each pool.  Offsetting the impact of the provision established for acquired loans covered under FDIC loss share agreements, the receivable from the FDIC is adjusted to reflect the indemnified portion of the post-acquisition exposure with a corresponding credit to the provision for loan losses. 

On June 23, 2016, the Bank entered into an early termination agreement with the FDIC with respect to all of its outstanding loss share agreements.  The loss share agreements were entered into with the FDIC in 2009, 2010, 2011 and 2012 either by the Bank or by First Federal Bank, acquired by the Bank in July of 2013.  As a result of the termination agreement, all assets previously classified as covered became uncovered effective June 23, 2016, and as a result the Bank will now recognize the full amount of future charge-offs, recoveries, gains, losses, and expenses related to these previously covered assets, as the FDIC will no longer share in these amounts.

An aggregated analysis of the changes in allowance for loan losses is as follows:

	Non-acquired		Acquired Non-Credit		Acquired Credit
(Dollars in thousands)	Loans		Impaired Loans		Impaired Loans		Total
Three Months Ended June 30, 2016:
Balance at beginning of period	$	35,115	$	—	$	3,877	$	38,992
Loans charged-off		(1,557)		(232)		—		(1,789)
Recoveries of loans previously charged off  (1)		881		51		—		932
Net charge-offs		(676)		(181)		—		(857)
Provision		2,500		181		47		2,728
Benefit attributable to FDIC loss share agreements		—		—		—		—
Total provision for loan losses charged to operations		2,500		181		47		2,728
Provision for loan losses recorded through the FDIC loss share receivable		—		—		—		—
Reduction due to loan removals		—		—		(172)		(172)
Balance at end of period	$	36,939	$	—	$	3,752	$	40,691
Three Months Ended June 30, 2015:
Balance at beginning of period	$	33,538	$	—	$	4,717	$	38,255
Loans charged-off		(1,680)		(558)		—		(2,238)
Recoveries of loans previously charged off  (1)		548		25		—		573
Net charge-offs		(1,132)		(533)		—		(1,665)
Provision		2,376		533		236		3,145
Benefit attributable to FDIC loss share agreements		—		—		—		—
Total provision for loan losses charged to operations		2,376		533		236		3,145
Provision for loan losses recorded through the FDIC loss share receivable		—		—		—		—
Reduction due to loan removals		—		—		(264)		(264)
Balance at end of period	$	34,782	$	—	$	4,689	$	39,471

19

	Non-acquired		Acquired Non-Credit		Acquired Credit
(Dollars in thousands)	Loans		Impaired Loans		Impaired Loans		Total
Six Months Ended June 30, 2016:
Balance at beginning of period	$	34,090	$	—	$	3,706	$	37,796
Loans charged-off		(3,276)		(529)		—		(3,805)
Recoveries of loans previously charged off  (1)		1,645		141		—		1,786
Net charge-offs		(1,631)		(388)		—		(2,019)
Provision		4,480		388		395		5,263
Benefit attributable to FDIC loss share agreements		—		—		23		23
Total provision for loan losses charged to operations		4,480		388		418		5,286
Provision for loan losses recorded through the FDIC loss share receivable		—		—		(23)		(23)
Reduction due to loan removals		—		—		(349)		(349)
Balance at end of period	$	36,939	$	—	$	3,752	$	40,691
Six Months Ended June 30, 2015:
Balance at beginning of period	$	34,539	$	—	$	7,365	$	41,904
Loans charged-off		(2,676)		(2,369)		—		(5,045)
Recoveries of loans previously charged off  (1)		1,598		50		—		1,648
Net charge-offs		(1,078)		(2,319)		—		(3,397)
Provision		1,321		2,319		302		3,942
Benefit attributable to FDIC loss share agreements		—		—		21		21
Total provision for loan losses charged to operations		1,321		2,319		323		3,963
Provision for loan losses recorded through the FDIC loss share receivable		—		—		(21)		(21)
Reduction due to loan removals		—		—		(2,978)		(2,978)
Balance at end of period	$	34,782	$	—	$	4,689	$	39,471

(1) – Recoveries related to acquired credit impaired loans are recorded through other noninterest income on the consolidated statement of income and do not run through the allowance for loan losses.

The following tables present a disaggregated analysis of activity in the allowance for loan losses and loan balances for non-acquired loans:

	Construction		Commercial		Commercial		Consumer						Other Income
	& Land		Non-owner		Owner		Owner		Home		Commercial		Producing				Other
(Dollars in thousands)	Development		Occupied		Occupied		Occupied		Equity		& Industrial		Property		Consumer		Loans		Total
Three Months Ended June 30, 2016
Allowance for loan losses:
Balance, March 31, 2016	$	4,482	$	3,923	$	8,179	$	7,345	$	3,097	$	3,951	$	1,802	$	1,785	$	551	$	35,115
Charge-offs		(159)		—		(59)		(129)		(324)		(20)		(7)		(859)		—		(1,557)
Recoveries		442		15		14		17		87		55		35		216		—		881
Provision (benefit)		(100)		718		(131)		297		288		283		(18)		872		291		2,500
Balance, June 30, 2016	$	4,665	$	4,656	$	8,003	$	7,530	$	3,148	$	4,269	$	1,812	$	2,014	$	842	$	36,939
Loans individually evaluated for impairment	$	751	$	202	$	67	$	55	$	38	$	14	$	376	$	4	$	—	$	1,507
Loans collectively evaluated for impairment	$	3,914	$	4,454	$	7,936	$	7,475	$	3,110	$	4,255	$	1,436	$	2,010	$	842	$	35,432
Loans:
Loans individually evaluated for impairment	$	4,093	$	1,219	$	6,972	$	3,967	$	2,177	$	767	$	5,000	$	128	$	—	$	24,323
Loans collectively evaluated for impairment		529,126		585,609		1,076,079		1,105,700		343,780		611,134		176,703		272,829		91,592		4,792,552
Total non-acquired loans	$	533,219	$	586,828	$	1,083,051	$	1,109,667	$	345,957	$	611,901	$	181,703	$	272,957	$	91,592	$	4,816,875
Three Months Ended June 30, 2015
Allowance for loan losses:
Balance , March 31, 2015	$	5,399	$	3,131	$	7,871	$	7,041	$	2,785	$	3,460	$	1,980	$	1,422	$	449	$	33,538
Charge-offs		(55)		(72)		(546)		(44)		(122)		(116)		(11)		(714)		—		(1,680)
Recoveries		94		21		9		20		67		67		55		215		—		548
Provision (benefit)		(440)		(42)		1,350		108		138		572		(5)		685		10		2,376
Balance, June 30, 2015	$	4,998	$	3,038	$	8,684	$	7,125	$	2,868	$	3,983	$	2,019	$	1,608	$	459	$	34,782
Loans individually evaluated for impairment	$	591	$	27	$	81	$	118	$	1	$	19	$	472	$	2	$	—	$	1,311
Loans collectively evaluated for impairment	$	4,407	$	3,011	$	8,603	$	7,007	$	2,867	$	3,964	$	1,547	$	1,606	$	459	$	33,471
Loans:
Loans individually evaluated for impairment	$	5,110	$	2,610	$	10,971	$	6,322	$	234	$	1,011	$	4,789	$	69	$	—	$	31,116
Loans collectively evaluated for impairment		363,844		348,914		964,730		900,651		299,840		447,236		158,652		209,475		63,941		3,757,283
Total non-acquired loans	$	368,954	$	351,524	$	975,701	$	906,973	$	300,074	$	448,247	$	163,441	$	209,544	$	63,941	$	3,788,399

20

	Construction		Commercial		Commercial		Consumer						Other Income
	& Land		Non-owner		Owner		Owner		Home		Commercial		Producing				Other
(Dollars in thousands)	Development		Occupied		Occupied		Occupied		Equity		& Industrial		Property		Consumer		Loans		Total
Six Months Ended June 30, 2016
Allowance for loan losses:
Balance, December 31, 2015	$	4,116	$	3,568	$	8,341	$	7,212	$	2,929	$	3,974	$	1,963	$	1,694	$	293	$	34,090
Charge-offs		(159)		—		(101)		(129)		(767)		(327)		(7)		(1,786)		—		(3,276)
Recoveries		607		31		21		98		175		103		39		571		—		1,645
Provision (benefit)		101		1,057		(258)		349		811		519		(183)		1,535		549		4,480
Balance, June 30, 2016	$	4,665	$	4,656	$	8,003	$	7,530	$	3,148	$	4,269	$	1,812	$	2,014	$	842	$	36,939
Six Months Ended June 30, 2015
Allowance for loan losses:
Balance, December 31, 2014	$	5,666	$	3,154	$	8,415	$	6,866	$	2,829	$	3,561	$	2,232	$	1,367	$	449	$	34,539
Charge-offs		(100)		(83)		(552)		(44)		(208)		(255)		(13)		(1,421)		—		(2,676)
Recoveries		134		29		16		45		110		666		66		532		—		1,598
Provision (benefit)		(702)		(62)		805		258		137		11		(266)		1,130		10		1,321
Balance, June 30, 2015	$	4,998	$	3,038	$	8,684	$	7,125	$	2,868	$	3,983	$	2,019	$	1,608	$	459	$	34,782

The following tables present a disaggregated analysis of activity in the allowance for loan losses and loan balances for acquired non-credit impaired loans:

	Construction		Commercial		Commercial		Consumer						Other Income
	& Land		Non-owner		Owner		Owner		Home		Commercial		Producing
(Dollars in thousands)	Development		Occupied		Occupied		Occupied		Equity		& Industrial		Property		Consumer		Total
Three Months Ended June 30, 2016
Allowance for loan losses:
Balance at beginning of period	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Charge-offs		—		—		—		—		(42)		(4)		—		(186)		(232)
Recoveries		1		—		—		3		24		—		—		23		51
Provision (benefit)		(1)		—		—		(3)		18		4		—		163		181
Balance, June 30, 2016	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Loans individually evaluated for impairment	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Loans collectively evaluated for impairment	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Loans:
Loans individually evaluated for impairment	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Loans collectively evaluated for impairment		12,516		36,904		32,267		466,479		177,946		15,598		44,873		155,303		941,886
Total  acquired non-credit impaired loans	$	12,516	$	36,904	$	32,267	$	466,479	$	177,946	$	15,598	$	44,873	$	155,303	$	941,886
Three Months Ended June 30, 2015
Allowance for loan losses:
Balance at beginning of period	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Charge-offs		—		—		—		(39)		(331)		(10)		—		(178)		(558)
Recoveries		1		—		—		—		14		10		—		—		25
Provision (benefit)		(1)		—		—		39		317		—		—		178		533
Balance, June 30, 2015	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Loans individually evaluated for impairment	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Loans collectively evaluated for impairment	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Loans:
Loans individually evaluated for impairment	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Loans collectively evaluated for impairment		17,762		43,123		49,334		574,697		210,734		31,762		58,987		185,273		1,171,672
Total  acquired non-credit impaired loans	$	17,762	$	43,123	$	49,334	$	574,697	$	210,734	$	31,762	$	58,987	$	185,273	$	1,171,672

21

	Construction		Commercial		Commercial		Consumer						Other Income
	& Land		Non-owner		Owner		Owner		Home		Commercial		Producing
(Dollars in thousands)	Development		Occupied		Occupied		Occupied		Equity		& Industrial		Property		Consumer		Total
Six Months Ended June 30, 2016
Allowance for loan losses:
Balance, December 31, 2015	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Charge-offs		—		—		—		—		(186)		(7)		—		(336)		(529)
Recoveries		2		—		—		6		108		2		1		22		141
Provision (benefit)		(2)		—		—		(6)		78		5		(1)		314		388
Balance, June 30, 2016	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Six Months Ended June 30, 2015
Allowance for loan losses:
Balance, December 31, 2014	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Charge-offs		—		—		—		(367)		(1,381)		(113)		(4)		(504)		(2,369)
Recoveries		2		—		—		5		17		15		1		10		50
Provision (benefit)		(2)		—		—		362		1,364		98		3		494		2,319
Balance, June 30, 2015	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—

The following tables present a disaggregated analysis of activity in the allowance for loan losses and loan balances for acquired credit impaired loans:

	Commercial				Commercial
	Loans Greater				Real Estate-
	Than or Equal		Commercial		Construction and		Residential				Commercial
(Dollars in thousands)	to $1 Million-CBT		Real Estate		Development		Real Estate		Consumer		and Industrial		Single Pay		Total
Three Months Ended June 30, 2016
Allowance for loan losses:
Balance, March 31, 2016	$	—	$	46	$	154	$	2,863	$	606	$	208	$	—	$	3,877
Provision for loan losses before benefit attributable to FDIC loss share agreements		—		—		—		(165)		217		(5)		—		47
Benefit attributable to FDIC loss share agreements		—		—		—		—		—		—		—		—
Total provision for loan losses charged to operations		—		—		—		(165)		217		(5)		—		47
Provision for loan losses recorded through the FDIC loss share receivable		—		—		—		—		—		—		—		—
Reduction due to loan removals		—		(11)		(3)		(106)		(45)		(7)		—		(172)
Balance, June 30, 2016	$	—	$	35	$	151	$	2,592	$	778	$	196	$	—	$	3,752
Loans individually evaluated for impairment	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Loans collectively evaluated for impairment	$	—	$	35	$	151	$	2,592	$	778	$	196	$	—	$	3,752
Loans:*
Loans individually evaluated for impairment	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Loans collectively evaluated for impairment		11,260		225,460		48,274		285,518		64,114		27,961		—		662,587
Total acquired credit impaired loans	$	11,260	$	225,460	$	48,274	$	285,518	$	64,114	$	27,961	$	—	$	662,587
Three Months Ended June 30, 2015
Allowance for loan losses:
Balance , March 31, 2015	$	(64)	$	549	$	400	$	3,320	$	244	$	219	$	49	$	4,717
Provision for loan losses before benefit attributable to FDIC loss share agreements		—		—		1		2		233		—		—		236
Benefit attributable to FDIC loss share agreements		—		—		—		—		—		—		—		—
Total provision for loan losses charged to operations		—		—		1		2		233		—		—		236
Provision for loan losses recorded through the FDIC loss share receivable		—		—		—		—		—		—		—		—
Reduction due to loan removals		(2)		(17)		(57)		(138)		(28)		(22)		—		(264)
Balance, June 30, 2015	$	(66)	$	532	$	344	$	3,184	$	449	$	197	$	49	$	4,689
Loans individually evaluated for impairment	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Loans collectively evaluated for impairment	$	(66)	$	532	$	344	$	3,184	$	449	$	197	$	49	$	4,689
Loans:*
Loans individually evaluated for impairment	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Loans collectively evaluated for impairment		15,373		288,756		59,819		348,687		77,083		38,894		58		828,670
Total acquired credit impaired loans	$	15,373	$	288,756	$	59,819	$	348,687	$	77,083	$	38,894	$	58	$	828,670

22

	Commercial				Commercial
	Loans Greater				Real Estate-
	Than or Equal		Commercial		Construction and		Residential				Commercial
(Dollars in thousands)	to $1 Million-CBT		Real Estate		Development		Real Estate		Consumer		and Industrial		Single Pay		Total
Six Months Ended June 30, 2016
Allowance for loan losses:
Balance, December 31, 2015	$	—	$	56	$	177	$	2,986	$	313	$	174	$	—	$	3,706
Provision for loan losses before benefit attributable to FDIC loss share agreements		—		1		—		(180)		534		40		—		395
Benefit attributable to FDIC loss share agreements		—		—		—		23		—		—		—		23
Total provision for loan losses charged to operations		—		1		—		(157)		534		40		—		418
Provision for loan losses recorded through the FDIC loss share receivable		—		—		—		(23)		—		—		—		(23)
Reduction due to loan removals		—		(22)		(26)		(214)		(69)		(18)		—		(349)
Balance, June 30, 2016	$	—	$	35	$	151	$	2,592	$	778	$	196	$	—	$	3,752
Six Months Ended June 30, 2015
Allowance for loan losses:
Balance, December 31, 2014	$	135	$	1,444	$	336	$	4,387	$	275	$	718	$	70	$	7,365
Provision for loan losses before benefit attributable to FDIC loss share agreements		—		3		10		21		391		(122)		(1)		302
Benefit attributable to FDIC loss share agreements		—		—		—		—		(107)		127		1		21
Total provision for loan losses charged to operations		—		3		10		21		284		5		—		323
Provision for loan losses recorded through the FDIC loss share receivable		—		—		—		—		107		(127)		(1)		(21)
Reduction due to loan removals		(201)		(915)		(2)		(1,224)		(217)		(399)		(20)		(2,978)
Balance, June 30, 2015	$	(66)	$	532	$	344	$	3,184	$	449	$	197	$	49	$	4,689

*— The carrying value of acquired credit impaired loans includes a non accretable difference which is primarily associated with the assessment of credit quality of acquired loans.

As part of the ongoing monitoring of the credit quality of the Company’s loan portfolio, management tracks certain credit quality indicators, including trends related to (i) the level of classified loans, (ii) net charge-offs, (iii) non-performing loans (see details below), and (iv) the general economic conditions of the markets that we serve.

The Company utilizes a risk grading matrix to assign a risk grade to each of its loans. A description of the general characteristics of the risk grades is as follows:

· Pass—These loans range from minimal credit risk to average, however, still acceptable credit risk.

· Special mention—A special mention loan has potential weaknesses that deserve management’s close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the loan or the institution’s credit position at some future date.

· Substandard—A substandard loan is inadequately protected by the current sound worth and paying capacity of the obligor or of the collateral pledged, if any. Loans so classified must have a well-defined weakness, or weaknesses, that may jeopardize the liquidation of the debt. A substandard loan is characterized by the distinct possibility that the Bank will sustain some loss if the deficiencies are not corrected.

· Doubtful—A doubtful loan has all of the weaknesses inherent in one classified as substandard with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of the currently existing facts, conditions and values, highly questionable and improbable.

The following table presents the credit risk profile by risk grade of commercial loans for non-acquired loans:

	Construction & Development						Commercial Non-owner Occupied						Commercial Owner Occupied
	June 30,		December 31,		June 30,		June 30,		December 31,		June 30,		June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015		2016		2015		2015		2016		2015		2015
Pass	$	518,537	$	382,167	$	344,314	$	569,815	$	471,466	$	331,279	$	1,041,512	$	994,442	$	927,678
Special mention		9,230		13,633		16,561		14,859		13,912		16,885		31,631		29,478		34,974
Substandard		5,452		6,179		8,079		2,154		2,399		3,360		9,908		9,478		13,049
Doubtful		—		—		—		—		—		—		—		—		—
	$	533,219	$	401,979	$	368,954	$	586,828	$	487,777	$	351,524	$	1,083,051	$	1,033,398	$	975,701

23

	Commercial & Industrial						Other Income Producing Property						Commercial Total
	June 30,		December 31,		June 30,		June 30,		December 31,		June 30,		June 30,		December 31,		June 30,
	2016		2015		2015		2016		2015		2015		2016		2015		2015
Pass	$	596,879	$	497,572	$	442,354	$	167,122	$	163,975	$	149,937	$	2,893,865	$	2,509,622	$	2,195,562
Special mention		13,441		4,472		4,497		12,039		8,047		9,331		81,200		69,542		82,248
Substandard		1,581		1,764		1,396		2,542		3,826		4,173		21,637		23,646		30,057
Doubtful		—		—		—		—		—		—		—		—		—
	$	611,901	$	503,808	$	448,247	$	181,703	$	175,848	$	163,441	$	2,996,702	$	2,602,810	$	2,307,867

The following table presents the credit risk profile by risk grade of consumer loans for non-acquired loans:

	Consumer Owner Occupied						Home Equity						Consumer
	June 30,		December 31,		June 30,		June 30,		December 31,		June 30,		June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015		2016		2015		2015		2016		2015		2015
Pass	$	1,078,749	$	984,780	$	870,005	$	330,270	$	304,744	$	286,603	$	271,253	$	231,294	$	207,964
Special mention		17,814		17,777		18,679		8,341		8,171		7,634		752		771		894
Substandard		13,104		16,427		18,289		7,346		6,318		5,815		952		1,039		686
Doubtful		—		—		—		—		22		22		—		—		—
	$	1,109,667	$	1,018,984	$	906,973	$	345,957	$	319,255	$	300,074	$	272,957	$	233,104	$	209,544

	Other						Consumer Total
	June 30, 2016		December 31, 2015		June 30, 2015		June 30, 2016		December 31, 2015		June 30, 2015
Pass	$	91,592	$	46,573	$	63,941	$	1,771,864	$	1,567,391	$	1,428,513
Special mention		—		—		—		26,907		26,719		27,207
Substandard		—		—		—		21,402		23,784		24,790
Doubtful		—		—		—		—		22		22
	$	91,592	$	46,573	$	63,941	$	1,820,173	$	1,617,916	$	1,480,532

The following table presents the credit risk profile by risk grade of total non-acquired loans:

	Total Non-acquired Loans
	June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015
Pass	$	4,665,729	$	4,077,013	$	3,624,075
Special mention		108,107		96,261		109,455
Substandard		43,039		47,430		54,847
Doubtful		—		22		22
	$	4,816,875	$	4,220,726	$	3,788,399

The following table presents the credit risk profile by risk grade of commercial loans for acquired non-credit impaired loans:

							Commercial Non-owner
	Construction & Development						Occupied						Commercial Owner Occupied
	June 30,		December 31,		June 30,		June 30,		December 31,		June 30,		June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015		2016		2015		2015		2016		2015		2015
Pass	$	11,432	$	12,935	$	16,454	$	30,621	$	33,485	$	36,441	$	31,739	$	38,623	$	49,217
Special mention		230		109		118		371		637		408		222		377		78
Substandard		854		805		1,190		5,912		5,981		6,274		306		220		39
Doubtful		—		—		—		—		—		—		—		—		—
	$	12,516	$	13,849	$	17,762	$	36,904	$	40,103	$	43,123	$	32,267	$	39,220	$	49,334

							Other Income Producing
	Commercial & Industrial						Property						CommercialTotal
	June 30,		December 31,		June 30,		June 30,		December 31,		June 30,		June 30,		December 31,		June 30,
	2016		2015		2015		2016		2015		2015		2016		2015		2015
Pass	$	14,645	$	24,621	$	30,641	$	43,869	$	49,783	$	57,578	$	132,306	$	159,447	$	190,331
Special mention		129		166		384		279		592		439		1,231		1,881		1,427
Substandard		824		688		737		725		794		970		8,621		8,488		9,210
Doubtful		—		—		—		—		—		—		—		—		—
	$	15,598	$	25,475	$	31,762	$	44,873	$	51,169	$	58,987	$	142,158	$	169,816	$	200,968

24

The following table presents the credit risk profile by risk grade of consumer loans for acquired non-credit impaired loans:

	Consumer Owner Occupied						Home Equity						Consumer
	June 30,		December 31,		June 30,		June 30,		December 31,		June 30,		June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015		2016		2015		2015		2016		2015		2015
Pass	$	463,107	$	514,817	$	569,080	$	168,079	$	180,472	$	197,804	$	152,399	$	167,399	$	182,254
Special mention		744		557		1,518		5,330		4,202		5,482		600		729		614
Substandard		2,628		2,733		4,099		4,537		6,294		7,448		2,304		2,519		2,405
Doubtful		—		—		—		—		—		—		—		—		—
	$	466,479	$	518,107	$	574,697	$	177,946	$	190,968	$	210,734	$	155,303	$	170,647	$	185,273

	Consumer Total
	June 30,		December 31,		June 30,
	2016		2015		2015
Pass	$	783,585	$	862,688	$	949,138
Special mention		6,674		5,488		7,614
Substandard		9,469		11,546		13,952
Doubtful		—		—		—
	$	799,728	$	879,722	$	970,704

The following table presents the credit risk profile by risk grade of total acquired non-credit impaired loans:

	TotalAcquired
	Non-credit Impaired Loans
	June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015
Pass	$	915,891	$	1,022,135	$	1,139,469
Special mention		7,905		7,369		9,041
Substandard		18,090		20,034		23,162
Doubtful		—		—		—
	$	941,886	$	1,049,538	$	1,171,672

The following table presents the credit risk profile by risk grade of acquired credit impaired loans (identified as credit-impaired at the time of acquisition), net of the related discount (this table should be read in conjunction with the allowance for acquired credit impaired loan losses table found on page 22):

	Commercial Loans Greater												Commercial Real Estate—
	Than or Equal to												Construction and
	$1 million-CBT						Commercial Real Estate						Development
	June 30,		December 31,		June 30,		June 30,		December 31,		June 30,		June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015		2016		2015		2015		2016		2015		2015
Pass	$	9,891	$	11,238	$	11,134	$	168,431	$	177,656	$	188,260	$	21,729	$	26,308	$	27,777
Special mention		1,014		1,018		1,044		32,446		37,607		31,654		14,194		14,532		12,666
Substandard		355		372		3,195		24,583		40,167		68,842		12,351		13,432		19,376
Doubtful		—		—		—		—		—		—		—		—		—
	$	11,260	$	12,628	$	15,373	$	225,460	$	255,430	$	288,756	$	48,274	$	54,272	$	59,819

	Residential Real Estate						Consumer						Commercial & Industrial
	June 30,		December 31,		June 30,		June 30,		December 31,		June 30,		June 30,		December 31,		June 30,
	2016		2015		2015		2016		2015		2015		2016		2015		2015
Pass	$	152,575	$	166,309	$	174,893	$	9,379	$	10,703	$	6,099	$	19,296	$	22,358	$	23,956
Special mention		56,845		63,341		68,017		21,401		23,331		27,079		4,598		2,549		2,428
Substandard		76,098		83,669		105,777		33,334		36,700		43,905		4,067		6,286		12,510
Doubtful		—		—		—		—		—		—		—		—		—
	$	285,518	$	313,319	$	348,687	$	64,114	$	70,734	$	77,083	$	27,961	$	31,193	$	38,894

25

							TotalAcquired
	Single Pay						Credit Impaired Loans
	June 30,		December 31,		June 30,		June 30,		December 31,		June 30,
	2016		2015		2015		2016		2015		2015
Pass	$	—	$	—	$	43	$	381,301	$	414,572	$	432,162
Special mention		—		—		—		130,498		142,378		142,888
Substandard		—		—		15		150,788		180,626		253,620
Doubtful		—		—		—		—		—		—
	$	—	$	—	$	58	$	662,587	$	737,576	$	828,670

The risk grading of acquired credit impaired loans is determined utilizing a loan’s contractual balance, while the amount recorded in the financial statements and reflected above is the carrying value.  In an FDIC-assisted acquisition, covered acquired loans are initially recorded at their fair value, including a credit discount due to the high concentration of substandard and doubtful loans.  Note that all covered acquired loans are now uncovered due to the early termination agreement with the FDIC on June 23, 2016.

The following table presents an aging analysis of past due loans, segregated by class for non-acquired loans:

	30 - 59 Days		60 - 89 Days		90+ Days		Total				Total
(Dollars in thousands)	Past Due		Past Due		Past Due		Past Due		Current		Loans
June 30, 2016
Commercial real estate:
Construction and land development	$	332	$	192	$	1,063	$	1,587	$	531,632	$	533,219
Commercial non-owner occupied		2,511		—		137		2,648		584,180		586,828
Commercial owner occupied		1,897		164		1,563		3,624		1,079,427		1,083,051
Consumer real estate:
Consumer owner occupied		1,338		968		2,584		4,890		1,104,777		1,109,667
Home equity loans		1,113		443		1,154		2,710		343,247		345,957
Commercial and industrial		473		48		544		1,065		610,836		611,901
Other income producing property		517		614		176		1,307		180,396		181,703
Consumer		527		57		240		824		272,133		272,957
Other loans		—		—		—		—		91,592		91,592
	$	8,708	$	2,486	$	7,461	$	18,655	$	4,798,220	$	4,816,875
December 31, 2015
Commercial real estate:
Construction and land development	$	323	$	136	$	915	$	1,374	$	400,605	$	401,979
Commercial non-owner occupied		867		—		184		1,051		486,726		487,777
Commercial owner occupied		1,269		608		1,530		3,407		1,029,991		1,033,398
Consumer real estate:
Consumer owner occupied		1,503		308		3,149		4,960		1,014,024		1,018,984
Home equity loans		899		1,046		598		2,543		316,712		319,255
Commercial and industrial		173		166		234		573		503,235		503,808
Other income producing property		241		207		275		723		175,125		175,848
Consumer		351		136		395		882		232,222		233,104
Other loans		48		43		64		155		46,418		46,573
	$	5,674	$	2,650	$	7,344	$	15,668	$	4,205,058	$	4,220,726
June 30, 2015
Commercial real estate:
Construction and land development	$	230	$	88	$	1,345	$	1,663	$	367,291	$	368,954
Commercial non-owner occupied		1,058		430		1,604		3,092		348,432		351,524
Commercial owner occupied		2,061		724		4,211		6,996		968,705		975,701
Consumer real estate:
Consumer owner occupied		1,523		1,290		2,733		5,546		901,427		906,973
Home equity loans		803		62		480		1,345		298,729		300,074
Commercial and industrial		156		241		274		671		447,576		448,247
Other income producing property		31		196		716		943		162,498		163,441
Consumer		265		22		243		530		209,014		209,544
Other loans		79		31		41		151		63,790		63,941
	$	6,206	$	3,084	$	11,647	$	20,937	$	3,767,462	$	3,788,399

26

The following table presents an aging analysis of past due loans, segregated by class for acquired non-credit impaired loans:

	30 - 59 Days		60 - 89 Days		90+ Days		Total				Total
(Dollars in thousands)	Past Due		Past Due		Past Due		Past Due		Current		Loans
June 30, 2016
Commercial real estate:
Construction and land development	$	—	$	181	$	21	$	202	$	12,314	$	12,516
Commercial non-owner occupied		—		—		—		—		36,904		36,904
Commercial owner occupied		—		—		306		306		31,961		32,267
Consumer real estate:
Consumer owner occupied		487		210		200		897		465,582		466,479
Home equity loans		234		98		1,132		1,464		176,482		177,946
Commercial and industrial		8		9		—		17		15,581		15,598
Other income producing property		—		—		—		—		44,873		44,873
Consumer		508		116		552		1,176		154,127		155,303
	$	1,237	$	614	$	2,211	$	4,062	$	937,824	$	941,886
December 31, 2015
Commercial real estate:
Construction and land development	$	—	$	21	$	48	$	69	$	13,780	$	13,849
Commercial non-owner occupied		—		—		—		—		40,103		40,103
Commercial owner occupied		120		176		44		340		38,880		39,220
Consumer real estate:
Consumer owner occupied		694		4		688		1,386		516,721		518,107
Home equity loans		897		412		482		1,791		189,177		190,968
Commercial and industrial		1		1		5		7		25,468		25,475
Other income producing property		—		—		7		7		51,162		51,169
Consumer		257		270		797		1,324		169,323		170,647
	$	1,969	$	884	$	2,071	$	4,924	$	1,044,614	$	1,049,538
June 30, 2015
Commercial real estate:
Construction and land development	$	1	$	39	$	—	$	40	$	17,722	$	17,762
Commercial non-owner occupied		—		—		—		—		43,123		43,123
Commercial owner occupied		380		—		39		419		48,915		49,334
Consumer real estate:
Consumer owner occupied		826		105		2,300		3,231		571,466		574,697
Home equity loans		591		164		577		1,332		209,402		210,734
Commercial and industrial		4		—		220		224		31,538		31,762
Other income producing property		109		—		89		198		58,789		58,987
Consumer		427		112		598		1,137		184,136		185,273
	$	2,338	$	420	$	3,823	$	6,581	$	1,165,091	$	1,171,672

27

The following table presents an aging analysis of past due loans, segregated by class for acquired credit impaired loans:

	30 - 59 Days		60 - 89 Days		90+ Days		Total				Total
(Dollars in thousands)	Past Due		Past Due		Past Due		Past Due		Current		Loans
June 30, 2016
Commercial loans greater than or equal to $1 million-CBT	$	—	$	—	$	—	$	—	$	11,260	$	11,260
Commercial real estate		357		279		4,018		4,654		220,806		225,460
Commercial real estate—construction and development		507		43		1,976		2,526		45,748		48,274
Residential real estate		4,585		1,695		6,199		12,479		273,039		285,518
Consumer		926		222		1,676		2,824		61,290		64,114
Commercial and industrial		26		90		648		764		27,197		27,961
Single pay		—		—		—		—		—		—
	$	6,401	$	2,329	$	14,517	$	23,247	$	639,340	$	662,587
December 31, 2015
Commercial loans greater than or equal to $1 million-CBT	$	—	$	—	$	—	$	—	$	12,628	$	12,628
Commercial real estate		1,118		426		5,624		7,168		248,262		255,430
Commercial real estate—construction and development		784		367		2,162		3,313		50,959		54,272
Residential real estate		4,705		1,155		8,095		13,955		299,364		313,319
Consumer		1,756		380		2,085		4,221		66,513		70,734
Commercial and industrial		272		137		846		1,255		29,938		31,193
Single pay		—		—		—		—		—		—
	$	8,635	$	2,465	$	18,812	$	29,912	$	707,664	$	737,576
June 30, 2015
Commercial loans greater than or equal to $1 million-CBT	$	—	$	—	$	2,630	$	2,630	$	12,743	$	15,373
Commercial real estate		1,617		120		11,590		13,327		275,429		288,756
Commercial real estate—construction and development		1,900		300		4,941		7,141		52,678		59,819
Residential real estate		4,458		1,929		11,802		18,189		330,498		348,687
Consumer		1,696		775		2,332		4,803		72,280		77,083
Commercial and industrial		748		277		4,894		5,919		32,975		38,894
Single pay		—		—		—		—		58		58
	$	10,419	$	3,401	$	38,189	$	52,009	$	776,661	$	828,670

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The following is a summary of information pertaining to impaired non-acquired loans:

	Unpaid		Recorded		Gross
	Contractual		Investment		Recorded		Total
	Principal		With No		Investment		Recorded		Related
(Dollars in thousands)	Balance		Allowance		With Allowance		Investment		Allowance
June 30, 2016
Commercial real estate:
Construction and land development	$	8,286	$	798	$	3,295	$	4,093	$	752
Commercial non-owner occupied		1,669		337		882		1,219		202
Commercial owner occupied		10,784		4,988		1,984		6,972		67
Consumer real estate:
Consumer owner occupied		5,420		2,333		1,634		3,967		55
Home equity loans		3,024		812		1,365		2,177		38
Commercial and industrial		1,891		259		508		767		14
Other income producing property		5,838		492		4,508		5,000		375
Consumer		334		—		128		128		4
Other loans		—		—		—		—		—
Total	$	37,246	$	10,019	$	14,304	$	24,323	$	1,507
December 31, 2015
Commercial real estate:
Construction and land development	$	9,931	$	1,004	$	5,276	$	6,280	$	615
Commercial non-owner occupied		2,909		233		1,219		1,452		34
Commercial owner occupied		11,516		4,134		3,591		7,725		101
Consumer real estate:
Consumer owner occupied		9,001		3,505		4,044		7,549		138
Home equity loans		483		186		123		309		3
Commercial and industrial		2,641		273		1,214		1,487		279
Other income producing property		5,763		112		4,779		4,891		422
Consumer		155		—		102		102		3
Other loans		611		—		423		423		12
Total	$	43,010	$	9,447	$	20,771	$	30,218	$	1,607
June 30, 2015
Commercial real estate:
Construction and land development	$	7,728	$	1,721	$	3,389	$	5,110	$	591
Commercial non-owner occupied		3,987		1,649		961		2,610		27
Commercial owner occupied		15,589		7,301		3,670		10,971		81
Consumer real estate:
Consumer owner occupied		7,157		3,738		2,584		6,322		118
Home equity loans		347		198		36		234		1
Commercial and industrial		1,903		309		702		1,011		19
Other income producing property		5,620		122		4,667		4,789		472
Consumer		117		—		69		69		2
Total	$	42,448	$	15,038	$	16,078	$	31,116	$	1,311

Acquired credit impaired loans are accounted for in pools as shown on page 17 rather than being individually evaluated for impairment; therefore, the table above excludes acquired credit impaired loans.

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The following summarizes the average investment in impaired non-acquired loans, and interest income recognized on these loans:

	Three Months Ended June 30,
	2016				2015
	Average				Average
	Investment in		Interest Income		Investment in		Interest Income
(Dollars in thousands)	Impaired Loans		Recognized		Impaired Loans		Recognized
Commercial real estate:
Construction and land development	$	5,182	$	8	$	5,258	$	30
Commercial non-owner occupied		1,177		11		3,188		13
Commercial owner occupied		7,337		6		9,634		134
Consumer real estate:
Consumer owner occupied		5,805		—		6,707		25
Home equity loans		2,680		4		242		1
Commercial and industrial		822		6		959		11
Other income producing property		5,197		23		4,728		43
Consumer		135		—		66		—
Other loans		423		—		—		—
Total Impaired Loans	$	28,758	$	58	$	30,782	$	257

	Six Months Ended June 30,
	2016				2015
	Average				Average
	Investment in		Interest Income		Investment in		Interest Income
(Dollars in thousands)	Impaired Loans		Recognized		Impaired Loans		Recognized
Commercial real estate:
Construction and land development	$	5,187	$	57	$	4,981	$	54
Commercial non-owner occupied		1,335		26		3,110		25
Commercial owner occupied		7,348		80		10,065		166
Consumer real estate:
Consumer owner occupied		5,758		46		4,644		53
Home equity loans		1,243		12		132		3
Commercial and industrial		1,127		85		960		18
Other income producing property		4,946		30		5,143		79
Consumer		115		1		65		1
Other loans		211		2		—		—
Total Impaired Loans	$	27,270	$	339	$	29,100	$	399

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The following is a summary of information pertaining to non-acquired nonaccrual loans by class, including restructured loans:

	June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015
Commercial non-owner occupied real estate:
Construction and land development	$	1,080	$	1,090	$	1,976
Commercial non-owner occupied		528		184		1,145
Total commercial non-owner occupied real estate		1,608		1,274		3,121
Consumer real estate:
Consumer owner occupied		6,705		7,766		6,398
Home equity loans		2,386		1,769		1,198
Total consumer real estate		9,091		9,535		7,596
Commercial owner occupied real estate		2,242		3,056		3,421
Commercial and industrial		360		515		497
Other income producing property		1,007		746		922
Consumer		763		659		337
Restructured loans		2,851		2,662		8,193
Total loans on nonaccrual status	$	17,922	$	18,447	$	24,087

The following is a summary of information pertaining to acquired non-credit impaired nonaccrual loans by class, including restructured loans:

	June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015
Commercial non-owner occupied real estate:
Construction and land development	$	99	$	37	$	—
Commercial non-owner occupied		—		—		100
Total commercial non-owner occupied real estate		99		37		100
Consumer real estate:
Consumer owner occupied		1,056		976		2,346
Home equity loans		1,607		1,103		1,082
Total consumer real estate		2,663		2,079		3,428
Commercial owner occupied real estate		306		44		39
Commercial and industrial		1		1		226
Other income producing property		153		168		302
Consumer		1,216		1,435		1,078
Total loans on nonaccrual status	$	4,438	$	3,764	$	5,173

In the course of resolving delinquent loans, the Bank may choose to restructure the contractual terms of certain loans. Any loans that are modified are reviewed by the Bank to determine if a troubled debt restructuring (“TDR” or “restructured loan”) has occurred.  The Bank designates loan modifications as TDRs when it grants a concession to a borrower that it would not otherwise consider due to the borrower experience financial difficulty (FASB ASC Topic 310-40).  The concessions granted on TDRs generally include terms to reduce the interest rate, extend the term of the debt obligation, or modify the payment structure on the debt obligation.

Loans on nonaccrual status at the date of modification are initially classified as nonaccrual TDRs. Loans on accruing status at the date of concession are initially classified as accruing TDRs if the note is reasonably assured of repayment and performance is expected in accordance with its modified terms. Such loans may be designated as nonaccrual loans subsequent to the concession date if reasonable doubt exists as to the collection of interest or principal under the restructuring agreement. Nonaccrual TDRs are returned to accruing status when there is economic substance to the restructuring, there is documented credit evaluation of the borrower’s financial condition, the remaining balance is reasonably assured of repayment in accordance with its modified terms, and the borrower has demonstrated sustained repayment performance in accordance with the modified terms for a reasonable period of time (generally a minimum of six months). For the three and six months ended June 30, 2016 and 2015, the Company’s TDR’s were not material.

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Note 7—FDIC Indemnification Asset

The following table provides changes in FDIC indemnification asset:

	Six Months Ended June 30,
(Dollars in thousands)	2016		2015
Balance at beginning of period	$	4,401	$	22,161
Decrease in expected losses on loans		(23)		(21)
Additional recoveries on OREO		(1,736)		(2,430)
Reimbursable expenses		71		587
Amortization of discounts and premiums, net		(1,475)		(5,249)
Payments to (from) FDIC		853		(4,013)
Termination of Loss Share Agreement		(2,091)		—
Balance at end of period	$	—	$	11,035

As noted above, on June 23, 2016, the Bank entered into an early termination agreement with the FDIC with respect to all of its outstanding loss share agreements.  The Bank recorded a pre-tax charge of $4.4 million, which resulted from a $2.3 million payment to the FDIC as consideration for the early termination, plus the amortization of the remaining FDIC indemnification asset of $2.1 million, net of the clawback, as of March 31, 2016.  The entire pre-tax charge was recorded in noninterest income through Amortization of the FDIC indemnification asset for the three and six months ended June 30, 2016.

During 2016, the Bank paid a net $853,000 to the FDIC, prior to the termination of the agreements.  The indemnification asset was amortized through March 31, 2016.  All assets previously classified as covered became uncovered effective June 23,2016, and as a result the Bank will now recognize the full amount of future charge-offs, recoveries, gains, losses, and expenses related to these previously covered assets, as the FDIC will no longer share in these amounts.  As of the termination date, covered loans totaled $87.4 million and covered other real estate owned totaled $3.0 million.

Note 8—Other Real Estate Owned

The following is a summary of information pertaining to OREO:

	Six Months Ended June 30,
	2016						2015
			Covered						Covered
(Dollars in thousands)	OREO		OREO		Total		OREO		OREO		Total
Beginning balance	$	24,803	$	5,751	$	30,554	$	26,499	$	16,227	$	42,726
Additions		5,391		2,151		7,542		9,165		3,554		12,719
Transfers		4,222		(4,222)		—		2,245		(2,245)		—
Writedowns		(812)		(2,131)		(2,943)		(1,517)		(2,797)		(4,314)
Sold		(11,177)		(1,549)		(12,726)		(9,522)		(6,567)		(16,089)
Ending Balance	$	22,427	$	—	$	22,427	$	26,870	$	8,172	$	35,042

As noted above, on June 23, 2016, the Bank entered into an early termination agreement with the FDIC with respect to all of its outstanding loss share agreements.  The covered OREO shown above was presented net of the related fair value discount, and the activity reflected for the covered assets is prior to the early termination of the FDIC loss share agreements.  All remaining OREO previously classified as covered became uncovered during the second quarter of 2016, which consisted of 17 properties with a carrying value of $4.2 million as of March 31, 2016. 

At June 30, 2016, there were a total of 103 properties included in OREO of which none were covered.  This compares to 162 properties included in OREO, with 133 uncovered and 29 covered by loss share agreements with the FDIC, at June 30, 2015.  At June 30, 2016, the Company had $2.7 million in residential real estate included in OREO and $6.7 million in residential real estate consumer mortgage loans in the process of foreclosure.

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Note 9 — Deposits

The Company’s total deposits are comprised of the following:

	June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015
Certificates of deposit	$	962,759	$	1,092,750	$	1,137,553
Interest-bearing demand deposits		3,307,292		3,293,942		2,994,228
Non-interest bearing demand deposits		2,117,246		1,976,480		1,844,973
Savings deposits		772,463		735,961		687,292
Other time deposits		4,166		1,295		3,482
Total deposits	$	7,163,926	$	7,100,428	$	6,667,528

At June 30, 2016, December 31, 2015, and June 30, 2015, the Company had $95.5 million, $114.9 million, and $136.3 million in certificates of deposits of $250,000 and greater, respectively.  At June 30, 2016, December 31, 2015, and June 30, 2015, the Company had $5.5 million, $18.9 million and $19.4 million, in traditional, out-of-market brokered deposits, respectively. 

Note 10 — Retirement Plans

The Company and the Bank provide certain retirement benefits to their employees in the form of a non-contributory defined benefit pension plan and an employees’ savings plan.  The non-contributory defined benefit pension plan covers all employees hired on or before December 31, 2005, who have attained age 21, and who have completed a year of eligible service.  Employees hired on or after January 1, 2006 are not eligible to participate in the non-contributory defined benefit pension plan, but are eligible to participate in the employees’ savings plan. On this date, a new benefit formula applies only to participants who have not attained age 45 or who do not have five years of service.

Effective July 1, 2009, the Company suspended the accrual of benefits for pension plan participants under the non-contributory defined benefit plan.  The pension plan remained suspended as of June 30, 2016.

The components of net periodic pension expense recognized are as follows:

	Three Months Ended				Six Months Ended
	June 30,				June 30,
(Dollars in thousands)	2016		2015		2016		2015
Interest cost	$	(283)	$	(254)	$	(566)	$	(508)
Expected return on plan assets		534		517		1,068		1,034
Recognized net actuarial loss		(204)		(225)		(408)		(450)
Net periodic pension benefit	$	47	$	38	$	94	$	76

The Company did not contribute to the pension plan for the three and six months ended June 30, 2016, and does not expect to make any additional contributions during the remainder of 2016.  The Company reserves the right to contribute between the minimum required and maximum deductible amounts as determined under applicable federal laws.  

Under the provisions of Internal Revenue Code Section 401(k), electing employees are eligible to participate in the employees’ savings plan after attaining age 21.  Plan participants elect to contribute portions of their annual base compensation as a before tax contribution.  Employer contributions may be made from current or accumulated net profits. Participants may elect to contribute 1% to 50% of annual base compensation as a before tax contribution. Employees participating in the plan receive a 100% matching of their 401(k) plan contribution, up to 5% of their salary.   Effective January 1, 2015, employees are eligible for an additional 1% discretionary matching contribution contingent upon achievement of the Company’s 2015 financial goals and payable the first quarter of 2016. The Company expensed $1.4 million and $1.3 million for the 401(k) plan during the three months ended June 30, 2016 and 2015, respectively. The Company expensed $2.8 million and $2.6 million for the 401(k) plan during the six months ended June 30, 2016 and 2015, respectively.

Employees can enter the savings plan on or after the first day of each month.  The employee may enter into a salary deferral agreement at any time to select an alternative deferral amount or to elect not to defer in the plan.  If the

33

employee does not elect an investment allocation, the plan administrator will select a retirement-based portfolio according to the employee’s number of years until normal retirement age.  The plan’s investment valuations are generally provided on a daily basis.

Note 11 — Earnings Per Share

Basic earnings per share are calculated by dividing net income by the weighted-average shares of common stock outstanding during each period, excluding non-vested shares.  The Company’s diluted earnings per share are based on the weighted-average shares of common stock outstanding during each period plus the maximum dilutive effect of common stock issuable upon exercise of stock options or vesting of restricted shares.  The weighted-average number of shares and equivalents are determined after giving retroactive effect to stock dividends and stock splits.

The following table sets forth the computation of basic and diluted earnings per share:

	Three Months Ended June 30,				Six Months Ended June 30,
(Dollars and shares in thousands, except for per share amounts)	2016		2015		2016		2015
Basic earnings per common share:
Net income	$	24,516	$	24,872	$	49,010	$	48,798
Weighted-average basic common shares		23,995		23,981		23,977		23,947
Basic earnings per common share	$	1.02	$	1.04	$	2.04	$	2.04
Diluted earnings per share:
Net income	$	24,516	$	24,872	$	49,010	$	48,798
Weighted-average basic common shares		23,995		23,981		23,977		23,947
Effect of dilutive securities		242		277		228		267
Weighted-average dilutive shares		24,237		24,258		24,205		24,214
Diluted earnings per common share	$	1.01	$	1.03	$	2.02	$	2.02

The calculation of diluted earnings per common share excludes outstanding stock options for which the results would have been anti-dilutive under the treasury stock method as follows:

	Three Months Ended June 30,										Six Months Ended June 30,
(Dollars in thousands)	2016					2015					2016					2015
Number of shares					72,480					46,798					72,480					47,865
Range of exercise prices	$	61.42	to	$	69.48	$	61.42	to	$	66.32	$	61.42	to	$	69.48	$	61.42	to	$	66.32

Note 12 — Share-Based Compensation

The Company’s 2004 and 2012 share-based compensation programs are long-term retention programs intended to attract, retain, and provide incentives for key employees and non-employee directors in the form of incentive and non-qualified stock options, restricted stock, and restricted stock units (“RSUs”).

Stock Options

With the exception of non-qualified stock options granted to directors under the 2004 and 2012 plans, which in some cases may be exercised at any time prior to expiration and in some other cases may be exercised at intervals less than a year following the grant date, incentive stock options granted under the plans may not be exercised in whole or in part within a year following the date of the grant, as these incentive stock options become exercisable in 25% increments pro ratably over the four-year period following the grant date.  The options are granted at an exercise price at least equal to the fair value of the common stock at the date of grant and expire ten years from the date of grant.  No options were granted under the 2004 plan after January 26, 2012, and the 2004 plan is closed other than for any options still unexercised and outstanding. The 2012 plan is the only plan from which new share-based compensation grants may be issued.  It is the Company’s policy to grant options out of the 1,684,000 shares registered under the 2012 plan, of which no more than 817,476 shares can be granted as restricted stock or RSUs.

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Activity in the Company’s stock option plans is summarized in the following table.  All information has been retroactively adjusted for stock dividends and stock splits.

The fair value of options is estimated at the date of grant using the Black-Scholes option pricing model and expensed over the options’ vesting periods.  The following weighted-average assumptions were used in valuing options issued:

		Weighted		Weighted
		Average		Average	Aggregate
	Number of	Exercise		Remaining	Intrinsic
	Shares	Price		Contractual Life (Yrs.)	Value(000's)
Outstanding at  January 1	285,405	$	38.85
Granted	25,682		63.79
Exercised	(23,573)		33.45
Forfeited	(1,025)		35.20
Outstanding at June 30	286,489		41.54	4.76	$	7,597
Exercisable at June 30	225,712		36.18	3.71	$	7,194
Weighted-average fair value of options granted during the year	$ 25.19

	Six months ended June 30,
	2016		2015
Dividend yield	1.60	%	1.40	%
Expected life	8.5	years	8.5	years
Expected volatility	40.6	%	40.9	%
Risk-free interest rate	1.90	%	1.79	%

As of June 30, 2016, there was $1.2 million of total unrecognized compensation cost related to nonvested stock option grants under the plans.  The cost is expected to be recognized over a weighted-average period of 1.6 years as of June 30, 2016.  The total fair value of shares vested during the six months ended June 30, 2016 was $455,000.

Restricted Stock

The Company from time-to-time also grants shares of restricted stock to key employees and non-employee directors.  These awards help align the interests of these employees and directors with the interests of the shareholders of the Company by providing economic value directly related to increases in the value of the Company’s stock.  The value of the stock awarded is established as the fair market value of the stock at the time of the grant.  The Company recognizes expenses, equal to the total value of such awards, ratably over the vesting period of the stock grants.  Restricted stock grants to employees typically “cliff vest” after four years.  Grants to non-employee directors typically vest within a 12-month period.

Nonvested restricted stock for the six months ended June 30, 2016 is summarized in the following table.  All information has been retroactively adjusted for stock dividends and stock splits.

		Weighted-
		Average
		Grant-Date
Restricted Stock	Shares	Fair Value
Nonvested at January 1 2016	218,282	$	44.56
Granted	40,256		67.06
Vested	(63,100)		36.97
Forfeited	(700)		47.18
Nonvested at June 30, 2016	194,738		51.74

As of June 30, 2016, there was $6.2 million of total unrecognized compensation cost related to nonvested restricted stock granted under the plans.  This cost is expected to be recognized over a weighted-average period of 2.48

35

years as of June 30, 2016.  The total fair value of shares vested during the six months ended June 30, 2016 was $2.5 million.

Restricted Stock Units

The Company from time-to-time also grants performance RSUs to key employees.  These awards help align the interests of these employees with the interests of the shareholders of the Company by providing economic value directly related to the performance of the Company.  Some performance RSU grants contain a three year performance period, and others contain a one year performance period and a time vested requirement (generally four years from grant date).  The Company communicates threshold, target, and maximum performance RSU awards and performance targets to the applicable key employees at the beginning of a performance period.  Dividends are not paid in respect to the awards during the performance period.  The value of the RSUs awarded is established as the fair market value of the stock at the time of the grant.  The Company recognizes expenses on a straight-line basis typically over the performance and vesting periods based upon the probable performance target that will be met.  For the six months ended June 30, 2016, the Company accrued for 99% of the RSUs granted, based on Management’s expectations of performance.

Nonvested RSUs for the six months ended June 30, 2016 is summarized in the following table.

		Weighted-
		Average
		Grant-Date
Restricted Stock Units	Shares	Fair Value
Nonvested at January 1, 2016	79,789	$	64.66
Granted	68,842		65.23
Nonvested at June 30, 2016	148,631		64.93

As of June 30, 2016, there was $5.6 million of total unrecognized compensation cost related to nonvested RSUs granted under the plan.  This cost is expected to be recognized over a weighted-average period of 1.69 years as of June 30, 2016.  The total fair value of RSUs vested during the six months ended June 30, 2016 was $1.8 million.  On January 20, 2016, 35,903 vested restricted stock units were issued to the participants in the 2013 Long-Term Incentive Plan.

Note 13 — Commitments and Contingent Liabilities

In the normal course of business, the Company makes various commitments and incurs certain contingent liabilities, which are not reflected in the accompanying financial statements.  The commitments and contingent liabilities include guarantees, commitments to extend credit, and standby letters of credit.  At June 30, 2016, commitments to extend credit and standby letters of credit totaled $1.6 billion.  The Company does not anticipate any material losses as a result of these transactions.

The Company has been named as defendant in various legal actions, arising from its normal business activities, in which damages in various amounts are claimed. The Company is also exposed to litigation risk related to the prior business activities of banks acquired through whole bank acquisitions as well as banks from which assets were acquired and liabilities assumed in FDIC-assisted transactions. Although the amount of any ultimate liability with respect to such matters cannot be determined, in the opinion of management, any such liability will not have a material effect on the Company’s consolidated financial statements.

Note 14 — Fair Value

FASB ASC 820, Fair Value Measurements and Disclosures, defines fair value, establishes a framework for measuring fair value under accounting principles generally accepted in the United States, and enhances disclosures about fair value measurements. FASB ASC 820 clarifies that fair value should be based on the assumptions market participants would use when pricing an asset or liability and establishes a fair value hierarchy that prioritizes the information used to develop those assumptions.

The Company utilizes fair value measurements to record fair value adjustments to certain assets and liabilities and to determine fair value disclosures. Available for sale securities, derivative contracts, and mortgage servicing rights are recorded at fair value on a recurring basis. Additionally, from time to time, the Company may be required to record at fair value other assets on a nonrecurring basis, such as impaired loans, OREO, and certain other assets. These

36

nonrecurring fair value adjustments typically involve application of lower of cost or market accounting or write-downs of individual assets.

FASB ASC 820 establishes a three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value as follows:

Level 1	Observable inputs such as quoted prices in active markets;
Level 2	Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and
Level 3	Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions.

The following is a description of valuation methodologies used for assets recorded at fair value.

Investment Securities

Securities available for sale are valued on a recurring basis at quoted market prices where available. If quoted market prices are not available, fair values are based on quoted market prices of comparable securities. Level 1 securities include those traded on an active exchange, such as the New York Stock Exchange and The NASDAQ Stock Market, or U.S. Treasury securities that are traded by dealers or brokers in active over-the-counter markets and money market funds. Level 2 securities include mortgage-backed securities and debentures issued by government sponsored entities, municipal bonds and corporate debt securities.  Securities held to maturity are valued at quoted market prices or dealer quotes similar to securities available for sale. The carrying value of FHLB stock approximates fair value based on the redemption provisions.

Mortgage Loans Held for Sale

Mortgage loans held for sale are carried at the fair value. The fair values of mortgage loans held for sale are based on commitments on hand from investors within the secondary market for loans with similar characteristics. As such, the fair value adjustments for mortgage loans held for sale are recurring Level 2.

Loans

The Company does not record loans at fair value on a recurring basis. However, from time to time, a loan may be considered impaired and an allowance for loan losses may be established. Loans for which it is probable that payment of interest and principal will not be made in accordance with the contractual terms of the loan agreement are considered impaired. Once a loan is identified as individually impaired, management measures impairment using estimated fair value methodologies. The fair value of impaired loans is estimated using one of several methods, including collateral value, market value of similar debt, enterprise value, liquidation value and discounted cash flows. Those impaired loans not requiring an allowance represent loans for which the fair value of the expected repayments or collateral exceed the recorded investments in such loans. At June 30, 2016, substantially all of the impaired loans were evaluated based on the fair value of the collateral because such loans were considered collateral dependent. Impaired loans, where an allowance is established based on the fair value of collateral; require classification in the fair value hierarchy. When the fair value of the collateral is based on an observable market price or a current appraised value, the Company considers the impaired loan as nonrecurring Level 2. When an appraised value is not available or management determines the fair value of the collateral is further impaired below the appraised value and there is no observable market price, the Company considers the impaired loan as nonrecurring Level 3.

Other Real Estate Owned (“OREO”)

Typically non-covered OREO, consisting of properties obtained through foreclosure or in satisfaction of loans, is reported at fair value, determined on the basis of current appraisals, comparable sales, and other estimates of value obtained principally from independent sources, adjusted for estimated selling costs (Level 2). However, both non-covered and covered OREO are considered Level 3 in the fair value hierarchy because management has qualitatively applied a discount due to the size, supply of inventory, and the incremental discounts applied to the appraisals. Management also considers other factors, including changes in absorption rates, length of time the property has been on the market and anticipated sales values, which have resulted in adjustments to the collateral value estimates indicated in

37

certain appraisals.  At the time of foreclosure, any excess of the loan balance over the fair value of the real estate held as collateral is treated as a charge against the allowance for loan losses. Gains or losses on sale and generally any subsequent adjustments to the value are recorded as a component of OREO expense. 

Derivative Financial Instruments

Fair value is estimated using pricing models of derivatives with similar characteristics; accordingly, the derivatives are classified within Level 2 of the fair value hierarchy (see Note 16—Derivative Financial Instruments for additional information).

Mortgage servicing rights (“MSRs”)

The estimated fair value of MSRs is obtained through an independent derivatives dealer analysis of future cash flows. The evaluation utilizes assumptions market participants would use in determining fair value including market discount rates, prepayment speeds, servicing income, servicing costs, default rates and other market driven data, as well as the market’s perception of future interest rate movements. MSRs are classified as Level 3.

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Assets and Liabilities Recorded at Fair Value on a Recurring Basis

The tables below present the recorded amount of assets and liabilities measured at fair value on a recurring basis.

			Quoted Prices
			In Active		Significant
			Markets		Other		Significant
			for Identical		Observable		Unobservable
			Assets		Inputs		Inputs
(Dollars in thousands)	Fair Value		(Level 1)		(Level 2)		(Level 3)
June 30, 2016:
Assets
Derivative financial instruments	$	3,257	$	—	$	3,257	$	—
Loans held for sale		48,926		—		48,926		—
Securities available for sale:
Government-sponsored entities debt		103,092		—		103,092		—
State and municipal obligations		123,894		—		123,894		—
Mortgage-backed securities		758,881		—		758,881		—
Corporate stocks		3,743		2,518		1,225		—
Total securities available for sale		989,610		2,518		987,092		—
Mortgage servicing rights		22,350		—		—		22,350
	$	1,064,143	$	2,518	$	1,039,275	$	22,350
Liabilities
Derivative financial instruments	$	2,213	$	—	$	2,213	$	—
December 31, 2015:
Assets
Derivative financial instruments	$	1,415	$	—	$	1,415	$	—
Loans held for sale		41,649		—		41,649		—
Securities available for sale:
Government-sponsored entities debt		162,507		—		162,507		—
State and municipal obligations		131,364		—		131,364		—
Mortgage-backed securities		711,849		—		711,849		—
Corporate stocks		3,821		2,596		1,225		—
Total securities available for sale		1,009,541		2,596		1,006,945		—
Mortgage servicing rights		26,202		—		—		26,202
	$	1,078,807	$	2,596	$	1,050,009	$	26,202
Liabilities
Derivative financial instruments	$	838	$	—	$	838	$	—
June 30, 2015:
Assets
Derivative financial instruments	$	2,574	$	—	$	2,574	$	—
Loans held for sale		73,055		—		73,055		—
Securities available for sale:
Government-sponsored entities debt	$	130,835	$	—	$	130,835	$	—
State and municipal obligations		136,699		—		136,699		—
Mortgage-backed securities		570,922		—		570,922		—
Corporate stocks		3,205		2,980		225		—
Total securities available for sale		841,661		2,980		838,681		—
Mortgage servicing rights		25,325		—		—		25,325
	$	942,615	$	2,980	$	914,310	$	25,325
Liabilities
Derivative financial instruments	$	1,228	$	—	$	1,228	$	—

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Changes in Level 1, 2 and 3 Fair Value Measurements

When a determination is made to classify a financial instrument within Level 3 of the valuation hierarchy, the determination is based upon the significance of the unobservable factors to the overall fair value measurement.  However, since Level 3 financial instruments typically include, in addition to the unobservable or Level 3 components, observable components (that is, components that are actively quoted and can be validated to external sources), the gains and losses below include changes in fair value due in part to observable factors that are part of the valuation methodology.

There were no changes in hierarchy classifications of Level 3 assets or liabilities for the six months ended June 30, 2016.  A reconciliation of the beginning and ending balances of Level 3 assets and liabilities recorded at fair value on a recurring basis for the six months ended June 30, 2016 and 2015 is as follows:

(Dollars in thousands)	Assets		Liabilities
Fair value, January 1, 2016	$	26,202	$	—
Servicing assets that resulted from transfers of financial assets		2,393		—
Changes in fair value due to valuation inputs or assumptions		(4,476)		—
Changes in fair value due to increased principal paydowns		(1,769)		—
Fair value , June 30, 2016	$	22,350	$	—
Fair value, January 1, 2015	$	21,601	$	—
Servicing assets that resulted from transfers of financial assets		3,921		—
Changes in fair value due to valuation inputs or assumptions		1,539		—
Changes in fair value due to increased principal paydowns		(1,736)		—
Fair value, June 30, 2015	$	25,325	$	—

There were no unrealized losses included in accumulated other comprehensive income related to Level 3 financial assets and liabilities at June 30, 2016 or 2015.

Assets and Liabilities Recorded at Fair Value on a Nonrecurring Basis

The tables below present the recorded amount of assets and liabilities measured at fair value on a nonrecurring basis:

			Quoted Prices
			In Active		Significant
			Markets		Other		Significant
			for Identical		Observable		Unobservable
			Assets		Inputs		Inputs
(Dollars in thousands)	Fair Value		(Level 1)		(Level 2)		(Level 3)
June 30, 2016:
OREO	$	22,427	$	—	$	—	$	22,427
Non-acquired impaired loans		3,515		—		—		3,515
December 31, 2015:
OREO	$	30,554	$	—	$	—	$	30,554
Non-acquired impaired loans		13,355		—		—		13,355
June 30, 2015:
OREO	$	35,042	$	—	$	—	$	35,042
Non-acquired impaired loans		10,079		—		—		10,079

Quantitative Information about Level 3 Fair Value Measurement

			Weighted Average
			June 30,		December 31,		June 30,
	Valuation Technique	Unobservable Input	2016		2015		2015
Nonrecurring measurements:
Non-acquired impaired loans	Discounted appraisals	Collateral discounts	6	%	6	%	4	%
OREO	Discounted appraisals	Collateral discounts and estimated costs to sell	17	%	16	%	18	%

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Fair Value of Financial Instruments

The following methods and assumptions were used by the Company in estimating its fair value disclosures for financial instruments. In cases where quoted market prices are not available, fair values are based on estimates using present value or other valuation techniques. Those models are significantly affected by the assumptions used, including the discount rates and estimates of future cash flows. In that regard, the derived fair value estimates cannot be substantiated by comparison to independent markets and, in many cases, could not be realized in immediate settlement of the instrument. The use of different methodologies may have a material effect on the estimated fair value amounts. The fair value estimates presented herein are based on pertinent information available to management as of June 30, 2016, December 31, 2015 and June 30, 2015. Such amounts have not been revalued for purposes of these consolidated financial statements since those dates and, therefore, current estimates of fair value may differ significantly from the amounts presented herein.

The following methods and assumptions were used to estimate the fair value of each class of financial instruments for which it is practicable to estimate that value:

Cash and Cash Equivalents — The carrying amount is a reasonable estimate of fair value.

Investment Securities — Securities held to maturity are valued at quoted market prices or dealer quotes.  The carrying value of FHLB stock approximates fair value based on the redemption provisions.  The carrying value of the Company’s investment in unconsolidated subsidiaries approximates fair value.  See Note 5—Investment Securities for additional information, as well as page 36 regarding fair value.

Loans held for sale — The fair values disclosed for loans held for sale are based on commitments from investors for loans with similar characteristics.

Loans — For variable-rate loans that reprice frequently and with no significant change in credit risk, fair values are based on carrying values. Fair values for certain mortgage loans (e.g., one-to-four family residential) and other consumer loans are estimated using discounted cash flow analyses based on the Company’s current rates offered for new loans of the same type, structure and credit quality. Fair values for other loans (e.g., commercial real estate and investment property mortgage loans, commercial and industrial loans) are estimated using discounted cash flow analyses, using interest rates currently being offered by the Company for loans with similar terms to borrowers of similar credit quality. Fair values for non-performing loans are estimated using discounted cash flow analyses or underlying collateral values, where applicable.

FDIC Receivable for Loss Share Agreements — The fair value is estimated based on discounted future cash flows using current discount rates.

Deposit Liabilities — The fair values disclosed for demand deposits (e.g., interest and non-interest bearing checking, passbook savings, and certain types of money market accounts) are, by definition, equal to the amount payable on demand at the reporting date (i.e., their carrying amounts). The carrying amounts of variable-rate, fixed-term money market accounts, and certificates of deposit approximate their fair values at the reporting date. Fair values for fixed-rate certificates of deposit are estimated using a discounted cash flow calculation that applies interest rates currently being offered on certificates to a schedule of aggregated expected monthly maturities on time deposits.

Federal Funds Purchased and Securities Sold Under Agreements to Repurchase — The carrying amount of federal funds purchased, borrowings under repurchase agreements, and other short-term borrowings maturing within ninety days approximate their fair values.

Other Borrowings — The fair value of other borrowings is estimated using discounted cash flow analysis on the Company’s current incremental borrowing rates for similar types of instruments.

Accrued Interest — The carrying amounts of accrued interest approximate fair value.

Derivative Financial Instruments — The fair value of derivative financial instruments (including interest rate swaps) is estimated using pricing models of derivatives with similar characteristics.

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Commitments to Extend Credit, Standby Letters of Credit and Financial Guarantees — The fair values of commitments to extend credit are estimated using the fees currently charged to enter into similar agreements, taking into account the remaining terms of the agreements and the present creditworthiness of the counterparties. For fixed-rate loan commitments, fair value also considers the difference between current levels of interest rates and the committed rates. The fair values of guarantees and letters of credit are based on fees currently charged for similar agreements or on the estimated costs to terminate them or otherwise settle the obligations with the counterparties at the reporting date.

The estimated fair value, and related carrying amount, of the Company’s financial instruments are as follows:

	Carrying		Fair
(Dollars in thousands)	Amount		Value		Level 1		Level 2		Level 3
June 30, 2016
Financial assets:
Cash and cash equivalents	$	481,912	$	481,912	$	481,912	$	—	$	—
Investment securities		1,007,060		1,007,370		12,047		995,323		—
Loans held for sale		48,926		48,926		—		48,926		—
Loans, net of allowance for loan losses		6,380,657		6,591,596		—		—		6,591,596
FDIC receivable for loss share agreements		—		—		—		—		—
Accrued interest receivable		18,191		18,191		—		3,941		14,250
Mortgage servicing rights		22,350		22,350		—		—		22,350
Other derivative financial instruments (mortgage banking related)		3,257		3,257		—		3,257		—
Financial liabilities:
Deposits		7,163,926		6,980,410		—		6,980,410		—
Federal funds purchased and securities sold under agreements to repurchase		341,064		341,064		—		341,064		—
Other borrowings		55,254		49,499		—		49,499		—
Accrued interest payable		1,649		1,649		—		1,649		—
Interest rate swap - cash flow hedge		776		776		—		776		—
Other derivative financial instruments (mortgage banking related)		1,437		1,437		—		1,437		—
Off balance sheet financial instruments:
Commitments to extend credit		—		53,838		—		53,838		—
Standby letters of credit and financial guarantees		—		—		—		—		—
December 31, 2015
Financial assets:
Cash and cash equivalents	$	695,794	$	695,794	$	695,794	$	—	$	—
Investment securities		1,027,748		1,028,157		11,489		1,016,668		—
Loans held for sale		41,649		41,649		—		41,649		—
Loans, net of allowance for loan losses		5,970,044		6,068,252		—		—		6,068,252
FDIC receivable for loss share agreements		4,401		(2,452)		—		—		(2,452)
Accrued interest receivable		17,083		17,083		—		3,883		13,200
Mortgage servicing rights		26,202		26,202		—		—		26,202
Other derivative financial instruments (mortgage banking related)		1,415		1,415		—		1,415		—
Financial liabilities:
Deposits		7,100,428		6,785,911		—		6,785,911		—
Federal funds purchased and securities sold under agreements to repurchase		288,231		288,231		—		288,231		—
Other borrowings		55,158		49,762		—		49,762		—
Accrued interest payable		2,190		2,190		—		2,190		—
Interest rate swap - cash flow hedge		718		718		—		718		—
Other derivative financial instruments (mortgage banking related)		120		120		—		120		—
Off balance sheet financial instruments:
Commitments to extend credit		—		23,927		—		23,927		—
Standby letters of credit and financial guarantees		—		—		—		—		—
June 30, 2015
Financial assets:
Cash and cash equivalents	$	593,382	$	593,382	$	593,382	$	—	$	—
Investment securities		860,351		860,806		12,011		848,795		—
Loans held for sale		73,055		73,055		—		73,055		—
Loans, net of allowance for loan losses		5,749,270		5,805,702		—		—		5,805,702
FDIC receivable for loss share agreements		11,035		2,615		—		—		2,615
Accrued interest receivable		16,643		16,643		—		3,605		13,038
Mortgage servicing rights		25,325		25,325		—		—		25,325
Interest rate swap - non-designated hedge		156		156		—		156		—
Other derivative financial instruments (mortgage banking related)		2,418		2,418		—		2,418		—
Financial liabilities:
Deposits		6,667,528		6,372,390		—		6,372,390		—
Federal funds purchased and securities sold under agreements to repurchase		287,903		287,903		—		287,903		—
Other borrowings		55,055		50,714		—		50,714		—
Accrued interest payable		2,489		2,489		—		2,489		—
Interest rate swap - cash flow hedge		806		806		—		806		—
Interest rate swap - non-designated hedge		156		156		—		156		—
Other derivative financial instruments (mortgage banking related)		266		266		—		266		—
Off balance sheet financial instruments:
Commitments to extend credit		—		31,401		—		31,401		—
Standby letters of credit and financial guarantees		—		—		—		—		—

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Note 15 — Accumulated Other Comprehensive Income (Loss)

The changes in each components of accumulated other comprehensive income (loss), net of tax, were as follows:

			Unrealized Gains
			and Losses		Gains and
			on Securities		Losses on
	Benefit		Available		Cash Flow
(Dollars in thousands)	Plans		for Sale		Hedges		Total
Three Months Ended June 30, 2016
Balance at March 31, 2016	$	(5,889)	$	9,887	$	(493)	$	3,505
Other comprehensive income (loss) before reclassifications		—		2,865		(28)		2,837
Amounts reclassified from accumulated other comprehensive income (loss)		126		—		42		168
Net comprehensive income		126		2,865		14		3,005
Balance at June 30, 2016	$	(5,763)	$	12,752	$	(479)	$	6,510
Three Months Ended June 30, 2015
Balance at March 31, 2016	$	(5,175)	$	8,730	$	(557)	$	2,998
Other comprehensive income (loss) before reclassifications		—		(5,126)		18		(5,108)
Amounts reclassified from accumulated other comprehensive income (loss)		139		—		40		179
Net comprehensive income (loss)		139		(5,126)		58		(4,929)
Balance at June 30, 2015	$	(5,036)	$	3,604	$	(499)	$	(1,931)
Six Months Ended June 30, 2016
Balance at December 31, 2015	$	(6,015)	$	2,588	$	(444)	$	(3,871)
Other comprehensive income (loss) before reclassifications		—		10,240		(123)		10,117
Amounts reclassified from accumulated other comprehensive income (loss)		252		(76)		88		264
Net comprehensive income (loss)		252		10,164		(35)		10,381
Balance at June 30, 2016	$	(5,763)	$	12,752	$	(479)	$	6,510
Six Months Ended June 30, 2015
Balance at December 31, 2014	$	(5,315)	$	5,467	$	(529)	$	(377)
Other comprehensive loss before reclassifications		—		(1,863)		(57)		(1,920)
Amounts reclassified from accumulated other comprehensive income (loss)		279		—		87		366
Net comprehensive income (loss)		279		(1,863)		30		(1,554)
Balance at June 30, 2015	$	(5,036)	$	3,604	$	(499)	$	(1,931)

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The table below presents the reclassifications out of accumulated other comprehensive income (loss), net of tax:

	Amount Reclassified from Accumulated Other Comprehensive Income (Loss)
(Dollars in thousands)	For the Three Months Ended June 30,				For the Six Months Ended June 30,
Accumulated Other Comprehensive Income (Loss) Component	2016		2015		2016		2015		Income Statement Line Item Affected
Losses on cash flow hedges:
Interest rate contracts	$	68	$	64	$	142	$	140	Interest expense
		(26)		(24)		(54)		(53)	Provision for income taxes
		42		40		88		87	Net income
Gains on sales of available for sale securities:
	$	—	$	—	$	(122)	$	—	Other noninterest income
		—		—		46		—	Provision for income taxes
		—		—		(76)		—	Net income
Amortization of defined benefit pension:
Actuarial losses	$	204	$	225	$	408	$	450	Salaries and employee benefits
		(78)		(86)		(156)		(171)	Provision for income taxes
		126		139		252		279	Net income
Total reclassifications for the period	$	168	$	179	$	264	$	366

Note 16 — Derivative Financial Instruments

Cash Flow Hedge of Interest Rate Risk

The Company utilizes an interest rate swap agreement to convert a portion of its variable-rate debt to a fixed rate (cash flow hedge).  During 2009, the Company entered into a forward starting interest rate swap agreement with a notional amount of $8.0 million to manage interest rate risk due to periodic rate resets on its junior subordinated debt issued by SCBT Capital Trust II, an unconsolidated subsidiary of the Company established for the purpose of issuing trust preferred securities.  The Company hedges the variable rate cash flows of subordinated debt against future interest rate increases by using an interest rate swap that effectively fixed the rate on the debt beginning on June 15, 2010, at which time the debt contractually converted from a fixed interest rate to a variable interest rate.  This hedge expires on June 15, 2019.  The notional amount on which the interest payments are based will not be exchanged.  This derivatives contract calls for the Company to pay a fixed rate of 4.06% on $8.0 million notional amount and receive a variable rate of three-month LIBOR on the $8.0 million notional amount.

The Company recognized an after-tax unrealized gain on its cash flow hedge in other comprehensive income of $14,000 for the three months ended June 30, 2016 and an unrealized loss of $35,000 for the six months ended June 30, 2016.  This compares to an unrealized gain of $58,000 and $30,000 for the three and six months ended June 30, 2015, respectively.  The Company recognized a $776,000 cash flow hedge liability in other liabilities on the balance sheet at June 30, 2016, compared to an $806,000 liability recognized at June 30, 2015.  There was no ineffectiveness in the cash flow hedge during the three and six months ended June 30, 2016 and 2015.

Credit risk related to the derivative arises when amounts receivable from the counterparty (derivatives dealer) exceed those payable.  The Company controls the risk of loss by only transacting with derivatives dealers that are national market makers whose credit ratings are strong. Each party to the interest rate swap is required to provide collateral in the form of cash or securities to the counterparty when the counterparty’s exposure to a mark-to-market replacement value exceeds certain negotiated limits.  These limits are typically based on current credit ratings and vary with ratings changes.  As of June 30, 2016 and 2015, the Company provided $850,000 of collateral, which is included in cash and cash equivalents on the balance sheet as interest-bearing deposits with banks.  Also, the Company has a netting agreement with the counterparty.

Mortgage Banking

The Company also has derivatives contracts that are classified as non-designated hedges.  These derivatives contracts are a part of the Company’s risk management strategy for its mortgage banking activities.  These instruments may include financial forwards, futures contracts, and options written and purchased, which are used to hedge mortgage servicing rights; while forward sales commitments are typically used to hedge the mortgage pipeline.  Such instruments derive their cash flows, and therefore their values, by reference to an underlying instrument, index or referenced interest rate.  The Company does not elect hedge accounting treatment for any of these derivative instruments and as a result,

44

changes in fair value of the instruments (both gains and losses) are recorded in the Company’s consolidated statements of income in mortgage banking income.

Mortgage Servicing Rights

Derivatives contracts related to mortgage servicing rights are used to help offset changes in fair value and are written in amounts referred to as notional amounts.  Notional amounts provide a basis for calculating payments between counterparties but do not represent amounts to be exchanged between the parties, and are not a measure of financial risk.  On June 30, 2016, the Company had derivative financial instruments outstanding with notional amounts totaling $120.0 million related to mortgage servicing rights, compared to $91.0 million on June 30, 2015.  The estimated net fair value of the open contracts related to the mortgage servicing rights was recorded as a gain of $1.8 million at June 30, 2016, compared to a loss of $266,000 at June 30, 2015.

Mortgage Pipeline

The following table presents the Company’s notional value of forward sale commitments and the fair value of those obligations along with the fair value of the mortgage pipeline.

(Dollars in thousands)	June 30, 2016		December 31, 2015		June 30, 2015
Mortgage loan pipeline	$	129,570	$	87,486	$	114,782
Expected closures		97,177		65,615		86,087
Fair Value of mortgage loan pipeline commitments		3,257		1,415		1,319
Forward sales commitments		120,000		73,000		124,000
Fair value of forward commitments		(1,437)		(21)		1,099

Note 17 — Capital Ratios

The Company is subject to regulations with respect to certain risk-based capital ratios. These risk-based capital ratios measure the relationship of capital to a combination of balance sheet and off-balance sheet risks. The values of both balance sheet and off-balance sheet items are adjusted based on the rules to reflect categorical credit risk. In addition to the risk-based capital ratios, the regulatory agencies have also established a leverage ratio for assessing capital adequacy. The leverage ratio is equal to Tier 1 capital divided by total consolidated on-balance sheet assets (minus amounts deducted from Tier 1 capital).  The leverage ratio does not involve assigning risk weights to assets.

In July 2013, the Federal Reserve announced its approval of a final rule to implement the regulatory capital reforms developed by the Basel Committee on Banking Supervision (“Basel III”), among other changes required by the Dodd-Frank Wall Street Reform and Consumer Protection Act.  The new rules became effective January 1, 2015, subject to a phase-in period for certain aspects of the new rules.

As applied to the Company and the Bank, the new rules include a new minimum ratio of common equity Tier 1 capital ("CET1") to risk-weighted assets of 4.5%. The new rules also raised the minimum required ratio of Tier 1 capital to risk-weighted assets from 4% to 6%.  The minimum required leverage ratio under the new rules is 4%.   The minimum required total capital to risk-weighted assets ratio remains at 8% under the new rules.

In order to avoid restrictions on capital distributions and discretionary bonus payments to executives, under the new rules a covered banking organization is also required to maintain a “capital conservation buffer” in addition to its minimum risk-based capital requirements. This buffer is required to consist solely of common equity Tier 1, and the buffer applies to all three risk-based measurements (CET1, Tier 1 capital and total capital).  The capital conservation buffer will be phased in incrementally over time, beginning January 1, 2016 and becoming fully effective on January 1, 2019, and will ultimately consist of an additional amount of Tier 1 common equity equal to 2.5% of risk-weighted assets.

The Bank is also subject to the regulatory framework for prompt corrective action, which identifies five capital categories for insured depository institutions (well capitalized, adequately capitalized, undercapitalized, significantly undercapitalized, and critically undercapitalized) and is based on specified thresholds for each of the three risk-based regulatory capital ratios (CET1, Tier 1 capital and total capital) and for the leverage ratio.

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The following table presents actual and required capital ratios as of June 30, 2016, December 31, 2015 and June 30, 2015 for the Company and the Bank under the Basel III capital rules.  The minimum required capital amounts presented include the minimum required capital levels as of June 30, 2016 based on the phase-in provisions of the Basel III Capital Rules and the minimum required capital levels as of January 1, 2019 when the Basel III Capital Rules have been fully phased-in.  Capital levels required to be considered well capitalized are based upon prompt corrective action regulations, as amended to reflect the changes under the Basel III Capital Rules.

					Minimum Capital				Minimum Capital				Required to be
					Required - Basel III				Required - Basel III				Considered Well
	Actual				Phase-In Schedule				Fully Phased In				Capitalized
(Dollars in thousands)	Amount		Ratio		Capital Amount		Ratio		Capital Amount		Ratio		Capital Amount		Ratio
June 30, 2016
Common equity Tier 1 to risk-weighted assets:
Consolidated	$	741,000	11.23	%	$	338,086	5.125	%	$	461,776	7.00	%	$	428,792	6.50	%
South State Bank (the Bank)		766,183	11.62	%		337,972	5.125	%		461,620	7.00	%		428,647	6.50	%
Tier 1 capital to risk-weighted assets:
Consolidated		793,116	12.02	%		395,808	6.00	%		560,728	8.50	%		527,744	8.00	%
South State Bank (the Bank)		766,183	11.62	%		395,674	6.00	%		560,539	8.50	%		527,566	8.00	%
Total capital to risk-weighted assets:
Consolidated		834,102	12.64	%		527,744	8.00	%		692,665	10.50	%		659,681	10.00	%
South State Bank (the Bank)		807,084	12.24	%		527,566	8.00	%		692,430	10.50	%		659,457	10.00	%
Tier 1 capital to average assets (leverage ratio):
Consolidated		793,116	9.51	%		333,587	4.00	%		333,587	4.00	%		416,984	5.00	%
South State Bank (the Bank)		766,183	9.19	%		333,433	4.00	%		333,433	4.00	%		416,791	5.00	%
December 31, 2015:
Common equity Tier 1 to risk-weighted assets:
Consolidated	$	711,577	11.84	%	$	270,432	4.50	%	$	420,762	7.00	%	$	390,624	6.50	%
South State Bank (the Bank)		740,532	12.33	%		270,354	4.50	%		420,550	7.00	%		390,511	6.50	%
Tier 1 capital to risk-weighted assets:
Consolidated		763,590	12.71	%		360,576	6.00	%		510,817	8.50	%		480,768	8.00	%
South State Bank (the Bank)		740,532	12.33	%		360,471	6.00	%		510,668	8.50	%		480,629	8.00	%
Total capital to risk-weighted assets:
Consolidated		801,745	13.34	%		480,768	8.00	%		631,009	10.50	%		600,961	10.00	%
South State Bank (the Bank)		778,538	12.96	%		480,629	8.00	%		630,825	10.50	%		600,786	10.00	%
Tier 1 capital to average assets (leverage ratio):
Consolidated		763,590	9.31	%		328,085	4.00	%		328,085	4.00	%		410,107	5.00	%
South State Bank (the Bank)		740,532	9.03	%		327,854	4.00	%		327,854	4.00	%		409,818	5.00	%
June 30, 2015:
Common equity Tier 1 to risk-weighted assets:
Consolidated	$	695,107	12.16	%	$	257,546	4.50	%	$	400,628	7.00	%	$	372,011	6.50	%
South State Bank (the Bank)		725,545	12.68	%		257,452	4.50	%		400,480	7.00	%		371,874	6.50	%
Tier 1 capital to risk-weighted assets:
Consolidated		745,570	13.03	%		343,395	6.00	%		486,476	8.50	%		457,860	8.00	%
South State Bank (the Bank)		725,545	12.68	%		343,269	6.00	%		486,297	8.50	%		457,692	8.00	%
Total capital to risk-weighted assets:
Consolidated		785,245	13.72	%		457,860	8.00	%		600,941	10.50	%		572,325	10.00	%
South State Bank (the Bank)		765,221	13.38	%		457,692	8.00	%		600,720	10.50	%		572,115	10.00	%
Tier 1 capital to average assets (leverage ratio):
Consolidated		745,570	9.68	%		308,071	4.00	%		308,071	4.00	%		385,089	5.00	%
South State Bank (the Bank)		725,545	9.43	%		307,881	4.00	%		307,881	4.00	%		384,851	5.00	%

As of June 30, 2016, December 31, 2015, and June 30, 2015, the capital ratios of the Company and the Bank were well in excess of the minimum regulatory requirements and exceeded the thresholds for the “well capitalized” regulatory classification.

Note 18—Goodwill and Other Intangible Assets

The carrying amount of goodwill was $338.3 million at June 30, 2016. The Company’s other intangible assets, consisting of core deposit intangibles, noncompete intangibles, and client list intangibles are included on the face of the balance sheet.  The following is a summary of gross carrying amounts and accumulated amortization of other intangible assets:

	June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015
Gross carrying amount	$	82,154	$	82,154	$	75,354
Accumulated amortization		(38,525)		(34,729)		(30,094)
	$	43,629	$	47,425	$	45,260

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Amortization expense totaled $1.9 million and $3.8 million for the three and six months ended June 30, 2016, respectively, compared to $2.0 million and $4.0 million for the three and six months ended June 30, 2015.  Other intangibles are amortized using either the straight-line method or an accelerated basis over their estimated useful lives, with lives generally between two and 15 years.  Estimated amortization expense for other intangibles for each of the next five quarters is as follows:

Quarter ending:
September 30, 2016	$	1,891
December 31, 2016		1,890
March 31, 2017		1,810
June 30, 2017		1,798
September 30, 2017		1,797
Thereafter		34,443
	$	43,629

Note 19 — Loan Servicing, Mortgage Origination, and Loans Held for Sale

As of June 30, 2016, December 31, 2015, and June 30, 2015, the portfolio of residential mortgages serviced for others, which is not included in the accompanying balance sheets, was $2.6 billion, $2.6 billion, and $2.5 billion, respectively. Servicing loans for others generally consists of collecting mortgage payments, maintaining escrow accounts and disbursing payments to investors.  The amount of contractually specified servicing fees earned by the Company during the three and six months ended June 30, 2016 and June 30, 2015 was $1.8 million and $3.4 million, and $1.5 million and $3.0 million, respectively. Servicing fees are recorded in mortgage banking income in the Company’s consolidated statements of income.

At June 30, 2016, December 31, 2015, and June 30, 2015, mortgage servicing rights (“MSRs”) were $22.3 million, $26.2 million, and $25.3 million on the Company’s consolidated balance sheets, respectively.  MSRs are recorded at fair value with changes in fair value recorded as a component of mortgage banking income in the consolidated statements of income. The market value adjustments related to MSRs recorded in mortgage banking income for the three and six months ended June 30, 2016 and June 30, 2015 were losses of $1.9 million and $4.5 million, compared with gains of $2.4 million and $1.5 million, respectively.  Since the merger with FFHI, the Company has used various free standing derivative instruments to mitigate the income statement effect of changes in fair value due to changes in market value adjustments and to changes in valuation inputs and assumptions related to MSRs.

See Note 14 — Fair Value page 41 for the changes in fair value of MSRs. The following table presents the changes in the fair value of the offsetting hedge.

	Three Months Ended				Six Months Ended
(Dollars in thousands)	June 30, 2016		June 30, 2015		June 30, 2016		June 30, 2015
Increase (decrease) in fair value of MSRs	$	(1,870)	$	2,374	$	(4,476)	$	1,539
Decay of MSRs		(990)		(899)		(1,769)		(1,736)
Gains (losses) related to derivatives	$	1,968	$	(1,092)	$	5,013	$	430
Net effect on statements of income	$	(892)	$	383	$	(1,232)	$	233

The fair value of MSRs is highly sensitive to changes in assumptions and fair value is determined by estimating the present value of the asset’s future cash flows utilizing market-based prepayment rates, discount rates and other assumptions validated through comparison to trade information, industry surveys and with the use of independent third party appraisals. Changes in prepayment speed assumptions have the most significant impact on the fair value of MSRs. Generally, as interest rates decline, mortgage loan prepayments accelerate due to increased refinance activity, which results in a decrease in the fair value of the MSR. Measurement of fair value is limited to the conditions existing and the assumptions utilized as of a particular point in time, and those assumptions may not be appropriate if they are applied at a different time. See Note 14 —  Fair Value for additional information regarding fair value.

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The characteristics and sensitivity analysis of the MSR are included in the following table.

	June 30,			December 31,			June 30,
(Dollars in thousands)	2016			2015			2015
Composition of residential loans serviced for others
Fixed-rate mortgage loans		99.5	%		99.4	%		99.3	%
Adjustable-rate mortgage loans		0.5	%		0.6	%		0.7	%
Total		100.0	%		100.0	%		100.0	%
Weighted average life		5.60	years		7.05	years		7.38	years
Constant Prepayment rate (CPR)		12.7	%		9.6	%		9.0	%
Weighted average discount rate		9.8	%		9.8	%		9.7	%
Effect on fair value due to change in interest rates
25 basis point increase	$	2,106		$	1,562		$	1,335
50 basis point increase		3,977			2,950			2,490
25 basis point decrease		(2,334)			(1,866)			(1,567)
50 basis point decrease		(4,492)			(4,021)			(3,313)

The sensitivity calculations in the previous table are hypothetical and should not be considered to be predictive of future performance. Changes in fair value based on adverse changes in assumptions generally cannot be extrapolated because the relationship of the changes in assumptions to fair value may not be linear. Also, the effects of an adverse variation in a particular assumption on the fair value of the MSRs is calculated without changing any other assumptions, while in reality, changes in one factor may result in changing another, which may magnify or contract the effect of the change.

Custodial escrow balances maintained in connection with the loan servicing were $19.2 million and $17.8 million at June 30, 2016 and June 30, 2015, respectively.

Mandatory cash forwards and whole loan sales were $179.5 million and $315.4 million for the three and six months ended June 30, 2016, respectively, compared to $259.0 million and $455.0 million for the three and six months ended June 30, 2015, respectively. For the three and six months ended June 30, 2016, $150.2 million and $243.5 million, or 83.7% and 77.2%, respectively, were sold with the servicing rights retained by the company, compared to $204.0 million and $351.1 million, or 78.8% and 77.2%, for the three and six months ended June 30, 2015, respectively.

Loans held for sale have historically been comprised of residential mortgage loans awaiting sale in the secondary market, which generally settle in 15 to 45 days. Loans held for sale, which consists primarily of residential mortgage loans to be sold in the secondary market, were $48.9 million, $41.6 million, and $73.1 million at June 30, 2016, December 31, 2015, and June 30, 2015, respectively.

Note 20 – Investments in Qualified Affordable Housing Projects

The Company has investments in qualified affordable housing projects (“QAHPs”) that provide low income housing tax credits and operating loss benefits over an extended period.  The tax credits and the operating loss tax benefits that are generated by each of the properties are expected to exceed the total value of the investment made by the Company. For the six months ended June 30, 2016, tax credits and other tax benefits of $1.2 million and amortization of $729,000 were recorded.  For the six months ended June 30, 2015, the Company recorded tax credits and other tax benefits of $918,000 and amortization of $655,000.  At June 30, 2016 and 2015, the Company’s carrying value of QAHPs was $27.6 million and $12.7 million, respectively, with an original investment of $35.8 million.  The Company has $15.5 million and $1.1 million in remaining funding obligations related to these QAHPs recorded in liabilities at June 30, 2016 and 2015, respectively.  None of the original investment will be repaid.  The investment in QAHPs is being accounted for using the equity method.

Note 21 – Repurchase Agreements

Securities sold under agreements to repurchase ("repurchase agreements") represent funds received from customers, generally on an overnight or continuous basis, which are collateralized by investment securities owned or, at times, borrowed and re-hypothecated by the Company. Repurchase agreements are subject to terms and conditions of the master repurchase agreements between the Company and the client and are accounted for as secured borrowings.

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Repurchase agreements are included in federal funds purchased and securities sold under agreements to repurchase on the condensed consolidated balance sheets.

At June 30, 2016, December 31, 2015 and June 30, 2015, the Company's repurchase agreement totaled $272.6 million, $219.9 million, and $228.7 million, respectively. All of the Company’s repurchase agreements were overnight or continuous (until-further-notice) agreements at June 30, 2016, December 31, 2015 and June 30, 2015.  These borrowings were collateralized with government, government-sponsored enterprise, or state and political subdivision-issued securities with a carrying value of $272.6 million, $219.9 million and $228.7 million at June 30, 2016, December 31, 2015 and June 30, 2015, respectively. Declines in the value of the collateral would require the Company to increase the amounts of securities pledged.

Note 22 – Subsequent Events

The Company has evaluated subsequent events for accounting and disclosure purposes through the date the financial statements are issued and has determined that there is no disclosure necessary.

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Item 2.  MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Management’s Discussion and Analysis of Financial Condition and Results of Operations relates to the financial statements contained in this Quarterly Report beginning on page 1.  For further information, refer to Management’s Discussion and Analysis of Financial Condition and Results of Operations appearing in the Annual Report on Form 10-K for the year ended December 31, 2015.  Results for the three and six months ended June 30, 2016 are not necessarily indicative of the results for the year ending December 31, 2016 or any future period.

Overview

We are a bank holding company headquartered in Columbia, South Carolina, and were incorporated under the laws of South Carolina in 1985.  We provide a wide range of banking services and products to our customers through our wholly-owned bank subsidiary, South State Bank (the “Bank”), a South Carolina-chartered commercial bank that opened for business in 1934.  The Bank also operates Minis & Co., Inc. and First Southeast 401k Fiduciaries, both wholly owned registered investment advisors; and First Southeast Investor Services, a wholly owned limited service broker dealer.  The Company does not engage in any significant operations other than the ownership of our banking subsidiary.

At June 30, 2016, we had approximately $8.7 billion in assets and 2,032 full-time equivalent employees.  Through the Bank, we provide our customers with checking accounts, NOW accounts, savings and time deposits of various types, brokerage services and alternative investment products such as annuities and mutual funds, trust and asset management services, business loans, agriculture loans, real estate loans, personal use loans, home improvement loans, manufactured housing loans, automobile loans, credit cards, letters of credit, home equity lines of credit, safe deposit boxes, bank money orders, wire transfer services, correspondent banking services, and use of ATM facilities.

We have pursued, and continue to pursue, a growth strategy that focuses on organic growth, supplemented by acquisition of select financial institutions, or branches in certain market areas.

The following discussion describes our results of operations for the three and six months ended June 30, 2016 as compared to the three and six months ended June 30, 2015 and also analyzes our financial condition as of June 30, 2016 as compared to December 31, 2015 and June 30, 2015.  Like most financial institutions, we derive most of our income from interest we receive on our loans and investments.  Our primary source of funds for making these loans and investments is our deposits, on which we may pay interest.  Consequently, one of the key measures of our success is the amount of our net interest income, or the difference between the income on our interest-earning assets, such as loans and investments, and the expense on our interest-bearing liabilities, such as deposits.  Another key measure is the spread between the yield we earn on these interest-earning assets and the rate we pay on our interest-bearing liabilities.

Of course, there are risks inherent in all loans, so we maintain an allowance for loan losses (sometimes referred to as “ALLL”) to absorb probable losses on existing loans that may become uncollectible.  We establish and maintain this allowance by charging a provision for loan losses against our operating earnings.  In the following section, we have included a detailed discussion of this process.

In addition to earning interest on our loans and investments, we earn income through fees and other services we charge to our customers.  We incur costs in addition to interest expense on deposits and other borrowings, the largest of which is salaries and employee benefits.  We describe the various components of this noninterest income and noninterest expense in the following discussion.

The following section also identifies significant factors that have affected our financial position and operating results during the periods included in the accompanying financial statements.  We encourage you to read this discussion and analysis in conjunction with the financial statements and the related notes and the other statistical information also included in this report.

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Recent Events

Southeastern Bank Financial Corporation Acquisition

On June 16, 2016, South State Corporation (“SSB”) entered into an Agreement and Plan of Merger with Southeastern Bank Financial Corporation, a Georgia corporation ("SBFC") and a bank holding company headquartered in Augusta, Georgia.  The Merger Agreement provides that, upon the terms and subject to the conditions set forth therein, SBFC will merge with and into SSB, with the Company as the surviving corporation in the Merger.  Immediately following the Merger, SBFC's wholly owned bank subsidiary, Georgia Bank & Trust Company, will merge with and into the Bank, with the Bank as the surviving entity in the bank merger.  At June 30, 2016, SBFC reported $1.9 billion in total assets, $1.0 billion in loans and $1.6 billion in deposits.  Georgia Bank & Trust has nine full service branches in Augusta, Georgia, three full service branches in Aiken, South Carolina that serve individuals and businesses and a limited service loan production office in Athens, Georgia.

Under the terms of the merger agreement, SBFC common shareholders will receive aggregate consideration of approximately 4,929,958 shares of SSB common stock.   The common stock consideration is based upon a fixed exchange ratio of 0.7307 shares of SSB common stock for each of the outstanding shares of SBFC common stock. 

The transaction is subject to regulatory approvals, the affirmative vote of both SSB’s and SBFC’s shareholders, and other customary closing conditions.  The transaction is expected to close during the first quarter of 2017.

Branch Initiatives

During the fourth quarter of 2015, the Company announced the planned consolidation of 11 locations during the second, third and fourth quarters of 2016.  Nine locations will be consolidated and two branches will be converted to drive-thru only locations.  Cost savings are expected to total $3.0 million in 2017; however, these resources are expected to be deployed to support the continued growth of South State as we approach $10.0 billion in total assets.  One-time costs are expected to total $3.0 million from this initiative.  During the second quarter of 2016, eight of these branches were consolidated and the company incurred $1.6 million in cost.

Critical Accounting Policies

We have established various accounting policies that govern the application of accounting principles generally accepted in the United States (“GAAP”) in the preparation of our financial statements.  Significant accounting policies are described in Note 1 to the audited consolidated financial statements in our Annual Report on Form 10-K for the year ended December 31, 2015.  These policies may involve significant judgments and estimates that have a material impact on the carrying value of certain assets and liabilities.  Different assumptions made in the application of these policies could result in material changes in our financial position and results of operations.

Allowance for Loan Losses

The allowance for loan losses reflects the estimated losses that will result from the inability of our bank’s borrowers to make required loan payments.  In determining an appropriate level for the allowance, we identify portions applicable to specific loans as well as providing amounts that are not identified with any specific loan but are derived with reference to actual loss experience, loan types, loan volumes, economic conditions, and industry standards.  Changes in these factors may cause our estimate of the allowance to increase or decrease and result in adjustments to the provision for loan losses.  See “Note 6 — Loans and Allowance for Loan Losses” in this Form 10-Q, “Provision for Loan Losses and Nonperforming Assets” in this Management’s Discussion and Analysis of Financial Condition and Results of Operation (“MD&A”) and “Allowance for Loan Losses” in Note 1 to the audited consolidated financial statements in our Annual Report on Form 10-K for the year ended December 31, 2015 for further detailed descriptions of our estimation process and methodology related to the allowance for loan losses.

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Goodwill and Other Intangible Assets

Goodwill represents the excess of the purchase price over the sum of the estimated fair values of the tangible and identifiable intangible assets acquired less the estimated fair value of the liabilities assumed in a business combination.  As of June 30, 2016, December 31, 2015 and June 30, 2015, the balance of goodwill was $338.3 million, $338.3 million, and $317.7 million, respectively.  Goodwill has an indefinite useful life and is evaluated for impairment annually or more frequently if events and circumstances indicate that the asset might be impaired.  An impairment loss is recognized to the extent that the carrying amount exceeds the asset’s fair value. The goodwill impairment analysis is a two-step test. The first step, used to identify potential impairment, involves comparing each reporting unit’s estimated fair value to its carrying value, including goodwill.  If the estimated fair value of a reporting unit exceeds its carrying value, goodwill is not considered to be impaired.  If the carrying value exceeds estimated fair value, there is an indication of potential impairment and the second step is performed to measure the amount of impairment, if any.

If required, the second step involves calculating an implied fair value of goodwill for each reporting unit for which the first step indicated impairment.  The implied fair value of goodwill is determined in a manner similar to the amount of goodwill calculated in a business combination, by measuring the excess of the estimated fair value of the reporting unit, as determined in the first step, over the aggregate estimated fair values of the individual assets, liabilities and identifiable intangibles as if the reporting unit was being acquired in a business combination.  If the implied fair value of goodwill exceeds the carrying value of goodwill assigned to the reporting unit, there is no impairment.  If the carrying value of goodwill assigned to a reporting unit exceeds the implied fair value of the goodwill, an impairment charge is recorded for the excess.  An impairment loss cannot exceed the carrying value of goodwill assigned to a reporting unit, and the loss establishes a new basis in the goodwill. Subsequent reversal of goodwill impairment losses is not permitted.   Management has determined that the Company has two reporting units.

Our stock price has historically traded above its book value.  As of June 30, 2016, book value was $45.64 per common share.  The lowest trading price during the first six months of 2016, as reported by the NASDAQ Global Select Market, was $59.19 per share, and the stock price closed on June 30, 2016 at $68.05 per share, which is above book value.  In the event our stock was to consistently trade below its book value during the reporting period, we would consider performing an evaluation of the carrying value of goodwill as of the reporting date.  Such a circumstance would be one factor in our evaluation that could result in an eventual goodwill impairment charge.  We evaluated the carrying value of goodwill as of April 30, 2016, our annual test date, and determined that no impairment charge was necessary.  Additionally, should our future earnings and cash flows decline and/or discount rates increase, an impairment charge to goodwill and other intangible assets may be required.

Core deposit intangibles, client list intangibles, and noncompetition (“noncompete”) intangibles consist of costs that resulted from the acquisition of other banks from other financial institutions.  Core deposit intangibles represent the estimated value of long-term deposit relationships acquired in these transactions.  Client list intangibles represent the value of long-term client relationships for the wealth and trust management business.  Noncompete intangibles represent the value of key personnel relative to various competitive factors such as ability to compete, willingness or likelihood to compete, and feasibility based upon the competitive environment, and what the Bank could lose from competition.  These costs are amortized over the estimated useful lives, such as deposit accounts in the case of core deposit intangible, on a method that we believe reasonably approximates the anticipated benefit stream from this intangible.  The estimated useful lives are periodically reviewed for reasonableness.

Income Taxes and Deferred Tax Assets

Income taxes are provided for the tax effects of the transactions reported in our condensed consolidated financial statements and consist of taxes currently due plus deferred taxes related to differences between the tax basis and accounting basis of certain assets and liabilities, including available-for-sale securities, allowance for loan losses, write downs of OREO properties, accumulated depreciation, net operating loss carryforwards, accretion income, deferred compensation, intangible assets, mortgage servicing rights, and pension plan and post-retirement benefits. The deferred tax assets and liabilities represent the future tax return consequences of those differences, which will either be taxable or deductible when the assets and liabilities are recovered or settled. Deferred tax assets and liabilities are reflected at income tax rates applicable to the period in which the deferred tax assets or liabilities are expected to be realized or settled.  A valuation allowance is recorded in situations where it is “more likely than not” that a deferred tax asset is not realizable. As changes in tax laws or rates are enacted, deferred tax assets and liabilities are adjusted through the provision for income taxes.  The Company files a consolidated federal income tax return with its subsidiary.

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The Company recognizes interest and penalties accrued relative to unrecognized tax benefits in its respective federal or state income taxes accounts.  As of June 30, 2016, there were no accruals for uncertain tax positions and no accruals for interest and penalties.  The Company and its subsidiary file a consolidated United States federal income tax return, as well as income tax returns for its subsidiary in the states of South Carolina, Georgia, North Carolina, Florida, Virginia, Alabama, and Mississippi.  Federal tax returns for 2014 and subsequent tax years remain subject to examination by taxing authorities as of June 30, 2016.  State tax returns for 2012 and subsequent tax years remain subject to examination by taxing authorities as of June 30, 2016. 

Other Real Estate Owned

Other real estate owned (“OREO”), consisting of properties obtained through foreclosure or through a deed in lieu of foreclosure in satisfaction of loans or through reclassification of former branch sites, is reported at the lower of cost or fair value, determined on the basis of current valuations obtained principally from independent sources, adjusted for estimated selling costs. At the time of foreclosure or initial possession of collateral, any excess of the loan balance over the fair value of the real estate held as collateral is treated as a charge against the allowance for loan losses. Subsequent adjustments to this value are described below.

Subsequent declines in the fair value of OREO below the new cost basis are recorded through valuation adjustments.  Significant judgments and complex estimates are required in estimating the fair value of OREO, and the period of time within which such estimates can be considered current is significantly shortened during periods of market volatility. In response to market conditions and other economic factors, management may utilize liquidation sales as part of its problem asset disposition strategy.   As a result of the significant judgments required in estimating fair value and the variables involved in different methods of disposition, the net proceeds realized from sales transactions could differ significantly from the current valuations used to determine the fair value of OREO.  Management reviews the value of OREO periodically and adjusts the values as appropriate.  Revenue and expenses from OREO operations as well as gains or losses on sales and any subsequent adjustments to the value are recorded as OREO expense and loan related expense, a component of non-interest expense.  Prior to the termination of our loss share agreements with the FDIC in the second quarter of 2016, revenues, expenses as well as gains or losses on sales of covered OREO were offset to the FDIC indemnification asset.

Business Combinations, Method of Accounting for Loans Acquired, and FDIC Indemnification Asset

We account for acquisitions under FASB ASC Topic 805, Business Combinations, which requires the use of the acquisition method of accounting.  All identifiable assets acquired, including loans, are recorded at fair value.  No allowance for loan losses related to the acquired loans is recorded on the acquisition date because the fair value of the loans acquired incorporates assumptions regarding credit risk.

Acquired credit-impaired loans are accounted for under the accounting guidance for loans and debt securities acquired with deteriorated credit quality, found in FASB ASC Topic 310-30, Receivables—Loans and Debt Securities Acquired with Deteriorated Credit Quality, formerly American Institute of Certified Public Accountants (“AICPA”) Statement of Position (SOP) 03-3, Accounting for Certain Loans or Debt Securities Acquired in a Transfer, and initially measured at fair value, which includes estimated future credit losses expected to be incurred over the life of the loans.  Loans acquired in business combinations with evidence of credit deterioration are considered impaired.  Loans acquired through business combinations that do not meet the specific criteria of FASB ASC Topic 310-30, but for which a discount is attributable, at least in part to credit quality, are also accounted for under this guidance.  Certain acquired loans, including performing loans and revolving lines of credit (consumer and commercial), are accounted for in accordance with FASB ASC Topic 310-20, where the discount is accreted through earnings based on estimated cash flows over the estimated life of the loan.

In accordance with FASB ASC Topic 805, the FDIC indemnification assets are initially recorded at fair value, and are measured separately from the loan assets and foreclosed assets because the loss sharing agreements are not contractually embedded in them or transferrable with them in the event of disposal. The FDIC indemnification asset is measured at carrying value subsequent to initial measurement. Improved cash flows of the underlying covered assets will result in impairment of the FDIC indemnification asset and amortization through non-interest income over the shorter of the lives of the FDIC indemnification asset or the underlying loans. Impairment of the underlying covered assets will result in improved cash flows of the FDIC indemnification asset and a credit to the provision for loan losses for acquired loans

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will result.  As noted above, during the second quarter of 2016, the Bank entered into an agreement with the FDIC for the early termination of all of its outstanding loss share agreements.  As a result, the Company no longer has any covered assets. 

For further discussion of the Company’s loan accounting and acquisitions, see “Business Combinations and Method of Accounting for Loans Acquired” in our Annual Report on Form 10-K for the year ended December 31, 2015, Note 4—Mergers and Acquisitions to the unaudited condensed consolidated financial statements and Note 6—Loans and Allowance for Loan Losses to the unaudited condensed consolidated financial statements.

Results of Operations

We reported consolidated net income of $24.5 million, or diluted earnings per share (“EPS”) of $1.01, for the second quarter of 2016 as compared to consolidated net income of $24.9 million, or diluted EPS of $1.03, in the comparable period of 2015.  The $356,000 decrease in consolidated net income was the net result of the following items:

· A decrease in interest income of $1.4 million which resulted from $9.4 million in lower acquired loan interest income partially offset by $7.5 million in higher non-acquired loan interest income and $575,000 in higher investment securities interest income;

· Lower interest expense of $508,000 which resulted from both the repricing of $20.6 million of trust preferred debt from a fixed rate of 5.92% to a variable rate of three month LIBOR plus 159 basis points in the third quarter of 2015, and lower interest paid on deposits as rates have remained at historic lows;

· Lower provision for loan losses by $418,000 which mainly resulted from a $541,000 decline in the provision for loan losses within the acquired loan portfolio due to the improvement in asset quality;

· Higher noninterest income of $2.0 million which resulted from $3.8 million improvement in fees of deposit accounts and a $2.2 million increase in other income partially offset by a $2.4 million increase in amortization of the FDIC indemnification asset due to the early termination of all FDIC loss share agreements and a $1.5 million decline in mortgage banking income;

· Higher noninterest expense of $2.3 million in the second quarter of 2016 to $73.8 million compared to the same period in 2015 of $71.5 million.  The largest increase was in other noninterest expense of $1.2 million, salaries and employee benefits expense of $783,000, bankcard expense of $755,000, and information services expense of $701,000, partially offset by lower OREO and loan related expense of $1.1 million; and

· A decrease in the provision for income taxes of $393,000 due to lower pre-tax income and a lower effective tax rate.

Diluted EPS was $1.01 compared to $1.03 in the comparable period in 2015.  The decline was due to a 1.4% decrease in net income.

Our asset quality related to non-acquired loans continues to improve from the end of 2015 and the end of the first quarter in 2016.  Non-acquired nonperforming assets declined from $27.0 million at March 31, 2016 to $25.2 million at June 30, 2016, a decline of $1.8 million.  Compared to the balance of nonperforming assets at June 30, 2015, nonperforming assets decreased $5.3 million due to a reduction in nonperforming loans of $6.3 million.  This reduction was partially offset by an increase in non-acquired OREO of $1.0 million.  Our non-acquired OREO decreased by $868,000 from March 31, 2016 to $6.8 million at June 30, 2016.  Annualized net charge-offs for the second quarter of 2016 were 0.06%, or $676,000, down from net charge-offs in the second quarter of 2015 of 0.12%, or $1.1 million, and down from net charge offs in the first quarter of 2016 of 0.09%, or $955,000.

The allowance for loan losses decreased to 0.77% of total non-acquired loans at June 30, 2016, down from 0.79% at March 31, 2016 and 0.92% at June 30, 2015.  The allowance provides 2.01 times coverage of non-acquired nonperforming loans at June 30, 2016, an increase from 1.83 times at March 31, 2016, and 1.41 times at June 30, 2015.  The Company continues to show improvement in its asset quality numbers and ratios.

During the second quarter of 2016, the Company had net charge-offs related to “acquired non-credit impaired loans” which totaled $181,000, or 0.07% annualized, and accordingly, recorded a provision for loan losses equal to the net charge off for the same amount.  Additionally, we have $4.4 million in nonperforming loans from this loan portfolio, up from $3.9 million at March 31, 2016.

The Company performs ongoing assessments of the estimated cash flows of its acquired credit impaired loan portfolios.  In general, increases in cash flow expectations result in a favorable adjustment to interest income over the

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remaining life of the related loans, and decreases in cash flow expectations result in an immediate recognition of a provision for loans losses.  When a provision for loan losses (impairments) has been recognized in earlier periods, subsequent improvement in cash flows will result in reversals of those impairments.

These ongoing assessments of the acquired loan portfolio resulted in reduced loan interest accretion due to continued decline in loan balances of both the acquired credit impaired and the acquired non-credit impaired portfolio.  The overall credit mark for these loans continued to decline, partially from charge offs and partially from net improvement in expected cash flow.  Below is a summary of the second quarter of 2016 assessment of the impact acquired loan portfolio:

· Removals from the loan pools due to repayments, charge offs, and transfers to OREO or other assets owned through foreclosures resulted in a decline in acquired loan interest income of $2.2 million from the first quarter of 2016, and a decline of $9.4 million compared to the second quarter of 2015.  This resulted from both a decline in the acquired loan balances and a decline in the loan yield to 7.94% from 8.03% in the first quarter of 2016 and from 8.18% in the second quarter of 2015; and

· The amortization of the indemnification asset was higher this quarter due to the early termination with the FDIC of all loss share agreements.  This resulted in a $4.4 million charge compared to $1.5 million, in the first quarter of 2016 and compared to $2.0 million in second quarter of 2015.  The year over year decline was primarily the result of the early termination amount paid to the FDIC of $2.3 million during the second quarter of 2016.

The table below provides an analysis of the total loan portfolio yield which includes both non-acquired and acquired loans (credit impaired and non-credit impaired loan portfolios).  The acquired loan yield declined both from the first quarter of 2016 and the second quarter of 2015 due to acquired credit impaired loans being renewed and the cash flow from these assets being extended out, increasing the weighted average life of the loan pools within all acquired loan portfolios.  This results in lower yields in the acquired loan portfolio.

	Three Months Ended						Six Months Ended
	June 30,			June 30,			June 30,			June 30,
(Dollars in thousands)	2016			2015			2016			2015
Average balances:
Acquired loans, net of allowance for loan losses	$	1,645,263		$	2,053,501		$	1,690,437		$	2,123,275
Non-acquired loans		4,623,448			3,659,674			4,477,109			3,586,745
Total loans, excluding held for sale	$	6,268,711		$	5,713,175		$	6,167,546		$	5,710,020
Interest income:
Noncash interest income on acquired performing loans	$	1,174		$	1,616		$	2,730		$	3,158
Acquired loan interest income		31,297			40,283			64,407			81,659
Total acquired loans		32,471			41,899			67,137			84,817
Non-acquired loans		44,366			36,885			86,928			72,401
Total loans, excluding held for sale	$	76,837		$	78,784		$	154,065		$	157,218
Non-taxable equivalent yield:
Acquired loans		7.94	%		8.18	%		7.99	%		8.06	%
Non-acquired loans		3.86	%		4.04	%		3.90	%		4.07	%
Total loans, excluding held for sale		4.93	%		5.53	%		5.02	%		5.55	%

Compared to the balance at March 31, 2016, our non-acquired loan portfolio has increased $344.2 million, or 31.0% annualized, to $4.8 billion, driven by increases in most categories.  Consumer real estate lending increased by $69.1 million, or 20.0% annualized; consumer non real estate lending by $25.4 million, or 41.4% annualized; commercial owner occupied loans by $22.5 million, or 8.5% annualized; commercial and industrial by $58.4 million, or 42.4% annualized; and commercial non-owner occupied increased $147.2 million, or 60.9% annualized.  The acquired loan portfolio decreased by $91.1 million in the second quarter of 2016 due to continued payoffs, charge-offs, and transfers to OREO.  Since June 30, 2015, the non-acquired loan portfolio has grown by $1.0 billion, or 27.1%, driven by increases in every loan category.  Consumer real estate loans and commercial non-owner occupied real estate loans have led the way and have increased by $248.6 million, or 20.6% and $399.6 million, or 55.4%, respectively, in the past year.

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Non-taxable equivalent net interest income for the quarter decreased $878,000, or 1.1%, compared to the second quarter of 2015.  Non-taxable equivalent net interest margin was down to 4.22% from 4.70% during the second quarter of 2015 due to the increase in cash and federal funds sold from the BOA branch acquisition and due to the decline in the yield on both the non-acquired loan portfolio and acquired loan portfolio.  The rate on interest-bearing liabilities declined 4 basis points during the same period which partially offset the decrease in yield on interesting-earning assets.  Compared to the first quarter of 2016, net interest margin (taxable equivalent) decreased by 10 basis points.  The yield on interest-earning assets decreased by 11 basis points due to both the decline in the yield on the non-acquired loan portfolio and the acquired loan portfolio.  The yield on the non-acquired and acquired loan portfolios declined due to the continued effect of the low interest rate environment on the repricing of the loan portfolios. The yield on the acquired loan portfolio also declined due to the acquired credit impaired loans being renewed and the cash flow from these assets are being extended out and increasing the weighted average life of the loan pools within all acquired loan portfolios.  The rate on interest bearing liabilities declined slightly to 0.15% from 0.16% during the second quarter of 2016.  This decline was mainly attributable to the decline in the cost of certificate of deposits of 7 basis points during this period.

Our quarterly efficiency ratio increased slightly to 64.5% compared to 64.1% from the first quarter of 2016 and from 63.2% in the second quarter of 2015.  The increase in the efficiency ratio compared to the first quarter of 2016 was mainly the result of a 2.5% increase in noninterest expense, partially offset by a 1.8% increase in net interest income and noninterest income.  The increase in noninterest expense was mainly driven by a $1.8 million increase in other noninterest expense which consisted from increases in operational charge-offs, sales and use taxes and secondary mortgage repurchase costs.  The increase in the efficiency ratio compared to the second quarter of 2015 was the result of a 3.2% increase in noninterest expense, partially offset by a 1.1% increase in net interest income and noninterest income.  Compared to the second quarter of 2015, noninterest expense was up by $2.3 million which was driven mainly by an increase in other noninterest expense of $1.2 million, salaries and employee benefits expense of $783,000, bankcard expense of $755,000, and information services expense of $701,000.  The increase in other noninterest expense was mostly related to an increase in operational charge-offs and the increase in salaries and employee benefits, bankcard expense and information services expense is related costs from the Bank of America branch purchases in the third quarter of 2015.

Diluted EPS and basic EPS decreased to $1.01 and $1.02, respectively for the second quarter of 2016, from the second quarter 2015 amounts of $1.03 and $1.04, respectively.  This was the result of a 1.4% decrease in net income.

Selected Figures and Ratios

	Three Months Ended						Six Months Ended
	June 30,						June 30,
(Dollars in thousands)	2016			2015			2016			2015
Return on average assets (annualized)		1.13	%		1.24	%		1.14	%		1.24	%
Return on average equity (annualized)		9.02	%		9.78	%		9.10	%		9.75	%
Return on average tangible equity (annualized)*		14.59	%		16.00	%		14.81	%		16.10	%
Dividend payout ratio **		29.61	%		23.35	%		28.63	%		23.29	%
Equity to assets ratio		12.66	%		12.66	%		12.66	%		12.66	%
Average shareholders’ equity	$	1,093,208		$	1,020,245		$	1,083,403		$	1,008,934

* -   Ratio is a non-GAAP financial measure.  The section titled “Reconciliation of Non-GAAP to GAAP” below provides a table that reconciles non-GAAP measures to GAAP measures.

** - See explanation of the dividend payout ratio below.

· For the three months ended June 30, 2016, return on average tangible equity decreased to 14.59% compared to 16.00% for the same period in 2015.  This decrease was driven by the 8.3% increase in average tangible equity and a 1.5% decrease in net income excluding amortization of intangibles.  Similarly, return on average assets decreased to 1.13%, compared to 1.24% for the three months ended June 30, 2015, due to both an 8.2% increase in average assets and a 1.4% decrease in net income.

· Dividend payout ratio increased to 29.61% for the three months ended June 30, 2016 compared with 23.35% for the three months ended June 30, 2015.  The increase from the comparable period in 2015 primarily reflects the higher percentage increase in the cash dividends declared per common share of 25.0% as compared to a 1.4% decrease in net income.  The dividend payout ratio is calculated by dividing total dividends paid during the quarter by the total net income reported for the same period.

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· Equity to assets ratio remained flat at 12.66% for both June 30, 2016 and 2015.   Total average assets increased 8.2% compared to a 7.2% increase in average equity. 

Reconciliation of Non-GAAP to GAAP

	Three Months Ended						Six Months Ended
	June 30,						June 30,
(Dollars in thousands)	2016			2015			2016			2015
Return on average tangible equity (non-GAAP)		14.59	%		16.00	%		14.81	%		16.10	%
Effect to adjust for intangible assets		(5.57)	%		(6.22)	%		(5.71)	%		(6.35)	%
Return on average equity (GAAP)		9.02	%		9.78	%		9.10	%		9.75	%
Adjusted average shareholders’ equity (non-GAAP)	$	710,213		$	656,039		$	699,443		$	644,035
Average intangible assets		382,995			364,206			383,960			364,899
Average shareholders’ equity (GAAP)	$	1,093,208		$	1,020,245		$	1,083,403		$	1,008,934
Adjusted net income (non-GAAP)	$	25,772		$	26,168		$	51,524		$	51,425
Amortization of intangibles		(1,892)			(1,964)			(3,795)			(3,980)
Tax effect		636			668			1,281			1,353
Net income (GAAP)	$	24,516		$	24,872		$	49,010		$	48,798

The return on average tangible equity is a non-GAAP financial measure. It excludes the effect of the average balance of intangible assets and adds back the after-tax amortization of intangibles to GAAP basis net income.  Management believes that this non-GAAP measure provides additional useful information, particularly since this measure is widely used by industry analysts following companies with prior merger and acquisition activities.  Non-GAAP measures should not be considered as an alternative to any measure of performance or financial condition as promulgated under GAAP, and investors should consider the company’s performance and financial condition as reported under GAAP and all other relevant information when assessing the performance or financial condition of the company.  Non-GAAP measures have limitations as analytical tools, and investors should not consider them in isolation or as a substitute for analysis of our results of financial condition as reported under GAAP.

Net Interest Income and Margin

Summary

Our taxable equivalent (“TE”) net interest margin decreased by 48 basis points from the second quarter of 2015, due to the following:  (1)  a decrease of 52 basis points in the yield on interest-earning assets from the increase in the balance of the lower yielding assets of federal funds sold, reverse repurchase agreements and time deposits from the increase in liquidity gained through the BOA branch acquisition and due to the decline in the yield on both the non-acquired loan portfolio and the acquired loan portfolio, (2) partially offset by a 4 basis point decline in the rate on interest-bearing liabilities in all categories of funding as we continue to remain in a low interest rate environment and by a 19 basis point increase in the rate on federal funds sold, reverse repurchase agreements and time deposits due to the increase in the Federal Funds Rate of 25 basis points in December 2015.  The taxable equivalent net interest margin decreased by 10 basis points from the first quarter of 2016 to 4.27% in the second quarter of 2016, which was mainly the result of the yield on interest-earning assets decreasing by 11 basis points during this period.  This decrease in yield on interest-earning assets was mainly due to the decline in yield on both the non-acquired and acquired loan portfolios.  The non-acquired and acquired loan portfolios declined due to the continued effect of the low interest rate environment on the repricing of the loan portfolios.  The yield on the acquired loan portfolio also declined due to the acquired credit impaired loans being renewed and the cash flow from these assets are being extended out and increasing the weighted average life of the loan pools within all acquired loan portfolios. 

Net interest income decreased from the second quarter of 2015 by $877,000.  This decrease was driven by an 18 basis point decline in the yield on the non-acquired loan portfolio, a 24 basis point decline in the yield on the acquired loan portfolio and a $408.2 million decline in the average balance of the acquired loan portfolio.  This decrease was partially offset by a $963.8 million increase in the average balance of the non-acquired loan portfolio and a 4 basis point decline in the cost of our interest-bearing liabilities.  The decline in the yield on interest-bearing liabilities was due to both the repricing of $20.6 million in trust preferred debt from a fixed rate of 5.92% to a variable rate of three month LIBOR plus

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159 basis points during the third quarter of 2015, and the continued effect of the low interest rate environment on the our cost of deposits. The decline in yield on both the non-acquired and acquired loan portfolios was due to the continued effect of the low interest rate environment on the repricing of the loan portfolios.  The decline in the yield on the acquired loan portfolio was also due to the acquired credit impaired loans being renewed and the cash flow from these assets are being extended out and increasing the weighted average life of the loan pools within all acquired loan portfolios.

	Three Months Ended						Six Months Ended
	June 30,						June 30,
(Dollars in thousands)	2016			2015			2016			2015
Non-TE net interest income	$	81,399		$	82,276		$	163,000		$	163,325
Non-TE yield on interest-earning assets		4.33	%		4.85	%		4.38	%		4.87	%
Non-TE rate on interest-bearing liabilities		0.15	%		0.19	%		0.15	%		0.21	%
Non-TE net interest margin		4.22	%		4.70	%		4.27	%		4.72	%
TE net interest margin		4.27	%		4.75	%		4.32	%		4.76	%

Non-TE net interest income decreased $877,000, or 1.1%, in the second quarter of 2016 compared to the same period in 2015.  Some key highlights are outlined below:

· Average interest-earning assets increased 10.5% to $7.8 billion in the second quarter of 2016 compared to the same period last year due to the increase in non-acquired loans, investment securities and federal funds sold and reverse repurchase agreements.

· Non-TE yield on interest-earning assets for the second quarter of 2016 decreased 52 basis points from the comparable period in 2015.  The decrease since the second quarter of 2015 was driven by an 18 basis point decline in the yield on the non-acquired loan portfolio, a 24 basis point decline in the yield on the acquired loan portfolio and a 12 basis point decline in the yield on investment securities.  These decreases were partially offset by a 19 basis point increase in the yield on federal funds sold and reverse repurchase agreements.  The loan portfolio continues to remix with 75% of the portfolio being comprised of non-acquired loans and 25% being acquired loans.  This compares to 65% and 35%, respectively one year ago.

· The average cost of interest-bearing liabilities for the second quarter of 2016 decreased 4 basis points from the same period in 2015. The decrease since the second quarter of 2015 was primarily the result of a decline in the cost of certificates and other time deposits due to the effect of the continued low rate environment on the repricing of these deposits.   The average cost of certificates and other time deposits decreased from 0.33% to 0.24%.  The overall decrease was also driven by the decline in the cost of other borrowings due to the repricing of $20.6 million in trust preferred debt from a fixed rate of 5.92% to a variable rate of three month LIBOR plus 159 basis points during the third quarter of 2015.  The average cost decreased from 4.71% in the second quarter of 2015 to 3.46% in the second quarter of 2016.  The expected cost of funds on our other borrowings (trust preferred debt) will continue to adjust with short term interest rates in that our other borrowings are variable rate and are tied to 3 month LIBOR. 

· TE net interest margin decreased by 48 basis points in the second quarter of 2016 compared to the second quarter of 2015.

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Loans

The following table presents a summary of the loan portfolio by category:

	June 30,	% of		December 31,	% of		June 30,	% of
LOAN PORTFOLIO (ENDING balance)	2016	Total		2015	Total		2015	Total
Acquired loans:
Acquired non-credit impaired loans:
Commercial non-owner occupied real estate:
Construction and land development	$ 12,516	0.2	%	$ 13,849	0.2	%	$ 17,762	0.3	%
Commercial non-owner occupied	36,904	0.6	%	40,103	0.7	%	43,123	0.7	%
Total commercial non-owner occupied real estate	49,420	0.8	%	53,952	0.9	%	60,885	1.0	%
Consumer real estate:
Consumer owner occupied	466,479	7.3	%	518,107	8.6	%	574,697	9.9	%
Home equity loans	177,946	2.8	%	190,968	3.2	%	210,734	3.6	%
Total consumer real estate	644,425	10.1	%	709,075	11.8	%	785,431	13.5	%
Commercial owner occupied real estate	32,267	0.5	%	39,220	0.7	%	49,334	0.9	%
Commercial and industrial	15,598	0.2	%	25,476	0.4	%	31,762	0.5	%
Other income producing property	44,873	0.7	%	51,169	0.9	%	58,987	1.0	%
Consumer non real estate	155,303	2.4	%	170,647	2.8	%	185,273	3.2	%
Other	-	-	%	-	-	%	-	-	%
Total acquired non-credit impaired loans	941,886	14.7	%	1,049,539	17.5	%	1,171,672	20.1	%
Acquired credit impaired loans:
Commercial non-owner occupied real estate:
Construction and land development	43,615	0.7	%	49,409	0.8	%	56,224	1.0	%
Commercial non-owner occupied	118,266	1.8	%	130,858	2.2	%	146,961	2.5	%
Total commercial non-owner occupied real estate	161,881	2.5	%	180,267	3.0	%	203,185	3.5	%
Consumer real estate:
Consumer owner occupied	166,277	2.6	%	183,548	3.1	%	205,726	3.6	%
Home equity loans	78,459	1.2	%	82,674	1.4	%	88,479	1.5	%
Total consumer real estate	244,736	3.8	%	266,222	4.5	%	294,205	5.1	%
Commercial owner occupied real estate	103,502	1.6	%	116,879	1.9	%	139,288	2.4	%
Commercial and industrial	20,140	0.3	%	27,517	0.5	%	30,286	0.5	%
Other income producing property	68,967	1.1	%	76,936	1.3	%	85,528	1.5	%
Consumer non real estate	63,361	1.0	%	69,754	1.2	%	76,178	1.3	%
Other	-	-	%	-	-	%	-	-	%
Total acquired credit impaired loans	662,587	10.3	%	737,575	12.4	%	828,670	14.3	%
Total acquired loans	1,604,473	25.0	%	1,787,114	29.9	%	2,000,342	34.5	%
Non-acquired loans:
Commercial non-owner occupied real estate:
Construction and land development	533,219	8.3	%	401,979	6.7	%	368,954	6.4	%
Commercial non-owner occupied	586,828	9.1	%	487,777	8.1	%	351,524	6.1	%
Total commercial non-owner occupied real estate	1,120,047	17.4	%	889,756	14.8	%	720,478	12.5	%
Consumer real estate:
Consumer owner occupied	1,109,667	17.3	%	1,018,984	17.0	%	906,973	15.7	%
Home equity loans	345,957	5.4	%	319,255	5.3	%	300,074	5.2	%
Total consumer real estate	1,455,624	22.7	%	1,338,239	22.3	%	1,207,047	20.9	%
Commercial owner occupied real estate	1,083,051	16.9	%	1,033,398	17.2	%	975,701	16.9	%
Commercial and industrial	611,901	9.5	%	503,808	8.4	%	448,247	7.7	%
Other income producing property	181,703	2.8	%	175,848	2.9	%	163,441	2.8	%
Consumer non real estate	272,957	4.3	%	233,104	3.9	%	209,544	3.6	%
Other	91,592	1.4	%	46,573	0.8	%	63,941	1.1	%
Total non-acquired loans	4,816,875	75.0	%	4,220,726	70.3	%	3,788,399	65.5	%
Total loans (net of unearned income)	$ 6,421,348	100.0	%	$ 6,007,840	100.0	%	$ 5,788,741	100.0	%

Note: Loan data excludes loans held for sale.

Total loans, net of deferred loan costs and fees (excluding mortgage loans held for sale), increased by $632.6 million, or 10.9%, at June 30, 2016 as compared to the same period in 2015.   Acquired non-credit impaired loans decreased by $229.8 million and acquired credit impaired loans decreased by $166.1 million as compared to the same period in 2015.  Acquired loans continue to decline due to principal payments, charge offs, and foreclosures.  Non-acquired loans or legacy loans increased by $1.0 billion, or 27.2%, from June 30, 2015 to June 30, 2016.  Non-acquired loans have grown to 75.0%

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of the total loan portfolio at June 30, 2016, compared to 65.0% at June 30, 2015.  This increase was driven by loan growth in all categories of non-acquired loans.

The following table presents a summary of the loan portfolio by category and breaks out the acquired loan portfolio by covered and non-covered loans:

	June 30,		% of		December 31,		% of		June 30,		% of
(Dollars in thousands)	2016		Total		2015		Total		2015		Total
Acquired loans:
Acquired covered loans:
Commercial non-owner occupied real estate:
Construction and land development	$	—	—	%	$	13,121	0.2	%	$	13,550	0.2	%
Commercial non-owner occupied		—	—	%		10,981	0.2	%		13,726	0.2	%
Total commercial non-owner occupied real estate		—	—	%		24,102	0.4	%		27,276	0.4	%
Consumer real estate:
Consumer owner occupied		—	—	%		23,486	0.4	%		26,267	0.5	%
Home equity loans		—	—	%		29,733	0.5	%		31,979	0.6	%
Total consumer real estate		—	—	%		53,219	0.9	%		58,246	1.1	%
Commercial owner occupied real estate		—	—	%		16,236	0.3	%		21,711	0.4	%
Commercial and industrial		—	—	%		4,792	0.1	%		4,965	0.1	%
Other income producing property		—	—	%		9,814	0.2	%		11,309	0.2	%
Consumer non real estate		—	—	%		57	0.0	%		100	0.0	%
Total acquired covered loans		—	—	%		108,220	1.9	%		123,607	2.2	%
Acquired non-covered loans:
Commercial non-owner occupied real estate:
Construction and land development		56,131	0.9	%		50,137	0.8	%		60,436	1.0	%
Commercial non-owner occupied		155,171	2.4	%		159,980	2.7	%		176,358	3.0	%
Total commercial non-owner occupied real estate		211,302	3.3	%		210,117	3.5	%		236,794	4.0	%
Consumer real estate:
Consumer owner occupied		632,756	9.8	%		678,169	11.3	%		754,156	13.0	%
Home equity loans		256,405	4.0	%		243,909	4.1	%		267,234	4.6	%
Total consumer real estate		889,161	13.8	%		922,078	15.4	%		1,021,390	17.6	%
Commercial owner occupied real estate		135,769	2.1	%		139,863	2.3	%		166,911	2.9	%
Commercial and industrial		35,738	0.6	%		48,201	0.8	%		57,083	1.0	%
Other income producing property		113,840	1.8	%		118,291	2.0	%		133,206	2.3	%
Consumer non real estate		218,663	3.4	%		240,344	4.0	%		261,351	4.5	%
Total acquired non-covered loans		1,604,473	25.0	%		1,678,894	28.0	%		1,876,735	32.3	%
Total acquired loans		1,604,473	25.0	%		1,787,114	29.9	%		2,000,342	34.5	%
Non-acquired loans:
Commercial non-owner occupied real estate:
Construction and land development		533,219	8.3	%		401,979	6.7	%		368,954	6.4	%
Commercial non-owner occupied		586,828	9.1	%		487,777	8.1	%		351,524	6.1	%
Total commercial non-owner occupied real estate		1,120,047	17.4	%		889,756	14.8	%		720,478	12.5	%
Consumer real estate:
Consumer owner occupied		1,109,667	17.3	%		1,018,984	17.0	%		906,973	15.7	%
Home equity loans		345,957	5.4	%		319,255	5.3	%		300,074	5.2	%
Total consumer real estate		1,455,624	22.7	%		1,338,239	22.3	%		1,207,047	20.9	%
Commercial owner occupied real estate		1,083,051	16.9	%		1,033,398	17.2	%		975,701	16.9	%
Commercial and industrial		611,901	9.5	%		503,808	8.4	%		448,247	7.7	%
Other income producing property		181,703	2.8	%		175,848	2.9	%		163,441	2.8	%
Consumer non real estate		272,957	4.3	%		233,104	3.9	%		209,544	3.6	%
Other		91,592	1.4	%		46,573	0.8	%		63,941	1.1	%
Total non-acquired loans		4,816,875	75.0	%		4,220,726	70.3	%		3,788,399	65.5	%
Total loans (net of unearned income)	$	6,421,348	100.0	%	$	6,007,840	100.0	%	$	5,788,741	100.0	%

Note: Loan data excludes loans held for sale.

As noted above, on June 23, 2016, the Bank entered into an early termination agreement with the FDIC with respect to all of its outstanding loss share agreements.  At June 23, 2016, the Bank had $87.4 million in acquired covered loans that were transferred to the acquired non-covered loan portfolio.  As reflected in the table above, the Company no longer has any covered loans after the settlement with the FDIC. 

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	Three Months Ended June 30,						Six Months Ended June 30,
(Dollars in thousands)	2016			2015			2016			2015
Average total loans	$	6,268,711		$	5,713,175		$	6,167,546		$	5,710,020
Interest income on total loans		76,837			78,784			154,065			157,218
Non-TE yield		4.93	%		5.53	%		5.02	%		5.55	%

Interest earned on loans decreased in the second quarter of 2016 compared to the second quarter of 2015.  Some key highlights for the quarter ended June 30, 2016 are outlined below:

· Our non-TE yield on total loans decreased 60 basis points in the second quarter of 2016 compared to the same period in 2015.  Average total loans increased 9.7%, as compared to the second quarter of 2015.  The increase in average total loans was the result of 26.3% growth in the non-acquired loan portfolio during 2016, partially offset by a 19.9% decline in acquired loan portfolio.  The yields on both the non-acquired and acquired loan portfolios declined in the second quarter of 2016.  The growth in the non-acquired loan portfolio has been at lower rates and, as a result, the average yield declined to 3.86% in the second quarter of 2016 compared to 4.04% in the second quarter of 2015. The acquired loan portfolio effective yield also declined to 7.94% in the second quarter of 2016 compared to 8.18% in the same period in 2015. This decline was due to the acquired credit impaired loans being renewed and the cash flow from these assets being extended out, increasing the weighted average life of the loan pools within all acquired loan portfolios.  The decline in the overall loan portfolio yield has also been affected by the change in the mix of the loan portfolio as the lower yielding non-acquired loan portfolio has grown while the higher yielding acquired loan portfolio has declined.

The balance of mortgage loans held for sale increased $7.3 million from December 31, 2015 to $48.9 million at June 30, 2016, and decreased $24.1 million compared to the balance of mortgage loans held for sale at June 30, 2015 of $73.1 million.

Investment Securities

We use investment securities, our second largest category of earning assets, to generate interest income through the deployment of excess funds, to provide liquidity, to fund loan demand or deposit liquidation, and to pledge as collateral for public funds deposits and repurchase agreements.  At June 30, 2016, investment securities totaled $1.0 billion, compared to $1.0 billion at December 31, 2015 and $860.4 million at June 30, 2015.    Our investment portfolio decreased $20.7 million from December 31, 2015 primarily as a result of having $154.1 million in U.S. agency securities called during the first half of 2016 due to interest rates remaining low.  Otherwise, we generally have continued to try and slowly increase our investment securities portfolio as we identify securities that meet our strategy and objectives.  Our portfolio increased $146.7 million from June 30, 2015 to June 30, 2016, primarily as a result of purchases of mortgage-backed securities.

	Three Months Ended						Six Months Ended
	June 30,						June 30,
(Dollars in thousands)	2016			2015			2016			2015
Average investment securities	$	974,545		$	827,463		$	998,077		$	821,398
Interest income on investment securities		5,469			4,894			11,278			9,634
Non-TE yield		2.26	%		2.37	%		2.27	%		2.37	%

Interest earned on investment securities was higher in the second quarter of 2016 compared to the second quarter of 2015, as result of a higher average balance despite a lower yield.

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The following table provides a summary of the credit ratings for our investment portfolio (including held-to-maturity and available-for-sale securities) at the end of the second quarter of 2016:

					Unrealized
	Amortized		Fair		Gain						BB or
(Dollars in thousands)	Cost		Value		(Loss)		AAA - A		BBB		Lower		Not Rated
June 30, 2016
Government-sponsored entities debt	$	102,985	$	103,092	$	107	$	102,985	$	—	$	—	$	—
State and municipal obligations		126,321		132,125		5,804		125,692		—		—		629
Mortgage-backed securities *		743,956		758,881		14,925		—		—		—		743,956
Corporate stocks		3,658		3,743		85		—		—		—		3,658
	$	976,920	$	997,841	$	20,921	$	228,677	$	—	$	—	$	748,243

* - Agency mortgage-backed securities (“MBS”) are guaranteed by the issuing GSE as to the timely payments of principal and interest.   Except for Government National Mortgage Association (“GNMA”) securities, which have the full faith and credit backing of the United States Government, the GSE alone is responsible for making payments on this guaranty.  While the rating agencies have not rated any of the MBS issued, senior debt securities issued by GSEs are rated consistently as “Triple-A.”  Most market participants consider agency MBS as carrying an implied Aaa rating (S&P rating of AA+) because of the guarantees of timely payments and selection criteria of mortgages backing the securities.  We do not own any private label mortgage-backed securities.

At June 30, 2016, we had 10 securities available for sale in an unrealized loss position, which totaled $306,000. At December 31, 2015, we had 90 securities available for sale in an unrealized loss position, which totaled $4.5 million. At June 30, 2015, we had 92 securities available for sale in an unrealized loss position, which totaled $3.7 million.

During the second quarter of 2016 as compared to the second quarter of 2015, the total number of available for sale securities with an unrealized loss position decreased by 82 securities, while the total dollar amount of the unrealized loss decreased by $3.4 million.  This decline was due to the lower interest rate environment at June 30, 2016 compared to at June 30, 2015.

All securities available for sale in an unrealized loss position as of June 30, 2016 continue to perform as scheduled.  We have evaluated the cash flows and determined that all contractual cash flows should be received; therefore impairment is temporary because we have the ability to hold these securities within the portfolio until the maturity or until the value recovers, and we believe that it is not likely that we will be required to sell these securities prior to recovery.  We continue to monitor all of these securities with a high degree of scrutiny.  There can be no assurance that we will not conclude in future periods that conditions existing at that time indicate some or all of these securities are other than temporarily impaired, which would require a charge to earnings in such periods.  Any charges for OTTI related to securities available-for-sale would not impact cash flow, tangible capital or liquidity.

As securities are purchased, they are designated as held to maturity or available for sale based upon our intent, which incorporates liquidity needs, interest rate expectations, asset/liability management strategies, and capital requirements. We do not currently hold, nor have we ever held, any securities that are designated as trading securities. Although securities classified as available for sale may be sold from time to time to meet liquidity or other needs, it is not our normal practice to trade this segment of the investment securities portfolio. While management generally holds these assets on a long-term basis or until maturity, any short-term investments or securities available for sale could be converted at an earlier point, depending partly on changes in interest rates and alternative investment opportunities.

Other Investments

Other investment securities include primarily our investments in Federal Home Loan Bank of Atlanta (“FHLB”) stock with no readily determinable market value.  The amortized cost and fair value of all these securities are equal at June 30, 2016.  As of June 30, 2016, the investment in FHLB stock represented approximately $7.9 million, or 0.09% as a percentage of total assets.

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Interest-Bearing Liabilities

Interest-bearing liabilities include interest-bearing transaction accounts, savings deposits, CDs, other time deposits, federal funds purchased, and other borrowings.  Interest-bearing transaction accounts include NOW, HSA, IOLTA, and Market Rate checking accounts.

	Three Months Ended						Six Months Ended
	June 30,						June 30,
(Dollars in thousands)	2016			2015			2016			2015
Average interest-bearing liabilities	$	5,473,322		$	5,186,679		$	5,468,726		$	5,170,095
Interest expense		1,980			2,488			4,194			5,438
Average rate		0.15	%		0.19	%		0.15	%		0.21	%

The average balance of interest-bearing liabilities increased in the second quarter of 2016 compared to the second quarter of 2015 due primarily to the increase in transaction and money market accounts and saving deposits.  This increase was mostly related to the deposits received in the acquisition of the branches from Bank of America in the third quarter of 2015.  The decrease in interest expense in the second quarter of 2016 compared to the same period in 2015 was driven by the continued impact of the low interest rate environment on all deposit type accounts.  Overall, this resulted in a 4 basis point decrease in the average rate on all interest-bearing liabilities from the three months ended June 30, 2015. Some key highlights are outlined below:

· Average interest-bearing deposits for the three months ended June 30, 2016 increased 5.5% from the same period in 2015.

· Interest-bearing deposits increased 4.6% to $5.0 billion at June 30, 2016 from the period end balance at June 30, 2015 of $4.8 billion. This was mainly the result of a $302.1 million increase in interest-bearing transaction accounts from the Bank of America branch acquisition, which was partially offset by a decline in certificates of deposit of $174.8 million.  The Company continues to monitor and adjust rates paid on deposit products as part of its strategy to manage its net interest margin. 

· The average rate on transaction and money market account deposits for the three months ended June 30, 2016 decreased one basis point from the comparable period in 2015. 

· Average certificates of deposit and other time deposits decreased 13.7%, down $159.1 million from the average balance in the second quarter of 2015.  Interest expense on certificates of deposit and other time deposits decreased $354,000 as a result of the decline in average balances and a nine basis point decrease in the average rate to 24 basis points for the three months ended June 30, 2016 as compared to the same period in 2015.

· The average rate on other borrowings experienced a 125 basis point decline to 3.46% for the three months ended June 30, 2016 as compared to the same period in 2015.  This was the result of the rate on $20.6 million in trust preferred debt resetting during the third quarter of 2015 from a fixed rate of 5.92% to a variable rate of three month LIBOR plus a spread of 159 basis points (Current rate is 2.24%).   

Noninterest-Bearing Deposits

Noninterest-bearing deposits are transaction accounts that provide our Bank with “interest-free” sources of funds. Average noninterest-bearing deposits increased $295.6 million, or 16.6%, to $2.1 billion in the second quarter of 2016 compared to $1.8 billion at June 30, 2015.  At June 30, 2016, the period end balance of noninterest-bearing deposits was $2.1 billion, exceeding the June 30, 2015 balance by $272.3 million. 

Provision for Loan Losses and Nonperforming Assets

The allowance for loan losses is based upon estimates made by management.  We maintain an allowance for loan losses at a level that we believe is appropriate to cover estimated credit losses on individually evaluated loans that are determined to be impaired as well as estimated credit losses inherent in the remainder of our loan portfolio. Arriving at the allowance involves a high degree of management judgment and results in a range of estimated losses.  We regularly evaluate the adequacy of the allowance through our internal risk rating system, outside credit review, and regulatory agency examinations to assess the quality of the loan portfolio and identify problem loans. The evaluation process also includes our analysis of current economic conditions, composition of the loan portfolio, past due and nonaccrual loans, concentrations of credit, lending policies and procedures, and historical loan loss experience.  The provision for loan losses is charged to expense in an amount necessary to maintain the allowance at an appropriate level.

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The allowance for loan losses on non-acquired loans consists of general and specific reserves. The general reserves are determined by applying loss percentages to the portfolio that are based on historical loss experience for each class of loans and management’s evaluation and “risk grading” of the loan portfolio. Additionally, the general economic and business conditions affecting key lending areas, credit quality trends, collateral values, loan volumes and concentrations, seasoning of the loan portfolio, the findings of internal and external credit reviews and results from external bank regulatory examinations are included in this evaluation. Currently, these adjustments are applied to the non-acquired loan portfolio when estimating the level of reserve required. The specific reserves are determined on a loan-by-loan basis based on management’s evaluation of our exposure for each credit, given the current payment status of the loan and the value of any underlying collateral. These are loans classified by management as doubtful or substandard. For such loans that are also classified as impaired, an allowance is established when the discounted cash flows (or collateral value or observable market price) of the impaired loan is lower than the carrying value of that loan. Generally, the need for a specific reserve is evaluated on impaired loans, and once a specific reserve is established for a loan, a charge off of that amount occurs in the quarter subsequent to the establishment of the specific reserve. Loans that are determined to be impaired are provided a specific reserve, if necessary, and are excluded from the calculation of the general reserves.

With the FFHI business combination, the Company segregated the FFHI acquired loan portfolio into performing loans (“non-credit impaired”) and credit impaired loans.  The acquired non-credit impaired loans and acquired revolving type loans are accounted for under FASB ASC 310-20, with each loan being accounted for individually.  Acquired credit impaired loans are recorded net of any acquisition accounting discounts and have no allowance for loan losses associated with them at acquisition date.  The related discount, if applicable, is accreted into interest income over the remaining contractual life of the loan using the level yield method.  Subsequent deterioration in the credit quality of these loans is recognized by recording a provision for loan losses through the income statement, increasing the non-acquired and acquired non-credit impaired allowance for loan losses. The acquired credit impaired loans are accounted for in the manner described in the next paragraph.

In determining the acquisition date fair value of acquired credit impaired loans, and in subsequent accounting, the Company generally aggregates purchased loans into pools of loans with common risk characteristics.  Expected cash flows at the acquisition date in excess of the fair value of loans are recorded as interest income over the life of the loans using a level yield method if the timing and amount of the future cash flows of the pool is reasonably estimable.  Subsequent to the acquisition date, increases in cash flows over those expected at the acquisition date are recognized as interest income prospectively. Decreases in expected cash flows after the acquisition date are recognized by recording an allowance for loan losses.  Evidence of credit quality deterioration for the loan pools may include information such as increased past-due and nonaccrual levels and migration in the pools to lower loan grades. 

In previous periods, we offset the impact of the provision established for acquired covered loans by adjusting the receivable from the FDIC to reflect the indemnified portion of the post-acquisition exposure with a corresponding credit to the provision for loan losses.   However, as noted above, on June 23, 2016, the Bank entered into an early agreement with the FDIC with respect to all of its outstanding loss share agreements.  All assets previously classified as covered became uncovered,  and the Bank will now recognize the full amount of future charge-offs, recoveries, gains, losses, and expenses related to these previously covered assets, as the FDIC will no longer share in these amounts (For further discussion of the Company’s allowance for loan losses on acquired loans, see Note 6—Loans and Allowance for Loan Losses).

During the second quarter of 2016, we decreased the valuation allowance on acquired credit impaired loans by $172,000, which resulted in $47,000 net provision for loan losses on acquired credit impaired loans.

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The following table presents a summary of the changes in the ALLL for the three and six months ended June 30, 2016 and 2015:

	Three Months Ended June 30,
	2016									2015
	Non-acquired			Acquired Non-credit		Acquired Credit				Non-acquired			Acquired Non-credit		Acquired Credit
(Dollars in thousands)	Loans			Impaired Loans		Impaired Loans		Total		Loans			Impaired Loans		Impaired Loans		Total
Balance at beginning of period	$	35,115		$	—	$	3,877	$	38,992	$	33,538		$	—	$	4,717	$	38,255
Loans charged-off		(1,557)			(232)		—		(1,789)		(1,680)			(558)		—		(2,238)
Recoveries of loans previously charged off		881			51		—		932		548			25		—		573
Net recoveries (charge-offs)		(676)			(181)		—		(857)		(1,132)			(533)		—		(1,665)
(Benefit) provision for loan losses		2,500			181		47		2,728		2,376			533		236		3,145
Benefit attributable to FDIC loss share agreements		—			—		—		—		—			—		—		—
Total provision for loan losses charged to operations		2,500			181		47		2,728		2,376			533		236		3,145
Provision for loan losses recorded through the FDIC loss share receivable		—			—		—		—		—			—		—		—
Reductions due to loan removals		—			—		(172)		(172)		—			—		(264)		(264)
Balance at end of period	$	36,939		$	—	$	3,752	$	40,691	$	34,782		$	—	$	4,689	$	39,471
Total non-acquired loans:
At period end		4,816,875									3,788,399
Average		4,623,448									3,659,674
Net charge-offs as a percentage of average non-acquired loans (annualized)		0.06	%								0.12	%
Allowance for loan losses as a percentage of period end non-acquired loans		0.77	%								0.92	%
Allowance for loan losses as a percentage of period end non-performing non-acquired loans (“NPLs”)		201.06	%								141.04	%

	Six Months Ended June 30,
	2016									2015
	Non-acquired			Acquired Non-credit		Acquired Credit				Non-acquired			Acquired Non-credit		Acquired Credit
	Loans			Impaired Loans		Impaired Loans		Total		Loans			Impaired Loans		Impaired Loans		Total
Balance at beginning of period	$	34,090		$	—	$	3,706	$	37,796	$	34,539		$	—	$	7,365	$	41,904
Loans charged-off		(3,276)			(529)		—		(3,805)		(2,676)			(2,369)		—		(5,045)
Recoveries of loans previously charged off		1,645			141		—		1,786		1,598			50		—		1,648
Net charge-offs		(1,631)			(388)		—		(2,019)		(1,078)			(2,319)		—		(3,397)
Provision for loan losses on non-acquired loans		4,480			388		395		5,263		1,321			2,319		302		3,942
Benefit attributable to FDIC loss share agreements		—			—		23		23		—			—		21		21
Total provision for loan losses charged to operations		4,480			388		418		5,286		1,321			2,319		323		3,963
Provision for loan losses recorded through the FDIC loss share receivable		—			—		(23)		(23)		—			—		(21)		(21)
Reductions due to loan removals		—			—		(349)		(349)		—			—		(2,978)		(2,978)
Balance at end of period	$	36,939		$	—	$	3,752	$	40,691	$	34,782		$	—	$	4,689	$	39,471
Total non-acquired loans:
At period end	$	4,816,875								$	3,788,399
Average		4,477,109									3,586,745
Net charge-offs as a percentage of average non-acquired loans (annualized)		0.07	%								0.06	%
Allowance for loan losses as a percentage of period end non-acquired loans		0.77	%								0.92	%
Allowance for loan losses as a percentage of period end non-performing non-acquired loans (“NPLs”)		201.06	%								141.04	%

The allowance for loan losses as a percent of non-acquired loans reflects the continued improvement in credit quality, as well as the continued decline in our three-year historical charge off rate.  Additionally, our classified loans, nonaccrual loans, and non-performing loans declined during the second quarter of 2016 compared to the same quarter in 2015. Continued improvement was also seen in all three categories when compared to the first quarter of 2016.  Our overall net charge offs for the quarter on non-acquired loans was 6 basis points annualized, or $676,000, compared to 12 basis points annualized, or $1.1 million, a year ago, and 9 basis points, or $955,000 in the first quarter of 2016.  Excluding acquired assets, nonperforming assets decreased by $5.3 million during the second quarter of 2016 compared to the second quarter of 2015 and decreased by $1.8 million from the first quarter of 2016.  The ratio of the ALLL to cover total nonperforming non-acquired loans increased from 141.04% at June 30, 2015 and 182.56 at March 31, 2016 to 201.06% at June 30, 2016.

We increased the ALLL compared to the second quarter of 2015, as well as compared to the first quarter of 2016, due primarily to larger loan growth and increases in certain loan types during the second quarter that require higher reserves.  From a general perspective, we generally consider a three-year historical loss rate on all loan portfolios, unless circumstances within a portfolio loan type requires the use of an alternate historical loss rate to better capture the risk within the portfolio.  We also consider economic risk, model risk and operational risk when determining the ALLL.  All of these factors are reviewed and adjusted each reporting period to account for management’s assessment of loss within

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the loan portfolio.  Overall, the general reserve increased by $2.0 million compared to the balance at both June 30, 2015 and March 31, 2016.

We have adjusted our qualitative factors to account for uncertainty and certain risk inherent in the portfolio that cannot be measured with historical loss rates.  We currently view that the low level of net charge offs and historical loss rates may not be indicative of the losses inherent in the overall loan portfolio.  Therefore, we have adjusted our qualitative factors to account for the uncertainty which exists in the economy as a whole and within the markets in which we operate.

On a specific reserve basis, the allowance for loan losses decreased $192,000 from March 31, 2016, with loan balances being evaluated for specific reserves decreasing from $33.2 million at March 31, 2016 to $24.3 million at June 30, 2016.  Specific reserves increased $196,000, to $1.5 million at June 30, 2016, from $1.3 million at June 30, 2015 with the loan balances being evaluated for specific reserves decreasing $6.8 million from $31.1 million at June 30, 2015.  Our practice, generally, is that once a specific reserve is established for a loan, a charge off occurs in the quarter subsequent to the establishment of the specific reserve.

During the three months ended June 30, 2016, the decline in our total nonperforming assets (“NPAs”) was reflective of improvement in the unemployment rates and economy as a whole within the markets that we serve.  We continue to work these loans out through collections and transfers to OREO.

The following table summarizes our NPAs for the past five quarters:

	June 30,			March 31,			December 31,			September 30,			June 30,
(Dollars in thousands)	2016			2016			2015			2015			2015
Non-acquired:
Nonaccrual loans	$	15,071		$	15,989		$	15,785		$	18,099		$	15,894
Accruing loans past due 90 days or more		450			188			300			156			574
Restructured loans - nonaccrual		2,851			3,058			2,662			5,616			8,193
Total nonperforming loans		18,372			19,235			18,747			23,871			24,661
Other real estate owned (“OREO”) (2)		6,833			7,701			8,705			5,956			5,862
Other nonperforming assets (3)		29			78			78			24			—
Total non-acquired nonperforming assets		25,234			27,014			27,530			29,851			30,523
Acquired non-credit impaired:
Nonaccrual loans		4,438			3,951			3,764			4,130			5,173
Accruing loans past due 90 days or more		—			—			53			—			101
Total acquired nonperforming loans (1)		4,438			3,951			3,817			4,130			5,274
Acquired OREO and other nonperforming assets:
Covered OREO (2)		—			4,222			5,751			5,465			8,293
Acquired OREO not covered under loss share (2)		15,594			14,030			16,098			19,957			20,887
Other acquired nonperforming assets (3)		664			694			546			557			540
Total acquired OREO and other nonperforming assets		16,258			18,946			22,395			25,979			29,720
Total nonperforming assets	$	45,930		$	49,911		$	53,742		$	59,960		$	65,517
Excluding Acquired Assets
Total NPAs as a percentage of total loans and repossessed assets (4)		0.52	%		0.60	%		0.65	%		0.75	%		0.80	%
Total NPAs as a percentage of total assets (5)		0.29	%		0.31	%		0.32	%		0.35	%		0.38	%
Total NPLs as a percentage of total loans (4)		0.38	%		0.43	%		0.44	%		0.60	%		0.65	%
Including Acquired Assets
Total NPAs as a percentage of total loans and repossessed assets (4)		0.71	%		0.81	%		0.89	%		1.02	%		1.12	%
Total NPAs as a percentage of total assets		0.53	%		0.58	%		0.63	%		0.71	%		0.81	%
Total NPLs as a percentage of total loans (4)		0.36	%		0.38	%		0.38	%		0.48	%		0.52	%

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(1) Excludes the acquired credit impaired loans that are contractually past due 90 days or more totaling $14.5 million, $15.9 million, $18.8 million, $21.7 million, and $38.2 million as of June 30, 2016, March 31, 2016, December 31, 2015, September 30, 2015,  and June 30, 2015, respectively, including the valuation discount.  Acquired credit impaired loans are considered to be performing due to the application of the accretion method under FASB ASC Topic 310-30. (For further discussion of the Company’s application of the accretion method, see Business Combinations and Method of Accounting for Loans Acquired” in our Annual Report on Form 10-K for the year ended December 31, 2015.

(2) Includes certain real estate acquired as a result of foreclosure and property not intended for bank use.

(3) Consists of non-real estate foreclosed assets, such as repossessed vehicles.  Prior to our termination agreement with the FDIC in the 2nd Quarter of 2016, these assets were covered through loss share agreements.

(4) Loan data excludes mortgage loans held for sale.

(5) For purposes of this calculation, total assets include all assets (both acquired and non-acquired).

Excluding the acquired non-credit impaired loans, total nonperforming loans, including restructured loans, were $18.4 million, or 0.38% of non-acquired loans, a decrease of $6.3 million, or 25.5%, from June 30, 2015. The decrease in nonperforming loans was driven primarily by a decrease in commercial nonaccrual loans of $2.7 million and restructured nonaccrual loans of $5.3 million, partially offset by an increase in consumer nonaccrual loans of $1.9 million.

Nonperforming non-acquired loans overall, including restructured loans, decreased by $863,000 during the second quarter of 2016 from the level at March 31, 2016.  This decrease was primarily driven by a decrease in restructured nonaccrual loans of $207,000, commercial nonaccrual loans of $286,000 and consumer nonaccrual loans of $632,000, offset by an increase in loans over 90 days still accruing of $262,000.           

At June 30, 2016, non-acquired OREO decreased by $868,000 from March 31, 2016.  At June 30, 2016, non-acquired OREO consisted of 33 properties with an average value of $207,000.  This compared to 47 properties with an average value of $164,000 at March 31, 2016. In the second quarter of 2016, we added 7 properties with an aggregate value of $1.5 million into non-acquired OREO, and we sold 21 properties with a basis of $2.3 million. Our non-acquired OREO balance of $6.8 million at June 30, 2016 is comprised of 55% in the Low Country/Orangeburg region, 8% in the Coastal region (Beaufort to Myrtle Beach), 24% in the Central region (Columbia), 6% in the Charlotte region, 7% in the Upstate region (Greenville).

Potential Problem Loans

Potential problem loans (excluding all acquired loans), totaled $15.3 million, or 0.20% of total non-acquired loans outstanding, at June 30, 2016, compared to $6.3 million, or 0.15% of total non-acquired loans outstanding, at December 31, 2015, and compared to $6.5 million, or 0.17% of total non-acquired loans outstanding, at June 30, 2015.  Potential problem loans related to acquired non-credit impaired loans totaled $1.3 million, or 0.14% of total acquired non-credit impaired loans, at June 30, 2016, compared to $8.4 million, or 0.80% of total acquired non-credit impaired loans outstanding, at December 31, 2015, and compared to $8.3 million, or 0.71% of total acquired non-credit impaired loans outstanding, at June 30, 2015.  All potential problem loans represent those loans where information about possible credit problems of the borrowers has caused management to have serious concern about the borrower’s ability to comply with present repayment terms.

Noninterest Income

	Three Months Ended				Six Months Ended
	June 30,				June 30,
(Dollars in thousands)	2016		2015		2016		2015
Fees on deposit accounts	$	21,539	$	17,699	$	41,663	$	34,192
Mortgage banking income		5,620		7,089		9,818		13,715
Trust and investment services income		4,911		5,051		9,697		9,985
Securities losses, net		—		—		122		—
Amortization of FDIC indemnification asset		(4,427)		(2,042)		(5,901)		(5,249)
Other		4,475		2,285		6,761		3,945
Total noninterest income	$	32,118	$	30,082	$	62,160	$	56,588

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Noninterest income increased by $2.0 million, or 6.8%, during the second quarter of 2016 compared to the same period in 2015.  The quarterly increase in total noninterest income primarily resulted from the following:

· Fees on deposit accounts increased $3.8 million, or 21.7%, which mainly resulted from an increase in total deposits of $496.4 million.  The increase in total deposits was driven by the purchase of 13 branches from Bank of America during the third quarter of 2015, in addition to the year over year  organic core deposit growth of $102.5 million;

· Other income increased $2.2 million, which was driven by an increase in recoveries on acquired loans with the early termination of FDIC Loss Share Agreements of $1.0 million, and the positive resolution of an acquired credit impaired loan totaling $1.1 million; partially offset by 

· Amortization of the FDIC indemnification asset increased by $2.4 million.  This increase was driven primarily by the early termination charge to settle the FDIC loss share agreements during the second quarter of 2016;

· Mortgage banking income decreased by $1.5 million, or 20.7%, driven primarily by a decline in the gains on sale of mortgage loans; and

· Trust and investment services income declined by $140,000.

Noninterest income increased by $5.6 million, or 9.8%, during the first six months of 2016 compared to the same

period in 2015.  This increase resulted primarily from a $7.5 million or 21.9% increase in fees on deposit accounts and a $2.8 million or 41.7% increase in other noninterest income.  This increase was partially offset by a $3.9 million or 28.4% decline in mortgage banking income.  The increase in fees on deposit accounts was the result of an increase in deposits mainly driven by the purchase of the Bank of America branches in the third quarter of 2015.  The increase in other noninterest income was driven by the positive resolution of an acquired credit impaired loan totaling $1.1 million in the second quarter of 2016 and an increase of $1.7 million in recoveries on acquired loans with the early termination of FDIC loss share agreements.  The decrease in mortgage banking income was driven primarily by a decline in the fair market valuations of our loans held for sale portfolio, mortgage servicing rights and mortgage pipeline along with a decline in sale of mortgage loans.

Note that “Fees on deposit accounts” include service charges on deposit accounts and bankcard income.

Noninterest Expense

	Three Months Ended				Six Months Ended
	June 30,				June 30,
(Dollars in thousands)	2016		2015		2016		2015
Salaries and employee benefits	$	40,537	$	39,754	$	81,969	$	80,741
Net occupancy expense		5,541		5,046		10,900		10,283
Information services expense		5,083		4,382		10,117		8,340
Furniture and equipment expense		3,072		2,762		5,923		5,907
OREO expense and loan related		874		2,019		2,648		5,033
Bankcard expense		3,040		2,285		5,919		4,265
Amortization of intangibles		1,892		1,964		3,795		3,980
Branch and consolidation expense		1,573		2,237		2,531		2,237
Supplies, printing and postage expense		1,757		1,430		3,565		3,042
Professional fees		1,576		1,585		2,906		2,994
FDIC assessment and other regulatory charges		1,017		1,253		2,161		2,437
Advertising and marketing		858		1,009		1,502		1,864
Other		7,034		5,803		11,947		10,891
Total noninterest expense	$	73,854	$	71,529	$	145,883	$	142,014

Noninterest expense increased $2.3 million in the second quarter of 2016 as compared to the same period in 2015.  The quarterly increase in total noninterest expense primarily resulted from the following:

· Salaries and employee benefits expense increased by $783,000 in 2016 compared to the same period in 2015.  This increase was mainly attributable to annual salary increases and to the added personnel from the branch acquisitions from Bank of America in the third quarter of 2015;

· Bankcard expense increased by $755,000 in 2016 compared to the expenses in 2015.   This increase is mainly attributable to our growth in deposit transactions accounts both organically and through the branch acquisitions from Bank of America;

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· Information services expense increased by $701,000 in 2016 compared to expenses in 2015 due primarily to additional cost related to using a third party mortgage servicing provider which began in the first quarter of 2016;

· Other noninterest expense increased by $1.2 million in 2016 compared to expenses in 2016 due primarily to increases in operational charge-offs, sales and use taxes, and armored carrier and courier services.

· Increases in net occupancy expense and supplies, furniture and equipment expense, supplies, printing and postage expense and business development and staff related expense; partially offset by

· During the second quarter of 2016, we had branch and conversion related expense of $1.5 million compared to $2.2 million in the second quarter of 2015, a decrease of $664,000.  The 2016 expense was related to our branch consolidation project and to our mortgage servicing provider conversion; 

· Lower OREO expense and loan related cost of $1.1 million mainly related to a lower amount of nonperforming assets which have declined 29.9% from June 30, 2015 compared to June 30, 2016; and

· Decreases in FDIC assessment and other regulatory charges, amortization of intangibles, professional fees, and advertising and marketing expense.

Noninterest expense increased by $3.9 million or 2.7%, during the first six months of 2016 compared to the same

period in 2015.  The increase resulted primarily from a $1.2 million or 1.5%, increase in salaries and employee benefits, a $1.8 million or 21.3% increase in information and technology expense, a $1.7 million or 38.8% increase in bankcard expense and a $1.1 million or 9.7% increase in other noninterest expense.  This was partially offset by and $2.4 million or 47.4% decline in OREO expense and loan related.  The increase in salaries and employee benefits was mainly related to annual salary increases and to the added personnel from the Bank of America branch acquisitions.  The increase in information and technology expense was due primarily to costs related to using a third party mortgage servicing provider which began in the first quarter of 2016.  The increase in bankcard expense was mainly attributable to our growth in deposit transaction accounts both organically and through the Bank of America branch acquisitions during the third quarter of 2015.  The increase in other noninterest expense was mainly related to an increase in operational charge-offs and in sales and use taxes.  The decline in OREO expense and loan related expense was mainly driven by the decline in nonperforming asset from June 30, 2015 to June 30, 2016.

Income Tax Expense

Our effective income tax rate was 33.63% and 33.76% for the three months and six months ended June 30, 2016, respectively.  This compares to 34.00% for both the three months and six months ended June 30, 2015.  The slight decrease in the rate for both periods was mainly attributable to the purchase of additional tax credits in late 2015 that were not considered in the income tax calculation in the second quarter of 2015.

Capital Resources

Our ongoing capital requirements have been met primarily through retained earnings, less the payment of cash dividends.  As of June 30, 2016, shareholders’ equity was $1.1 billion, an increase of $45.0 million, or 4.2%, from December 31, 2015, and an increase of $80.6 million, or 7.9%, from $1.0 billion at June 30, 2015.  The driving factor for the increase from year-end was net income of $49.0 million, which was offset by the common dividend paid of $14.0 million.  At December 31, 2015 we had accumulated other comprehensive loss of $3.8 million compared to an accumulated other comprehensive gain of $6.5 million at June 30, 2016.  This change was mainly attributable to the Company having an unrealized gain in its AFS securities portfolio of $10.1 million, net of tax during the first half of 2016 due to a drop in interest rates.  The increase in shareholder’s equity from the comparable period in 2015 was primarily the result of net income of $99.7 million and partially offset by dividends paid to common shareholders of $26.4 million.  Our common equity-to-assets ratio was 12.66% at June 30, 2016, up from 12.38% at December 31, 2015 and remained constant compared to 12.66% at the end of the comparable period of 2015. 

We are subject to regulations with respect to certain risk-based capital ratios. These risk-based capital ratios measure the relationship of capital to a combination of balance sheet and off-balance sheet risks. The values of both balance sheet and off-balance sheet items are adjusted based on the rules to reflect categorical credit risk. In addition to the risk-based capital ratios, the regulatory agencies have also established a leverage ratio for assessing capital adequacy. The leverage ratio is equal to Tier 1 capital divided by total consolidated on-balance sheet assets (minus amounts deducted from Tier 1 capital).  The leverage ratio does not involve assigning risk weights to assets.

As disclosed in our Annual Report on Form 10-K for the year ended December 31, 2015, in July 2013, the Federal Reserve announced its approval of a final rule to implement the regulatory capital reforms developed by the Basel

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Committee on Banking Supervision (“Basel III”), among other changes required by the Dodd-Frank Wall Street Reform and Consumer Protection Act.  The new rules became effective January 1, 2015, subject to a phase-in period for certain aspects of the new rules.

The new capital rules framework requires banking organizations to hold more and higher quality capital, which acts as a financial cushion to absorb losses, taking into account the impact of risk. As applied to the Company and the Bank, the new rules include a new minimum ratio of common equity Tier 1 capital (“CET1”) to risk-weighted assets of 4.5%. The new rules also raise our minimum required ratio of Tier 1 capital to risk-weighted assets from 4% to 6%.  Our minimum required leverage ratio under the new rules is 4% (the new rules eliminated an exemption that permitted a minimum leverage ratio of 3% for certain institutions). Our minimum required total capital to risk-weighted assets ratio remains at 8% under the new rules.

In order to avoid restrictions on capital distributions and discretionary bonus payments to executives, under the new rules a covered banking organization will also be required to maintain a “capital conservation buffer” in addition to its minimum risk-based capital requirements. This buffer will be required to consist solely of common equity Tier 1, and the buffer will apply to all three risk-based measurements (CET1, Tier 1 capital and total capital). The capital conservation buffer will be phased in incrementally over time, beginning January 1, 2016 and becoming fully effective on January 1, 2019, and will ultimately consist of an additional amount of Tier 1 common equity equal to 2.5% of risk-weighted assets.

In terms of quality of capital, the final rule emphasizes common equity Tier 1 capital and implements strict eligibility criteria for regulatory capital instruments. It also changes the methodology for calculating risk-weighted assets to enhance risk sensitivity.

Under the Basel III rules, accumulated other comprehensive income (“AOCI”) is presumptively included in common equity Tier 1 capital and can operate to reduce this category of capital. The final rule provided a one-time opportunity at the end of the first quarter of 2015 for covered banking organizations to opt out of much of this treatment of AOCI, which election the Bank and the Company have made.  As a result, the Company and the Bank will retain the pre-existing treatment for AOCI.

The Bank is also subject to the regulatory framework for prompt corrective action, which identifies five capital categories for insured depository institutions (well capitalized, adequately capitalized, undercapitalized, significantly undercapitalized, and critically undercapitalized) and is based on specified thresholds for each of the three risk-based regulatory capital ratios (CET1, Tier 1 capital and total capital) and for the leverage ratio.

The Company’s and the Bank’s regulatory capital ratios for the following periods are reflected below:

	June 30,		December 31,		June 30,
	2016		2015		2015
South State Corporation:
Common equity Tier 1 risk-based capital	11.23	%	11.84	%	12.15	%
Tier 1 risk-based capital	12.02	%	12.71	%	13.03	%
Total risk-based capital	12.64	%	13.34	%	13.72	%
Tier 1 leverage	9.51	%	9.31	%	9.68	%
South State Bank:
Common equity Tier 1 risk-based capital	11.62	%	12.33	%	12.68	%
Tier 1 risk-based capital	11.62	%	12.33	%	12.68	%
Total risk-based capital	12.24	%	12.96	%	13.38	%
Tier 1 leverage	9.19	%	9.03	%	9.43	%

The Tier 1 leverage ratio increased compared to December 31, 2015 due to the increase in our capital outpacing the increase in our average asset size.  The Common equity Tier 1 risk-based capital, Tier 1 risk-based capital and the Total risk-based capital ratios declined compared to December 31, 2015 due to the increase in our risk based assets outpacing the increase in our capital.  The increase in our risk-based assets was mainly attributable to our growth in loans which usually carry higher risk weightings.  Our capital ratios are currently well in excess of the minimum standards and continue to be in the “well capitalized” regulatory classification.

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Liquidity

Liquidity refers to our ability to generate sufficient cash to meet our financial obligations, which arise primarily from the withdrawal of deposits, extension of credit and payment of operating expenses.  Our Asset/Liability Management Committee (“ALCO”) is charged with monitoring liquidity management policies, which are designed to ensure acceptable composition of asset/liability mix.  Two critical areas of focus for ALCO are interest rate sensitivity and liquidity risk management.  We have employed our funds in a manner to provide liquidity from both assets and liabilities sufficient to meet our cash needs.

Asset liquidity is maintained by the maturity structure of loans, investment securities and other short-term investments.  Management has policies and procedures governing the length of time to maturity on loans and investments.  Normally, changes in the earning asset mix are of a longer-term nature and are not utilized for day-to-day corporate liquidity needs.

Our liabilities provide liquidity on a day-to-day basis.  Daily liquidity needs are met from deposit levels or from our use of federal funds purchased, securities sold under agreements to repurchase and other short-term borrowings.  We engage in routine activities to retain deposits intended to enhance our liquidity position.  These routine activities include various measures, such as the following:

· Emphasizing relationship banking to new and existing customers, where borrowers are encouraged and normally expected to maintain deposit accounts with our Bank;

· Pricing deposits, including certificates of deposit, at rate levels that will attract and/or retain balances of deposits that will enhance our Bank’s asset/liability management and net interest margin requirements; and

· Continually working to identify and introduce new products that will attract customers or enhance our Bank’s appeal as a primary provider of financial services.

Our legacy loan portfolio increased by approximately $1.0 billion, or approximately 27.1%, compared to the balance at June 30, 2015, and by $596.1 million, or 28.4% annualized, compared to the balance at December 31, 2015. 

Our investment securities portfolio increased $146.7 million, or 17.1%, compared to the balance at June 30, 2015, and decreased by $20.7 million compared to the balance at December 31, 2015.  The Company’s recent strategy has been to increase the investment portfolio as a percentage to total assets, however, during the first half of 2016, we had $154.2 million in U.S. Government Agencies called with the continuing low interest rate environment which led to the decrease in the investment portfolio.  Total cash and cash equivalents were $481.9 million at June 30, 2016 as compared to $695.8 million at December 31, 2015 and $593.4 million at June 30, 2015.

At June 30, 2016, December 31, 2015 and June 30, 2015, the Company had $5.5 million, $18.9 million and $19.4 million, respectively, in traditional, out-of-market brokered deposits and $63.1 million, $53.3 million, and $71.0 million, respectively, of reciprocal brokered deposits.  Total deposits were $7.2 billion at June 30 ,2016, up $496.4 million or 7.4%, from June 30, 2015, resulting primarily from the addition of $438.3 million of deposits in the branch acquisition in August of 2015.  Other borrowings, comprised mainly of our trust preferred debt, has remained mainly flat from June 30, 2015, increasing only $199,000.  To the extent that we employ other types of non-deposit funding sources, typically to accommodate retail and correspondent customers, we continue to take in some shorter maturities of such funds.  Our current approach may provide an opportunity to sustain a low funding rate or possibly lower our cost of funds but could also increase our cost of funds if interest rates rise.

Our ongoing philosophy is to remain in a liquid position taking into account our current composition of earning assets, asset quality, capital position, and operating results.  Our liquid earning assets include federal funds sold, balances at the Federal Reserve Bank, reverse repurchase agreements, and/or other short-term investments.  Cyclical and other economic trends and conditions can disrupt our Bank’s desired liquidity position at any time.  We expect that these conditions would generally be of a short-term nature.  Under such circumstances, our Bank’s federal funds sold position and any balances at the Federal Reserve Bank serve as the primary sources of immediate liquidity.  At June 30, 2016, our Bank had total federal funds credit lines of $446.0 million with an outstanding balance of $10.5 million.  If additional liquidity were needed, the Bank would turn to short-term borrowings as an alternative immediate funding source and would consider other appropriate actions such as promotions to increase core deposits or the sale of a portion of our investment portfolio.  At June 30, 2016, our Bank had $153.5 million of credit available at the Federal Reserve Bank’s Discount Window, but had no outstanding advances as of the end of the quarter.  In addition, we could draw on additional

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alternative immediate funding sources from lines of credit extended to us from our correspondent banks and/or the FHLB.  At June 30, 2016, our Bank had a total FHLB credit facility of $1.2 billion with total outstanding letters of credit consuming $8.7 million, $126,000 in outstanding advances and $134,000 in credit enhancements from participation in the FHLB’s Mortgage Partnership Finance Program.  The Company has a $20.0 million unsecured line of credit with U.S. Bank National Association with no outstanding advances.  We believe that our liquidity position continues to be adequate and readily available.

Our contingency funding plans incorporate several potential stages based on liquidity levels.  Also, we review on at least an annual basis our liquidity position and our contingency funding plans with our principal banking regulator.  The Company maintains various wholesale sources of funding.  If our deposit retention efforts were to be unsuccessful, our Company would utilize these alternative sources of funding.  Under such circumstances, depending on the external source of funds, our interest cost would vary based on the range of interest rates charged to our Company.  This could increase our Company’s cost of funds, impacting net interest margins and net interest spreads.

Loss Share

The following table presents the expected losses on acquired assets covered under all loss share agreements from inception through June 30, 2016:

									Losses
							Losses		Incurred**
							Incurred*		By South
			Original		Original		By FFHI		State
	FDIC		Estimated		Estimated		Through		Through
	Threshold		Gross		Covered		July 26,		the End of
(Dollars in thousands)	or ILE		Losses		Losses		2013		Loss Share
CBT	$	233,000	$	340,039	$	334,082	$	—	$	312,158
Habersham		94,000		124,363		119,978		—		91,553
BankMeridian		70,827		70,190		67,780		—		31,682
Cape Fear***		110,000		12,921		8,213		76,122		3,556
Plantation***		70,178		24,273		16,176		35,190		12,758
Total	$	578,005	$	571,786	$	546,229	$	111,312	$	451,707

*       For Cape Fear and Plantation, which were acquired through the merger with First Financial Holdings, Inc. (“FFHI”), this column represents claimed or claimable loan and OREO losses excluding expenses, net of revenues, from bank failure date through July 26, 2013.

**     Claimed or claimable loan and OREO losses excluding expenses, net of revenues, since bank failure date under South State ownership.

*** For Cape Fear and Plantation, the original estimated gross losses and the original estimated covered losses represent estimated losses subsequent to July 26, 2013.

During the second quarter of 2016, the Bank entered into an early termination agreement with the FDIC with respect to all of its loss share agreements.  As a result, all assets previously classified as covered became uncovered effective June 23, 2016.  At the time of the agreement, SSB had $87.4 million in acquired covered loans and $3.0 million in covered OREO that became uncovered at the date of the agreement.  The Bank will now recognize the full amount of future charge-offs, recoveries, gains, losses, and expenses related to these previously covered assets, as the FDIC will no longer share in these amounts.

Deposit and Loan Concentrations

We have no material concentration of deposits from any single customer or group of customers.  We have no significant portion of our loans concentrated within a single industry or group of related industries.  Furthermore, we attempt to avoid making loans that, in an aggregate amount, exceed 10% of total loans to a multiple number of borrowers engaged in similar business activities. As of June 30, 2016, there were no aggregated loan concentrations of this type.  We do not believe there are any material seasonal factors that would have a material adverse effect on us.  We do not have foreign loans or deposits.

Concentration of Credit Risk

We consider concentrations of credit to exist when, pursuant to regulatory guidelines, the amounts loaned to a multiple number of borrowers engaged in similar business activities which would cause them to be similarly impacted by general economic conditions represents 25% of total risk-based capital, or $208.5 million at June 30, 2016. Based on this

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criteria, the Company had four such credit concentrations for non-acquired loans and acquired non-credit impaired loans at June 30, 2016, including $302.9 million of loans to lessors of residential buildings, $621.2 million of loans to lessors of nonresidential buildings (except mini-warehouses), $239.0 million of loans to religious organizations, and $230.1 million of loans to offices of physicians, dentists and other health practitioners.

Cautionary Note Regarding Any Forward-Looking Statements

Statements included in Management’s Discussion and Analysis of Financial Condition and Results of Operations which are not historical in nature are intended to be, and are hereby identified as, forward-looking statements for purposes of the safe harbor provided by Section 27A of the Securities Act of 1933 and Section 21E of the Securities and Exchange Act of 1934.  The words “may,” “will,” “anticipate,” “should,” “would,” “believe,” “contemplate,” “expect,” “estimate,” “continue,” “may,” and “intend,” as well as other similar words and expressions of the future, are intended to identify forward-looking statements.  We caution readers that forward-looking statements are estimates reflecting our judgment based on current information, and are subject to certain risks and uncertainties that could cause actual results to differ materially from anticipated results.  Such risks and uncertainties include, among others, the matters described in Item 1A. Risk Factors of our Annual Report on Form 10-K for the year ended December 31, 2015, and the following:

· Credit risk associated with an obligor’s failure to meet the terms of any contract with the Bank or otherwise fail to perform as agreed;

· Interest rate risk involving the effect of a change in interest rates on both the Bank’s earnings and the market value of the portfolio equity;

· Liquidity risk affecting our Bank’s ability to meet its obligations when they come due;

· Price risk focusing on changes in market factors that may affect the value of financial instruments which are “marked-to-market” periodically;

· Merger and merger integration risk including potential deposit attrition, higher than expected costs, customer loss and business disruption, including, without limitation, potential difficulties in maintaining relationships with key personnel and other integration related-matters, and the potential inability to identify and successfully negotiate and complete additional successful combinations with potential merger or acquisition partners;

· Transaction risk arising from problems with service or product delivery;

· Compliance risk involving risk to earnings or capital resulting from violations of or nonconformance with laws, rules, regulations, prescribed practices, or ethical standards;

· Controls and procedures risk, including the potential failure or circumvention of our controls and procedures or failure to comply with regulations related to controls and procedures;

· Regulatory change risk resulting from new laws, rules, regulations, proscribed practices or ethical standards, including the possibility that regulatory agencies may require higher levels of capital above the current regulatory-mandated minimums, including the impact of the new capital rules under Basel III and the possibility of changes in accounting standards, policies, principles and practices, including changes in accounting principles relating to loan loss recognition;

· Strategic risk resulting from adverse business decisions or improper implementation of business decisions;

· Reputation risk that adversely affects earnings or capital arising from negative public opinion;

· Terrorist activities risk that result in loss of consumer confidence and economic disruptions;

· Cybersecurity risk related to our dependence on internal computer systems and the technology of outside service providers, as well as the potential impacts of third-party security breaches, subjects us to potential business disruptions or financial losses resulting from deliberate attacks or unintentional events;

· Noninterest income risk resulting from the effect of final rules amending Regulation E that prohibit financial institutions from charging consumer fees for paying overdrafts on ATM and one-time debit card transactions, unless the consumer consents or opts-in to the overdraft service for those types of transactions; and

· Economic downturn risk resulting in changes in the credit markets, greater than expected non-interest expenses, excessive loan losses and other factors, which risks could be exacerbated by potential negative economic developments resulting from the expiration of the federal tax reductions, and the implementation of federal spending cuts currently scheduled to go into effect.

Additional information with respect to factors that may cause actual results to differ materially from those contemplated by our forward-looking statements may also be included in other reports that the Company files with the

73

SEC. The Company cautions that the foregoing list of risk factors is not exclusive and not to place undue reliance on forward-looking statements.

For any forward-looking statements made in this Form 10-Q or in any documents incorporated by reference into this Form 10-Q, we claim the protection of the safe harbor for forward looking statements contained in the Private Securities Litigation Reform Act of 1995. Such forward-looking statements speak only as of the date of this Form 10-Q or the date of any document incorporated by reference in Form 10-Q. We do not undertake to update forward looking statements to reflect facts, circumstances, assumptions or events that occur after the date the forward-looking statements are made. All subsequent written and oral forward looking statements by the Company or any person acting on its behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this Form 10-Q.

Item 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We have no material changes in our quantitative and qualitative disclosures about market risk as of June 30, 2016 from that presented in our Annual Report on Form 10-K for the year ended December 31, 2015.

Item 4.  CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

Management, including our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of the end of the period covered by this report. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective to ensure that information required to be disclosed in the reports we file and submit under the Exchange Act is (i) recorded, processed, summarized and reported as and when required and (ii) accumulated and communicated to our management, including our Chief Executive Officer and the Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

The design of any system of controls and procedures is based in part upon certain assumptions about the likelihood of future events.  There can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions, regardless of how remote.

Changes in Internal Control over Financial Reporting

There has been no change in our internal control over financial reporting during the six months ended  June 30, 2016, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

74

PART II — OTHER INFORMATION

Item 1.  LEGAL PROCEEDINGS

As of June 30, 2016 and the date of this form 10-Q, we believe that we are not a party to, nor is any of our property the subject of, any pending material legal proceeding other than those that may occur in the ordinary course of our business.

Item 1A.  RISK FACTORS

Investing in shares of our common stock involves certain risks, including those identified and described in Item 1A. of our Annual Report on Form 10-K for the fiscal year ended December 31, 2015, as well as cautionary statements contained in this Form 10-Q, including those under the caption “Cautionary Note Regarding Any Forward-Looking Statements” set forth in Part I, Item 2 of this Form 10-Q, risks and matters described elsewhere in this Form 10-Q and in our other filings with the SEC.

Item 2.  UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

(a) Not applicable

(b) Not applicable

(c) Issuer Purchases of Registered Equity Securities:

In February 2004, we announced a stock repurchase program with no formal expiration date to repurchase up to 250,000 shares of our common stock.  There are 54,972 shares that may yet be purchased under that program.  The following table reflects share repurchase activity during the second quarter of 2016:

						(d) Maximum
					(c) Total	Number (or
					Number of	Approximate
					Shares (or	Dollar Value) of
					Units)	Shares (or
	(a) Total				Purchased as	Units) that May
	Number of				Part of Publicly	Yet Be
	Shares (or		(b) Average		Announced	Purchased
	Units)		Price Paid per		Plans or	Under the Plans
Period	Purchased		Share (or Unit)		Programs	or Programs
April 1 - April 30	2,759	*	$	69.67	—	54,972
May 1 - May 31	—			—	—	54,972
June 1 - June 30	—			—	—	54,972
Total	2,759				—	54,972

*These shares were repurchased under arrangements, authorized by our stock-based compensation plans and Board of Directors, whereby officers or directors may sell previously owned shares to the Company in order to pay for the exercises of stock options or for income taxes owed on vesting shares of restricted stock.  These shares are not purchased under the plan to repurchase 250,000 shares announced in February 2004.

Item 3.  DEFAULTS UPON SENIOR SECURITIES

Not applicable.

Item 4.  MINE SAFETY DISCLOSURES

Not applicable.

Item 5.  OTHER INFORMATION

Not applicable.

75

Item 6.  EXHIBITS

The exhibits required to be filed as part of this Quarterly Report on Form 10-Q are listed in the Exhibit Index attached hereto and are incorporated by reference.

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	SOUTH STATE CORPORATION
	(Registrant)
Date: August 4, 2016	/s/ Robert R. Hill, Jr.
	Robert R. Hill, Jr.
	Chief Executive Officer
	(Principal Executive Officer)
Date: August 4, 2016	/s/ John C. Pollok
	John C. Pollok
	Senior Executive Vice President,
	Chief Financial Officer, and
	Chief Operating Officer
	(Principal Financial Officer)
Date: August 4, 2016	/s/ Keith S. Rainwater
	Keith S. Rainwater
	Executive Vice President and
	Principal Accounting Officer

76

Exhibit Index

Exhibit No.	Description
Exhibit 2.1	Agreement and Plan of Merger, dated as of June 16, 2016, by and between Southeastern Bank Financial Corporation and South State Corporation (incorporated by reference as Exhibit 2.1 to the Registrant’s Current Report on Form 8-K filed on June 22, 2016)
Exhibit 10.1	Termination Agreement between South State Bank and the Federal Deposit Insurance Corporation, as Receiver of the Cape Fear Bank, in Wilmington, NC, Community Bank & Trust, in Cornelia, GA, Habersham Bank, in Clarkesville, GA, BankMeridian, in Columbia, SC, and Plantation Federal Bank, in Pawleys Island, SC, dated as of June 23, 2016 (incorporated by reference as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on June 24, 2016)
Exhibit 31.1	Rule 13a-14(a) Certification of Principal Executive Officer
Exhibit 31.2	Rule 13a-14(a) Certification of Principal Financial Officer
Exhibit 32	Section 1350 Certifications of Principal Executive Officer and Principal Financial Officer
Exhibit 101	The following financial statements from the Quarterly Report on Form 10-Q of South State Corporation for the quarter ended June 30, 2016, formatted in eXtensible Business Reporting Language (XBRL): (i) Condensed Consolidated Balance Sheets, (ii) Condensed Consolidated Statements of Income, (iii) Condensed Consolidated Statements of Comprehensive Income, (iv) Condensed Consolidated Statements of Changes in Shareholders’ Equity, (v) Condensed Consolidated Statement of Cash Flows and (vi) Notes to Condensed Consolidated Financial Statements.

77

EX-31.1

Exhibit 31.1

RULE 13A-14(A) CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

I, Robert R. Hill, Jr., certify that:

1. I have reviewed this quarterly report on Form 10-Q of South State Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:  August 4, 2016

/s/ Robert R. Hill, Jr.

Robert R. Hill, Jr.

Chief Executive Officer

(Principal Executive Officer)

EX-31.2

Exhibit 31.2

RULE 13A-14(A) CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER

I, John C. Pollok, certify that:

1. I have reviewed this quarterly report on Form 10-Q of South State Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:  August 4, 2016

/s/ John C. Pollok

John C. Pollok

Senior Executive Vice President,

Chief Financial Officer, and

Chief Operating Officer

(Principal Financial Officer)

EX-32

Exhibit 32

CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of South State Corporation (the “Company”) on Form 10-Q for the period ended June 30, 2016 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), the undersigned certifies, pursuant to 18 U.S.C. paragraph 906 of the Sarbanes-Oxley Act of 2002, that, to his knowledge:

1. The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date:  August 4, 2016

/s/ Robert R. Hill, Jr.

Robert R. Hill, Jr.

Chief Executive Officer

(Principal Executive Officer)

CERTIFICATION OF THE CHIEF FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of South State Corporation (the “Company”) on Form 10-Q for the period ended June 30, 2016 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), the undersigned certifies, pursuant to 18 U.S.C. paragraph 906 of the Sarbanes-Oxley Act of 2002, that, to his knowledge:

1. The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date:  August 4, 2016

/s/ John C. Pollok

John C. Pollok

Senior Executive Vice President,

Chief Financial Officer, and

Chief Operating Officer

(Principal Financial Officer)

XML

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2016	Jul. 31, 2016
Document and Entity Information
Entity Registrant Name	SOUTH STATE Corp
Entity Central Index Key	0000764038
Document Type	10-Q
Document Period End Date	Jun. 30, 2016
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		24,210,496
Document Fiscal Year Focus	2016
Document Fiscal Period Focus	Q2

XML

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Jun. 30, 2016	Dec. 31, 2015	Jun. 30, 2015
Cash and cash equivalents:
Cash and due from banks	$ 182,875	$ 178,664	$ 155,881
Interest-bearing deposits with banks	8,055	218,883	273,273
Federal funds sold and securities purchased under agreements to resell	290,982	298,247	164,228
Total cash and cash equivalents	481,912	695,794	593,382
Investment securities:
Securities held to maturity (fair value of $8,280, $9,723 and $10,232, respectively)	7,921	9,314	9,659
Securities available for sale, at fair value	989,610	1,009,541	841,661
Other investments	9,529	8,893	9,031
Total investment securities	1,007,060	1,027,748	860,351
Loans held for sale	48,926	41,649	73,055
Loans:
Loans, net	6,380,657	5,970,044	5,749,270
Loans, gross	4,816,875	4,220,726	3,788,399
Less allowance for non-acquired loan losses	(36,939)	(34,090)	(34,782)
FDIC indemnification asset		4,401	11,035
Other real estate owned (covered of $0, $5,751 and $8,172, respectively; non-covered of $22,427, $24,803 and $26,870, respectively)	22,427	30,554	35,042
Premises and equipment, net	177,950	174,537	171,582
Bank owned life insurance	102,815	101,588	100,363
Deferred tax assets	25,915	37,827	45,911
Mortgage servicing rights	22,350	26,202	25,325
Core deposit and other intangibles	43,629	47,425	45,260
Goodwill	338,340	338,340	317,688
Other assets	72,012	61,239	56,720
Total assets	8,723,993	8,557,348	8,084,984
Deposits:
Noninterest-bearing	2,117,246	1,976,480	1,844,973
Interest-bearing	5,046,680	5,123,948	4,822,555
Total deposits	7,163,926	7,100,428	6,667,528
Federal funds purchased and securities sold under agreements to repurchase	341,064	288,231	287,903
Other borrowings	55,254	55,158	55,055
Other liabilities	59,406	54,147	50,719
Total liabilities	7,619,650	7,497,964	7,061,205
Shareholders' equity:
Preferred stock - $.01 par value; authorized 10,000,000 shares; no shares issued and outstanding
Common stock - $2.50 par value; authorized 40,000,000 shares; 24,195,226, 24,162,657 and 24,197,531 shares issued and outstanding, respectively	60,488	60,407	60,494
Surplus	703,445	703,929	704,625
Retained earnings	333,900	298,919	260,591
Accumulated other comprehensive loss	6,510	(3,871)	(1,931)
Total shareholders' equity	1,104,343	1,059,384	1,023,779
Total liabilities and shareholders' equity	8,723,993	8,557,348	8,084,984
Acquired credit impaired loans
Loans:
Loans, net	658,835	733,870	823,981
Acquired non-credit impaired loans
Loans:
Loans, net	$ 941,886	$ 1,049,538	$ 1,171,672

XML

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Jun. 30, 2016	Dec. 31, 2015	Jun. 30, 2015
Shareholders' equity:
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01	$ 0.01
Preferred stock, shares authorized	10,000,000	10,000,000	10,000,000
Preferred stock, shares issued	0	0	0
Preferred stock, shares outstanding	0	0	0
Common stock, par value (in dollars per share)	$ 2.50	$ 2.50	$ 2.50
Common stock, shares authorized	40,000,000	40,000,000	40,000,000
Common stock, shares issued	24,195,226	24,162,657	24,197,531
Common stock, shares outstanding	24,195,226	24,162,657	24,197,531
Investment securities:
Securities held to maturity, fair value (in dollars)	$ 8,231	$ 9,723	$ 10,114
Other real estate owned
Other real estate owned, covered (in dollars)	0	5,751	8,172
Other real estate owned, non-covered (in dollars)	22,427	24,803	26,870
Acquired credit impaired loans
Loans:
Covered loans	0	98,459	113,158
Non-covered	658,835	635,411	710,823
Acquired non-credit impaired loans
Loans:
Covered loans	0	8,047	8,059
Non-covered	$ 941,886	$ 1,041,491	$ 1,163,613

XML

Condensed Consolidated Statements of Income - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Interest income:
Loans, including fees	$ 77,154	$ 79,406	$ 154,408	$ 158,254
Investment securities:
Taxable	4,477	3,822	9,270	7,484
Tax-exempt	992	1,072	2,008	2,150
Federal funds sold and securities purchased under agreements to resell	756	464	1,508	875
Total interest income	83,379	84,764	167,194	168,763
Interest expense:
Deposits	1,368	1,737	2,969	3,740
Federal funds purchased and securities sold under agreements to repurchase	137	105	281	201
Other borrowings	475	646	944	1,497
Total interest expense	1,980	2,488	4,194	5,438
Net interest income	81,399	82,276	163,000	163,325
Provision for loan losses	2,727	3,144	5,286	3,963
Net interest income after provision for loan losses	78,672	79,132	157,714	159,362
Noninterest income:
Fees on deposit accounts	21,539	17,699	41,663	34,192
Mortgage banking income	5,620	7,089	9,818	13,715
Trust and investment services income	4,911	5,051	9,697	9,985
Securities losses, net			122
Amortization of FDIC indemnification assets	(4,427)	(2,042)	(5,901)	(5,249)
Other	4,475	2,285	6,761	3,945
Total noninterest income	32,118	30,082	62,160	56,588
Noninterest expense:
Salaries and employee benefits	40,537	39,754	81,969	80,741
Net occupancy expense	5,541	5,046	10,900	10,283
Information services expense	5,083	4,382	10,117	8,340
Furniture and equipment expense	3,072	2,762	5,923	5,907
OREO expense and loan related	874	2,019	2,648	5,033
Bankcard expense	3,040	2,285	5,919	4,265
Amortization of intangibles	1,892	1,964	3,795	3,980
Supplies, printing and postage expense	1,757	1,430	3,565	3,042
Professional fees	1,576	1,585	2,906	2,994
FDIC assessment and other regulatory charges	1,017	1,253	2,161	2,437
Advertising and marketing	858	1,009	1,502	1,864
Branch and conversion related expense	1,573	2,237	2,531	2,237
Other	7,034	5,803	11,947	10,891
Total noninterest expense	73,854	71,529	145,883	142,014
Earnings:
Income before provision for income taxes	36,936	37,685	73,991	73,936
Provision for income taxes	12,420	12,813	24,981	25,138
Net income	24,516	24,872	49,010	48,798
Net income	$ 24,516	$ 24,872	$ 49,010	$ 48,798
Earnings per common share:
Basic (in dollars per share)	$ 1.02	$ 1.04	$ 2.04	$ 2.04
Diluted (in dollars per share)	1.01	1.03	2.02	2.02
Dividends per common share (in dollars per share)	$ 0.30	$ 0.24	$ 0.58	$ 0.47
Weighted-average common shares outstanding:
Basic (in shares)	23,995	23,981	23,977	23,947
Diluted (in shares)	24,237	24,258	24,205	24,214

XML

Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Condensed Consolidated Statements of Comprehensive Income
Net income	$ 24,516	$ 24,872	$ 49,010	$ 48,798
Unrealized gains (losses) on securities:
Unrealized holding gains (losses) arising during period	4,631	(8,226)	16,551	(2,953)
Tax effect	(1,766)	3,100	(6,311)	1,090
Reclassification adjustment for gains (losses) included in net income			(122)
Tax effect			46
Net of tax amount	2,865	(5,126)	10,164	(1,863)
Unrealized gains (losses) on derivative financial instruments qualifying as cash flow hedges:
Unrealized holding gains (losses) arising during period	(46)	29	(198)	(92)
Tax effect	18	(11)	75	35
Reclassification adjustment for losses included in interest expense	68	64	142	140
Tax effect	(26)	(24)	(54)	(53)
Net of tax amount	14	58	(35)	30
Change in pension and retiree medical plan obligation:
Reclassification adjustment for actuarial (gains) losses included in salaries and employee benefits	204	225	408	450
Tax effect	(78)	(86)	(156)	(171)
Net of tax amount	126	139	252	279
Other comprehensive income (loss), net of tax	3,005	(4,929)	10,381	(1,554)
Total comprehensive income	$ 27,521	$ 19,943	$ 59,391	$ 47,244

XML

Condensed Consolidated Statements of Changes in Shareholders' Equity - USD ($) $ in Thousands	Common Stock 2004 Buyback Plan [Member]	Common Stock	Surplus 2004 Buyback Plan [Member]	Surplus	Retained Earnings	Accumulated Other Comprehensive Income (Loss).	2004 Buyback Plan [Member]	Total
Balance at Dec. 31, 2014		$ 60,377		$ 701,764	$ 223,156	$ (377)		$ 984,920
Balance (in shares) at Dec. 31, 2014		24,150,702
Increase (Decrease) in Stockholders' Equity
Net income					48,798			48,798
Other Comprehensive Income, net of tax effects						(1,554)		(1,554)
Total comprehensive income								47,244
Cash dividends on Series A preferred stock					(11,363)			(11,363)
Stock options exercised		$ 76		863				939
Stock options exercised (in shares)		30,060
Employee stock purchases		$ 8		199				207
Employee stock purchases (in shares)		3,366
Restricted stock awards		$ 76		(76)
Restricted stock awards (in shares)		30,605
Common stock repurchased		$ (43)		(1,032)				(1,075)
Common stock repurchased (in shares)		(17,202)
Share-based compensation expense				2,907				2,907
Balance at Jun. 30, 2015		$ 60,494		704,625	260,591	(1,931)		$ 1,023,779
Balance (in shares) at Jun. 30, 2015		24,197,531						24,197,531
Balance (in shares) Preferred Stock at Jun. 30, 2015								0
Balance at Dec. 31, 2015		$ 60,407		703,929	298,919	(3,871)		$ 1,059,384
Balance (in shares) at Dec. 31, 2015		24,162,657						24,162,657
Balance (in shares) Preferred Stock at Dec. 31, 2015								0
Increase (Decrease) in Stockholders' Equity
Net income					49,010			$ 49,010
Other Comprehensive Income, net of tax effects						10,381		10,381
Total comprehensive income								59,391
Cash dividends on Series A preferred stock					(14,029)			(14,029)
Stock options exercised		$ 60		748				808
Stock options exercised (in shares)		24,073
Employee stock purchases		$ 9		218				227
Employee stock purchases (in shares)		3,729
Restricted stock awards		$ 99		(99)
Restricted stock awards (in shares)		39,556
Stock issued pursuant to restricted stock units.		$ 90		(90)
Stock issued pursuant to restricted stock units (in shares)		35,903
Common stock repurchased	$ (82)	$ (95)	$ (2,048)	(2,377)			$ (2,130)	(2,472)
Common stock repurchased (in shares)	(32,900)	(37,792)
Share-based compensation expense				3,164				3,164
Balance at Jun. 30, 2016		$ 60,488		$ 703,445	$ 333,900	$ 6,510		$ 1,104,343
Balance (in shares) at Jun. 30, 2016		24,195,226						24,195,226
Balance (in shares) Preferred Stock at Jun. 30, 2016								0

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Condensed Consolidated Statements of Changes in Shareholders' Equity (Parenthetical) - $ / shares	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Condensed Consolidated Statements of Changes in Shareholders' Equity
Cash dividends declared, per share (in dollars per share)	$ 0.30	$ 0.24	$ 0.58	$ 0.47

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Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015
Cash flows from operating activities:
Net income	$ 49,010	$ 48,798
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	10,565	10,531
Provision for loan losses	5,286	3,963
Deferred income taxes	5,515	(2,320)
Gain on sale of securities	(122)
Share-based compensation expense	3,164	2,907
Accretion on FDIC Indemnification Asset	3,566	5,249
Accretion of discount related to performing acquired loans	(2,795)	(3,211)
Loss on disposals of premises and equipment	(33)	301
Gain on sale of OREO	(1,483)	(766)
Net amortization of premium on investment securities	2,707	2,210
OREO write downs	2,943	4,314
Fair Value adjustment for loans held for sale	(665)	(189)
Originations and purchases of mortgage loans for sale	(328,899)	(506,532)
Proceeds from mortgage loans for sale	322,286	495,506
Net change in:
Accrued interest receivable	(1,108)	(277)
Prepaid assets	(1,248)	(972)
FDIC indemnification asset	3,177	5,877
Miscellaneous other assets	(7,797)	(666)
Accrued interest payable	(541)	(1,822)
Accrued income taxes	3,187	12,861
Miscellaneous other liabilities	6,138	(4,231)
Net cash provided by operating activities	72,853	71,531
Cash flows from investing activities:
Proceeds from sales of investment securities available for sale	137
Proceeds from maturities and calls of investment securities held to maturity	1,395
Proceeds from maturities of investment securities available for sale	234,765	96,497
Proceeds from calls of other investment securities		1,392
Proceeds from sales of other investment securities	24	95
Purchases of investment securities available for sale	(201,130)	(136,554)
Purchases of other investment securities	(660)
Net increase in loans	(421,134)	(83,652)
Payment to settle FDIC Loss Share Agreements	(2,342)
Recoveries of loans previously charged off	1,646	1,598
Purchases of premises and equipment	(12,381)	(7,431)
Proceeds from sale of OREO	14,209	16,855
Proceeds from sale of premises and equipment		25
Net cash provided by investing activities	(385,471)	(111,175)
Cash flows from financing activities:
Net increase (decrease) in deposits	63,510	206,483
Net increase in federal funds purchased and securities sold under agreements to repurchase and other short-term borrowings	52,833	66,361
Repayment of FHLB advances and other borrowings	(11)	(46,395)
Common stock issuance	227	207
Common stock repurchase	(4,602)	(1,075)
Dividends paid on common stock	(14,029)	(11,363)
Stock options exercised	808	939
Net cash provided by (used in) financing activities	98,736	215,157
Net increase in cash and cash equivalents	(213,882)	175,513
Cash and cash equivalents at beginning of period	695,794	417,869
Cash and cash equivalents at end of period	481,912	593,382
Cash paid for:
Interest	4,735	7,259
Income taxes	16,676	14,410
Schedule of Noncash Investing Transactions:
Real estate acquired in full or in partial settlement of loans (covered of $2,151 and $2,423, respectively; and non-covered of $887 and $4,113, respectively)	$ 7,542	$ 12,719

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Condensed Consolidated Statements of Cash Flows (Parenthetical) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015
Condensed Consolidated Statements of Cash Flows
Real estate acquired in full or in partial settlement of loans, covered	$ 0	$ 3,554
Real estate acquired in full or in partial settlement of loans, non-covered	$ 7,542	$ 9,165

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Basis of Presentation

6 Months Ended

Jun. 30, 2016

Basis of Presentation

Basis of Presentation

Note 1 — Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X.  Accordingly, they do not include all of the information and disclosures required by accounting principles generally accepted in the United States (“GAAP”) for complete financial statements.  In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included.  Certain prior period information has been reclassified to conform to the current period presentation, and these reclassifications had no impact on net income or equity as previously reported.  Operating results for the three and six months endedJune 30,2016 are not necessarily indicative of the results that may be expected for the year ending December 31, 2016.

The condensed consolidated balance sheet at December 31, 2015 has been derived from the audited financial statements at that date but does not include all of the information and disclosures required by GAAP for complete financial statements.

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Summary of Significant Accounting Policies

6 Months Ended

Jun. 30, 2016

Summary of Significant Accounting Policies

Summary of Significant Accounting Policies

Note 2 — Summary of Significant Accounting Policies

The information contained in the consolidated financial statements and accompanying notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015, as filed with the Securities and Exchange Commission (the “SEC”) on February 24, 2016,  should be referenced when reading these unaudited condensed consolidated financial statements.  Unless otherwise mentioned or unless the context requires otherwise, references herein to "South State," the "Company" "we," "us," "our" or similar references mean South State Corporation and its consolidated subsidiaries.  References to the “Bank” means South State Corporation’s wholly owned subsidiary, South State Bank, a South Carolina banking corporation.

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Recent Accounting and Regulatory Pronouncements

6 Months Ended

Jun. 30, 2016

Recent Accounting and Regulatory Pronouncements

Recent Accounting and Regulatory Pronouncements

Note 3 — Recent Accounting and Regulatory Pronouncements

In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-13, Financial Instruments-Credit Losses (Topic 326):  Measurement of Credit Losses on Financial Instruments:  (“ASU 2016-13”).  ASU 2016-13requires an entity to utilize a new impairment model known as the current expected credit loss ("CECL") model to estimate its lifetime "expected credit loss" and record an allowance that, when deducted from the amortized cost basis of the financial asset, presents the net amount expected to be collected on the financial asset.  The CECL model is expected to result in earlier recognition of credit losses.  ASU 2016-13 also requires new disclosures for financial assets measured at amortized cost, loans and available-for-sale debt securities.  The updated guidance is effective for interim and annual reporting periods beginning after December 15, 2019, including interim periods within those fiscal years.  Early adoption is permitted.  Entities will apply the standard's provisions as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is adopted.  The Company is currently assessing the impact of the new guidance on the Company’s consolidated financial statements.

In March 2016, the FASB issued ASU No. 2016-09, Compensation – Stock Compensation (Topic 718):  Improvements to Employee Share –Based Payment Accounting; (“ASU 2016-09”).  ASU 2016-09 introduces targeted amendments intended to simplify the accounting for stock compensation. Specifically, ASU 2016-09 requires all excess tax benefits and tax deficiencies (including tax benefits of dividends on share-based payment awards) to be recognized as income tax expense or benefit in the income statement. The tax effects of exercised or vested awards should be treated as discrete items in the reporting period in which they occur. An entity also should recognize excess tax benefits, and assess the need for a valuation allowance, regardless of whether the benefit reduces taxes payable in the current period. That is, off balance sheet accounting for net operating losses stemming from excess tax benefits would no longer be required and instead such net operating losses would be recognized when they arise. Existing net operating losses that are currently tracked off balance sheet would be recognized, net of a valuation allowance if required, through an adjustment to opening retained earnings in the period of adoption. Entities will no longer need to maintain and track an “APIC pool.”  For public business entities, ASU 2016-09 is effective for interim and annual periods beginning after December 15, 2016.  The Company is currently evaluating the provisions of ASU 2016-09 to determine the potential impact the new standard will have to the Company’s consolidated financial statements.

In March 2016, the FASB issued ASU No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent considerations (Reporting Revenue Gross versus Net); (“ASU 2016-08”).  ASU 2016-08 updates the new revenue standard by clarifying the principal versus agent implementation guidance, but does not change the core principle of the new standard. The updates to the principal versus agent guidance:  (i) require an entity to determine whether it is a principal or an agent for each distinct good or service (or a distinct bundle of goods or services) to be provided to the customer; (ii) illustrate how an entity that is a principal might apply the control principle to goods, services, or rights to services, when another party is involved in providing goods or services to a customer and (iii) Clarify that the purpose of certain specific control indicators is to support or assist in the assessment of whether an entity controls a good or service before it is transferred to the customer, provide more specific guidance on how the indicators should be considered, and clarify that their relevance will vary depending on the facts and circumstances.  For public business entities, the effective date and transition requirements for these amendments are the same as the effective date and transition requirements of ASU 2014-09 which is effective for interim and annual periods beginning after December 15, 2017. The amendments can be applied retrospectively to each prior reporting period or retrospectively with the cumulative effect of initially applying this new guidance recognized at the date of initial application.  The Company is currently evaluating the provisions of ASU 2016-08 in connection with the provisions of ASU 2014-09 to determine the potential impact the new standard will have to the Company’s consolidated financial statements.

In March 2016, the FASB issued ASU No. 2016-07, Investments – Equity Method and Joint Ventures (Topic 323): Simplifying the Transition to the Equity Method of Accounting; (“ASU 2016-07”).  ASU 2016-07 requires an investor to initially apply the equity method of accounting from the date it qualifies for that method, i.e., the date the investor obtains significant influence over the operating and financial policies of an investee. The ASU eliminates the previous requirement to retroactively adjust the investment and record a cumulative catch up for the periods that the investment had been held, but did not qualify for the equity method of accounting. For public business entities, the amendments in ASU 2016-05 are effective for interim and annual periods beginning after December 15, 2016. The amendments should be applied prospectively upon their effective date to increases in the level of ownership interest or degree of influence that result in the adoption of the equity method.  The Company is currently evaluating the provisions of ASU 2016-07 to determine the potential impact the new standard will have to the Company’s consolidated financial statements.

In March 2016, the FASB issued ASU No. 2016-05, Derivatives and Hedging (Topic 815): Effect of Derivative Contract Novations on Existing Hedge Accounting Relationships (“ASU 2016-05”).  ASU 2016-05 requires an entity to discontinue a designated hedging relationship in certain circumstances, including termination of the derivative hedging instrument or if the entity wishes to change any of the critical terms of the hedging relationship. ASU 2016-05 amends Topic 815 to clarify that novation of a derivative (replacing one of the parties to a derivative instrument with a new party) designated as the hedging instrument would not, in and of itself, be considered a termination of the derivative instrument or a change in critical terms requiring discontinuation of the designated hedging relationship. For public business entities, the amendments in ASU 2016-05 are effective for interim and annual periods beginning after December 15, 2016.  An entity has an option to apply the amendments in ASU 2016-05 on either a prospective basis or a modified retrospective basis.  The Company has determined that this guidance will not have a material impact on the Company’s consolidated financial statements.

In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) (“ASU 2016-02”).  ASU 2016-02 applies a right-of-use (ROU) model that requires a lessee to record, for all leases with a lease term of more than 12 months, an asset representing its right to use the underlying asset and a liability to make lease payments. For leases with a term of 12 months or less, a practical expedient is available whereby a lessee may elect, by class of underlying asset, not to recognize an ROU asset or lease liability. At inception, lessees must classify all leases as either finance or operating based on five criteria. Balance sheet recognition of finance and operating leases is similar, but the pattern of expense recognition in the income statement, as well as the effect on the statement of cash flows, differs depending on the lease classification.  For public business entities, the amendments in ASU 2016-02 are effective for interim and annual periods beginning after December 15, 2018.   In transition, lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach which includes a number of optional practical expedients that entities may elect to apply.  The Company is currently evaluating the provisions of ASU 2016-02 to determine the potential impact the new standard will have to the Company’s consolidated financial statements.

In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments – Overall (Subtopic 825-10); Recognition and Measurement of Financial Assets and Financial Liabilities (“ASU 2016-01”).  This update is intended to improve the recognition and measurement of financial instruments and it requires an entity to: (i) measure equity investments at fair value through net income, with certain exceptions; (ii) present in OCI the changes in instrument-specific credit risk for financial liabilities measured using the fair value option; (iii) present financial assets and financial liabilities by measurement category and form of financial asset; (iv) calculate the fair value of financial instruments for disclosure purposes based on an exit price and; (v) assess a valuation allowance on deferred tax assets related to unrealized losses of AFS debt securities in combination with other deferred tax assets. ASU 2016-01 also provides an election to subsequently measure certain nonmarketable equity investments at cost less any impairment and adjusted for certain observable price changes and requires a qualitative impairment assessment of such equity investments and amends certain fair value disclosure requirements.  For public business entities, the amendments in ASU 2016-01 are effective for interim and annual periods beginning after December 15, 2017.  An entity should apply the amendments by means of a cumulative-effect adjustment to the balance sheet as of the beginning of the fiscal year of adoption.  The amendments related to equity securities without readily determinable fair values (including disclosure requirements) should be applied prospectively to equity investments that exist as of the date of adoption of the ASU 2016-01.  The Company is currently evaluating the provisions of ASU 2016-01 to determine the potential impact the new standard will have to the Company’s consolidated financial statements.

In September 2015, the FASB issued ASU No. 2015-16, Business Combinations (Topic 805): Simplifying the Accounting for Measurement Period Adjustments (“ASU 2015-16”). The update simplifies the accounting for adjustments made to provisional amounts recognized in a business combination by eliminating the requirement to retrospectively account for those adjustments. For public companies, this update became effective for interim and annual periods beginning after December 15, 2015, and is to be applied prospectively. ASU 2015-16 became effective for the Company on January 1, 2016 and did not have a significant impact on the Company’s consolidated financial statements.

In April 2015, the FASB issued ASU No. 2015-03, Interest—Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs (“ASU 2015-03”). The update simplifies the presentation of debt issuance costs by requiring that debt issuance costs be presented in the balance sheet as a direct deduction from the carrying amount of debt liability, consistent with debt discounts or premiums. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in this update. In August 2015, the FASB issued ASU 2015-15, Interest—Imputation of Interest (Subtopic 835-30): Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements, expanding the guidance provided in ASU 2015-03 by permitting the presentation of costs associated with securing a revolving line of credit as an asset, regardless of whether or not the line of credit is funded. For public companies, both updates will be effective for interim and annual periods beginning after December 15, 2015, and are to be applied retrospectively. ASU 2015-03 became effective for the Company on January 1, 2016 and did not have a significant impact on the Company’s consolidated financial statements.

In February 2015, the FASB issued Accounting Standards Update ASU 2015-02, Amendments to the Consolidation Analysis (“ASU 2015-02”). This ASU affects reporting entities that are required to evaluate whether they should consolidate certain legal entities. Specifically, the amendments: (i) modify the evaluation of whether limited partnerships and similar legal entities are variable interest entities (“VIEs”) or voting interest entities; (ii) eliminate the presumption that a general partner should consolidate a limited partnership; (iii) affect the consolidation analysis of reporting entities that are involved with VIEs, particularly those that have fee arrangements and related party relationships; and (iv) provide a scope exception from consolidation guidance for reporting entities with interests in legal entities that are required to comply with or operate in accordance with requirements that are similar to those in Rule 2a-7 of the Investment Company Act of 1940 for registered money market funds. ASU No. 2015-02 became effective for interim and annual reporting periods beginning after December 15, 2015. ASU 2015-02 became effective for the Company on January 1, 2016 and did not have a significant impact on the Company’s consolidated financial statements.

In November 2014, the FASB issued ASU 2014-16, Derivatives and Hedging (Topic 815): Determining Whether the Host Contract in a Hybrid Financial Instrument Issued in the Form of a Share Is More Akin to Debt or to Equity, a consensus of the FASB Emerging Issues Task Force (“ASU 2014-16”). This ASU clarifies how current U.S. GAAP should be interpreted in subjectively evaluating the economic characteristics and risks of a host contract in a hybrid financial instrument that is issued in the form of a share. ASU 2014-16 is effective for public business entities for annual periods and interim periods within those annual periods, beginning after December 15, 2015.  ASU 2014-16 became effective for the Company on January 1, 2016 and did not have a significant impact on the Company’s consolidated financial statements.

In June 2014, the FASB issued ASU 2014-12, Compensation—Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period, a consensus of the FASB Emerging Issues Task Force (“ASU 2014-12”). ASU 2014-12 requires that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. ASU 2014-12 is effective for annual periods and interim periods within those annual periods, beginning after December 15, 2015. An entity may apply the standards (i) prospectively to all share-based payment awards that are granted or modified on or after the effective date, or (ii) retrospectively to all awards with performance targets that are outstanding as of the beginning of the earliest annual period presented in the financial statements and to all new or modified awards thereafter. Earlier application is permitted. ASU 2014-12 became effective for the Company on January 1, 2016 and did not have a significant impact on the Company’s consolidated financial statements.

In June 2014, the FASB issued ASU 2014-11, Transfers and Servicing (Topic 860): Repurchase-to-Maturity Transactions, Repurchase Financings, and Disclosures (“ASU 2014-11”). ASU 2014-11 aligns the accounting for repurchase to maturity transactions and repurchase agreements executed as a repurchase financing with the accounting for other typical repurchase agreements. Going forward, these transactions would all be accounted for as secured borrowings. ASU 2014-11 became effective for the Company on January 1, 2015 and did not have a significant impact on the Company’s financial statements. See Note 21–Repurchase Agreements for the disclosure required under the provisions of ASU 2014-11.

In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers, Topic 606 (“ASU 2014-09”). The new standard’s core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. In doing so, companies will need to use more judgment and make more estimates than under existing guidance. These may include identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation. In August of 2015, the FASB issued ASU 2015-14, Revenue from Contracts with Customers, Topic 606: Deferral of the Effective Date, deferring the effective date ofASU 2014-09 until annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. The amendments can be applied retrospectively to each prior reporting period or retrospectively with the cumulative effect of initially applying this new guidance recognized at the date of initial application. The Company is currently evaluating the provisions of ASU 2014-09 to determine the potential impact the new standard will have to the Company’s financial statements.

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Mergers and Acquisitions

6 Months Ended

Jun. 30, 2016

Mergers and Acquisitions

Mergers and Acquisitions

Note 4 — Mergers and Acquisitions

The following mergers and acquisitions are referenced throughout this Form 10-Q:

· Community Bank & Trust (“CBT”) – January 29, 2010 – Federal Deposit Insurance Corporation (“FDIC”) purchase and assumption agreement

· Habersham Bank (“Habersham”) – February 18, 2011 – FDIC purchase and assumption agreement

· BankMeridian, N.A. (“BankMeridian”) – July 29, 2011 – FDIC purchase and assumption agreement

· Peoples Bancorporation, Inc. (“Peoples”) – April 24, 2012 – Whole bank acquisition

· The Savannah Bancorp, Inc. (“Savannah”) – December 13, 2012 – Whole bank acquisition

· First Financial Holdings, Inc. (“FFHI”) – July 26, 2013 – Whole bank acquisition which resulted in the assumption of FDIC purchase and assumption agreements with respect to Cape Fear Bank (“Cape Fear”) – April 10, 2009 and Plantation Federal Bank (“Plantation”) – April 27, 2012

· Bank of America, N.A. (“BOA”) – August 21, 2015 – Branch acquisition which resulted in the purchase of 12 South Carolina branch locations and one Georgia branch location from BOA

“FDIC purchase and assumption agreement” means that only certain assets and liabilities were acquired by the bank from the FDIC.  A “whole bank acquisition” means that the two parties in the transaction agreed to the transaction, and there was no involvement of the FDIC.  A “whole bank acquisition with FDIC purchase and assumption agreements” means that the two parties in the transaction agreed to the merger, and there were existing FDIC purchase and assumption agreements.  A “branch acquisition” means that the Company purchased specific branches, including certain deposits and loans associated with such branches, from the seller at an agreed upon price.  We refer to the loans acquired by the Bank upon the completion of mergers and acquisitions as “acquired loans.”

Southeastern Bank Financial Corporation Proposed Acquisition

On June 16, 2016, South State Corporation, (“SSB”) entered into an Agreement and Plan of Merger with Southeastern Bank Financial Corporation, a Georgia corporation ("SBFC"), and a bank holding company headquartered in Augusta, Georgia.  The Merger Agreement provides that, upon the terms and subject to the conditions set forth therein, SBFC will merge with and into SSB, with SSB as the surviving corporation in the Merger.  Immediately following the Merger, SBFC's wholly owned bank subsidiary, Georgia Bank & Trust Company of Augusta ("Georgia Bank & Trust"), will merge with and into the Bank, with the Bank as the surviving entity in the bank merger.   At June 30, 2016, SBFC reported $1.9 billion in total assets, $1.0 billion in loans and $1.6 billion in deposits.  Georgia Bank & Trust has nine full service branches in Augusta, Georgia, three full service branches in Aiken, South Carolina that serve individuals and businesses and a limited service loan production office in Athens, Georgia.

Under the terms of the merger agreement, SBFC common shareholders will receive aggregate consideration of approximately 4,929,958 shares of SSB common stock.   The common stock consideration is based upon a fixed exchange ratio of 0.7307 shares of SSB common stock for each of the outstanding shares of SBFC common stock. 

The transaction is subject to regulatory approvals, the affirmative vote of both SSB’s and SBFC’s shareholders, and other customary closing conditions.  The transaction is expected to close during the first quarter of 2017.

Branch Acquisition

On August 21, 2015, the Bank completed its acquisition from BOA of 12 South Carolina branches located in Florence, Greenwood, Orangeburg, Sumter, Newberry, Batesburg-Leesville, Abbeville and Hartsville, South Carolina, and one Georgia branch located in Hartwell, Georgia. Under the terms of the Purchase and Assumption Agreement dated April 22, 2015, the Bank paid a deposit premium of $25.0 million, equal to 5.5% of the average daily deposits for the 30- day period immediately prior to the acquisition date. In addition, the Bank acquired approximately $3.1 million in loans and $4.1 million in premises and equipment.   This transaction was fully taxable and there were no deferred tax assets or liabilities recorded as a result of this transaction.

The branch acquisition was accounted for using the acquisition method of accounting and, accordingly, assets acquired, liabilities assumed and consideration exchanged were recorded at estimated fair value on the acquisition date.  Fair values are preliminary and subject to refinement for up to a year after the closing date of the acquisition.

The following table presents the assets acquired and liabilities assumed as of August 21, 2015 and their initial fair value estimates:

	As Recorded		Fair Value			As Recorded by
(Dollars in thousands)	by BOA		Adjustments			the Company
Assets
Cash and cash equivalents	$	428,567	$	—		$	428,567
Loans		3,445		(295)	(a)		3,150
Premises and equipment		6,267		(2,138)	(b)		4,129
Intangible assets		—		6,800	(c)		6,800
Other assets		66		—			66
Total assets	$	438,345	$	4,367		$	442,712
Liabilities
Deposits:
Noninterest-bearing	$	97,440	$	—		$	97,440
Interest-bearing		340,849		—			340,849
Total deposits		438,289		—			438,289
Other liabilities		56		—			56
Total liabilities		438,345		—			438,345
Net identifiable assets acquired over (under) liabilities assumed		—		4,367			4,367
Goodwill		—		20,652			20,652
Net assets acquired over (under) liabilities assumed	$	—	$	25,019		$	25,019
Consideration:
Cash paid as deposit premium	$	25,019
Fair value of total consideration transferred	$	25,019

Explanation of fair value adjustments

(a)—Adjustment reflects the fair value adjustments based on the Company’s evaluation of the acquired loan portfolio.

(b)—Adjustment reflects the fair value adjustments based on the Company’s evaluation of the acquired premises and equipment.

(c)— Adjustment reflects the recording of the core deposit intangible on the acquired core deposit accounts.

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Investment Securities

6 Months Ended

Jun. 30, 2016

Investment Securities

Investment Securities

Note 5 — Investment Securities

The following is the amortized cost and fair value of investment securities held to maturity:

			Gross		Gross
	Amortized		Unrealized		Unrealized		Fair
(Dollars in thousands)	Cost		Gains		Losses		Value
June 30, 2016:
State and municipal obligations	$	7,921	$	310	$	—	$	8,231
December 31, 2015:
State and municipal obligations	$	9,314	$	409	$	—	$	9,723
June 30, 2015:
State and municipal obligations	$	9,659	$	455	$	—	$	10,114

The following is the amortized cost and fair value of investment securities available for sale:

			Gross		Gross
	Amortized		Unrealized		Unrealized		Fair
(Dollars in thousands)	Cost		Gains		Losses		Value
June 30, 2016:
Government-sponsored entities debt*	$	102,985	$	107	$	—	$	103,092
State and municipal obligations		118,400		5,498		(4)		123,894
Mortgage-backed securities**		743,956		14,956		(31)		758,881
Corporate stocks		3,658		356		(271)		3,743
	$	968,999	$	20,917	$	(306)	$	989,610
December 31, 2015:
Government-sponsored entities debt*	$	163,577	$	39	$	(1,109)	$	162,507
State and municipal obligations		127,293		4,185		(114)		131,364
Mortgage-backed securities**		710,816		4,063		(3,030)		711,849
Corporate stocks		3,673		440		(292)		3,821
	$	1,005,359	$	8,727	$	(4,545)	$	1,009,541
June 30, 2015:
Government-sponsored entities debt*	$	132,071	$	140	$	(1,376)	$	130,835
State and municipal obligations		133,921		3,199		(421)		136,699
Mortgage-backed securities**		566,625		5,740		(1,443)		570,922
Corporate stocks		3,161		497		(453)		3,205
	$	835,778	$	9,576	$	(3,693)	$	841,661

* -  The Company’s government-sponsored entities holdings are comprised of debt securities offered by Federal Home Loan Mortgage Corporation (“FHLMC”) or Freddie Mac, Federal National Mortgage Association (“FNMA”) or Fannie Mae, FHLB, and Federal Farm Credit Banks (“FFCB”).  Also included in the Company’s government-sponsored entities are debt securities offered by the Small Business Administration (“SBA”), which have the full faith and credit backing of the United States Government.

** - All of the mortgage-backed securities are issued by government-sponsored entities; there are no private-label holdings.

The following is the amortized cost and fair value of other investment securities:

			Gross		Gross
	Amortized		Unrealized		Unrealized		Fair
(Dollars in thousands)	Cost		Gains		Losses		Value
June 30, 2016:
Federal Home Loan Bank stock	$	7,887	$	—	$	—	$	7,887
Investment in unconsolidated subsidiaries		1,642		—		—		1,642
	$	9,529	$	—	$	—	$	9,529
December 31, 2015:
Federal Home Loan Bank stock	$	7,251	$	—	$	—	$	7,251
Investment in unconsolidated subsidiaries		1,642		—		—		1,642
	$	8,893	$	—	$	—	$	8,893
June 30, 2015:
Federal Home Loan Bank stock	$	7,389	$	—	$	—	$	7,389
Investment in unconsolidated subsidiaries		1,642		—		—		1,642
	$	9,031	$	—	$	—	$	9,031

The amortized cost and fair value of debt securities at June 30,  2016 by contractual maturity are detailed below.  Expected maturities will differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without prepayment penalties.  Corporate Stocks including equity and preferred stocks with no stated maturity are included in the due after ten years category.

	Securities				Securities
	Held to Maturity				Available for Sale
	Amortized		Fair		Amortized		Fair
(Dollars in thousands)	Cost		Value		Cost		Value
Due in one year or less	$	1,928	$	1,988	$	9,110	$	9,207
Due after one year through five years		2,984		3,127		114,456		115,614
Due after five years through ten years		3,009		3,116		160,581		165,836
Due after ten years		—		—		684,852		698,953
	$	7,921	$	8,231	$	968,999	$	989,610

Information pertaining to the Company’s securities with gross unrealized losses at June 30,2016, December 31, 2015 and June 30,  2015, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position is as follows:

	Less Than				Twelve Months
	Twelve Months				or More
	Gross				Gross
	Unrealized		Fair		Unrealized		Fair
(Dollars in thousands)	Losses		Value		Losses		Value
June 30, 2016:
Securities Available for Sale
Government-sponsored entities debt	$	—	$	—	$	—	$	—
State and municipal obligations		4		1,356		—		—
Mortgage-backed securities		3		15,786		28		2,447
Corporate stocks		—		—		271		1,471
	$	7	$	17,142	$	299	$	3,918
December 31, 2015:
Securities Available for Sale
Government-sponsored entities debt	$	717	$	88,224	$	392	$	17,598
State and municipal obligations		9		3,755		105		2,650
Mortgage-backed securities		2,600		347,380		430		23,772
Corporate stocks		—		—		292		1,450
	$	3,326	$	439,359	$	1,219	$	45,470
June 30, 2015:
Securities Available for Sale
Government-sponsored entities debt	$	513	$	47,096	$	863	$	32,112
State and municipal obligations		203		21,044		218		4,162
Mortgage-backed securities		971		123,935		472		22,240
Corporate stocks		—		—		453		1,779
	$	1,687	$	192,075	$	2,006	$	60,293

Management evaluates securities for other-than-temporary impairment (“OTTI”) on at least a quarterly basis, and more frequently when economic or market concerns warrant such evaluation.  Consideration is given to (1) the financial condition and near-term prospects of the issuer, (2) the outlook for receiving the contractual cash flows of the investments, (3) the length of time and the extent to which the fair value has been less than cost, (4) the intent and ability of the Company to retain its investment in the issuer for a period of time sufficient to allow for any anticipated recovery in fair value or for a debt security whether it is more-likely-than-not that the Company will be required to sell the debt security prior to recovering its fair value, and (5) the anticipated outlook for changes in the general level of interest rates.  All debt securities available for sale in an unrealized loss position as of June 30,  2016 continue to perform as scheduled.  All equity securities available for sale in an unrealized loss position as of June 30,  2016 continue to pay dividends. As part of the Company’s evaluation of its intent and ability to hold investments for a period of time sufficient to allow for any anticipated recovery in the market, the Company considers its investment strategy, cash flow needs, liquidity position, capital adequacy and interest rate risk position.  The Company does not currently intend to sell the securities within the portfolio and it is not more-likely-than-not that the Company will be required to sell the debt securities; therefore, management does not consider these investments to be other-than-temporarily impaired at June 30,  2016. Management continues to monitor all of these securities with a high degree of scrutiny.  There can be no assurance that the Company will not conclude in future periods that conditions existing at that time indicate some or all of these securities may be sold or are other than temporarily impaired, which would require a charge to earnings in such periods.

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Loans and Allowance for Loan Losses

6 Months Ended

Jun. 30, 2016

Loans and Allowance for Loan Losses

Loans and Allowance for Loan Losses

Note 6 — Loans and Allowance for Loan Losses

The following is a summary of non-acquired loans:

	June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015
Non-acquired loans:
Commercial non-owner occupied real estate:
Construction and land development	$	533,219	$	401,979	$	368,954
Commercial non-owner occupied		586,828		487,777		351,524
Total commercial non-owner occupied real estate		1,120,047		889,756		720,478
Consumer real estate:
Consumer owner occupied		1,109,667		1,018,984		906,973
Home equity loans		345,957		319,255		300,074
Total consumer real estate		1,455,624		1,338,239		1,207,047
Commercial owner occupied real estate		1,083,051		1,033,398		975,701
Commercial and industrial		611,901		503,808		448,247
Other income producing property		181,703		175,848		163,441
Consumer		272,957		233,104		209,544
Other loans		91,592		46,573		63,941
Total non-acquired loans		4,816,875		4,220,726		3,788,399
Less allowance for loan losses		(36,939)		(34,090)		(34,782)
Non-acquired loans, net	$	4,779,936	$	4,186,636	$	3,753,617

The following is a summary of acquired non-credit impaired loans accounted for under FASB ASC Topic 310-20, net of related discount:

	June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015
FASB ASC Topic 310-20 acquired loans:
Commercial non-owner occupied real estate:
Construction and land development	$	12,516	$	13,849	$	17,762
Commercial non-owner occupied		36,904		40,103		43,123
Total commercial non-owner occupied real estate		49,420		53,952		60,885
Consumer real estate:
Consumer owner occupied		466,479		518,107		574,697
Home equity loans		177,946		190,968		210,734
Total consumer real estate		644,425		709,075		785,431
Commercial owner occupied real estate		32,267		39,220		49,334
Commercial and industrial		15,598		25,475		31,762
Other income producing property		44,873		51,169		58,987
Consumer		155,303		170,647		185,273
Total FASB ASC Topic 310-20 acquired loans	$	941,886	$	1,049,538	$	1,171,672

The unamortized discounted related to the acquired non-credit impaired loans totaled $14.0 million, $16.8 million, and $20.2 million at June 30, 2016, December 31, 2015, and June 30, 2015, respectively.

In accordance with FASB ASC Topic 310-30, the Company aggregated acquired loans that have common risk characteristics into pools of loan categories as described in the table below.  The following is a summary of acquired credit impaired loans accounted for under FASB ASC Topic 310-30 (identified as credit impaired at the time of acquisition), net of related discount:

	June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015
FASB ASC Topic 310-30 acquired loans:
Commercial loans greater than or equal to $1 million-CBT	$	11,260	$	12,628	$	15,373
Commercial real estate		225,460		255,430		288,756
Commercial real estate—construction and development		48,274		54,272		59,819
Residential real estate		285,518		313,319		348,687
Consumer		64,114		70,734		77,083
Commercial and industrial		27,961		31,193		38,894
Single pay		—		—		58
Total FASB ASC Topic 310-30 acquired loans		662,587		737,576		828,670
Less allowance for loan losses		(3,752)		(3,706)		(4,689)
FASB ASC Topic 310-30 acquired loans, net	$	658,835	$	733,870	$	823,981

Contractual loan payments receivable, estimates of amounts not expected to be collected, other fair value adjustments and the resulting carrying values of acquired credit impaired loans as of June 30, 2016, December 31, 2015 and June 30, 2015 are as follows:

	June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015
Contractual principal and interest	$	861,401	$	968,857	$	1,093,583
Non-accretable difference		(23,294)		(29,743)		(64,121)
Cash flows expected to be collected		838,107		939,114		1,029,462
Accretable yield		(175,520)		(201,538)		(200,792)
Carrying value	$	662,587	$	737,576	$	828,670
Allowance for acquired loan losses	$	(3,752)	$	(3,706)	$	(4,689)

Income on acquired credit impaired loans that are not impaired at the acquisition date is recognized in the same manner as loans impaired at the acquisition date. A portion of the fair value discount on acquired non-impaired loans has been ascribed as an accretable difference that is accreted into interest income over the estimated remaining life of the loans. The remaining nonaccretable difference represents cash flows not expected to be collected.

The following are changes in the carrying value of acquired credit impaired loans:

	Six Months Ended June 30,
(Dollars in thousands)	2016		2015
Balance at beginning of period	$	733,870	$	919,402
Net reductions for payments, foreclosures, and accretion		(74,989)		(98,097)
Change in the allowance for loan losses on acquired loans		(46)		2,676
Balance at end of period, net of allowance for loan losses on acquired loans	$	658,835	$	823,981

The table below reflects refined accretable yield balance for acquired credit impaired loans:

	Six Months Ended June 30,
(Dollars in thousands)	2016		2015
Balance at beginning of period	$	201,538	$	306,826
Accretion		(39,522)		(51,220)
Reclass of nonaccretable difference due to improvement in expected cash flows		13,146		15,401
Other changes, net		358		(70,215)
Balance at end of period	$	175,520	$	200,792

In the second quarter of 2016, the accretable yield balance declined by $19.2 million as loan accretion (income) was recognized. This was partially offset by improved expected cash flows of $5.9 million.

During the recast in the first quarter of 2015, the accretable yield balance declined significantly by $64.1 million.  This decline was primarily the result of an increase in the assumed prepayment speed of certain acquired loan pools from the FFHI acquisition.  The actual cash flows were faster than what had been previously expected (assumed) and required an adjustment in the assumed prepayment speed used to forecast expected cash flows.  The result was a decrease in the accretable yield balance, however, there was no impairment since this changed the timing and amount of the receipt of future cash on these pools of loans (the Company anticipates receiving the cash sooner than previously expected).

Our loan loss policy adheres to generally accepted accounting principles in the United States as well as interagency guidance.  The allowance for loan losses is based upon estimates made by management. We maintain an allowance for loan losses at a level that we believe is appropriate to cover estimated credit losses on individually evaluated loans that are determined to be impaired as well as estimated credit losses inherent in the remainder of our loan portfolio. Arriving at the allowance involves a high degree of management’s judgment and results in a range of estimated losses. We regularly evaluate the adequacy of the allowance through our internal risk rating system, outside credit review, and regulatory agency examinations to assess the quality of the loan portfolio and identify problem loans. The evaluation process also includes our analysis of current economic conditions, composition of the loan portfolio, past due and nonaccrual loans, concentrations of credit, lending policies and procedures, and historical loan loss experience. While management uses available information to recognize losses on loans, future additions to the allowance may be necessary based on, among other factors, changes in economic conditions in our markets. In addition, regulatory agencies, as an integral part of their examination process, periodically review our allowances for losses on loans. These agencies may require management to recognize additions to the allowances based on their judgments about information available to them at the time of their examination. Because of these and other factors, it is possible that the allowances for losses on loans may change. The provision for loan losses is charged to expense in an amount necessary to maintain the allowance at an appropriate level.

The allowance for loan losses on non-acquired loans consists of general and specific reserves. The general reserves are determined by applying loss percentages to the portfolio that are based on historical loss experience for each class of loans and management’s evaluation and “risk grading” of the loan portfolio. Additionally, the general economic and business conditions affecting key lending areas, credit quality trends, collateral values, loan volumes and concentrations, seasoning of the loan portfolio, the findings of internal and external credit reviews and results from external bank regulatory examinations are included in this evaluation. Currently, these adjustments are applied to the non-acquired loan portfolio when estimating the level of reserve required. The specific reserves are determined on a loan-by-loan basis based on management’s evaluation of our exposure for each credit, given the current payment status of the loan and the value of any underlying collateral. These are loans classified by management as doubtful or substandard. For such loans that are also classified as impaired, an allowance is established when the discounted cash flows (or collateral value or observable market price) of the impaired loan is lower than the carrying value of that loan. Generally, the need for specific reserve is evaluated on impaired loans, and once a specific reserve is established for a loan, a charge off of that amount occurs in the quarter subsequent to the establishment of the specific reserve. Loans that are determined to be impaired are provided a specific reserve, if necessary, and are excluded from the calculation of the general reserves.

With the FFHI acquisition, the Company segregated the loan portfolio into performing loans (“non-credit impaired”) and acquired credit impaired loans. The performing loans and revolving type loans are accounted for under FASB ASC 310-20, with each loan being accounted for individually. The allowance for loan losses on these loans will be measured and recorded consistent with non-acquired loans. The acquired credit impaired loans will follow the description in the next paragraph.

In determining the acquisition date fair value of acquired credit impaired loans, and in subsequent accounting, the Company generally aggregates purchased loans into pools of loans with common risk characteristics. Expected cash flows at the acquisition date in excess of the fair value of loans are recorded as interest income over the life of the loans using a level yield method if the timing and amount of the future cash flows of the pool is reasonably estimable. Subsequent to the acquisition date, increases in cash flows over those expected at the acquisition date are reclassified from the non-accretable difference to accretable yield and recognized as interest income prospectively. Decreases in expected cash flows after the acquisition date are recognized by recording an allowance for loan losses. Management analyzes the acquired loan pools using various assessments of risk to determine an expected loss. The expected loss is derived based upon a loss given default based upon the collateral type and/or detailed review by loan officers and the probability of default that is determined based upon historical data at the loan level.  All acquired loans managed by the Bank’s Special Assets Management Group are reviewed quarterly and assigned a loss given default.  Acquired loans not managed by the Bank’s Special Assets Management Group are reviewed twice a year in a similar method to the Company’s originated portfolio of loans which follow review thresholds based on risk rating categories. In the fourth quarter of 2015, the Company modified its methodology to a more granular approach in determining loss given default on substandard loans with a net book balance between $100,000 and $500,000 by adjusting the loss given default to 90% of the most current collateral valuation based on appraised value. Substandard loans greater than $500,000 were individually assigned loss given defaults each quarter. Trends are reviewed in terms of accrual status, past due status, and weighted-average grade of the loans within each of the accounting pools. In addition, the relationship between the change in the unpaid principal balance and change in the mark is assessed to correlate the directional consistency of the expected loss for each pool.  Offsetting the impact of the provision established for acquired loans covered under FDIC loss share agreements, the receivable from the FDIC is adjusted to reflect the indemnified portion of the post-acquisition exposure with a corresponding credit to the provision for loan losses. 

On June 23, 2016, the Bank entered into an early termination agreement with the FDIC with respect to all of its outstanding loss share agreements.  The loss share agreements were entered into with the FDIC in 2009, 2010, 2011 and 2012 either by the Bank or by First Federal Bank, acquired by the Bank in July of 2013.  As a result of the termination agreement, all assets previously classified as covered became uncovered effective June 23, 2016, and as a result the Bank will now recognize the full amount of future charge-offs, recoveries, gains, losses, and expenses related to these previously covered assets, as the FDIC will no longer share in these amounts.

An aggregated analysis of the changes in allowance for loan losses is as follows:

	Non-acquired		Acquired Non-Credit		Acquired Credit
(Dollars in thousands)	Loans		Impaired Loans		Impaired Loans		Total
Three Months Ended June 30, 2016:
Balance at beginning of period	$	35,115	$	—	$	3,877	$	38,992
Loans charged-off		(1,557)		(232)		—		(1,789)
Recoveries of loans previously charged off  (1)		881		51		—		932
Net charge-offs		(676)		(181)		—		(857)
Provision		2,500		181		47		2,728
Benefit attributable to FDIC loss share agreements		—		—		—		—
Total provision for loan losses charged to operations		2,500		181		47		2,728
Provision for loan losses recorded through the FDIC loss share receivable		—		—		—		—
Reduction due to loan removals		—		—		(172)		(172)
Balance at end of period	$	36,939	$	—	$	3,752	$	40,691
Three Months Ended June 30, 2015:
Balance at beginning of period	$	33,538	$	—	$	4,717	$	38,255
Loans charged-off		(1,680)		(558)		—		(2,238)
Recoveries of loans previously charged off  (1)		548		25		—		573
Net charge-offs		(1,132)		(533)		—		(1,665)
Provision		2,376		533		236		3,145
Benefit attributable to FDIC loss share agreements		—		—		—		—
Total provision for loan losses charged to operations		2,376		533		236		3,145
Provision for loan losses recorded through the FDIC loss share receivable		—		—		—		—
Reduction due to loan removals		—		—		(264)		(264)
Balance at end of period	$	34,782	$	—	$	4,689	$	39,471

	Non-acquired		Acquired Non-Credit		Acquired Credit
(Dollars in thousands)	Loans		Impaired Loans		Impaired Loans		Total
Six Months Ended June 30, 2016:
Balance at beginning of period	$	34,090	$	—	$	3,706	$	37,796
Loans charged-off		(3,276)		(529)		—		(3,805)
Recoveries of loans previously charged off  (1)		1,645		141		—		1,786
Net charge-offs		(1,631)		(388)		—		(2,019)
Provision		4,480		388		395		5,263
Benefit attributable to FDIC loss share agreements		—		—		23		23
Total provision for loan losses charged to operations		4,480		388		418		5,286
Provision for loan losses recorded through the FDIC loss share receivable		—		—		(23)		(23)
Reduction due to loan removals		—		—		(349)		(349)
Balance at end of period	$	36,939	$	—	$	3,752	$	40,691
Six Months Ended June 30, 2015:
Balance at beginning of period	$	34,539	$	—	$	7,365	$	41,904
Loans charged-off		(2,676)		(2,369)		—		(5,045)
Recoveries of loans previously charged off  (1)		1,598		50		—		1,648
Net charge-offs		(1,078)		(2,319)		—		(3,397)
Provision		1,321		2,319		302		3,942
Benefit attributable to FDIC loss share agreements		—		—		21		21
Total provision for loan losses charged to operations		1,321		2,319		323		3,963
Provision for loan losses recorded through the FDIC loss share receivable		—		—		(21)		(21)
Reduction due to loan removals		—		—		(2,978)		(2,978)
Balance at end of period	$	34,782	$	—	$	4,689	$	39,471

(1) – Recoveries related to acquired credit impaired loans are recorded through other noninterest income on the consolidated statement of income and do not run through the allowance for loan losses.

The following tables present a disaggregated analysis of activity in the allowance for loan losses and loan balances for non-acquired loans:

	Construction		Commercial		Commercial		Consumer						Other Income
	& Land		Non-owner		Owner		Owner		Home		Commercial		Producing				Other
(Dollars in thousands)	Development		Occupied		Occupied		Occupied		Equity		& Industrial		Property		Consumer		Loans		Total
Three Months Ended June 30, 2016
Allowance for loan losses:
Balance, March 31, 2016	$	4,482	$	3,923	$	8,179	$	7,345	$	3,097	$	3,951	$	1,802	$	1,785	$	551	$	35,115
Charge-offs		(159)		—		(59)		(129)		(324)		(20)		(7)		(859)		—		(1,557)
Recoveries		442		15		14		17		87		55		35		216		—		881
Provision (benefit)		(100)		718		(131)		297		288		283		(18)		872		291		2,500
Balance, June 30, 2016	$	4,665	$	4,656	$	8,003	$	7,530	$	3,148	$	4,269	$	1,812	$	2,014	$	842	$	36,939
Loans individually evaluated for impairment	$	751	$	202	$	67	$	55	$	38	$	14	$	376	$	4	$	—	$	1,507
Loans collectively evaluated for impairment	$	3,914	$	4,454	$	7,936	$	7,475	$	3,110	$	4,255	$	1,436	$	2,010	$	842	$	35,432
Loans:
Loans individually evaluated for impairment	$	4,093	$	1,219	$	6,972	$	3,967	$	2,177	$	767	$	5,000	$	128	$	—	$	24,323
Loans collectively evaluated for impairment		529,126		585,609		1,076,079		1,105,700		343,780		611,134		176,703		272,829		91,592		4,792,552
Total non-acquired loans	$	533,219	$	586,828	$	1,083,051	$	1,109,667	$	345,957	$	611,901	$	181,703	$	272,957	$	91,592	$	4,816,875
Three Months Ended June 30, 2015
Allowance for loan losses:
Balance , March 31, 2015	$	5,399	$	3,131	$	7,871	$	7,041	$	2,785	$	3,460	$	1,980	$	1,422	$	449	$	33,538
Charge-offs		(55)		(72)		(546)		(44)		(122)		(116)		(11)		(714)		—		(1,680)
Recoveries		94		21		9		20		67		67		55		215		—		548
Provision (benefit)		(440)		(42)		1,350		108		138		572		(5)		685		10		2,376
Balance, June 30, 2015	$	4,998	$	3,038	$	8,684	$	7,125	$	2,868	$	3,983	$	2,019	$	1,608	$	459	$	34,782
Loans individually evaluated for impairment	$	591	$	27	$	81	$	118	$	1	$	19	$	472	$	2	$	—	$	1,311
Loans collectively evaluated for impairment	$	4,407	$	3,011	$	8,603	$	7,007	$	2,867	$	3,964	$	1,547	$	1,606	$	459	$	33,471
Loans:
Loans individually evaluated for impairment	$	5,110	$	2,610	$	10,971	$	6,322	$	234	$	1,011	$	4,789	$	69	$	—	$	31,116
Loans collectively evaluated for impairment		363,844		348,914		964,730		900,651		299,840		447,236		158,652		209,475		63,941		3,757,283
Total non-acquired loans	$	368,954	$	351,524	$	975,701	$	906,973	$	300,074	$	448,247	$	163,441	$	209,544	$	63,941	$	3,788,399

	Construction		Commercial		Commercial		Consumer						Other Income
	& Land		Non-owner		Owner		Owner		Home		Commercial		Producing				Other
(Dollars in thousands)	Development		Occupied		Occupied		Occupied		Equity		& Industrial		Property		Consumer		Loans		Total
Six Months Ended June 30, 2016
Allowance for loan losses:
Balance, December 31, 2015	$	4,116	$	3,568	$	8,341	$	7,212	$	2,929	$	3,974	$	1,963	$	1,694	$	293	$	34,090
Charge-offs		(159)		—		(101)		(129)		(767)		(327)		(7)		(1,786)		—		(3,276)
Recoveries		607		31		21		98		175		103		39		571		—		1,645
Provision (benefit)		101		1,057		(258)		349		811		519		(183)		1,535		549		4,480
Balance, June 30, 2016	$	4,665	$	4,656	$	8,003	$	7,530	$	3,148	$	4,269	$	1,812	$	2,014	$	842	$	36,939
Six Months Ended June 30, 2015
Allowance for loan losses:
Balance, December 31, 2014	$	5,666	$	3,154	$	8,415	$	6,866	$	2,829	$	3,561	$	2,232	$	1,367	$	449	$	34,539
Charge-offs		(100)		(83)		(552)		(44)		(208)		(255)		(13)		(1,421)		—		(2,676)
Recoveries		134		29		16		45		110		666		66		532		—		1,598
Provision (benefit)		(702)		(62)		805		258		137		11		(266)		1,130		10		1,321
Balance, June 30, 2015	$	4,998	$	3,038	$	8,684	$	7,125	$	2,868	$	3,983	$	2,019	$	1,608	$	459	$	34,782

The following tables present a disaggregated analysis of activity in the allowance for loan losses and loan balances for acquired non-credit impaired loans:

	Construction		Commercial		Commercial		Consumer						Other Income
	& Land		Non-owner		Owner		Owner		Home		Commercial		Producing
(Dollars in thousands)	Development		Occupied		Occupied		Occupied		Equity		& Industrial		Property		Consumer		Total
Three Months Ended June 30, 2016
Allowance for loan losses:
Balance at beginning of period	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Charge-offs		—		—		—		—		(42)		(4)		—		(186)		(232)
Recoveries		1		—		—		3		24		—		—		23		51
Provision (benefit)		(1)		—		—		(3)		18		4		—		163		181
Balance, June 30, 2016	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Loans individually evaluated for impairment	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Loans collectively evaluated for impairment	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Loans:
Loans individually evaluated for impairment	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Loans collectively evaluated for impairment		12,516		36,904		32,267		466,479		177,946		15,598		44,873		155,303		941,886
Total  acquired non-credit impaired loans	$	12,516	$	36,904	$	32,267	$	466,479	$	177,946	$	15,598	$	44,873	$	155,303	$	941,886
Three Months Ended June 30, 2015
Allowance for loan losses:
Balance at beginning of period	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Charge-offs		—		—		—		(39)		(331)		(10)		—		(178)		(558)
Recoveries		1		—		—		—		14		10		—		—		25
Provision (benefit)		(1)		—		—		39		317		—		—		178		533
Balance, June 30, 2015	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Loans individually evaluated for impairment	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Loans collectively evaluated for impairment	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Loans:
Loans individually evaluated for impairment	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Loans collectively evaluated for impairment		17,762		43,123		49,334		574,697		210,734		31,762		58,987		185,273		1,171,672
Total  acquired non-credit impaired loans	$	17,762	$	43,123	$	49,334	$	574,697	$	210,734	$	31,762	$	58,987	$	185,273	$	1,171,672

	Construction		Commercial		Commercial		Consumer						Other Income
	& Land		Non-owner		Owner		Owner		Home		Commercial		Producing
(Dollars in thousands)	Development		Occupied		Occupied		Occupied		Equity		& Industrial		Property		Consumer		Total
Six Months Ended June 30, 2016
Allowance for loan losses:
Balance, December 31, 2015	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Charge-offs		—		—		—		—		(186)		(7)		—		(336)		(529)
Recoveries		2		—		—		6		108		2		1		22		141
Provision (benefit)		(2)		—		—		(6)		78		5		(1)		314		388
Balance, June 30, 2016	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Six Months Ended June 30, 2015
Allowance for loan losses:
Balance, December 31, 2014	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Charge-offs		—		—		—		(367)		(1,381)		(113)		(4)		(504)		(2,369)
Recoveries		2		—		—		5		17		15		1		10		50
Provision (benefit)		(2)		—		—		362		1,364		98		3		494		2,319
Balance, June 30, 2015	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—

The following tables present a disaggregated analysis of activity in the allowance for loan losses and loan balances for acquired credit impaired loans:

	Commercial				Commercial
	Loans Greater				Real Estate-
	Than or Equal		Commercial		Construction and		Residential				Commercial
(Dollars in thousands)	to $1 Million-CBT		Real Estate		Development		Real Estate		Consumer		and Industrial		Single Pay		Total
Three Months Ended June 30, 2016
Allowance for loan losses:
Balance, March 31, 2016	$	—	$	46	$	154	$	2,863	$	606	$	208	$	—	$	3,877
Provision for loan losses before benefit attributable to FDIC loss share agreements		—		—		—		(165)		217		(5)		—		47
Benefit attributable to FDIC loss share agreements		—		—		—		—		—		—		—		—
Total provision for loan losses charged to operations		—		—		—		(165)		217		(5)		—		47
Provision for loan losses recorded through the FDIC loss share receivable		—		—		—		—		—		—		—		—
Reduction due to loan removals		—		(11)		(3)		(106)		(45)		(7)		—		(172)
Balance, June 30, 2016	$	—	$	35	$	151	$	2,592	$	778	$	196	$	—	$	3,752
Loans individually evaluated for impairment	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Loans collectively evaluated for impairment	$	—	$	35	$	151	$	2,592	$	778	$	196	$	—	$	3,752
Loans:*
Loans individually evaluated for impairment	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Loans collectively evaluated for impairment		11,260		225,460		48,274		285,518		64,114		27,961		—		662,587
Total acquired credit impaired loans	$	11,260	$	225,460	$	48,274	$	285,518	$	64,114	$	27,961	$	—	$	662,587
Three Months Ended June 30, 2015
Allowance for loan losses:
Balance , March 31, 2015	$	(64)	$	549	$	400	$	3,320	$	244	$	219	$	49	$	4,717
Provision for loan losses before benefit attributable to FDIC loss share agreements		—		—		1		2		233		—		—		236
Benefit attributable to FDIC loss share agreements		—		—		—		—		—		—		—		—
Total provision for loan losses charged to operations		—		—		1		2		233		—		—		236
Provision for loan losses recorded through the FDIC loss share receivable		—		—		—		—		—		—		—		—
Reduction due to loan removals		(2)		(17)		(57)		(138)		(28)		(22)		—		(264)
Balance, June 30, 2015	$	(66)	$	532	$	344	$	3,184	$	449	$	197	$	49	$	4,689
Loans individually evaluated for impairment	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Loans collectively evaluated for impairment	$	(66)	$	532	$	344	$	3,184	$	449	$	197	$	49	$	4,689
Loans:*
Loans individually evaluated for impairment	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Loans collectively evaluated for impairment		15,373		288,756		59,819		348,687		77,083		38,894		58		828,670
Total acquired credit impaired loans	$	15,373	$	288,756	$	59,819	$	348,687	$	77,083	$	38,894	$	58	$	828,670

	Commercial				Commercial
	Loans Greater				Real Estate-
	Than or Equal		Commercial		Construction and		Residential				Commercial
(Dollars in thousands)	to $1 Million-CBT		Real Estate		Development		Real Estate		Consumer		and Industrial		Single Pay		Total
Six Months Ended June 30, 2016
Allowance for loan losses:
Balance, December 31, 2015	$	—	$	56	$	177	$	2,986	$	313	$	174	$	—	$	3,706
Provision for loan losses before benefit attributable to FDIC loss share agreements		—		1		—		(180)		534		40		—		395
Benefit attributable to FDIC loss share agreements		—		—		—		23		—		—		—		23
Total provision for loan losses charged to operations		—		1		—		(157)		534		40		—		418
Provision for loan losses recorded through the FDIC loss share receivable		—		—		—		(23)		—		—		—		(23)
Reduction due to loan removals		—		(22)		(26)		(214)		(69)		(18)		—		(349)
Balance, June 30, 2016	$	—	$	35	$	151	$	2,592	$	778	$	196	$	—	$	3,752
Six Months Ended June 30, 2015
Allowance for loan losses:
Balance, December 31, 2014	$	135	$	1,444	$	336	$	4,387	$	275	$	718	$	70	$	7,365
Provision for loan losses before benefit attributable to FDIC loss share agreements		—		3		10		21		391		(122)		(1)		302
Benefit attributable to FDIC loss share agreements		—		—		—		—		(107)		127		1		21
Total provision for loan losses charged to operations		—		3		10		21		284		5		—		323
Provision for loan losses recorded through the FDIC loss share receivable		—		—		—		—		107		(127)		(1)		(21)
Reduction due to loan removals		(201)		(915)		(2)		(1,224)		(217)		(399)		(20)		(2,978)
Balance, June 30, 2015	$	(66)	$	532	$	344	$	3,184	$	449	$	197	$	49	$	4,689

*— The carrying value of acquired credit impaired loans includes a non accretable difference which is primarily associated with the assessment of credit quality of acquired loans.

As part of the ongoing monitoring of the credit quality of the Company’s loan portfolio, management tracks certain credit quality indicators, including trends related to (i) the level of classified loans, (ii) net charge-offs, (iii) non-performing loans (see details below), and (iv) the general economic conditions of the markets that we serve.

The Company utilizes a risk grading matrix to assign a risk grade to each of its loans. A description of the general characteristics of the risk grades is as follows:

· Pass—These loans range from minimal credit risk to average, however, still acceptable credit risk.

· Special mention—A special mention loan has potential weaknesses that deserve management’s close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the loan or the institution’s credit position at some future date.

· Substandard—A substandard loan is inadequately protected by the current sound worth and paying capacity of the obligor or of the collateral pledged, if any. Loans so classified must have a well-defined weakness, or weaknesses, that may jeopardize the liquidation of the debt. A substandard loan is characterized by the distinct possibility that the Bank will sustain some loss if the deficiencies are not corrected.

· Doubtful—A doubtful loan has all of the weaknesses inherent in one classified as substandard with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of the currently existing facts, conditions and values, highly questionable and improbable.

The following table presents the credit risk profile by risk grade of commercial loans for non-acquired loans:

	Construction & Development						Commercial Non-owner Occupied						Commercial Owner Occupied
	June 30,		December 31,		June 30,		June 30,		December 31,		June 30,		June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015		2016		2015		2015		2016		2015		2015
Pass	$	518,537	$	382,167	$	344,314	$	569,815	$	471,466	$	331,279	$	1,041,512	$	994,442	$	927,678
Special mention		9,230		13,633		16,561		14,859		13,912		16,885		31,631		29,478		34,974
Substandard		5,452		6,179		8,079		2,154		2,399		3,360		9,908		9,478		13,049
Doubtful		—		—		—		—		—		—		—		—		—
	$	533,219	$	401,979	$	368,954	$	586,828	$	487,777	$	351,524	$	1,083,051	$	1,033,398	$	975,701

	Commercial & Industrial						Other Income Producing Property						Commercial Total
	June 30,		December 31,		June 30,		June 30,		December 31,		June 30,		June 30,		December 31,		June 30,
	2016		2015		2015		2016		2015		2015		2016		2015		2015
Pass	$	596,879	$	497,572	$	442,354	$	167,122	$	163,975	$	149,937	$	2,893,865	$	2,509,622	$	2,195,562
Special mention		13,441		4,472		4,497		12,039		8,047		9,331		81,200		69,542		82,248
Substandard		1,581		1,764		1,396		2,542		3,826		4,173		21,637		23,646		30,057
Doubtful		—		—		—		—		—		—		—		—		—
	$	611,901	$	503,808	$	448,247	$	181,703	$	175,848	$	163,441	$	2,996,702	$	2,602,810	$	2,307,867

The following table presents the credit risk profile by risk grade of consumer loans for non-acquired loans:

	Consumer Owner Occupied						Home Equity						Consumer
	June 30,		December 31,		June 30,		June 30,		December 31,		June 30,		June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015		2016		2015		2015		2016		2015		2015
Pass	$	1,078,749	$	984,780	$	870,005	$	330,270	$	304,744	$	286,603	$	271,253	$	231,294	$	207,964
Special mention		17,814		17,777		18,679		8,341		8,171		7,634		752		771		894
Substandard		13,104		16,427		18,289		7,346		6,318		5,815		952		1,039		686
Doubtful		—		—		—		—		22		22		—		—		—
	$	1,109,667	$	1,018,984	$	906,973	$	345,957	$	319,255	$	300,074	$	272,957	$	233,104	$	209,544

	Other						Consumer Total
	June 30, 2016		December 31, 2015		June 30, 2015		June 30, 2016		December 31, 2015		June 30, 2015
Pass	$	91,592	$	46,573	$	63,941	$	1,771,864	$	1,567,391	$	1,428,513
Special mention		—		—		—		26,907		26,719		27,207
Substandard		—		—		—		21,402		23,784		24,790
Doubtful		—		—		—		—		22		22
	$	91,592	$	46,573	$	63,941	$	1,820,173	$	1,617,916	$	1,480,532

The following table presents the credit risk profile by risk grade of total non-acquired loans:

	Total Non-acquired Loans
	June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015
Pass	$	4,665,729	$	4,077,013	$	3,624,075
Special mention		108,107		96,261		109,455
Substandard		43,039		47,430		54,847
Doubtful		—		22		22
	$	4,816,875	$	4,220,726	$	3,788,399

The following table presents the credit risk profile by risk grade of commercial loans for acquired non-credit impaired loans:

							Commercial Non-owner
	Construction & Development						Occupied						Commercial Owner Occupied
	June 30,		December 31,		June 30,		June 30,		December 31,		June 30,		June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015		2016		2015		2015		2016		2015		2015
Pass	$	11,432	$	12,935	$	16,454	$	30,621	$	33,485	$	36,441	$	31,739	$	38,623	$	49,217
Special mention		230		109		118		371		637		408		222		377		78
Substandard		854		805		1,190		5,912		5,981		6,274		306		220		39
Doubtful		—		—		—		—		—		—		—		—		—
	$	12,516	$	13,849	$	17,762	$	36,904	$	40,103	$	43,123	$	32,267	$	39,220	$	49,334

							Other Income Producing
	Commercial & Industrial						Property						CommercialTotal
	June 30,		December 31,		June 30,		June 30,		December 31,		June 30,		June 30,		December 31,		June 30,
	2016		2015		2015		2016		2015		2015		2016		2015		2015
Pass	$	14,645	$	24,621	$	30,641	$	43,869	$	49,783	$	57,578	$	132,306	$	159,447	$	190,331
Special mention		129		166		384		279		592		439		1,231		1,881		1,427
Substandard		824		688		737		725		794		970		8,621		8,488		9,210
Doubtful		—		—		—		—		—		—		—		—		—
	$	15,598	$	25,475	$	31,762	$	44,873	$	51,169	$	58,987	$	142,158	$	169,816	$	200,968

The following table presents the credit risk profile by risk grade of consumer loans for acquired non-credit impaired loans:

	Consumer Owner Occupied						Home Equity						Consumer
	June 30,		December 31,		June 30,		June 30,		December 31,		June 30,		June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015		2016		2015		2015		2016		2015		2015
Pass	$	463,107	$	514,817	$	569,080	$	168,079	$	180,472	$	197,804	$	152,399	$	167,399	$	182,254
Special mention		744		557		1,518		5,330		4,202		5,482		600		729		614
Substandard		2,628		2,733		4,099		4,537		6,294		7,448		2,304		2,519		2,405
Doubtful		—		—		—		—		—		—		—		—		—
	$	466,479	$	518,107	$	574,697	$	177,946	$	190,968	$	210,734	$	155,303	$	170,647	$	185,273

	Consumer Total
	June 30,		December 31,		June 30,
	2016		2015		2015
Pass	$	783,585	$	862,688	$	949,138
Special mention		6,674		5,488		7,614
Substandard		9,469		11,546		13,952
Doubtful		—		—		—
	$	799,728	$	879,722	$	970,704

The following table presents the credit risk profile by risk grade of total acquired non-credit impaired loans:

	TotalAcquired
	Non-credit Impaired Loans
	June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015
Pass	$	915,891	$	1,022,135	$	1,139,469
Special mention		7,905		7,369		9,041
Substandard		18,090		20,034		23,162
Doubtful		—		—		—
	$	941,886	$	1,049,538	$	1,171,672

The following table presents the credit risk profile by risk grade of acquired credit impaired loans (identified as credit-impaired at the time of acquisition), net of the related discount (this table should be read in conjunction with the allowance for acquired credit impaired loan losses table found on page 22):

	Commercial Loans Greater												Commercial Real Estate—
	Than or Equal to												Construction and
	$1 million-CBT						Commercial Real Estate						Development
	June 30,		December 31,		June 30,		June 30,		December 31,		June 30,		June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015		2016		2015		2015		2016		2015		2015
Pass	$	9,891	$	11,238	$	11,134	$	168,431	$	177,656	$	188,260	$	21,729	$	26,308	$	27,777
Special mention		1,014		1,018		1,044		32,446		37,607		31,654		14,194		14,532		12,666
Substandard		355		372		3,195		24,583		40,167		68,842		12,351		13,432		19,376
Doubtful		—		—		—		—		—		—		—		—		—
	$	11,260	$	12,628	$	15,373	$	225,460	$	255,430	$	288,756	$	48,274	$	54,272	$	59,819

	Residential Real Estate						Consumer						Commercial & Industrial
	June 30,		December 31,		June 30,		June 30,		December 31,		June 30,		June 30,		December 31,		June 30,
	2016		2015		2015		2016		2015		2015		2016		2015		2015
Pass	$	152,575	$	166,309	$	174,893	$	9,379	$	10,703	$	6,099	$	19,296	$	22,358	$	23,956
Special mention		56,845		63,341		68,017		21,401		23,331		27,079		4,598		2,549		2,428
Substandard		76,098		83,669		105,777		33,334		36,700		43,905		4,067		6,286		12,510
Doubtful		—		—		—		—		—		—		—		—		—
	$	285,518	$	313,319	$	348,687	$	64,114	$	70,734	$	77,083	$	27,961	$	31,193	$	38,894

							TotalAcquired
	Single Pay						Credit Impaired Loans
	June 30,		December 31,		June 30,		June 30,		December 31,		June 30,
	2016		2015		2015		2016		2015		2015
Pass	$	—	$	—	$	43	$	381,301	$	414,572	$	432,162
Special mention		—		—		—		130,498		142,378		142,888
Substandard		—		—		15		150,788		180,626		253,620
Doubtful		—		—		—		—		—		—
	$	—	$	—	$	58	$	662,587	$	737,576	$	828,670

The risk grading of acquired credit impaired loans is determined utilizing a loan’s contractual balance, while the amount recorded in the financial statements and reflected above is the carrying value.  In an FDIC-assisted acquisition, covered acquired loans are initially recorded at their fair value, including a credit discount due to the high concentration of substandard and doubtful loans.  Note that all covered acquired loans are now uncovered due to the early termination agreement with the FDIC on June 23, 2016.

The following table presents an aging analysis of past due loans, segregated by class for non-acquired loans:

	30 - 59 Days		60 - 89 Days		90+ Days		Total				Total
(Dollars in thousands)	Past Due		Past Due		Past Due		Past Due		Current		Loans
June 30, 2016
Commercial real estate:
Construction and land development	$	332	$	192	$	1,063	$	1,587	$	531,632	$	533,219
Commercial non-owner occupied		2,511		—		137		2,648		584,180		586,828
Commercial owner occupied		1,897		164		1,563		3,624		1,079,427		1,083,051
Consumer real estate:
Consumer owner occupied		1,338		968		2,584		4,890		1,104,777		1,109,667
Home equity loans		1,113		443		1,154		2,710		343,247		345,957
Commercial and industrial		473		48		544		1,065		610,836		611,901
Other income producing property		517		614		176		1,307		180,396		181,703
Consumer		527		57		240		824		272,133		272,957
Other loans		—		—		—		—		91,592		91,592
	$	8,708	$	2,486	$	7,461	$	18,655	$	4,798,220	$	4,816,875
December 31, 2015
Commercial real estate:
Construction and land development	$	323	$	136	$	915	$	1,374	$	400,605	$	401,979
Commercial non-owner occupied		867		—		184		1,051		486,726		487,777
Commercial owner occupied		1,269		608		1,530		3,407		1,029,991		1,033,398
Consumer real estate:
Consumer owner occupied		1,503		308		3,149		4,960		1,014,024		1,018,984
Home equity loans		899		1,046		598		2,543		316,712		319,255
Commercial and industrial		173		166		234		573		503,235		503,808
Other income producing property		241		207		275		723		175,125		175,848
Consumer		351		136		395		882		232,222		233,104
Other loans		48		43		64		155		46,418		46,573
	$	5,674	$	2,650	$	7,344	$	15,668	$	4,205,058	$	4,220,726
June 30, 2015
Commercial real estate:
Construction and land development	$	230	$	88	$	1,345	$	1,663	$	367,291	$	368,954
Commercial non-owner occupied		1,058		430		1,604		3,092		348,432		351,524
Commercial owner occupied		2,061		724		4,211		6,996		968,705		975,701
Consumer real estate:
Consumer owner occupied		1,523		1,290		2,733		5,546		901,427		906,973
Home equity loans		803		62		480		1,345		298,729		300,074
Commercial and industrial		156		241		274		671		447,576		448,247
Other income producing property		31		196		716		943		162,498		163,441
Consumer		265		22		243		530		209,014		209,544
Other loans		79		31		41		151		63,790		63,941
	$	6,206	$	3,084	$	11,647	$	20,937	$	3,767,462	$	3,788,399

The following table presents an aging analysis of past due loans, segregated by class for acquired non-credit impaired loans:

	30 - 59 Days		60 - 89 Days		90+ Days		Total				Total
(Dollars in thousands)	Past Due		Past Due		Past Due		Past Due		Current		Loans
June 30, 2016
Commercial real estate:
Construction and land development	$	—	$	181	$	21	$	202	$	12,314	$	12,516
Commercial non-owner occupied		—		—		—		—		36,904		36,904
Commercial owner occupied		—		—		306		306		31,961		32,267
Consumer real estate:
Consumer owner occupied		487		210		200		897		465,582		466,479
Home equity loans		234		98		1,132		1,464		176,482		177,946
Commercial and industrial		8		9		—		17		15,581		15,598
Other income producing property		—		—		—		—		44,873		44,873
Consumer		508		116		552		1,176		154,127		155,303
	$	1,237	$	614	$	2,211	$	4,062	$	937,824	$	941,886
December 31, 2015
Commercial real estate:
Construction and land development	$	—	$	21	$	48	$	69	$	13,780	$	13,849
Commercial non-owner occupied		—		—		—		—		40,103		40,103
Commercial owner occupied		120		176		44		340		38,880		39,220
Consumer real estate:
Consumer owner occupied		694		4		688		1,386		516,721		518,107
Home equity loans		897		412		482		1,791		189,177		190,968
Commercial and industrial		1		1		5		7		25,468		25,475
Other income producing property		—		—		7		7		51,162		51,169
Consumer		257		270		797		1,324		169,323		170,647
	$	1,969	$	884	$	2,071	$	4,924	$	1,044,614	$	1,049,538
June 30, 2015
Commercial real estate:
Construction and land development	$	1	$	39	$	—	$	40	$	17,722	$	17,762
Commercial non-owner occupied		—		—		—		—		43,123		43,123
Commercial owner occupied		380		—		39		419		48,915		49,334
Consumer real estate:
Consumer owner occupied		826		105		2,300		3,231		571,466		574,697
Home equity loans		591		164		577		1,332		209,402		210,734
Commercial and industrial		4		—		220		224		31,538		31,762
Other income producing property		109		—		89		198		58,789		58,987
Consumer		427		112		598		1,137		184,136		185,273
	$	2,338	$	420	$	3,823	$	6,581	$	1,165,091	$	1,171,672

The following table presents an aging analysis of past due loans, segregated by class for acquired credit impaired loans:

	30 - 59 Days		60 - 89 Days		90+ Days		Total				Total
(Dollars in thousands)	Past Due		Past Due		Past Due		Past Due		Current		Loans
June 30, 2016
Commercial loans greater than or equal to $1 million-CBT	$	—	$	—	$	—	$	—	$	11,260	$	11,260
Commercial real estate		357		279		4,018		4,654		220,806		225,460
Commercial real estate—construction and development		507		43		1,976		2,526		45,748		48,274
Residential real estate		4,585		1,695		6,199		12,479		273,039		285,518
Consumer		926		222		1,676		2,824		61,290		64,114
Commercial and industrial		26		90		648		764		27,197		27,961
Single pay		—		—		—		—		—		—
	$	6,401	$	2,329	$	14,517	$	23,247	$	639,340	$	662,587
December 31, 2015
Commercial loans greater than or equal to $1 million-CBT	$	—	$	—	$	—	$	—	$	12,628	$	12,628
Commercial real estate		1,118		426		5,624		7,168		248,262		255,430
Commercial real estate—construction and development		784		367		2,162		3,313		50,959		54,272
Residential real estate		4,705		1,155		8,095		13,955		299,364		313,319
Consumer		1,756		380		2,085		4,221		66,513		70,734
Commercial and industrial		272		137		846		1,255		29,938		31,193
Single pay		—		—		—		—		—		—
	$	8,635	$	2,465	$	18,812	$	29,912	$	707,664	$	737,576
June 30, 2015
Commercial loans greater than or equal to $1 million-CBT	$	—	$	—	$	2,630	$	2,630	$	12,743	$	15,373
Commercial real estate		1,617		120		11,590		13,327		275,429		288,756
Commercial real estate—construction and development		1,900		300		4,941		7,141		52,678		59,819
Residential real estate		4,458		1,929		11,802		18,189		330,498		348,687
Consumer		1,696		775		2,332		4,803		72,280		77,083
Commercial and industrial		748		277		4,894		5,919		32,975		38,894
Single pay		—		—		—		—		58		58
	$	10,419	$	3,401	$	38,189	$	52,009	$	776,661	$	828,670

The following is a summary of information pertaining to impaired non-acquired loans:

	Unpaid		Recorded		Gross
	Contractual		Investment		Recorded		Total
	Principal		With No		Investment		Recorded		Related
(Dollars in thousands)	Balance		Allowance		With Allowance		Investment		Allowance
June 30, 2016
Commercial real estate:
Construction and land development	$	8,286	$	798	$	3,295	$	4,093	$	752
Commercial non-owner occupied		1,669		337		882		1,219		202
Commercial owner occupied		10,784		4,988		1,984		6,972		67
Consumer real estate:
Consumer owner occupied		5,420		2,333		1,634		3,967		55
Home equity loans		3,024		812		1,365		2,177		38
Commercial and industrial		1,891		259		508		767		14
Other income producing property		5,838		492		4,508		5,000		375
Consumer		334		—		128		128		4
Other loans		—		—		—		—		—
Total	$	37,246	$	10,019	$	14,304	$	24,323	$	1,507
December 31, 2015
Commercial real estate:
Construction and land development	$	9,931	$	1,004	$	5,276	$	6,280	$	615
Commercial non-owner occupied		2,909		233		1,219		1,452		34
Commercial owner occupied		11,516		4,134		3,591		7,725		101
Consumer real estate:
Consumer owner occupied		9,001		3,505		4,044		7,549		138
Home equity loans		483		186		123		309		3
Commercial and industrial		2,641		273		1,214		1,487		279
Other income producing property		5,763		112		4,779		4,891		422
Consumer		155		—		102		102		3
Other loans		611		—		423		423		12
Total	$	43,010	$	9,447	$	20,771	$	30,218	$	1,607
June 30, 2015
Commercial real estate:
Construction and land development	$	7,728	$	1,721	$	3,389	$	5,110	$	591
Commercial non-owner occupied		3,987		1,649		961		2,610		27
Commercial owner occupied		15,589		7,301		3,670		10,971		81
Consumer real estate:
Consumer owner occupied		7,157		3,738		2,584		6,322		118
Home equity loans		347		198		36		234		1
Commercial and industrial		1,903		309		702		1,011		19
Other income producing property		5,620		122		4,667		4,789		472
Consumer		117		—		69		69		2
Total	$	42,448	$	15,038	$	16,078	$	31,116	$	1,311

Acquired credit impaired loans are accounted for in pools as shown on page 17 rather than being individually evaluated for impairment; therefore, the table above excludes acquired credit impaired loans.

The following summarizes the average investment in impaired non-acquired loans, and interest income recognized on these loans:

	Three Months Ended June 30,
	2016				2015
	Average				Average
	Investment in		Interest Income		Investment in		Interest Income
(Dollars in thousands)	Impaired Loans		Recognized		Impaired Loans		Recognized
Commercial real estate:
Construction and land development	$	5,182	$	8	$	5,258	$	30
Commercial non-owner occupied		1,177		11		3,188		13
Commercial owner occupied		7,337		6		9,634		134
Consumer real estate:
Consumer owner occupied		5,805		—		6,707		25
Home equity loans		2,680		4		242		1
Commercial and industrial		822		6		959		11
Other income producing property		5,197		23		4,728		43
Consumer		135		—		66		—
Other loans		423		—		—		—
Total Impaired Loans	$	28,758	$	58	$	30,782	$	257

	Six Months Ended June 30,
	2016				2015
	Average				Average
	Investment in		Interest Income		Investment in		Interest Income
(Dollars in thousands)	Impaired Loans		Recognized		Impaired Loans		Recognized
Commercial real estate:
Construction and land development	$	5,187	$	57	$	4,981	$	54
Commercial non-owner occupied		1,335		26		3,110		25
Commercial owner occupied		7,348		80		10,065		166
Consumer real estate:
Consumer owner occupied		5,758		46		4,644		53
Home equity loans		1,243		12		132		3
Commercial and industrial		1,127		85		960		18
Other income producing property		4,946		30		5,143		79
Consumer		115		1		65		1
Other loans		211		2		—		—
Total Impaired Loans	$	27,270	$	339	$	29,100	$	399

The following is a summary of information pertaining to non-acquired nonaccrual loans by class, including restructured loans:

	June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015
Commercial non-owner occupied real estate:
Construction and land development	$	1,080	$	1,090	$	1,976
Commercial non-owner occupied		528		184		1,145
Total commercial non-owner occupied real estate		1,608		1,274		3,121
Consumer real estate:
Consumer owner occupied		6,705		7,766		6,398
Home equity loans		2,386		1,769		1,198
Total consumer real estate		9,091		9,535		7,596
Commercial owner occupied real estate		2,242		3,056		3,421
Commercial and industrial		360		515		497
Other income producing property		1,007		746		922
Consumer		763		659		337
Restructured loans		2,851		2,662		8,193
Total loans on nonaccrual status	$	17,922	$	18,447	$	24,087

The following is a summary of information pertaining to acquired non-credit impaired nonaccrual loans by class, including restructured loans:

	June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015
Commercial non-owner occupied real estate:
Construction and land development	$	99	$	37	$	—
Commercial non-owner occupied		—		—		100
Total commercial non-owner occupied real estate		99		37		100
Consumer real estate:
Consumer owner occupied		1,056		976		2,346
Home equity loans		1,607		1,103		1,082
Total consumer real estate		2,663		2,079		3,428
Commercial owner occupied real estate		306		44		39
Commercial and industrial		1		1		226
Other income producing property		153		168		302
Consumer		1,216		1,435		1,078
Total loans on nonaccrual status	$	4,438	$	3,764	$	5,173

In the course of resolving delinquent loans, the Bank may choose to restructure the contractual terms of certain loans. Any loans that are modified are reviewed by the Bank to determine if a troubled debt restructuring (“TDR” or “restructured loan”) has occurred.  The Bank designates loan modifications as TDRs when it grants a concession to a borrower that it would not otherwise consider due to the borrower experience financial difficulty (FASB ASC Topic 310-40).  The concessions granted on TDRs generally include terms to reduce the interest rate, extend the term of the debt obligation, or modify the payment structure on the debt obligation.

Loans on nonaccrual status at the date of modification are initially classified as nonaccrual TDRs. Loans on accruing status at the date of concession are initially classified as accruing TDRs if the note is reasonably assured of repayment and performance is expected in accordance with its modified terms. Such loans may be designated as nonaccrual loans subsequent to the concession date if reasonable doubt exists as to the collection of interest or principal under the restructuring agreement. Nonaccrual TDRs are returned to accruing status when there is economic substance to the restructuring, there is documented credit evaluation of the borrower’s financial condition, the remaining balance is reasonably assured of repayment in accordance with its modified terms, and the borrower has demonstrated sustained repayment performance in accordance with the modified terms for a reasonable period of time (generally a minimum of six months). For the three and six months ended June 30, 2016 and 2015, the Company’s TDR’s were not material.

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FDIC Indemnification Asset

6 Months Ended

Jun. 30, 2016

FDIC Indemnification Asset

FDIC Indemnification Asset

Note 7—FDIC Indemnification Asset

The following table provides changes in FDIC indemnification asset:

	Six Months Ended June 30,
(Dollars in thousands)	2016		2015
Balance at beginning of period	$	4,401	$	22,161
Decrease in expected losses on loans		(23)		(21)
Additional recoveries on OREO		(1,736)		(2,430)
Reimbursable expenses		71		587
Amortization of discounts and premiums, net		(1,475)		(5,249)
Payments to (from) FDIC		853		(4,013)
Termination of Loss Share Agreement		(2,091)		—
Balance at end of period	$	—	$	11,035

As noted above, on June 23, 2016, the Bank entered into an early termination agreement with the FDIC with respect to all of its outstanding loss share agreements.  The Bank recorded a pre-tax charge of $4.4 million, which resulted from a $2.3 million payment to the FDIC as consideration for the early termination, plus the amortization of the remaining FDIC indemnification asset of $2.1 million, net of the clawback, as of March 31, 2016.  The entire pre-tax charge was recorded in noninterest income through Amortization of the FDIC indemnification asset for the three and six months ended June 30, 2016.

During 2016, the Bank paid a net $853,000 to the FDIC, prior to the termination of the agreements.  The indemnification asset was amortized through March 31, 2016.  All assets previously classified as covered became uncovered effective June 23,2016, and as a result the Bank will now recognize the full amount of future charge-offs, recoveries, gains, losses, and expenses related to these previously covered assets, as the FDIC will no longer share in these amounts.  As of the termination date, covered loans totaled $87.4 million and covered other real estate owned totaled $3.0 million.

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Other Real Estate Owned

6 Months Ended

Jun. 30, 2016

Other Real Estate Owned

Other Real Estate Owned

Note 8—Other Real Estate Owned

The following is a summary of information pertaining to OREO:

	Six Months Ended June 30,
	2016						2015
			Covered						Covered
(Dollars in thousands)	OREO		OREO		Total		OREO		OREO		Total
Beginning balance	$	24,803	$	5,751	$	30,554	$	26,499	$	16,227	$	42,726
Additions		5,391		2,151		7,542		9,165		3,554		12,719
Transfers		4,222		(4,222)		—		2,245		(2,245)		—
Writedowns		(812)		(2,131)		(2,943)		(1,517)		(2,797)		(4,314)
Sold		(11,177)		(1,549)		(12,726)		(9,522)		(6,567)		(16,089)
Ending Balance	$	22,427	$	—	$	22,427	$	26,870	$	8,172	$	35,042

As noted above, on June 23, 2016, the Bank entered into an early termination agreement with the FDIC with respect to all of its outstanding loss share agreements.  The covered OREO shown above was presented net of the related fair value discount, and the activity reflected for the covered assets is prior to the early termination of the FDIC loss share agreements.  All remaining OREO previously classified as covered became uncovered during the second quarter of 2016, which consisted of 17 properties with a carrying value of $4.2 million as of March 31, 2016. 

At June 30, 2016, there were a total of 103 properties included in OREO of which none were covered.  This compares to 162 properties included in OREO, with 133 uncovered and 29 covered by loss share agreements with the FDIC, at June 30, 2015.  At June 30, 2016, the Company had $2.7 million in residential real estate included in OREO and $6.7 million in residential real estate consumer mortgage loans in the process of foreclosure.

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Deposits

6 Months Ended

Jun. 30, 2016

Deposits Disclosure Abstract

Deposits

Note 9 — Deposits

The Company’s total deposits are comprised of the following:

	June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015
Certificates of deposit	$	962,759	$	1,092,750	$	1,137,553
Interest-bearing demand deposits		3,307,292		3,293,942		2,994,228
Non-interest bearing demand deposits		2,117,246		1,976,480		1,844,973
Savings deposits		772,463		735,961		687,292
Other time deposits		4,166		1,295		3,482
Total deposits	$	7,163,926	$	7,100,428	$	6,667,528

At June 30, 2016, December 31, 2015, and June 30, 2015, the Company had $95.5 million, $114.9 million, and $136.3 million in certificates of deposits of $250,000 and greater, respectively.  At June 30, 2016, December 31, 2015, and June 30, 2015, the Company had $5.5 million, $18.9 million and $19.4 million, in traditional, out-of-market brokered deposits, respectively. 

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Retirement Plans

6 Months Ended

Jun. 30, 2016

Retirement Plans

Retirement Plans

Note 10 — Retirement Plans

The Company and the Bank provide certain retirement benefits to their employees in the form of a non-contributory defined benefit pension plan and an employees’ savings plan.  The non-contributory defined benefit pension plan covers all employees hired on or before December 31, 2005, who have attained age 21, and who have completed a year of eligible service.  Employees hired on or after January 1, 2006 are not eligible to participate in the non-contributory defined benefit pension plan, but are eligible to participate in the employees’ savings plan. On this date, a new benefit formula applies only to participants who have not attained age 45 or who do not have five years of service.

Effective July 1, 2009, the Company suspended the accrual of benefits for pension plan participants under the non-contributory defined benefit plan.  The pension plan remained suspended as of June 30,  2016.

The components of net periodic pension expense recognized are as follows:

	Three Months Ended				Six Months Ended
	June 30,				June 30,
(Dollars in thousands)	2016		2015		2016		2015
Interest cost	$	(283)	$	(254)	$	(566)	$	(508)
Expected return on plan assets		534		517		1,068		1,034
Recognized net actuarial loss		(204)		(225)		(408)		(450)
Net periodic pension benefit	$	47	$	38	$	94	$	76

The Company did not contribute to the pension plan for the three and six months ended June 30, 2016, and does not expect to make any additional contributions during the remainder of 2016.  The Company reserves the right to contribute between the minimum required and maximum deductible amounts as determined under applicable federal laws. 

Under the provisions of Internal Revenue Code Section 401(k), electing employees are eligible to participate in the employees’ savings plan after attaining age 21.  Plan participants elect to contribute portions of their annual base compensation as a before tax contribution.  Employer contributions may be made from current or accumulated net profits. Participants may elect to contribute 1% to 50% of annual base compensation as a before tax contribution. Employees participating in the plan receive a 100% matching of their 401(k) plan contribution, up to 5% of their salary.   Effective January 1, 2015, employees are eligible for an additional 1% discretionary matching contribution contingent upon achievement of the Company’s 2015 financial goals and payable the first quarter of 2016. The Company expensed $1.4 million and $1.3million for the 401(k) plan during the three months endedJune 30,2016 and 2015, respectively. The Company expensed $2.8 million and $2.6 million for the 401(k) plan during the six months ended June 30, 2016 and 2015, respectively.

Employees can enter the savings plan on or after the first day of each month.  The employee may enter into a salary deferral agreement at any time to select an alternative deferral amount or to elect not to defer in the plan.  If the employee does not elect an investment allocation, the plan administrator will select a retirement-based portfolio according to the employee’s number of years until normal retirement age.  The plan’s investment valuations are generally provided on a daily basis.

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Earnings Per Common Share

6 Months Ended

Jun. 30, 2016

Earnings Per Share

Earnings Per Share

Note 11 — Earnings Per Share

Basic earnings per share are calculated by dividing net income by the weighted-average shares of common stock outstanding during each period, excluding non-vested shares.  The Company’s diluted earnings per share are based on the weighted-average shares of common stock outstanding during each period plus the maximum dilutive effect of common stock issuable upon exercise of stock options or vesting of restricted shares.  The weighted-average number of shares and equivalents are determined after giving retroactive effect to stock dividends and stock splits.

The following table sets forth the computation of basic and diluted earnings per share:

	Three Months Ended June 30,				Six Months Ended June 30,
(Dollars and shares in thousands, except for per share amounts)	2016		2015		2016		2015
Basic earnings per common share:
Net income	$	24,516	$	24,872	$	49,010	$	48,798
Weighted-average basic common shares		23,995		23,981		23,977		23,947
Basic earnings per common share	$	1.02	$	1.04	$	2.04	$	2.04
Diluted earnings per share:
Net income	$	24,516	$	24,872	$	49,010	$	48,798
Weighted-average basic common shares		23,995		23,981		23,977		23,947
Effect of dilutive securities		242		277		228		267
Weighted-average dilutive shares		24,237		24,258		24,205		24,214
Diluted earnings per common share	$	1.01	$	1.03	$	2.02	$	2.02

The calculation of diluted earnings per common share excludes outstanding stock options for which the results would have been anti-dilutive under the treasury stock method as follows:

	Three Months Ended June 30,										Six Months Ended June 30,
(Dollars in thousands)	2016					2015					2016					2015
Number of shares					72,480					46,798					72,480					47,865
Range of exercise prices	$	61.42	to	$	69.48	$	61.42	to	$	66.32	$	61.42	to	$	69.48	$	61.42	to	$	66.32

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Share-Based Compensation

6 Months Ended

Jun. 30, 2016

Share-Based Compensation

Share-Based Compensation

Note 12 — Share-Based Compensation

The Company’s 2004 and 2012 share-based compensation programs are long-term retention programs intended to attract, retain, and provide incentives for key employees and non-employee directors in the form of incentive and non-qualified stock options, restricted stock, and restricted stock units (“RSUs”).

Stock Options

With the exception of non-qualified stock options granted to directors under the 2004 and 2012 plans, which in some cases may be exercised at any time prior to expiration and in some other cases may be exercised at intervals less than a year following the grant date, incentive stock options granted under the plans may not be exercised in whole or in part within a year following the date of the grant, as these incentive stock options become exercisable in 25% increments pro ratably over the four-year period following the grant date.  The options are granted at an exercise price at least equal to the fair value of the common stock at the date of grant and expire ten years from the date of grant.  No options were granted under the 2004 plan after January 26, 2012, and the 2004 plan is closed other than for any options still unexercised and outstanding. The 2012 plan is the only plan from which new share-based compensation grants may be issued.  It is the Company’s policy to grant options out of the 1,684,000 shares registered under the 2012 plan, of which no more than 817,476 shares can be granted as restricted stock or RSUs.

Activity in the Company’s stock option plans is summarized in the following table.  All information has been retroactively adjusted for stock dividends and stock splits.

The fair value of options is estimated at the date of grant using the Black-Scholes option pricing model and expensed over the options’ vesting periods.  The following weighted-average assumptions were used in valuing options issued:

		Weighted		Weighted
		Average		Average	Aggregate
	Number of	Exercise		Remaining	Intrinsic
	Shares	Price		Contractual Life (Yrs.)	Value(000's)
Outstanding at  January 1	285,405	$	38.85
Granted	25,682		63.79
Exercised	(23,573)		33.45
Forfeited	(1,025)		35.20
Outstanding at June 30	286,489		41.54	4.76	$	7,597
Exercisable at June 30	225,712		36.18	3.71	$	7,194
Weighted-average fair value of options granted during the year	$ 25.19

	Six months ended June 30,
	2016		2015
Dividend yield	1.60	%	1.40	%
Expected life	8.5	years	8.5	years
Expected volatility	40.6	%	40.9	%
Risk-free interest rate	1.90	%	1.79	%

As of June 30,  2016, there was $1.2 million of total unrecognized compensation cost related to nonvested stock option grants under the plans.  The cost is expected to be recognized over a weighted-average period of 1.6 years as of June 30,  2016.  The total fair value of shares vested during the six months endedJune 30,  2016 was $455,000.

Restricted Stock

The Company from time-to-time also grants shares of restricted stock to key employees and non-employee directors.  These awards help align the interests of these employees and directors with the interests of the shareholders of the Company by providing economic value directly related to increases in the value of the Company’s stock.  The value of the stock awarded is established as the fair market value of the stock at the time of the grant.  The Company recognizes expenses, equal to the total value of such awards, ratably over the vesting period of the stock grants.  Restricted stock grants to employees typically “cliff vest” after four years.  Grants to non-employee directors typically vest within a 12-month period.

Nonvested restricted stock for the six months ended June 30,2016 is summarized in the following table.  All information has been retroactively adjusted for stock dividends and stock splits.

		Weighted-
		Average
		Grant-Date
Restricted Stock	Shares	Fair Value
Nonvested at January 1 2016	218,282	$	44.56
Granted	40,256		67.06
Vested	(63,100)		36.97
Forfeited	(700)		47.18
Nonvested at June 30, 2016	194,738		51.74

As of June 30,  2016, there was $6.2 million of total unrecognized compensation cost related to nonvested restricted stock granted under the plans.  This cost is expected to be recognized over a weighted-average period of 2.48 years as of June 30,  2016.  The total fair value of shares vested during the six months endedJune 30,  2016 was $2.5 million.

Restricted Stock Units

The Company from time-to-time also grants performance RSUs to key employees.  These awards help align the interests of these employees with the interests of the shareholders of the Company by providing economic value directly related to the performance of the Company.  Some performance RSU grants contain a three year performance period, and others contain a one year performance period and a time vested requirement (generally four years from grant date).  The Company communicates threshold, target, and maximum performance RSU awards and performance targets to the applicable key employees at the beginning of a performance period.  Dividends are not paid in respect to the awards during the performance period.  The value of the RSUs awarded is established as the fair market value of the stock at the time of the grant.  The Company recognizes expenses on a straight-line basis typically over the performance and vesting periods based upon the probable performance target that will be met.  For the six months endedJune 30,  2016, the Company accrued for 99% of the RSUs granted, based on Management’s expectations of performance.

Nonvested RSUs for the six months endedJune 30,  2016 is summarized in the following table.

		Weighted-
		Average
		Grant-Date
Restricted Stock Units	Shares	Fair Value
Nonvested at January 1, 2016	79,789	$	64.66
Granted	68,842		65.23
Nonvested at June 30, 2016	148,631		64.93

As of June 30,  2016, there was $5.6 million of total unrecognized compensation cost related to nonvested RSUs granted under the plan.  This cost is expected to be recognized over a weighted-average period of 1.69 years as of June 30,2016.  The total fair value of RSUs vested during the six months endedJune 30,  2016 was $1.8 million.  On January 20, 2016, 35,903 vested restricted stock units were issued to the participants in the 2013 Long-Term Incentive Plan.

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Commitments and Contingent Liabilities

6 Months Ended

Jun. 30, 2016

Commitments and Contingent Liabilities

Commitments and Contingent Liabilities

Note 13 — Commitments and Contingent Liabilities

In the normal course of business, the Company makes various commitments and incurs certain contingent liabilities, which are not reflected in the accompanying financial statements.  The commitments and contingent liabilities include guarantees, commitments to extend credit, and standby letters of credit.  At June 30, 2016, commitments to extend credit and standby letters of credit totaled $1.6 billion.  The Company does not anticipate any material losses as a result of these transactions.

The Company has been named as defendant in various legal actions, arising from its normal business activities, in which damages in various amounts are claimed. The Company is also exposed to litigation risk related to the prior business activities of banks acquired through whole bank acquisitions as well as banks from which assets were acquired and liabilities assumed in FDIC-assisted transactions. Although the amount of any ultimate liability with respect to such matters cannot be determined, in the opinion of management, any such liability will not have a material effect on the Company’s consolidated financial statements.

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Fair Value

6 Months Ended

Jun. 30, 2016

Fair Value

Fair Value

Note 14 — Fair Value

FASB ASC 820, Fair Value Measurements and Disclosures, defines fair value, establishes a framework for measuring fair value under accounting principles generally accepted in the United States, and enhances disclosures about fair value measurements. FASB ASC 820 clarifies that fair value should be based on the assumptions market participants would use when pricing an asset or liability and establishes a fair value hierarchy that prioritizes the information used to develop those assumptions.

The Company utilizes fair value measurements to record fair value adjustments to certain assets and liabilities and to determine fair value disclosures. Available for sale securities, derivative contracts, and mortgage servicing rights are recorded at fair value on a recurring basis. Additionally, from time to time, the Company may be required to record at fair value other assets on a nonrecurring basis, such as impaired loans, OREO, and certain other assets. These nonrecurring fair value adjustments typically involve application of lower of cost or market accounting or write-downs of individual assets.

FASB ASC 820 establishes a three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value as follows:

Level 1	Observable inputs such as quoted prices in active markets;
Level 2	Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and
Level 3	Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions.

The following is a description of valuation methodologies used for assets recorded at fair value.

Investment Securities

Securities available for sale are valued on a recurring basis at quoted market prices where available. If quoted market prices are not available, fair values are based on quoted market prices of comparable securities. Level 1 securities include those traded on an active exchange, such as the New York Stock Exchange and The NASDAQ Stock Market, or U.S. Treasury securities that are traded by dealers or brokers in active over-the-counter markets and money market funds. Level 2 securities include mortgage-backed securities and debentures issued by government sponsored entities, municipal bonds and corporate debt securities.  Securities held to maturity are valued at quoted market prices or dealer quotes similar to securities available for sale. The carrying value of FHLB stock approximates fair value based on the redemption provisions.

Mortgage Loans Held for Sale

Mortgage loans held for sale are carried at the fair value. The fair values of mortgage loans held for sale are based on commitments on hand from investors within the secondary market for loans with similar characteristics. As such, the fair value adjustments for mortgage loans held for sale are recurring Level 2.

Loans

The Company does not record loans at fair value on a recurring basis. However, from time to time, a loan may be considered impaired and an allowance for loan losses may be established. Loans for which it is probable that payment of interest and principal will not be made in accordance with the contractual terms of the loan agreement are considered impaired. Once a loan is identified as individually impaired, management measures impairment using estimated fair value methodologies. The fair value of impaired loans is estimated using one of several methods, including collateral value, market value of similar debt, enterprise value, liquidation value and discounted cash flows. Those impaired loans not requiring an allowance represent loans for which the fair value of the expected repayments or collateral exceed the recorded investments in such loans. At June 30, 2016, substantially all of the impaired loans were evaluated based on the fair value of the collateral because such loans were considered collateral dependent. Impaired loans, where an allowance is established based on the fair value of collateral; require classification in the fair value hierarchy. When the fair value of the collateral is based on an observable market price or a current appraised value, the Company considers the impaired loan as nonrecurring Level 2. When an appraised value is not available or management determines the fair value of the collateral is further impaired below the appraised value and there is no observable market price, the Company considers the impaired loan as nonrecurring Level 3.

Other Real Estate Owned (“OREO”)

Typically non-covered OREO, consisting of properties obtained through foreclosure or in satisfaction of loans, is reported at fair value, determined on the basis of current appraisals, comparable sales, and other estimates of value obtained principally from independent sources, adjusted for estimated selling costs (Level 2). However, both non-covered and covered OREO are considered Level 3 in the fair value hierarchy because management has qualitatively applied a discount due to the size, supply of inventory, and the incremental discounts applied to the appraisals. Management also considers other factors, including changes in absorption rates, length of time the property has been on the market and anticipated sales values, which have resulted in adjustments to the collateral value estimates indicated in certain appraisals.  At the time of foreclosure, any excess of the loan balance over the fair value of the real estate held as collateral is treated as a charge against the allowance for loan losses. Gains or losses on sale and generally any subsequent adjustments to the value are recorded as a component of OREO expense. 

Derivative Financial Instruments

Fair value is estimated using pricing models of derivatives with similar characteristics; accordingly, the derivatives are classified within Level 2 of the fair value hierarchy (see Note 16—Derivative Financial Instruments for additional information).

Mortgage servicing rights (“MSRs”)

The estimated fair value of MSRs is obtained through an independent derivatives dealer analysis of future cash flows. The evaluation utilizes assumptions market participants would use in determining fair value including market discount rates, prepayment speeds, servicing income, servicing costs, default rates and other market driven data, as well as the market’s perception of future interest rate movements. MSRs are classified as Level 3.

Assets and Liabilities Recorded at Fair Value on a Recurring Basis

The tables below present the recorded amount of assets and liabilities measured at fair value on a recurring basis.

			Quoted Prices
			In Active		Significant
			Markets		Other		Significant
			for Identical		Observable		Unobservable
			Assets		Inputs		Inputs
(Dollars in thousands)	Fair Value		(Level 1)		(Level 2)		(Level 3)
June 30, 2016:
Assets
Derivative financial instruments	$	3,257	$	—	$	3,257	$	—
Loans held for sale		48,926		—		48,926		—
Securities available for sale:
Government-sponsored entities debt		103,092		—		103,092		—
State and municipal obligations		123,894		—		123,894		—
Mortgage-backed securities		758,881		—		758,881		—
Corporate stocks		3,743		2,518		1,225		—
Total securities available for sale		989,610		2,518		987,092		—
Mortgage servicing rights		22,350		—		—		22,350
	$	1,064,143	$	2,518	$	1,039,275	$	22,350
Liabilities
Derivative financial instruments	$	2,213	$	—	$	2,213	$	—
December 31, 2015:
Assets
Derivative financial instruments	$	1,415	$	—	$	1,415	$	—
Loans held for sale		41,649		—		41,649		—
Securities available for sale:
Government-sponsored entities debt		162,507		—		162,507		—
State and municipal obligations		131,364		—		131,364		—
Mortgage-backed securities		711,849		—		711,849		—
Corporate stocks		3,821		2,596		1,225		—
Total securities available for sale		1,009,541		2,596		1,006,945		—
Mortgage servicing rights		26,202		—		—		26,202
	$	1,078,807	$	2,596	$	1,050,009	$	26,202
Liabilities
Derivative financial instruments	$	838	$	—	$	838	$	—
June 30, 2015:
Assets
Derivative financial instruments	$	2,574	$	—	$	2,574	$	—
Loans held for sale		73,055		—		73,055		—
Securities available for sale:
Government-sponsored entities debt	$	130,835	$	—	$	130,835	$	—
State and municipal obligations		136,699		—		136,699		—
Mortgage-backed securities		570,922		—		570,922		—
Corporate stocks		3,205		2,980		225		—
Total securities available for sale		841,661		2,980		838,681		—
Mortgage servicing rights		25,325		—		—		25,325
	$	942,615	$	2,980	$	914,310	$	25,325
Liabilities
Derivative financial instruments	$	1,228	$	—	$	1,228	$	—

Changes in Level 1, 2 and 3 Fair Value Measurements

When a determination is made to classify a financial instrument within Level 3 of the valuation hierarchy, the determination is based upon the significance of the unobservable factors to the overall fair value measurement.  However, since Level 3 financial instruments typically include, in addition to the unobservable or Level 3 components, observable components (that is, components that are actively quoted and can be validated to external sources), the gains and losses below include changes in fair value due in part to observable factors that are part of the valuation methodology.

There were no changes in hierarchy classifications of Level 3 assets or liabilities for the six months ended June 30, 2016.  A reconciliation of the beginning and ending balances of Level 3 assets and liabilities recorded at fair value on a recurring basis for the six months ended June 30, 2016 and 2015 is as follows:

(Dollars in thousands)	Assets		Liabilities
Fair value, January 1, 2016	$	26,202	$	—
Servicing assets that resulted from transfers of financial assets		2,393		—
Changes in fair value due to valuation inputs or assumptions		(4,476)		—
Changes in fair value due to increased principal paydowns		(1,769)		—
Fair value , June 30, 2016	$	22,350	$	—
Fair value, January 1, 2015	$	21,601	$	—
Servicing assets that resulted from transfers of financial assets		3,921		—
Changes in fair value due to valuation inputs or assumptions		1,539		—
Changes in fair value due to increased principal paydowns		(1,736)		—
Fair value, June 30, 2015	$	25,325	$	—

There were no unrealized losses included in accumulated other comprehensive income related to Level 3 financial assets and liabilities at June 30, 2016 or 2015.

Assets and Liabilities Recorded at Fair Value on a Nonrecurring Basis

The tables below present the recorded amount of assets and liabilities measured at fair value on a nonrecurring basis:

			Quoted Prices
			In Active		Significant
			Markets		Other		Significant
			for Identical		Observable		Unobservable
			Assets		Inputs		Inputs
(Dollars in thousands)	Fair Value		(Level 1)		(Level 2)		(Level 3)
June 30, 2016:
OREO	$	22,427	$	—	$	—	$	22,427
Non-acquired impaired loans		3,515		—		—		3,515
December 31, 2015:
OREO	$	30,554	$	—	$	—	$	30,554
Non-acquired impaired loans		13,355		—		—		13,355
June 30, 2015:
OREO	$	35,042	$	—	$	—	$	35,042
Non-acquired impaired loans		10,079		—		—		10,079

Quantitative Information about Level 3 Fair Value Measurement

			Weighted Average
			June 30,		December 31,		June 30,
	Valuation Technique	Unobservable Input	2016		2015		2015
Nonrecurring measurements:
Non-acquired impaired loans	Discounted appraisals	Collateral discounts	6	%	6	%	4	%
OREO	Discounted appraisals	Collateral discounts and estimated costs to sell	17	%	16	%	18	%

Fair Value of Financial Instruments

The following methods and assumptions were used by the Company in estimating its fair value disclosures for financial instruments. In cases where quoted market prices are not available, fair values are based on estimates using present value or other valuation techniques. Those models are significantly affected by the assumptions used, including the discount rates and estimates of future cash flows. In that regard, the derived fair value estimates cannot be substantiated by comparison to independent markets and, in many cases, could not be realized in immediate settlement of the instrument. The use of different methodologies may have a material effect on the estimated fair value amounts. The fair value estimates presented herein are based on pertinent information available to management as of June 30, 2016, December 31, 2015 and June 30, 2015. Such amounts have not been revalued for purposes of these consolidated financial statements since those dates and, therefore, current estimates of fair value may differ significantly from the amounts presented herein.

The following methods and assumptions were used to estimate the fair value of each class of financial instruments for which it is practicable to estimate that value:

Cash and Cash Equivalents — The carrying amount is a reasonable estimate of fair value.

Investment Securities — Securities held to maturity are valued at quoted market prices or dealer quotes.  The carrying value of FHLB stock approximates fair value based on the redemption provisions.  The carrying value of the Company’s investment in unconsolidated subsidiaries approximates fair value.  See Note 5—Investment Securities for additional information, as well as page 36 regarding fair value.

Loans held for sale — The fair values disclosed for loans held for sale are based on commitments from investors for loans with similar characteristics.

Loans — For variable-rate loans that reprice frequently and with no significant change in credit risk, fair values are based on carrying values. Fair values for certain mortgage loans (e.g., one-to-four family residential) and other consumer loans are estimated using discounted cash flow analyses based on the Company’s current rates offered for new loans of the same type, structure and credit quality. Fair values for other loans (e.g., commercial real estate and investment property mortgage loans, commercial and industrial loans) are estimated using discounted cash flow analyses, using interest rates currently being offered by the Company for loans with similar terms to borrowers of similar credit quality. Fair values for non-performing loans are estimated using discounted cash flow analyses or underlying collateral values, where applicable.

FDIC Receivable for Loss Share Agreements — The fair value is estimated based on discounted future cash flows using current discount rates.

Deposit Liabilities — The fair values disclosed for demand deposits (e.g., interest and non-interest bearing checking, passbook savings, and certain types of money market accounts) are, by definition, equal to the amount payable on demand at the reporting date (i.e., their carrying amounts). The carrying amounts of variable-rate, fixed-term money market accounts, and certificates of deposit approximate their fair values at the reporting date. Fair values for fixed-rate certificates of deposit are estimated using a discounted cash flow calculation that applies interest rates currently being offered on certificates to a schedule of aggregated expected monthly maturities on time deposits.

Federal Funds Purchased and Securities Sold Under Agreements to Repurchase — The carrying amount of federal funds purchased, borrowings under repurchase agreements, and other short-term borrowings maturing within ninety days approximate their fair values.

Other Borrowings — The fair value of other borrowings is estimated using discounted cash flow analysis on the Company’s current incremental borrowing rates for similar types of instruments.

Accrued Interest — The carrying amounts of accrued interest approximate fair value.

Derivative Financial Instruments — The fair value of derivative financial instruments (including interest rate swaps) is estimated using pricing models of derivatives with similar characteristics.

Commitments to Extend Credit, Standby Letters of Credit and Financial Guarantees — The fair values of commitments to extend credit are estimated using the fees currently charged to enter into similar agreements, taking into account the remaining terms of the agreements and the present creditworthiness of the counterparties. For fixed-rate loan commitments, fair value also considers the difference between current levels of interest rates and the committed rates. The fair values of guarantees and letters of credit are based on fees currently charged for similar agreements or on the estimated costs to terminate them or otherwise settle the obligations with the counterparties at the reporting date.

The estimated fair value, and related carrying amount, of the Company’s financial instruments are as follows:

	Carrying		Fair
(Dollars in thousands)	Amount		Value		Level 1		Level 2		Level 3
June 30, 2016
Financial assets:
Cash and cash equivalents	$	481,912	$	481,912	$	481,912	$	—	$	—
Investment securities		1,007,060		1,007,370		12,047		995,323		—
Loans held for sale		48,926		48,926		—		48,926		—
Loans, net of allowance for loan losses		6,380,657		6,591,596		—		—		6,591,596
FDIC receivable for loss share agreements		—		—		—		—		—
Accrued interest receivable		18,191		18,191		—		3,941		14,250
Mortgage servicing rights		22,350		22,350		—		—		22,350
Other derivative financial instruments (mortgage banking related)		3,257		3,257		—		3,257		—
Financial liabilities:
Deposits		7,163,926		6,980,410		—		6,980,410		—
Federal funds purchased and securities sold under agreements to repurchase		341,064		341,064		—		341,064		—
Other borrowings		55,254		49,499		—		49,499		—
Accrued interest payable		1,649		1,649		—		1,649		—
Interest rate swap - cash flow hedge		776		776		—		776		—
Other derivative financial instruments (mortgage banking related)		1,437		1,437		—		1,437		—
Off balance sheet financial instruments:
Commitments to extend credit		—		53,838		—		53,838		—
Standby letters of credit and financial guarantees		—		—		—		—		—
December 31, 2015
Financial assets:
Cash and cash equivalents	$	695,794	$	695,794	$	695,794	$	—	$	—
Investment securities		1,027,748		1,028,157		11,489		1,016,668		—
Loans held for sale		41,649		41,649		—		41,649		—
Loans, net of allowance for loan losses		5,970,044		6,068,252		—		—		6,068,252
FDIC receivable for loss share agreements		4,401		(2,452)		—		—		(2,452)
Accrued interest receivable		17,083		17,083		—		3,883		13,200
Mortgage servicing rights		26,202		26,202		—		—		26,202
Other derivative financial instruments (mortgage banking related)		1,415		1,415		—		1,415		—
Financial liabilities:
Deposits		7,100,428		6,785,911		—		6,785,911		—
Federal funds purchased and securities sold under agreements to repurchase		288,231		288,231		—		288,231		—
Other borrowings		55,158		49,762		—		49,762		—
Accrued interest payable		2,190		2,190		—		2,190		—
Interest rate swap - cash flow hedge		718		718		—		718		—
Other derivative financial instruments (mortgage banking related)		120		120		—		120		—
Off balance sheet financial instruments:
Commitments to extend credit		—		23,927		—		23,927		—
Standby letters of credit and financial guarantees		—		—		—		—		—
June 30, 2015
Financial assets:
Cash and cash equivalents	$	593,382	$	593,382	$	593,382	$	—	$	—
Investment securities		860,351		860,806		12,011		848,795		—
Loans held for sale		73,055		73,055		—		73,055		—
Loans, net of allowance for loan losses		5,749,270		5,805,702		—		—		5,805,702
FDIC receivable for loss share agreements		11,035		2,615		—		—		2,615
Accrued interest receivable		16,643		16,643		—		3,605		13,038
Mortgage servicing rights		25,325		25,325		—		—		25,325
Interest rate swap - non-designated hedge		156		156		—		156		—
Other derivative financial instruments (mortgage banking related)		2,418		2,418		—		2,418		—
Financial liabilities:
Deposits		6,667,528		6,372,390		—		6,372,390		—
Federal funds purchased and securities sold under agreements to repurchase		287,903		287,903		—		287,903		—
Other borrowings		55,055		50,714		—		50,714		—
Accrued interest payable		2,489		2,489		—		2,489		—
Interest rate swap - cash flow hedge		806		806		—		806		—
Interest rate swap - non-designated hedge		156		156		—		156		—
Other derivative financial instruments (mortgage banking related)		266		266		—		266		—
Off balance sheet financial instruments:
Commitments to extend credit		—		31,401		—		31,401		—
Standby letters of credit and financial guarantees		—		—		—		—		—

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Accumulated Other Comprehensive Inocme (Loss)

6 Months Ended

Jun. 30, 2016

Accumulated Other Comprehensive Income (Loss)

Accumulated Other Comprehensive Income (Loss)

Note 15 — Accumulated Other Comprehensive Income (Loss)

The changes in each components of accumulated other comprehensive income (loss), net of tax, were as follows:

			Unrealized Gains
			and Losses		Gains and
			on Securities		Losses on
	Benefit		Available		Cash Flow
(Dollars in thousands)	Plans		for Sale		Hedges		Total
Three Months Ended June 30, 2016
Balance at March 31, 2016	$	(5,889)	$	9,887	$	(493)	$	3,505
Other comprehensive income (loss) before reclassifications		—		2,865		(28)		2,837
Amounts reclassified from accumulated other comprehensive income (loss)		126		—		42		168
Net comprehensive income		126		2,865		14		3,005
Balance at June 30, 2016	$	(5,763)	$	12,752	$	(479)	$	6,510
Three Months Ended June 30, 2015
Balance at March 31, 2016	$	(5,175)	$	8,730	$	(557)	$	2,998
Other comprehensive income (loss) before reclassifications		—		(5,126)		18		(5,108)
Amounts reclassified from accumulated other comprehensive income (loss)		139		—		40		179
Net comprehensive income (loss)		139		(5,126)		58		(4,929)
Balance at June 30, 2015	$	(5,036)	$	3,604	$	(499)	$	(1,931)
Six Months Ended June 30, 2016
Balance at December 31, 2015	$	(6,015)	$	2,588	$	(444)	$	(3,871)
Other comprehensive income (loss) before reclassifications		—		10,240		(123)		10,117
Amounts reclassified from accumulated other comprehensive income (loss)		252		(76)		88		264
Net comprehensive income (loss)		252		10,164		(35)		10,381
Balance at June 30, 2016	$	(5,763)	$	12,752	$	(479)	$	6,510
Six Months Ended June 30, 2015
Balance at December 31, 2014	$	(5,315)	$	5,467	$	(529)	$	(377)
Other comprehensive loss before reclassifications		—		(1,863)		(57)		(1,920)
Amounts reclassified from accumulated other comprehensive income (loss)		279		—		87		366
Net comprehensive income (loss)		279		(1,863)		30		(1,554)
Balance at June 30, 2015	$	(5,036)	$	3,604	$	(499)	$	(1,931)

The table below presents the reclassifications out of accumulated other comprehensive income (loss), net of tax:

	Amount Reclassified from Accumulated Other Comprehensive Income (Loss)
(Dollars in thousands)	For the Three Months Ended June 30,				For the Six Months Ended June 30,
Accumulated Other Comprehensive Income (Loss) Component	2016		2015		2016		2015		Income Statement Line Item Affected
Losses on cash flow hedges:
Interest rate contracts	$	68	$	64	$	142	$	140	Interest expense
		(26)		(24)		(54)		(53)	Provision for income taxes
		42		40		88		87	Net income
Gains on sales of available for sale securities:
	$	—	$	—	$	(122)	$	—	Other noninterest income
		—		—		46		—	Provision for income taxes
		—		—		(76)		—	Net income
Amortization of defined benefit pension:
Actuarial losses	$	204	$	225	$	408	$	450	Salaries and employee benefits
		(78)		(86)		(156)		(171)	Provision for income taxes
		126		139		252		279	Net income
Total reclassifications for the period	$	168	$	179	$	264	$	366

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Derivative Financial Instruments

6 Months Ended

Jun. 30, 2016

Derivative Financial Instruments

Derivative Financial Instruments

Note 16 — Derivative Financial Instruments

Cash Flow Hedge of Interest Rate Risk

The Company utilizes an interest rate swap agreement to convert a portion of its variable-rate debt to a fixed rate (cash flow hedge).  During 2009, the Company entered into a forward starting interest rate swap agreement with a notional amount of $8.0 million to manage interest rate risk due to periodic rate resets on its junior subordinated debt issued by SCBT Capital Trust II, an unconsolidated subsidiary of the Company established for the purpose of issuing trust preferred securities.  The Company hedges the variable rate cash flows of subordinated debt against future interest rate increases by using an interest rate swap that effectively fixed the rate on the debt beginning on June 15, 2010, at which time the debt contractually converted from a fixed interest rate to a variable interest rate.  This hedge expires on June 15, 2019.  The notional amount on which the interest payments are based will not be exchanged.  This derivatives contract calls for the Company to pay a fixed rate of 4.06% on $8.0million notional amount and receive a variable rate of three-month LIBOR on the $8.0million notional amount.

The Company recognized an after-tax unrealized gain on its cash flow hedge in other comprehensive income of $14,000for the three months ended June 30, 2016 and an unrealized loss of $35,000 for the six months ended June 30, 2016.  This compares to an unrealized gain of$58,000 and $30,000 for the three and six months ended June 30, 2015, respectively.  The Company recognized a $776,000 cash flow hedge liability in other liabilities on the balance sheet at June 30, 2016, compared to an $806,000 liability recognized at June 30, 2015.  There was noineffectiveness in the cash flow hedge during the three and six months ended June 30, 2016 and 2015.

Credit risk related to the derivative arises when amounts receivable from the counterparty (derivatives dealer) exceed those payable.  The Company controls the risk of loss by only transacting with derivatives dealers that are national market makers whose credit ratings are strong. Each party to the interest rate swap is required to provide collateral in the form of cash or securities to the counterparty when the counterparty’s exposure to a mark-to-market replacement value exceeds certain negotiated limits.  These limits are typically based on current credit ratings and vary with ratings changes.  As of June 30, 2016 and 2015, the Company provided $850,000 of collateral, which is included in cash and cash equivalents on the balance sheet as interest-bearing deposits with banks.  Also, the Company has a netting agreement with the counterparty.

Mortgage Banking

The Company also has derivatives contracts that are classified as non-designated hedges.  These derivatives contracts are a part of the Company’s risk management strategy for its mortgage banking activities.  These instruments may include financial forwards, futures contracts, and options written and purchased, which are used to hedge mortgage servicing rights; while forward sales commitments are typically used to hedge the mortgage pipeline.  Such instruments derive their cash flows, and therefore their values, by reference to an underlying instrument, index or referenced interest rate.  The Company does not elect hedge accounting treatment for any of these derivative instruments and as a result, changes in fair value of the instruments (both gains and losses) are recorded in the Company’s consolidated statements of income in mortgage banking income.

Mortgage Servicing Rights

Derivatives contracts related to mortgage servicing rights are used to help offset changes in fair value and are written in amounts referred to as notional amounts.  Notional amounts provide a basis for calculating payments between counterparties but do not represent amounts to be exchanged between the parties, and are not a measure of financial risk.  On June 30, 2016, the Company had derivative financial instruments outstanding with notional amounts totaling $120.0 million related to mortgage servicing rights, compared to $91.0 million on June 30, 2015.  The estimated net fair value of the open contracts related to the mortgage servicing rights was recorded as a gain of $1.8 million at June 30, 2016, compared to a loss of $266,000 at June 30, 2015.

Mortgage Pipeline

The following table presents the Company’s notional value of forward sale commitments and the fair value of those obligations along with the fair value of the mortgage pipeline.

(Dollars in thousands)	June 30, 2016		December 31, 2015		June 30, 2015
Mortgage loan pipeline	$	129,570	$	87,486	$	114,782
Expected closures		97,177		65,615		86,087
Fair Value of mortgage loan pipeline commitments		3,257		1,415		1,319
Forward sales commitments		120,000		73,000		124,000
Fair value of forward commitments		(1,437)		(21)		1,099

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Capital Ratios

6 Months Ended

Jun. 30, 2016

Capital Ratios

Capital Ratios

Note 17 — Capital Ratios

The Company is subject to regulations with respect to certain risk-based capital ratios. These risk-based capital ratios measure the relationship of capital to a combination of balance sheet and off-balance sheet risks. The values of both balance sheet and off-balance sheet items are adjusted based on the rules to reflect categorical credit risk. In addition to the risk-based capital ratios, the regulatory agencies have also established a leverage ratio for assessing capital adequacy. The leverage ratio is equal to Tier 1 capital divided by total consolidated on-balance sheet assets (minus amounts deducted from Tier 1 capital).  The leverage ratio does not involve assigning risk weights to assets.

In July 2013, the Federal Reserve announced its approval of a final rule to implement the regulatory capital reforms developed by the Basel Committee on Banking Supervision (“Basel III”), among other changes required by the Dodd-Frank Wall Street Reform and Consumer Protection Act.  The new rules became effective January 1, 2015, subject to a phase-in period for certain aspects of the new rules.

As applied to the Company and the Bank, the new rules include a new minimum ratio of common equity Tier 1 capital ("CET1") to risk-weighted assets of 4.5%. The new rules also raised the minimum required ratio of Tier 1 capital to risk-weighted assets from 4% to 6%.  The minimum required leverage ratio under the new rules is 4%.   The minimum required total capital to risk-weighted assets ratio remains at 8% under the new rules.

In order to avoid restrictions on capital distributions and discretionary bonus payments to executives, under the new rules a covered banking organization is also required to maintain a “capital conservation buffer” in addition to its minimum risk-based capital requirements. This buffer is required to consist solely of common equity Tier 1, and the buffer applies to all three risk-based measurements (CET1, Tier 1 capital and total capital).  The capital conservation buffer will be phased in incrementally over time, beginning January 1, 2016 and becoming fully effective on January 1, 2019, and will ultimately consist of an additional amount of Tier 1 common equity equal to 2.5% of risk-weighted assets.

The Bank is also subject to the regulatory framework for prompt corrective action, which identifies five capital categories for insured depository institutions (well capitalized, adequately capitalized, undercapitalized, significantly undercapitalized, and critically undercapitalized) and is based on specified thresholds for each of the three risk-based regulatory capital ratios (CET1, Tier 1 capital and total capital) and for the leverage ratio.

The following table presents actual and required capital ratios as of June 30, 2016, December 31, 2015 and June 30, 2015 for the Company and the Bank under the Basel III capital rules.  The minimum required capital amounts presented include the minimum required capital levels as of June 30, 2016 based on the phase-in provisions of the Basel III Capital Rules and the minimum required capital levels as of January 1, 2019 when the Basel III Capital Rules have been fully phased-in.  Capital levels required to be considered well capitalized are based upon prompt corrective action regulations, as amended to reflect the changes under the Basel III Capital Rules.

					Minimum Capital				Minimum Capital				Required to be
					Required - Basel III				Required - Basel III				Considered Well
	Actual				Phase-In Schedule				Fully Phased In				Capitalized
(Dollars in thousands)	Amount		Ratio		Capital Amount		Ratio		Capital Amount		Ratio		Capital Amount		Ratio
June 30, 2016
Common equity Tier 1 to risk-weighted assets:
Consolidated	$	741,000	11.23	%	$	338,086	5.125	%	$	461,776	7.00	%	$	428,792	6.50	%
South State Bank (the Bank)		766,183	11.62	%		337,972	5.125	%		461,620	7.00	%		428,647	6.50	%
Tier 1 capital to risk-weighted assets:
Consolidated		793,116	12.02	%		395,808	6.00	%		560,728	8.50	%		527,744	8.00	%
South State Bank (the Bank)		766,183	11.62	%		395,674	6.00	%		560,539	8.50	%		527,566	8.00	%
Total capital to risk-weighted assets:
Consolidated		834,102	12.64	%		527,744	8.00	%		692,665	10.50	%		659,681	10.00	%
South State Bank (the Bank)		807,084	12.24	%		527,566	8.00	%		692,430	10.50	%		659,457	10.00	%
Tier 1 capital to average assets (leverage ratio):
Consolidated		793,116	9.51	%		333,587	4.00	%		333,587	4.00	%		416,984	5.00	%
South State Bank (the Bank)		766,183	9.19	%		333,433	4.00	%		333,433	4.00	%		416,791	5.00	%
December 31, 2015:
Common equity Tier 1 to risk-weighted assets:
Consolidated	$	711,577	11.84	%	$	270,432	4.50	%	$	420,762	7.00	%	$	390,624	6.50	%
South State Bank (the Bank)		740,532	12.33	%		270,354	4.50	%		420,550	7.00	%		390,511	6.50	%
Tier 1 capital to risk-weighted assets:
Consolidated		763,590	12.71	%		360,576	6.00	%		510,817	8.50	%		480,768	8.00	%
South State Bank (the Bank)		740,532	12.33	%		360,471	6.00	%		510,668	8.50	%		480,629	8.00	%
Total capital to risk-weighted assets:
Consolidated		801,745	13.34	%		480,768	8.00	%		631,009	10.50	%		600,961	10.00	%
South State Bank (the Bank)		778,538	12.96	%		480,629	8.00	%		630,825	10.50	%		600,786	10.00	%
Tier 1 capital to average assets (leverage ratio):
Consolidated		763,590	9.31	%		328,085	4.00	%		328,085	4.00	%		410,107	5.00	%
South State Bank (the Bank)		740,532	9.03	%		327,854	4.00	%		327,854	4.00	%		409,818	5.00	%
June 30, 2015:
Common equity Tier 1 to risk-weighted assets:
Consolidated	$	695,107	12.16	%	$	257,546	4.50	%	$	400,628	7.00	%	$	372,011	6.50	%
South State Bank (the Bank)		725,545	12.68	%		257,452	4.50	%		400,480	7.00	%		371,874	6.50	%
Tier 1 capital to risk-weighted assets:
Consolidated		745,570	13.03	%		343,395	6.00	%		486,476	8.50	%		457,860	8.00	%
South State Bank (the Bank)		725,545	12.68	%		343,269	6.00	%		486,297	8.50	%		457,692	8.00	%
Total capital to risk-weighted assets:
Consolidated		785,245	13.72	%		457,860	8.00	%		600,941	10.50	%		572,325	10.00	%
South State Bank (the Bank)		765,221	13.38	%		457,692	8.00	%		600,720	10.50	%		572,115	10.00	%
Tier 1 capital to average assets (leverage ratio):
Consolidated		745,570	9.68	%		308,071	4.00	%		308,071	4.00	%		385,089	5.00	%
South State Bank (the Bank)		725,545	9.43	%		307,881	4.00	%		307,881	4.00	%		384,851	5.00	%

As of June 30, 2016, December 31, 2015, and June 30, 2015, the capital ratios of the Company and the Bank were well in excess of the minimum regulatory requirements and exceeded the thresholds for the “well capitalized” regulatory classification.

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Goodwill and Other Intangible Assets

6 Months Ended

Jun. 30, 2016

Goodwill and Other Intangible Assets

Goodwill and Other Intangible Assets

Note 18—Goodwill and Other Intangible Assets

The carrying amount of goodwill was $338.3 million at June 30, 2016. The Company’s other intangible assets, consisting of core deposit intangibles, noncompete intangibles, and client list intangibles are included on the face of the balance sheet.  The following is a summary of gross carrying amounts and accumulated amortization of other intangible assets:

	June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015
Gross carrying amount	$	82,154	$	82,154	$	75,354
Accumulated amortization		(38,525)		(34,729)		(30,094)
	$	43,629	$	47,425	$	45,260

Amortization expense totaled $1.9million and $3.8 million for the three and six months ended June 30, 2016, respectively, compared to $2.0 million and $4.0 million for the three and six months ended June 30, 2015.  Other intangibles are amortized using either the straight-line method or an accelerated basis over their estimated useful lives, with lives generally between two and 15 years.  Estimated amortization expense for other intangibles for each of the next five quarters is as follows:

Quarter ending:
September 30, 2016	$	1,891
December 31, 2016		1,890
March 31, 2017		1,810
June 30, 2017		1,798
September 30, 2017		1,797
Thereafter		34,443
	$	43,629

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Loan Servicing, Mortgage Origination, and Loans Held for Sale

6 Months Ended

Jun. 30, 2016

Loan Servicing, Mortgage Origination, and Loans Held for Sale

Loan Servicing, Mortgage Origination, and Loans Held for Sale

Note 19 — Loan Servicing, Mortgage Origination, and Loans Held for Sale

As of June 30, 2016, December 31, 2015, and June 30, 2015, the portfolio of residential mortgages serviced for others, which is not included in the accompanying balance sheets, was $2.6 billion, $2.6 billion, and $2.5 billion, respectively. Servicing loans for others generally consists of collecting mortgage payments, maintaining escrow accounts and disbursing payments to investors.  The amount of contractually specified servicing fees earned by the Company during the three and six months ended June 30, 2016 and June 30, 2015 was $1.8 million and $3.4 million, and $1.5 million and $3.0 million, respectively. Servicing fees are recorded in mortgage banking income in the Company’s consolidated statements of income.

At June 30, 2016, December 31, 2015, and June 30, 2015, mortgage servicing rights (“MSRs”) were $22.3  million, $26.2  million, and $25.3million on the Company’s consolidated balance sheets, respectively.  MSRs are recorded at fair value with changes in fair value recorded as a component of mortgage banking income in the consolidated statements of income. The market value adjustments related to MSRs recorded in mortgage banking income for the three and six months ended June 30, 2016 and June 30, 2015 were losses of $1.9million and $4.5 million, compared with gains of $2.4 million and $1.5 million, respectively.  Since the merger with FFHI, the Company has used various free standing derivative instruments to mitigate the income statement effect of changes in fair value due to changes in market value adjustments and to changes in valuation inputs and assumptions related to MSRs.

See Note 14 — Fair Value page 41 for the changes in fair value of MSRs. The following table presents the changes in the fair value of the offsetting hedge.

	Three Months Ended				Six Months Ended
(Dollars in thousands)	June 30, 2016		June 30, 2015		June 30, 2016		June 30, 2015
Increase (decrease) in fair value of MSRs	$	(1,870)	$	2,374	$	(4,476)	$	1,539
Decay of MSRs		(990)		(899)		(1,769)		(1,736)
Gains (losses) related to derivatives	$	1,968	$	(1,092)	$	5,013	$	430
Net effect on statements of income	$	(892)	$	383	$	(1,232)	$	233

The fair value of MSRs is highly sensitive to changes in assumptions and fair value is determined by estimating the present value of the asset’s future cash flows utilizing market-based prepayment rates, discount rates and other assumptions validated through comparison to trade information, industry surveys and with the use of independent third party appraisals. Changes in prepayment speed assumptions have the most significant impact on the fair value of MSRs. Generally, as interest rates decline, mortgage loan prepayments accelerate due to increased refinance activity, which results in a decrease in the fair value of the MSR. Measurement of fair value is limited to the conditions existing and the assumptions utilized as of a particular point in time, and those assumptions may not be appropriate if they are applied at a different time. See Note 14 —  Fair Value for additional information regarding fair value.

The characteristics and sensitivity analysis of the MSR are included in the following table.

	June 30,			December 31,			June 30,
(Dollars in thousands)	2016			2015			2015
Composition of residential loans serviced for others
Fixed-rate mortgage loans		99.5	%		99.4	%		99.3	%
Adjustable-rate mortgage loans		0.5	%		0.6	%		0.7	%
Total		100.0	%		100.0	%		100.0	%
Weighted average life		5.60	years		7.05	years		7.38	years
Constant Prepayment rate (CPR)		12.7	%		9.6	%		9.0	%
Weighted average discount rate		9.8	%		9.8	%		9.7	%
Effect on fair value due to change in interest rates
25 basis point increase	$	2,106		$	1,562		$	1,335
50 basis point increase		3,977			2,950			2,490
25 basis point decrease		(2,334)			(1,866)			(1,567)
50 basis point decrease		(4,492)			(4,021)			(3,313)

The sensitivity calculations in the previous table are hypothetical and should not be considered to be predictive of future performance. Changes in fair value based on adverse changes in assumptions generally cannot be extrapolated because the relationship of the changes in assumptions to fair value may not be linear. Also, the effects of an adverse variation in a particular assumption on the fair value of the MSRs is calculated without changing any other assumptions, while in reality, changes in one factor may result in changing another, which may magnify or contract the effect of the change.

Custodial escrow balances maintained in connection with the loan servicing were $19.2 million and $17.8 million at June 30, 2016 and June 30, 2015, respectively.

Mandatory cash forwards and whole loan sales were $179.5 million and $315.4 million for the three and six months ended June 30, 2016, respectively, compared to $259.0 million and $455.0 million for the three and six months ended June 30, 2015, respectively. For the three and six months ended June 30, 2016, $150.2 million and $243.5 million, or 83.7% and 77.2%, respectively, were sold with the servicing rights retained by the company, compared to $204.0 million and $351.1 million, or 78.8% and 77.2%, for the three and six months ended June 30, 2015, respectively.

Loans held for sale have historically been comprised of residential mortgage loans awaiting sale in the secondary market, which generally settle in 15 to 45 days. Loans held for sale, which consists primarily of residential mortgage loans to be sold in the secondary market, were $48.9 million, $41.6 million, and $73.1 million at June 30, 2016, December 31, 2015, and June 30, 2015, respectively.

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Investments in Qualified Affordable Housing Projects

6 Months Ended

Jun. 30, 2016

Investment In Qualified Affordable Housing Projects.

Investment in Qualified Affordable Housing Projects

Note 20 – Investments in Qualified Affordable Housing Projects

The Company has investments in qualified affordable housing projects (“QAHPs”) that provide low income housing tax credits and operating loss benefits over an extended period.  The tax credits and the operating loss tax benefits that are generated by each of the properties are expected to exceed the total value of the investment made by the Company. For the six months ended June 30, 2016, tax credits and other tax benefits of $1.2 million and amortization of $729,000 were recorded.  For the six months ended June 30, 2015, the Company recorded tax credits and other tax benefits of $918,000 and amortization of $655,000.  At June 30, 2016 and 2015, the Company’s carrying value of QAHPs was $27.6 million and $12.7 million, respectively, with an original investment of $35.8 million.  The Company has $15.5 million and $1.1 million in remaining funding obligations related to these QAHPs recorded in liabilities at June 30, 2016 and 2015, respectively.  None of the original investment will be repaid.  The investment in QAHPs is being accounted for using the equity method.

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Repurchase Agreements

6 Months Ended

Jun. 30, 2016

Disclosure of Repurchase Agreements [Abstract]

Repurchase Agreements

Note 21 – Repurchase Agreements

Securities sold under agreements to repurchase ("repurchase agreements") represent funds received from customers, generally on an overnight or continuous basis, which are collateralized by investment securities owned or, at times, borrowed and re-hypothecated by the Company. Repurchase agreements are subject to terms and conditions of the master repurchase agreements between the Company and the client and are accounted for as secured borrowings. Repurchase agreements are included in federal funds purchased and securities sold under agreements to repurchase on the condensed consolidated balance sheets.

At June 30,  2016, December 31, 2015 and June 30,  2015, the Company's repurchase agreement totaled $272.6 million, $219.9 million, and $228.7 million, respectively. All of the Company’s repurchase agreements were overnight or continuous (until-further-notice) agreements at June 30, 2016, December 31, 2015 and June 30, 2015.  These borrowings were collateralized with government, government-sponsored enterprise, or state and political subdivision-issued securities with a carrying value of $272.6 million, $219.9 million and $228.7 million at June 30, 2016, December 31, 2015 and June 30, 2015, respectively. Declines in the value of the collateral would require the Company to increase the amounts of securities pledged.

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Subsequent Events

6 Months Ended

Jun. 30, 2016

Subsequent Events

Subsequent Events

Note 22 – Subsequent Events

The Company has evaluated subsequent events for accounting and disclosure purposes through the date the financial statements are issued and has determined that there is no disclosure necessary.

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Mergers and Acquisitions (Tables)

6 Months Ended

Jun. 30, 2016

Bank of America

Mergers and Acquisitions

Schedule of assets acquired, liabilities assumed, and fair value of total consideration transferred

The following table presents the assets acquired and liabilities assumed as of August 21, 2015 and their initial fair value estimates:

	As Recorded		Fair Value			As Recorded by
(Dollars in thousands)	by BOA		Adjustments			the Company
Assets
Cash and cash equivalents	$	428,567	$	—		$	428,567
Loans		3,445		(295)	(a)		3,150
Premises and equipment		6,267		(2,138)	(b)		4,129
Intangible assets		—		6,800	(c)		6,800
Other assets		66		—			66
Total assets	$	438,345	$	4,367		$	442,712
Liabilities
Deposits:
Noninterest-bearing	$	97,440	$	—		$	97,440
Interest-bearing		340,849		—			340,849
Total deposits		438,289		—			438,289
Other liabilities		56		—			56
Total liabilities		438,345		—			438,345
Net identifiable assets acquired over (under) liabilities assumed		—		4,367			4,367
Goodwill		—		20,652			20,652
Net assets acquired over (under) liabilities assumed	$	—	$	25,019		$	25,019
Consideration:
Cash paid as deposit premium	$	25,019
Fair value of total consideration transferred	$	25,019

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Investment Securities (Tables)

6 Months Ended

Jun. 30, 2016

Investment Securities

Schedule of amortized cost and fair value of investment securities held to maturity

			Gross		Gross
	Amortized		Unrealized		Unrealized		Fair
(Dollars in thousands)	Cost		Gains		Losses		Value
June 30, 2016:
State and municipal obligations	$	7,921	$	310	$	—	$	8,231
December 31, 2015:
State and municipal obligations	$	9,314	$	409	$	—	$	9,723
June 30, 2015:
State and municipal obligations	$	9,659	$	455	$	—	$	10,114

Schedule of amortized cost and fair value of investment securities available for sale

			Gross		Gross
	Amortized		Unrealized		Unrealized		Fair
(Dollars in thousands)	Cost		Gains		Losses		Value
June 30, 2016:
Government-sponsored entities debt*	$	102,985	$	107	$	—	$	103,092
State and municipal obligations		118,400		5,498		(4)		123,894
Mortgage-backed securities**		743,956		14,956		(31)		758,881
Corporate stocks		3,658		356		(271)		3,743
	$	968,999	$	20,917	$	(306)	$	989,610
December 31, 2015:
Government-sponsored entities debt*	$	163,577	$	39	$	(1,109)	$	162,507
State and municipal obligations		127,293		4,185		(114)		131,364
Mortgage-backed securities**		710,816		4,063		(3,030)		711,849
Corporate stocks		3,673		440		(292)		3,821
	$	1,005,359	$	8,727	$	(4,545)	$	1,009,541
June 30, 2015:
Government-sponsored entities debt*	$	132,071	$	140	$	(1,376)	$	130,835
State and municipal obligations		133,921		3,199		(421)		136,699
Mortgage-backed securities**		566,625		5,740		(1,443)		570,922
Corporate stocks		3,161		497		(453)		3,205
	$	835,778	$	9,576	$	(3,693)	$	841,661

* -  The Company’s government-sponsored entities holdings are comprised of debt securities offered by Federal Home Loan Mortgage Corporation (“FHLMC”) or Freddie Mac, Federal National Mortgage Association (“FNMA”) or Fannie Mae, FHLB, and Federal Farm Credit Banks (“FFCB”).  Also included in the Company’s government-sponsored entities are debt securities offered by the Small Business Administration (“SBA”), which have the full faith and credit backing of the United States Government.

** - All of the mortgage-backed securities are issued by government-sponsored entities; there are no private-label holdings.

Schedule of amortized cost and fair value of other investment securities

			Gross		Gross
	Amortized		Unrealized		Unrealized		Fair
(Dollars in thousands)	Cost		Gains		Losses		Value
June 30, 2016:
Federal Home Loan Bank stock	$	7,887	$	—	$	—	$	7,887
Investment in unconsolidated subsidiaries		1,642		—		—		1,642
	$	9,529	$	—	$	—	$	9,529
December 31, 2015:
Federal Home Loan Bank stock	$	7,251	$	—	$	—	$	7,251
Investment in unconsolidated subsidiaries		1,642		—		—		1,642
	$	8,893	$	—	$	—	$	8,893
June 30, 2015:
Federal Home Loan Bank stock	$	7,389	$	—	$	—	$	7,389
Investment in unconsolidated subsidiaries		1,642		—		—		1,642
	$	9,031	$	—	$	—	$	9,031

Schedule of amortized cost and fair value of debt securities by contractual maturity

	Securities				Securities
	Held to Maturity				Available for Sale
	Amortized		Fair		Amortized		Fair
(Dollars in thousands)	Cost		Value		Cost		Value
Due in one year or less	$	1,928	$	1,988	$	9,110	$	9,207
Due after one year through five years		2,984		3,127		114,456		115,614
Due after five years through ten years		3,009		3,116		160,581		165,836
Due after ten years		—		—		684,852		698,953
	$	7,921	$	8,231	$	968,999	$	989,610

Schedule of securities with gross unrealized losses, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position

	Less Than				Twelve Months
	Twelve Months				or More
	Gross				Gross
	Unrealized		Fair		Unrealized		Fair
(Dollars in thousands)	Losses		Value		Losses		Value
June 30, 2016:
Securities Available for Sale
Government-sponsored entities debt	$	—	$	—	$	—	$	—
State and municipal obligations		4		1,356		—		—
Mortgage-backed securities		3		15,786		28		2,447
Corporate stocks		—		—		271		1,471
	$	7	$	17,142	$	299	$	3,918
December 31, 2015:
Securities Available for Sale
Government-sponsored entities debt	$	717	$	88,224	$	392	$	17,598
State and municipal obligations		9		3,755		105		2,650
Mortgage-backed securities		2,600		347,380		430		23,772
Corporate stocks		—		—		292		1,450
	$	3,326	$	439,359	$	1,219	$	45,470
June 30, 2015:
Securities Available for Sale
Government-sponsored entities debt	$	513	$	47,096	$	863	$	32,112
State and municipal obligations		203		21,044		218		4,162
Mortgage-backed securities		971		123,935		472		22,240
Corporate stocks		—		—		453		1,779
	$	1,687	$	192,075	$	2,006	$	60,293

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Loans and Allowance for Loan Losses (Tables)

6 Months Ended

Jun. 30, 2016

Loans and Allowance for Loan Losses

Schedule of changes in the carrying value

The following are changes in the carrying value of acquired credit impaired loans:

	Six Months Ended June 30,
(Dollars in thousands)	2016		2015
Balance at beginning of period	$	733,870	$	919,402
Net reductions for payments, foreclosures, and accretion		(74,989)		(98,097)
Change in the allowance for loan losses on acquired loans		(46)		2,676
Balance at end of period, net of allowance for loan losses on acquired loans	$	658,835	$	823,981

Schedule of changes in allowance for loan losses

	Non-acquired		Acquired Non-Credit		Acquired Credit
(Dollars in thousands)	Loans		Impaired Loans		Impaired Loans		Total
Three Months Ended June 30, 2016:
Balance at beginning of period	$	35,115	$	—	$	3,877	$	38,992
Loans charged-off		(1,557)		(232)		—		(1,789)
Recoveries of loans previously charged off  (1)		881		51		—		932
Net charge-offs		(676)		(181)		—		(857)
Provision		2,500		181		47		2,728
Benefit attributable to FDIC loss share agreements		—		—		—		—
Total provision for loan losses charged to operations		2,500		181		47		2,728
Provision for loan losses recorded through the FDIC loss share receivable		—		—		—		—
Reduction due to loan removals		—		—		(172)		(172)
Balance at end of period	$	36,939	$	—	$	3,752	$	40,691
Three Months Ended June 30, 2015:
Balance at beginning of period	$	33,538	$	—	$	4,717	$	38,255
Loans charged-off		(1,680)		(558)		—		(2,238)
Recoveries of loans previously charged off  (1)		548		25		—		573
Net charge-offs		(1,132)		(533)		—		(1,665)
Provision		2,376		533		236		3,145
Benefit attributable to FDIC loss share agreements		—		—		—		—
Total provision for loan losses charged to operations		2,376		533		236		3,145
Provision for loan losses recorded through the FDIC loss share receivable		—		—		—		—
Reduction due to loan removals		—		—		(264)		(264)
Balance at end of period	$	34,782	$	—	$	4,689	$	39,471

	Non-acquired		Acquired Non-Credit		Acquired Credit
(Dollars in thousands)	Loans		Impaired Loans		Impaired Loans		Total
Six Months Ended June 30, 2016:
Balance at beginning of period	$	34,090	$	—	$	3,706	$	37,796
Loans charged-off		(3,276)		(529)		—		(3,805)
Recoveries of loans previously charged off  (1)		1,645		141		—		1,786
Net charge-offs		(1,631)		(388)		—		(2,019)
Provision		4,480		388		395		5,263
Benefit attributable to FDIC loss share agreements		—		—		23		23
Total provision for loan losses charged to operations		4,480		388		418		5,286
Provision for loan losses recorded through the FDIC loss share receivable		—		—		(23)		(23)
Reduction due to loan removals		—		—		(349)		(349)
Balance at end of period	$	36,939	$	—	$	3,752	$	40,691
Six Months Ended June 30, 2015:
Balance at beginning of period	$	34,539	$	—	$	7,365	$	41,904
Loans charged-off		(2,676)		(2,369)		—		(5,045)
Recoveries of loans previously charged off  (1)		1,598		50		—		1,648
Net charge-offs		(1,078)		(2,319)		—		(3,397)
Provision		1,321		2,319		302		3,942
Benefit attributable to FDIC loss share agreements		—		—		21		21
Total provision for loan losses charged to operations		1,321		2,319		323		3,963
Provision for loan losses recorded through the FDIC loss share receivable		—		—		(21)		(21)
Reduction due to loan removals		—		—		(2,978)		(2,978)
Balance at end of period	$	34,782	$	—	$	4,689	$	39,471

(1) – Recoveries related to acquired credit impaired loans are recorded through other noninterest income on the consolidated statement of income and do not run through the allowance for loan losses.

Summary of information pertaining to impaired loans

	Unpaid		Recorded		Gross
	Contractual		Investment		Recorded		Total
	Principal		With No		Investment		Recorded		Related
(Dollars in thousands)	Balance		Allowance		With Allowance		Investment		Allowance
June 30, 2016
Commercial real estate:
Construction and land development	$	8,286	$	798	$	3,295	$	4,093	$	752
Commercial non-owner occupied		1,669		337		882		1,219		202
Commercial owner occupied		10,784		4,988		1,984		6,972		67
Consumer real estate:
Consumer owner occupied		5,420		2,333		1,634		3,967		55
Home equity loans		3,024		812		1,365		2,177		38
Commercial and industrial		1,891		259		508		767		14
Other income producing property		5,838		492		4,508		5,000		375
Consumer		334		—		128		128		4
Other loans		—		—		—		—		—
Total	$	37,246	$	10,019	$	14,304	$	24,323	$	1,507
December 31, 2015
Commercial real estate:
Construction and land development	$	9,931	$	1,004	$	5,276	$	6,280	$	615
Commercial non-owner occupied		2,909		233		1,219		1,452		34
Commercial owner occupied		11,516		4,134		3,591		7,725		101
Consumer real estate:
Consumer owner occupied		9,001		3,505		4,044		7,549		138
Home equity loans		483		186		123		309		3
Commercial and industrial		2,641		273		1,214		1,487		279
Other income producing property		5,763		112		4,779		4,891		422
Consumer		155		—		102		102		3
Other loans		611		—		423		423		12
Total	$	43,010	$	9,447	$	20,771	$	30,218	$	1,607
June 30, 2015
Commercial real estate:
Construction and land development	$	7,728	$	1,721	$	3,389	$	5,110	$	591
Commercial non-owner occupied		3,987		1,649		961		2,610		27
Commercial owner occupied		15,589		7,301		3,670		10,971		81
Consumer real estate:
Consumer owner occupied		7,157		3,738		2,584		6,322		118
Home equity loans		347		198		36		234		1
Commercial and industrial		1,903		309		702		1,011		19
Other income producing property		5,620		122		4,667		4,789		472
Consumer		117		—		69		69		2
Total	$	42,448	$	15,038	$	16,078	$	31,116	$	1,311

Summary of average investment in impaired loans and interest income recognized on impaired loans

	Three Months Ended June 30,
	2016				2015
	Average				Average
	Investment in		Interest Income		Investment in		Interest Income
(Dollars in thousands)	Impaired Loans		Recognized		Impaired Loans		Recognized
Commercial real estate:
Construction and land development	$	5,182	$	8	$	5,258	$	30
Commercial non-owner occupied		1,177		11		3,188		13
Commercial owner occupied		7,337		6		9,634		134
Consumer real estate:
Consumer owner occupied		5,805		—		6,707		25
Home equity loans		2,680		4		242		1
Commercial and industrial		822		6		959		11
Other income producing property		5,197		23		4,728		43
Consumer		135		—		66		—
Other loans		423		—		—		—
Total Impaired Loans	$	28,758	$	58	$	30,782	$	257

	Six Months Ended June 30,
	2016				2015
	Average				Average
	Investment in		Interest Income		Investment in		Interest Income
(Dollars in thousands)	Impaired Loans		Recognized		Impaired Loans		Recognized
Commercial real estate:
Construction and land development	$	5,187	$	57	$	4,981	$	54
Commercial non-owner occupied		1,335		26		3,110		25
Commercial owner occupied		7,348		80		10,065		166
Consumer real estate:
Consumer owner occupied		5,758		46		4,644		53
Home equity loans		1,243		12		132		3
Commercial and industrial		1,127		85		960		18
Other income producing property		4,946		30		5,143		79
Consumer		115		1		65		1
Other loans		211		2		—		—
Total Impaired Loans	$	27,270	$	339	$	29,100	$	399

Non-acquired loans

Loans and Allowance for Loan Losses

Summary of loans

	June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015
Non-acquired loans:
Commercial non-owner occupied real estate:
Construction and land development	$	533,219	$	401,979	$	368,954
Commercial non-owner occupied		586,828		487,777		351,524
Total commercial non-owner occupied real estate		1,120,047		889,756		720,478
Consumer real estate:
Consumer owner occupied		1,109,667		1,018,984		906,973
Home equity loans		345,957		319,255		300,074
Total consumer real estate		1,455,624		1,338,239		1,207,047
Commercial owner occupied real estate		1,083,051		1,033,398		975,701
Commercial and industrial		611,901		503,808		448,247
Other income producing property		181,703		175,848		163,441
Consumer		272,957		233,104		209,544
Other loans		91,592		46,573		63,941
Total non-acquired loans		4,816,875		4,220,726		3,788,399
Less allowance for loan losses		(36,939)		(34,090)		(34,782)
Non-acquired loans, net	$	4,779,936	$	4,186,636	$	3,753,617

Schedule of changes in allowance for loan losses

	Construction		Commercial		Commercial		Consumer						Other Income
	& Land		Non-owner		Owner		Owner		Home		Commercial		Producing				Other
(Dollars in thousands)	Development		Occupied		Occupied		Occupied		Equity		& Industrial		Property		Consumer		Loans		Total
Three Months Ended June 30, 2016
Allowance for loan losses:
Balance, March 31, 2016	$	4,482	$	3,923	$	8,179	$	7,345	$	3,097	$	3,951	$	1,802	$	1,785	$	551	$	35,115
Charge-offs		(159)		—		(59)		(129)		(324)		(20)		(7)		(859)		—		(1,557)
Recoveries		442		15		14		17		87		55		35		216		—		881
Provision (benefit)		(100)		718		(131)		297		288		283		(18)		872		291		2,500
Balance, June 30, 2016	$	4,665	$	4,656	$	8,003	$	7,530	$	3,148	$	4,269	$	1,812	$	2,014	$	842	$	36,939
Loans individually evaluated for impairment	$	751	$	202	$	67	$	55	$	38	$	14	$	376	$	4	$	—	$	1,507
Loans collectively evaluated for impairment	$	3,914	$	4,454	$	7,936	$	7,475	$	3,110	$	4,255	$	1,436	$	2,010	$	842	$	35,432
Loans:
Loans individually evaluated for impairment	$	4,093	$	1,219	$	6,972	$	3,967	$	2,177	$	767	$	5,000	$	128	$	—	$	24,323
Loans collectively evaluated for impairment		529,126		585,609		1,076,079		1,105,700		343,780		611,134		176,703		272,829		91,592		4,792,552
Total non-acquired loans	$	533,219	$	586,828	$	1,083,051	$	1,109,667	$	345,957	$	611,901	$	181,703	$	272,957	$	91,592	$	4,816,875
Three Months Ended June 30, 2015
Allowance for loan losses:
Balance , March 31, 2015	$	5,399	$	3,131	$	7,871	$	7,041	$	2,785	$	3,460	$	1,980	$	1,422	$	449	$	33,538
Charge-offs		(55)		(72)		(546)		(44)		(122)		(116)		(11)		(714)		—		(1,680)
Recoveries		94		21		9		20		67		67		55		215		—		548
Provision (benefit)		(440)		(42)		1,350		108		138		572		(5)		685		10		2,376
Balance, June 30, 2015	$	4,998	$	3,038	$	8,684	$	7,125	$	2,868	$	3,983	$	2,019	$	1,608	$	459	$	34,782
Loans individually evaluated for impairment	$	591	$	27	$	81	$	118	$	1	$	19	$	472	$	2	$	—	$	1,311
Loans collectively evaluated for impairment	$	4,407	$	3,011	$	8,603	$	7,007	$	2,867	$	3,964	$	1,547	$	1,606	$	459	$	33,471
Loans:
Loans individually evaluated for impairment	$	5,110	$	2,610	$	10,971	$	6,322	$	234	$	1,011	$	4,789	$	69	$	—	$	31,116
Loans collectively evaluated for impairment		363,844		348,914		964,730		900,651		299,840		447,236		158,652		209,475		63,941		3,757,283
Total non-acquired loans	$	368,954	$	351,524	$	975,701	$	906,973	$	300,074	$	448,247	$	163,441	$	209,544	$	63,941	$	3,788,399

	Construction		Commercial		Commercial		Consumer						Other Income
	& Land		Non-owner		Owner		Owner		Home		Commercial		Producing				Other
(Dollars in thousands)	Development		Occupied		Occupied		Occupied		Equity		& Industrial		Property		Consumer		Loans		Total
Six Months Ended June 30, 2016
Allowance for loan losses:
Balance, December 31, 2015	$	4,116	$	3,568	$	8,341	$	7,212	$	2,929	$	3,974	$	1,963	$	1,694	$	293	$	34,090
Charge-offs		(159)		—		(101)		(129)		(767)		(327)		(7)		(1,786)		—		(3,276)
Recoveries		607		31		21		98		175		103		39		571		—		1,645
Provision (benefit)		101		1,057		(258)		349		811		519		(183)		1,535		549		4,480
Balance, June 30, 2016	$	4,665	$	4,656	$	8,003	$	7,530	$	3,148	$	4,269	$	1,812	$	2,014	$	842	$	36,939
Six Months Ended June 30, 2015
Allowance for loan losses:
Balance, December 31, 2014	$	5,666	$	3,154	$	8,415	$	6,866	$	2,829	$	3,561	$	2,232	$	1,367	$	449	$	34,539
Charge-offs		(100)		(83)		(552)		(44)		(208)		(255)		(13)		(1,421)		—		(2,676)
Recoveries		134		29		16		45		110		666		66		532		—		1,598
Provision (benefit)		(702)		(62)		805		258		137		11		(266)		1,130		10		1,321
Balance, June 30, 2015	$	4,998	$	3,038	$	8,684	$	7,125	$	2,868	$	3,983	$	2,019	$	1,608	$	459	$	34,782

Schedule of credit risk profile by risk grade of loans

	Total Non-acquired Loans
	June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015
Pass	$	4,665,729	$	4,077,013	$	3,624,075
Special mention		108,107		96,261		109,455
Substandard		43,039		47,430		54,847
Doubtful		—		22		22
	$	4,816,875	$	4,220,726	$	3,788,399

Aging analysis of past due loans, segregated by class of loans

	30 - 59 Days		60 - 89 Days		90+ Days		Total				Total
(Dollars in thousands)	Past Due		Past Due		Past Due		Past Due		Current		Loans
June 30, 2016
Commercial real estate:
Construction and land development	$	332	$	192	$	1,063	$	1,587	$	531,632	$	533,219
Commercial non-owner occupied		2,511		—		137		2,648		584,180		586,828
Commercial owner occupied		1,897		164		1,563		3,624		1,079,427		1,083,051
Consumer real estate:
Consumer owner occupied		1,338		968		2,584		4,890		1,104,777		1,109,667
Home equity loans		1,113		443		1,154		2,710		343,247		345,957
Commercial and industrial		473		48		544		1,065		610,836		611,901
Other income producing property		517		614		176		1,307		180,396		181,703
Consumer		527		57		240		824		272,133		272,957
Other loans		—		—		—		—		91,592		91,592
	$	8,708	$	2,486	$	7,461	$	18,655	$	4,798,220	$	4,816,875
December 31, 2015
Commercial real estate:
Construction and land development	$	323	$	136	$	915	$	1,374	$	400,605	$	401,979
Commercial non-owner occupied		867		—		184		1,051		486,726		487,777
Commercial owner occupied		1,269		608		1,530		3,407		1,029,991		1,033,398
Consumer real estate:
Consumer owner occupied		1,503		308		3,149		4,960		1,014,024		1,018,984
Home equity loans		899		1,046		598		2,543		316,712		319,255
Commercial and industrial		173		166		234		573		503,235		503,808
Other income producing property		241		207		275		723		175,125		175,848
Consumer		351		136		395		882		232,222		233,104
Other loans		48		43		64		155		46,418		46,573
	$	5,674	$	2,650	$	7,344	$	15,668	$	4,205,058	$	4,220,726
June 30, 2015
Commercial real estate:
Construction and land development	$	230	$	88	$	1,345	$	1,663	$	367,291	$	368,954
Commercial non-owner occupied		1,058		430		1,604		3,092		348,432		351,524
Commercial owner occupied		2,061		724		4,211		6,996		968,705		975,701
Consumer real estate:
Consumer owner occupied		1,523		1,290		2,733		5,546		901,427		906,973
Home equity loans		803		62		480		1,345		298,729		300,074
Commercial and industrial		156		241		274		671		447,576		448,247
Other income producing property		31		196		716		943		162,498		163,441
Consumer		265		22		243		530		209,014		209,544
Other loans		79		31		41		151		63,790		63,941
	$	6,206	$	3,084	$	11,647	$	20,937	$	3,767,462	$	3,788,399

Non-acquired loans | Consumer

Loans and Allowance for Loan Losses

Schedule of credit risk profile by risk grade of loans

	Consumer Owner Occupied						Home Equity						Consumer
	June 30,		December 31,		June 30,		June 30,		December 31,		June 30,		June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015		2016		2015		2015		2016		2015		2015
Pass	$	1,078,749	$	984,780	$	870,005	$	330,270	$	304,744	$	286,603	$	271,253	$	231,294	$	207,964
Special mention		17,814		17,777		18,679		8,341		8,171		7,634		752		771		894
Substandard		13,104		16,427		18,289		7,346		6,318		5,815		952		1,039		686
Doubtful		—		—		—		—		22		22		—		—		—
	$	1,109,667	$	1,018,984	$	906,973	$	345,957	$	319,255	$	300,074	$	272,957	$	233,104	$	209,544

	Other						Consumer Total
	June 30, 2016		December 31, 2015		June 30, 2015		June 30, 2016		December 31, 2015		June 30, 2015
Pass	$	91,592	$	46,573	$	63,941	$	1,771,864	$	1,567,391	$	1,428,513
Special mention		—		—		—		26,907		26,719		27,207
Substandard		—		—		—		21,402		23,784		24,790
Doubtful		—		—		—		—		22		22
	$	91,592	$	46,573	$	63,941	$	1,820,173	$	1,617,916	$	1,480,532

Non-acquired loans | Commercial

Loans and Allowance for Loan Losses

Schedule of credit risk profile by risk grade of loans

	Construction & Development						Commercial Non-owner Occupied						Commercial Owner Occupied
	June 30,		December 31,		June 30,		June 30,		December 31,		June 30,		June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015		2016		2015		2015		2016		2015		2015
Pass	$	518,537	$	382,167	$	344,314	$	569,815	$	471,466	$	331,279	$	1,041,512	$	994,442	$	927,678
Special mention		9,230		13,633		16,561		14,859		13,912		16,885		31,631		29,478		34,974
Substandard		5,452		6,179		8,079		2,154		2,399		3,360		9,908		9,478		13,049
Doubtful		—		—		—		—		—		—		—		—		—
	$	533,219	$	401,979	$	368,954	$	586,828	$	487,777	$	351,524	$	1,083,051	$	1,033,398	$	975,701

	Commercial & Industrial						Other Income Producing Property						Commercial Total
	June 30,		December 31,		June 30,		June 30,		December 31,		June 30,		June 30,		December 31,		June 30,
	2016		2015		2015		2016		2015		2015		2016		2015		2015
Pass	$	596,879	$	497,572	$	442,354	$	167,122	$	163,975	$	149,937	$	2,893,865	$	2,509,622	$	2,195,562
Special mention		13,441		4,472		4,497		12,039		8,047		9,331		81,200		69,542		82,248
Substandard		1,581		1,764		1,396		2,542		3,826		4,173		21,637		23,646		30,057
Doubtful		—		—		—		—		—		—		—		—		—
	$	611,901	$	503,808	$	448,247	$	181,703	$	175,848	$	163,441	$	2,996,702	$	2,602,810	$	2,307,867

Acquired credit impaired loans

Loans and Allowance for Loan Losses

Summary of loans

	June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015
FASB ASC Topic 310-30 acquired loans:
Commercial loans greater than or equal to $1 million-CBT	$	11,260	$	12,628	$	15,373
Commercial real estate		225,460		255,430		288,756
Commercial real estate—construction and development		48,274		54,272		59,819
Residential real estate		285,518		313,319		348,687
Consumer		64,114		70,734		77,083
Commercial and industrial		27,961		31,193		38,894
Single pay		—		—		58
Total FASB ASC Topic 310-30 acquired loans		662,587		737,576		828,670
Less allowance for loan losses		(3,752)		(3,706)		(4,689)
FASB ASC Topic 310-30 acquired loans, net	$	658,835	$	733,870	$	823,981

Schedule of contractual loan payments receivable, estimates of amounts not expected to be collected, other fair value adjustments and the resulting carrying values

	June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015
Contractual principal and interest	$	861,401	$	968,857	$	1,093,583
Non-accretable difference		(23,294)		(29,743)		(64,121)
Cash flows expected to be collected		838,107		939,114		1,029,462
Accretable yield		(175,520)		(201,538)		(200,792)
Carrying value	$	662,587	$	737,576	$	828,670
Allowance for acquired loan losses	$	(3,752)	$	(3,706)	$	(4,689)

Schedule of refined accretable yield balance

	Six Months Ended June 30,
(Dollars in thousands)	2016		2015
Balance at beginning of period	$	201,538	$	306,826
Accretion		(39,522)		(51,220)
Reclass of nonaccretable difference due to improvement in expected cash flows		13,146		15,401
Other changes, net		358		(70,215)
Balance at end of period	$	175,520	$	200,792

Schedule of changes in allowance for loan losses

	Commercial				Commercial
	Loans Greater				Real Estate-
	Than or Equal		Commercial		Construction and		Residential				Commercial
(Dollars in thousands)	to $1 Million-CBT		Real Estate		Development		Real Estate		Consumer		and Industrial		Single Pay		Total
Three Months Ended June 30, 2016
Allowance for loan losses:
Balance, March 31, 2016	$	—	$	46	$	154	$	2,863	$	606	$	208	$	—	$	3,877
Provision for loan losses before benefit attributable to FDIC loss share agreements		—		—		—		(165)		217		(5)		—		47
Benefit attributable to FDIC loss share agreements		—		—		—		—		—		—		—		—
Total provision for loan losses charged to operations		—		—		—		(165)		217		(5)		—		47
Provision for loan losses recorded through the FDIC loss share receivable		—		—		—		—		—		—		—		—
Reduction due to loan removals		—		(11)		(3)		(106)		(45)		(7)		—		(172)
Balance, June 30, 2016	$	—	$	35	$	151	$	2,592	$	778	$	196	$	—	$	3,752
Loans individually evaluated for impairment	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Loans collectively evaluated for impairment	$	—	$	35	$	151	$	2,592	$	778	$	196	$	—	$	3,752
Loans:*
Loans individually evaluated for impairment	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Loans collectively evaluated for impairment		11,260		225,460		48,274		285,518		64,114		27,961		—		662,587
Total acquired credit impaired loans	$	11,260	$	225,460	$	48,274	$	285,518	$	64,114	$	27,961	$	—	$	662,587
Three Months Ended June 30, 2015
Allowance for loan losses:
Balance , March 31, 2015	$	(64)	$	549	$	400	$	3,320	$	244	$	219	$	49	$	4,717
Provision for loan losses before benefit attributable to FDIC loss share agreements		—		—		1		2		233		—		—		236
Benefit attributable to FDIC loss share agreements		—		—		—		—		—		—		—		—
Total provision for loan losses charged to operations		—		—		1		2		233		—		—		236
Provision for loan losses recorded through the FDIC loss share receivable		—		—		—		—		—		—		—		—
Reduction due to loan removals		(2)		(17)		(57)		(138)		(28)		(22)		—		(264)
Balance, June 30, 2015	$	(66)	$	532	$	344	$	3,184	$	449	$	197	$	49	$	4,689
Loans individually evaluated for impairment	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Loans collectively evaluated for impairment	$	(66)	$	532	$	344	$	3,184	$	449	$	197	$	49	$	4,689
Loans:*
Loans individually evaluated for impairment	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Loans collectively evaluated for impairment		15,373		288,756		59,819		348,687		77,083		38,894		58		828,670
Total acquired credit impaired loans	$	15,373	$	288,756	$	59,819	$	348,687	$	77,083	$	38,894	$	58	$	828,670

	Commercial				Commercial
	Loans Greater				Real Estate-
	Than or Equal		Commercial		Construction and		Residential				Commercial
(Dollars in thousands)	to $1 Million-CBT		Real Estate		Development		Real Estate		Consumer		and Industrial		Single Pay		Total
Six Months Ended June 30, 2016
Allowance for loan losses:
Balance, December 31, 2015	$	—	$	56	$	177	$	2,986	$	313	$	174	$	—	$	3,706
Provision for loan losses before benefit attributable to FDIC loss share agreements		—		1		—		(180)		534		40		—		395
Benefit attributable to FDIC loss share agreements		—		—		—		23		—		—		—		23
Total provision for loan losses charged to operations		—		1		—		(157)		534		40		—		418
Provision for loan losses recorded through the FDIC loss share receivable		—		—		—		(23)		—		—		—		(23)
Reduction due to loan removals		—		(22)		(26)		(214)		(69)		(18)		—		(349)
Balance, June 30, 2016	$	—	$	35	$	151	$	2,592	$	778	$	196	$	—	$	3,752
Six Months Ended June 30, 2015
Allowance for loan losses:
Balance, December 31, 2014	$	135	$	1,444	$	336	$	4,387	$	275	$	718	$	70	$	7,365
Provision for loan losses before benefit attributable to FDIC loss share agreements		—		3		10		21		391		(122)		(1)		302
Benefit attributable to FDIC loss share agreements		—		—		—		—		(107)		127		1		21
Total provision for loan losses charged to operations		—		3		10		21		284		5		—		323
Provision for loan losses recorded through the FDIC loss share receivable		—		—		—		—		107		(127)		(1)		(21)
Reduction due to loan removals		(201)		(915)		(2)		(1,224)		(217)		(399)		(20)		(2,978)
Balance, June 30, 2015	$	(66)	$	532	$	344	$	3,184	$	449	$	197	$	49	$	4,689

*— The carrying value of acquired credit impaired loans includes a non accretable difference which is primarily associated with the assessment of credit quality of acquired loans.

Schedule of credit risk profile by risk grade of loans

	Commercial Loans Greater												Commercial Real Estate—
	Than or Equal to												Construction and
	$1 million-CBT						Commercial Real Estate						Development
	June 30,		December 31,		June 30,		June 30,		December 31,		June 30,		June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015		2016		2015		2015		2016		2015		2015
Pass	$	9,891	$	11,238	$	11,134	$	168,431	$	177,656	$	188,260	$	21,729	$	26,308	$	27,777
Special mention		1,014		1,018		1,044		32,446		37,607		31,654		14,194		14,532		12,666
Substandard		355		372		3,195		24,583		40,167		68,842		12,351		13,432		19,376
Doubtful		—		—		—		—		—		—		—		—		—
	$	11,260	$	12,628	$	15,373	$	225,460	$	255,430	$	288,756	$	48,274	$	54,272	$	59,819

	Residential Real Estate						Consumer						Commercial & Industrial
	June 30,		December 31,		June 30,		June 30,		December 31,		June 30,		June 30,		December 31,		June 30,
	2016		2015		2015		2016		2015		2015		2016		2015		2015
Pass	$	152,575	$	166,309	$	174,893	$	9,379	$	10,703	$	6,099	$	19,296	$	22,358	$	23,956
Special mention		56,845		63,341		68,017		21,401		23,331		27,079		4,598		2,549		2,428
Substandard		76,098		83,669		105,777		33,334		36,700		43,905		4,067		6,286		12,510
Doubtful		—		—		—		—		—		—		—		—		—
	$	285,518	$	313,319	$	348,687	$	64,114	$	70,734	$	77,083	$	27,961	$	31,193	$	38,894

							TotalAcquired
	Single Pay						Credit Impaired Loans
	June 30,		December 31,		June 30,		June 30,		December 31,		June 30,
	2016		2015		2015		2016		2015		2015
Pass	$	—	$	—	$	43	$	381,301	$	414,572	$	432,162
Special mention		—		—		—		130,498		142,378		142,888
Substandard		—		—		15		150,788		180,626		253,620
Doubtful		—		—		—		—		—		—
	$	—	$	—	$	58	$	662,587	$	737,576	$	828,670

Aging analysis of past due loans, segregated by class of loans

	30 - 59 Days		60 - 89 Days		90+ Days		Total				Total
(Dollars in thousands)	Past Due		Past Due		Past Due		Past Due		Current		Loans
June 30, 2016
Commercial loans greater than or equal to $1 million-CBT	$	—	$	—	$	—	$	—	$	11,260	$	11,260
Commercial real estate		357		279		4,018		4,654		220,806		225,460
Commercial real estate—construction and development		507		43		1,976		2,526		45,748		48,274
Residential real estate		4,585		1,695		6,199		12,479		273,039		285,518
Consumer		926		222		1,676		2,824		61,290		64,114
Commercial and industrial		26		90		648		764		27,197		27,961
Single pay		—		—		—		—		—		—
	$	6,401	$	2,329	$	14,517	$	23,247	$	639,340	$	662,587
December 31, 2015
Commercial loans greater than or equal to $1 million-CBT	$	—	$	—	$	—	$	—	$	12,628	$	12,628
Commercial real estate		1,118		426		5,624		7,168		248,262		255,430
Commercial real estate—construction and development		784		367		2,162		3,313		50,959		54,272
Residential real estate		4,705		1,155		8,095		13,955		299,364		313,319
Consumer		1,756		380		2,085		4,221		66,513		70,734
Commercial and industrial		272		137		846		1,255		29,938		31,193
Single pay		—		—		—		—		—		—
	$	8,635	$	2,465	$	18,812	$	29,912	$	707,664	$	737,576
June 30, 2015
Commercial loans greater than or equal to $1 million-CBT	$	—	$	—	$	2,630	$	2,630	$	12,743	$	15,373
Commercial real estate		1,617		120		11,590		13,327		275,429		288,756
Commercial real estate—construction and development		1,900		300		4,941		7,141		52,678		59,819
Residential real estate		4,458		1,929		11,802		18,189		330,498		348,687
Consumer		1,696		775		2,332		4,803		72,280		77,083
Commercial and industrial		748		277		4,894		5,919		32,975		38,894
Single pay		—		—		—		—		58		58
	$	10,419	$	3,401	$	38,189	$	52,009	$	776,661	$	828,670

Non acquired non-accrual loans

Loans and Allowance for Loan Losses

Summary of information pertaining to nonaccrual loans by class

	June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015
Commercial non-owner occupied real estate:
Construction and land development	$	1,080	$	1,090	$	1,976
Commercial non-owner occupied		528		184		1,145
Total commercial non-owner occupied real estate		1,608		1,274		3,121
Consumer real estate:
Consumer owner occupied		6,705		7,766		6,398
Home equity loans		2,386		1,769		1,198
Total consumer real estate		9,091		9,535		7,596
Commercial owner occupied real estate		2,242		3,056		3,421
Commercial and industrial		360		515		497
Other income producing property		1,007		746		922
Consumer		763		659		337
Restructured loans		2,851		2,662		8,193
Total loans on nonaccrual status	$	17,922	$	18,447	$	24,087

Acquired non-credit impaired loans

Loans and Allowance for Loan Losses

Summary of loans

	June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015
FASB ASC Topic 310-20 acquired loans:
Commercial non-owner occupied real estate:
Construction and land development	$	12,516	$	13,849	$	17,762
Commercial non-owner occupied		36,904		40,103		43,123
Total commercial non-owner occupied real estate		49,420		53,952		60,885
Consumer real estate:
Consumer owner occupied		466,479		518,107		574,697
Home equity loans		177,946		190,968		210,734
Total consumer real estate		644,425		709,075		785,431
Commercial owner occupied real estate		32,267		39,220		49,334
Commercial and industrial		15,598		25,475		31,762
Other income producing property		44,873		51,169		58,987
Consumer		155,303		170,647		185,273
Total FASB ASC Topic 310-20 acquired loans	$	941,886	$	1,049,538	$	1,171,672

Schedule of changes in allowance for loan losses

The following tables present a disaggregated analysis of activity in the allowance for loan losses and loan balances for acquired non-credit impaired loans:

	Construction		Commercial		Commercial		Consumer						Other Income
	& Land		Non-owner		Owner		Owner		Home		Commercial		Producing
(Dollars in thousands)	Development		Occupied		Occupied		Occupied		Equity		& Industrial		Property		Consumer		Total
Three Months Ended June 30, 2016
Allowance for loan losses:
Balance at beginning of period	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Charge-offs		—		—		—		—		(42)		(4)		—		(186)		(232)
Recoveries		1		—		—		3		24		—		—		23		51
Provision (benefit)		(1)		—		—		(3)		18		4		—		163		181
Balance, June 30, 2016	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Loans individually evaluated for impairment	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Loans collectively evaluated for impairment	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Loans:
Loans individually evaluated for impairment	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Loans collectively evaluated for impairment		12,516		36,904		32,267		466,479		177,946		15,598		44,873		155,303		941,886
Total  acquired non-credit impaired loans	$	12,516	$	36,904	$	32,267	$	466,479	$	177,946	$	15,598	$	44,873	$	155,303	$	941,886
Three Months Ended June 30, 2015
Allowance for loan losses:
Balance at beginning of period	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Charge-offs		—		—		—		(39)		(331)		(10)		—		(178)		(558)
Recoveries		1		—		—		—		14		10		—		—		25
Provision (benefit)		(1)		—		—		39		317		—		—		178		533
Balance, June 30, 2015	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Loans individually evaluated for impairment	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Loans collectively evaluated for impairment	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Loans:
Loans individually evaluated for impairment	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Loans collectively evaluated for impairment		17,762		43,123		49,334		574,697		210,734		31,762		58,987		185,273		1,171,672
Total  acquired non-credit impaired loans	$	17,762	$	43,123	$	49,334	$	574,697	$	210,734	$	31,762	$	58,987	$	185,273	$	1,171,672

	Construction		Commercial		Commercial		Consumer						Other Income
	& Land		Non-owner		Owner		Owner		Home		Commercial		Producing
(Dollars in thousands)	Development		Occupied		Occupied		Occupied		Equity		& Industrial		Property		Consumer		Total
Six Months Ended June 30, 2016
Allowance for loan losses:
Balance, December 31, 2015	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Charge-offs		—		—		—		—		(186)		(7)		—		(336)		(529)
Recoveries		2		—		—		6		108		2		1		22		141
Provision (benefit)		(2)		—		—		(6)		78		5		(1)		314		388
Balance, June 30, 2016	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Six Months Ended June 30, 2015
Allowance for loan losses:
Balance, December 31, 2014	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Charge-offs		—		—		—		(367)		(1,381)		(113)		(4)		(504)		(2,369)
Recoveries		2		—		—		5		17		15		1		10		50
Provision (benefit)		(2)		—		—		362		1,364		98		3		494		2,319
Balance, June 30, 2015	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—

Schedule of credit risk profile by risk grade of loans

	TotalAcquired
	Non-credit Impaired Loans
	June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015
Pass	$	915,891	$	1,022,135	$	1,139,469
Special mention		7,905		7,369		9,041
Substandard		18,090		20,034		23,162
Doubtful		—		—		—
	$	941,886	$	1,049,538	$	1,171,672

Aging analysis of past due loans, segregated by class of loans

	30 - 59 Days		60 - 89 Days		90+ Days		Total				Total
(Dollars in thousands)	Past Due		Past Due		Past Due		Past Due		Current		Loans
June 30, 2016
Commercial real estate:
Construction and land development	$	—	$	181	$	21	$	202	$	12,314	$	12,516
Commercial non-owner occupied		—		—		—		—		36,904		36,904
Commercial owner occupied		—		—		306		306		31,961		32,267
Consumer real estate:
Consumer owner occupied		487		210		200		897		465,582		466,479
Home equity loans		234		98		1,132		1,464		176,482		177,946
Commercial and industrial		8		9		—		17		15,581		15,598
Other income producing property		—		—		—		—		44,873		44,873
Consumer		508		116		552		1,176		154,127		155,303
	$	1,237	$	614	$	2,211	$	4,062	$	937,824	$	941,886
December 31, 2015
Commercial real estate:
Construction and land development	$	—	$	21	$	48	$	69	$	13,780	$	13,849
Commercial non-owner occupied		—		—		—		—		40,103		40,103
Commercial owner occupied		120		176		44		340		38,880		39,220
Consumer real estate:
Consumer owner occupied		694		4		688		1,386		516,721		518,107
Home equity loans		897		412		482		1,791		189,177		190,968
Commercial and industrial		1		1		5		7		25,468		25,475
Other income producing property		—		—		7		7		51,162		51,169
Consumer		257		270		797		1,324		169,323		170,647
	$	1,969	$	884	$	2,071	$	4,924	$	1,044,614	$	1,049,538
June 30, 2015
Commercial real estate:
Construction and land development	$	1	$	39	$	—	$	40	$	17,722	$	17,762
Commercial non-owner occupied		—		—		—		—		43,123		43,123
Commercial owner occupied		380		—		39		419		48,915		49,334
Consumer real estate:
Consumer owner occupied		826		105		2,300		3,231		571,466		574,697
Home equity loans		591		164		577		1,332		209,402		210,734
Commercial and industrial		4		—		220		224		31,538		31,762
Other income producing property		109		—		89		198		58,789		58,987
Consumer		427		112		598		1,137		184,136		185,273
	$	2,338	$	420	$	3,823	$	6,581	$	1,165,091	$	1,171,672

Summary of information pertaining to nonaccrual loans by class

	June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015
Commercial non-owner occupied real estate:
Construction and land development	$	99	$	37	$	—
Commercial non-owner occupied		—		—		100
Total commercial non-owner occupied real estate		99		37		100
Consumer real estate:
Consumer owner occupied		1,056		976		2,346
Home equity loans		1,607		1,103		1,082
Total consumer real estate		2,663		2,079		3,428
Commercial owner occupied real estate		306		44		39
Commercial and industrial		1		1		226
Other income producing property		153		168		302
Consumer		1,216		1,435		1,078
Total loans on nonaccrual status	$	4,438	$	3,764	$	5,173

Acquired non-credit impaired loans | Commercial

Loans and Allowance for Loan Losses

Schedule of credit risk profile by risk grade of loans

							Commercial Non-owner
	Construction & Development						Occupied						Commercial Owner Occupied
	June 30,		December 31,		June 30,		June 30,		December 31,		June 30,		June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015		2016		2015		2015		2016		2015		2015
Pass	$	11,432	$	12,935	$	16,454	$	30,621	$	33,485	$	36,441	$	31,739	$	38,623	$	49,217
Special mention		230		109		118		371		637		408		222		377		78
Substandard		854		805		1,190		5,912		5,981		6,274		306		220		39
Doubtful		—		—		—		—		—		—		—		—		—
	$	12,516	$	13,849	$	17,762	$	36,904	$	40,103	$	43,123	$	32,267	$	39,220	$	49,334

							Other Income Producing
	Commercial & Industrial						Property						CommercialTotal
	June 30,		December 31,		June 30,		June 30,		December 31,		June 30,		June 30,		December 31,		June 30,
	2016		2015		2015		2016		2015		2015		2016		2015		2015
Pass	$	14,645	$	24,621	$	30,641	$	43,869	$	49,783	$	57,578	$	132,306	$	159,447	$	190,331
Special mention		129		166		384		279		592		439		1,231		1,881		1,427
Substandard		824		688		737		725		794		970		8,621		8,488		9,210
Doubtful		—		—		—		—		—		—		—		—		—
	$	15,598	$	25,475	$	31,762	$	44,873	$	51,169	$	58,987	$	142,158	$	169,816	$	200,968

Acquired non-credit impaired loans | Consumer

Loans and Allowance for Loan Losses

Schedule of credit risk profile by risk grade of loans

	Consumer Owner Occupied						Home Equity						Consumer
	June 30,		December 31,		June 30,		June 30,		December 31,		June 30,		June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015		2016		2015		2015		2016		2015		2015
Pass	$	463,107	$	514,817	$	569,080	$	168,079	$	180,472	$	197,804	$	152,399	$	167,399	$	182,254
Special mention		744		557		1,518		5,330		4,202		5,482		600		729		614
Substandard		2,628		2,733		4,099		4,537		6,294		7,448		2,304		2,519		2,405
Doubtful		—		—		—		—		—		—		—		—		—
	$	466,479	$	518,107	$	574,697	$	177,946	$	190,968	$	210,734	$	155,303	$	170,647	$	185,273

	Consumer Total
	June 30,		December 31,		June 30,
	2016		2015		2015
Pass	$	783,585	$	862,688	$	949,138
Special mention		6,674		5,488		7,614
Substandard		9,469		11,546		13,952
Doubtful		—		—		—
	$	799,728	$	879,722	$	970,704

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FDIC Indemnification Asset (Tables)

6 Months Ended

Jun. 30, 2016

FDIC Indemnification Asset

Schedule of changes in FDIC indemnification asset

	Six Months Ended June 30,
(Dollars in thousands)	2016		2015
Balance at beginning of period	$	4,401	$	22,161
Decrease in expected losses on loans		(23)		(21)
Additional recoveries on OREO		(1,736)		(2,430)
Reimbursable expenses		71		587
Amortization of discounts and premiums, net		(1,475)		(5,249)
Payments to (from) FDIC		853		(4,013)
Termination of Loss Share Agreement		(2,091)		—
Balance at end of period	$	—	$	11,035

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Other Real Estate Owned (Tables)

6 Months Ended

Jun. 30, 2016

Other Real Estate Owned

Schedule of information pertaining to OREO

The following is a summary of information pertaining to OREO:

	Six Months Ended June 30,
	2016						2015
			Covered						Covered
(Dollars in thousands)	OREO		OREO		Total		OREO		OREO		Total
Beginning balance	$	24,803	$	5,751	$	30,554	$	26,499	$	16,227	$	42,726
Additions		5,391		2,151		7,542		9,165		3,554		12,719
Transfers		4,222		(4,222)		—		2,245		(2,245)		—
Writedowns		(812)		(2,131)		(2,943)		(1,517)		(2,797)		(4,314)
Sold		(11,177)		(1,549)		(12,726)		(9,522)		(6,567)		(16,089)
Ending Balance	$	22,427	$	—	$	22,427	$	26,870	$	8,172	$	35,042

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Deposits (Tables)

6 Months Ended

Jun. 30, 2016

Deposits Disclosure Abstract

Schedule of total deposits

	June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015
Certificates of deposit	$	962,759	$	1,092,750	$	1,137,553
Interest-bearing demand deposits		3,307,292		3,293,942		2,994,228
Non-interest bearing demand deposits		2,117,246		1,976,480		1,844,973
Savings deposits		772,463		735,961		687,292
Other time deposits		4,166		1,295		3,482
Total deposits	$	7,163,926	$	7,100,428	$	6,667,528

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Retirement Plans (Tables)

6 Months Ended

Jun. 30, 2016

Retirement Plans

Schedule of components of net periodic pension expense

	Three Months Ended				Six Months Ended
	June 30,				June 30,
(Dollars in thousands)	2016		2015		2016		2015
Interest cost	$	(283)	$	(254)	$	(566)	$	(508)
Expected return on plan assets		534		517		1,068		1,034
Recognized net actuarial loss		(204)		(225)		(408)		(450)
Net periodic pension benefit	$	47	$	38	$	94	$	76

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Earnings Per Common Share (Tables)

6 Months Ended

Jun. 30, 2016

Earnings Per Share

Schedule of computation of basic and diluted earnings per share

	Three Months Ended June 30,				Six Months Ended June 30,
(Dollars and shares in thousands, except for per share amounts)	2016		2015		2016		2015
Basic earnings per common share:
Net income	$	24,516	$	24,872	$	49,010	$	48,798
Weighted-average basic common shares		23,995		23,981		23,977		23,947
Basic earnings per common share	$	1.02	$	1.04	$	2.04	$	2.04
Diluted earnings per share:
Net income	$	24,516	$	24,872	$	49,010	$	48,798
Weighted-average basic common shares		23,995		23,981		23,977		23,947
Effect of dilutive securities		242		277		228		267
Weighted-average dilutive shares		24,237		24,258		24,205		24,214
Diluted earnings per common share	$	1.01	$	1.03	$	2.02	$	2.02

Schedule of anti-dilutive securities excluded from computation of diluted earnings per common share

	Three Months Ended June 30,										Six Months Ended June 30,
(Dollars in thousands)	2016					2015					2016					2015
Number of shares					72,480					46,798					72,480					47,865
Range of exercise prices	$	61.42	to	$	69.48	$	61.42	to	$	66.32	$	61.42	to	$	69.48	$	61.42	to	$	66.32

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Share-Based Compensation (Tables)

6 Months Ended

Jun. 30, 2016

Share-Based Compensation

Schedule of stock option activity

		Weighted		Weighted
		Average		Average	Aggregate
	Number of	Exercise		Remaining	Intrinsic
	Shares	Price		Contractual Life (Yrs.)	Value(000's)
Outstanding at  January 1	285,405	$	38.85
Granted	25,682		63.79
Exercised	(23,573)		33.45
Forfeited	(1,025)		35.20
Outstanding at June 30	286,489		41.54	4.76	$	7,597
Exercisable at June 30	225,712		36.18	3.71	$	7,194
Weighted-average fair value of options granted during the year	$ 25.19

Schedule of weighted-average assumptions used in valuing options

	Six months ended June 30,
	2016		2015
Dividend yield	1.60	%	1.40	%
Expected life	8.5	years	8.5	years
Expected volatility	40.6	%	40.9	%
Risk-free interest rate	1.90	%	1.79	%

Summary of nonvested restricted stock

Nonvested restricted stock for the six months ended June 30,2016 is summarized in the following table.  All information has been retroactively adjusted for stock dividends and stock splits.

		Weighted-
		Average
		Grant-Date
Restricted Stock	Shares	Fair Value
Nonvested at January 1 2016	218,282	$	44.56
Granted	40,256		67.06
Vested	(63,100)		36.97
Forfeited	(700)		47.18
Nonvested at June 30, 2016	194,738		51.74

Summary of nonvested RSUs

Nonvested RSUs for the six months endedJune 30,  2016 is summarized in the following table.

		Weighted-
		Average
		Grant-Date
Restricted Stock Units	Shares	Fair Value
Nonvested at January 1, 2016	79,789	$	64.66
Granted	68,842		65.23
Nonvested at June 30, 2016	148,631		64.93

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Fair Value (Tables)

6 Months Ended

Jun. 30, 2016

Fair Value

Schedule of recorded amount of assets and liabilities measured at fair value on a recurring basis

			Quoted Prices
			In Active		Significant
			Markets		Other		Significant
			for Identical		Observable		Unobservable
			Assets		Inputs		Inputs
(Dollars in thousands)	Fair Value		(Level 1)		(Level 2)		(Level 3)
June 30, 2016:
Assets
Derivative financial instruments	$	3,257	$	—	$	3,257	$	—
Loans held for sale		48,926		—		48,926		—
Securities available for sale:
Government-sponsored entities debt		103,092		—		103,092		—
State and municipal obligations		123,894		—		123,894		—
Mortgage-backed securities		758,881		—		758,881		—
Corporate stocks		3,743		2,518		1,225		—
Total securities available for sale		989,610		2,518		987,092		—
Mortgage servicing rights		22,350		—		—		22,350
	$	1,064,143	$	2,518	$	1,039,275	$	22,350
Liabilities
Derivative financial instruments	$	2,213	$	—	$	2,213	$	—
December 31, 2015:
Assets
Derivative financial instruments	$	1,415	$	—	$	1,415	$	—
Loans held for sale		41,649		—		41,649		—
Securities available for sale:
Government-sponsored entities debt		162,507		—		162,507		—
State and municipal obligations		131,364		—		131,364		—
Mortgage-backed securities		711,849		—		711,849		—
Corporate stocks		3,821		2,596		1,225		—
Total securities available for sale		1,009,541		2,596		1,006,945		—
Mortgage servicing rights		26,202		—		—		26,202
	$	1,078,807	$	2,596	$	1,050,009	$	26,202
Liabilities
Derivative financial instruments	$	838	$	—	$	838	$	—
June 30, 2015:
Assets
Derivative financial instruments	$	2,574	$	—	$	2,574	$	—
Loans held for sale		73,055		—		73,055		—
Securities available for sale:
Government-sponsored entities debt	$	130,835	$	—	$	130,835	$	—
State and municipal obligations		136,699		—		136,699		—
Mortgage-backed securities		570,922		—		570,922		—
Corporate stocks		3,205		2,980		225		—
Total securities available for sale		841,661		2,980		838,681		—
Mortgage servicing rights		25,325		—		—		25,325
	$	942,615	$	2,980	$	914,310	$	25,325
Liabilities
Derivative financial instruments	$	1,228	$	—	$	1,228	$	—

Schedule of reconciliation of the beginning and ending balances of Level 3 assets and liabilities recorded at fair value on a recurring basis

(Dollars in thousands)	Assets		Liabilities
Fair value, January 1, 2016	$	26,202	$	—
Servicing assets that resulted from transfers of financial assets		2,393		—
Changes in fair value due to valuation inputs or assumptions		(4,476)		—
Changes in fair value due to increased principal paydowns		(1,769)		—
Fair value , June 30, 2016	$	22,350	$	—
Fair value, January 1, 2015	$	21,601	$	—
Servicing assets that resulted from transfers of financial assets		3,921		—
Changes in fair value due to valuation inputs or assumptions		1,539		—
Changes in fair value due to increased principal paydowns		(1,736)		—
Fair value, June 30, 2015	$	25,325	$	—

Schedule of amounts of assets and liabilities measured at fair value on a nonrecurring basis

			Quoted Prices
			In Active		Significant
			Markets		Other		Significant
			for Identical		Observable		Unobservable
			Assets		Inputs		Inputs
(Dollars in thousands)	Fair Value		(Level 1)		(Level 2)		(Level 3)
June 30, 2016:
OREO	$	22,427	$	—	$	—	$	22,427
Non-acquired impaired loans		3,515		—		—		3,515
December 31, 2015:
OREO	$	30,554	$	—	$	—	$	30,554
Non-acquired impaired loans		13,355		—		—		13,355
June 30, 2015:
OREO	$	35,042	$	—	$	—	$	35,042
Non-acquired impaired loans		10,079		—		—		10,079

Quantitative Information about Level 3 Fair Value Measurements

			Weighted Average
			June 30,		December 31,		June 30,
	Valuation Technique	Unobservable Input	2016		2015		2015
Nonrecurring measurements:
Non-acquired impaired loans	Discounted appraisals	Collateral discounts	6	%	6	%	4	%
OREO	Discounted appraisals	Collateral discounts and estimated costs to sell	17	%	16	%	18	%

Schedule of estimated fair value, and related carrying amount, of the Company's financial instruments

	Carrying		Fair
(Dollars in thousands)	Amount		Value		Level 1		Level 2		Level 3
June 30, 2016
Financial assets:
Cash and cash equivalents	$	481,912	$	481,912	$	481,912	$	—	$	—
Investment securities		1,007,060		1,007,370		12,047		995,323		—
Loans held for sale		48,926		48,926		—		48,926		—
Loans, net of allowance for loan losses		6,380,657		6,591,596		—		—		6,591,596
FDIC receivable for loss share agreements		—		—		—		—		—
Accrued interest receivable		18,191		18,191		—		3,941		14,250
Mortgage servicing rights		22,350		22,350		—		—		22,350
Other derivative financial instruments (mortgage banking related)		3,257		3,257		—		3,257		—
Financial liabilities:
Deposits		7,163,926		6,980,410		—		6,980,410		—
Federal funds purchased and securities sold under agreements to repurchase		341,064		341,064		—		341,064		—
Other borrowings		55,254		49,499		—		49,499		—
Accrued interest payable		1,649		1,649		—		1,649		—
Interest rate swap - cash flow hedge		776		776		—		776		—
Other derivative financial instruments (mortgage banking related)		1,437		1,437		—		1,437		—
Off balance sheet financial instruments:
Commitments to extend credit		—		53,838		—		53,838		—
Standby letters of credit and financial guarantees		—		—		—		—		—
December 31, 2015
Financial assets:
Cash and cash equivalents	$	695,794	$	695,794	$	695,794	$	—	$	—
Investment securities		1,027,748		1,028,157		11,489		1,016,668		—
Loans held for sale		41,649		41,649		—		41,649		—
Loans, net of allowance for loan losses		5,970,044		6,068,252		—		—		6,068,252
FDIC receivable for loss share agreements		4,401		(2,452)		—		—		(2,452)
Accrued interest receivable		17,083		17,083		—		3,883		13,200
Mortgage servicing rights		26,202		26,202		—		—		26,202
Other derivative financial instruments (mortgage banking related)		1,415		1,415		—		1,415		—
Financial liabilities:
Deposits		7,100,428		6,785,911		—		6,785,911		—
Federal funds purchased and securities sold under agreements to repurchase		288,231		288,231		—		288,231		—
Other borrowings		55,158		49,762		—		49,762		—
Accrued interest payable		2,190		2,190		—		2,190		—
Interest rate swap - cash flow hedge		718		718		—		718		—
Other derivative financial instruments (mortgage banking related)		120		120		—		120		—
Off balance sheet financial instruments:
Commitments to extend credit		—		23,927		—		23,927		—
Standby letters of credit and financial guarantees		—		—		—		—		—
June 30, 2015
Financial assets:
Cash and cash equivalents	$	593,382	$	593,382	$	593,382	$	—	$	—
Investment securities		860,351		860,806		12,011		848,795		—
Loans held for sale		73,055		73,055		—		73,055		—
Loans, net of allowance for loan losses		5,749,270		5,805,702		—		—		5,805,702
FDIC receivable for loss share agreements		11,035		2,615		—		—		2,615
Accrued interest receivable		16,643		16,643		—		3,605		13,038
Mortgage servicing rights		25,325		25,325		—		—		25,325
Interest rate swap - non-designated hedge		156		156		—		156		—
Other derivative financial instruments (mortgage banking related)		2,418		2,418		—		2,418		—
Financial liabilities:
Deposits		6,667,528		6,372,390		—		6,372,390		—
Federal funds purchased and securities sold under agreements to repurchase		287,903		287,903		—		287,903		—
Other borrowings		55,055		50,714		—		50,714		—
Accrued interest payable		2,489		2,489		—		2,489		—
Interest rate swap - cash flow hedge		806		806		—		806		—
Interest rate swap - non-designated hedge		156		156		—		156		—
Other derivative financial instruments (mortgage banking related)		266		266		—		266		—
Off balance sheet financial instruments:
Commitments to extend credit		—		31,401		—		31,401		—
Standby letters of credit and financial guarantees		—		—		—		—		—

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Accumulated Other Comprehensive Income (Loss) (Tables)

6 Months Ended

Jun. 30, 2016

Accumulated Other Comprehensive Income (Loss)

Schedule of components of accumulated other comprehensive income (loss)

			Unrealized Gains
			and Losses		Gains and
			on Securities		Losses on
	Benefit		Available		Cash Flow
(Dollars in thousands)	Plans		for Sale		Hedges		Total
Three Months Ended June 30, 2016
Balance at March 31, 2016	$	(5,889)	$	9,887	$	(493)	$	3,505
Other comprehensive income (loss) before reclassifications		—		2,865		(28)		2,837
Amounts reclassified from accumulated other comprehensive income (loss)		126		—		42		168
Net comprehensive income		126		2,865		14		3,005
Balance at June 30, 2016	$	(5,763)	$	12,752	$	(479)	$	6,510
Three Months Ended June 30, 2015
Balance at March 31, 2016	$	(5,175)	$	8,730	$	(557)	$	2,998
Other comprehensive income (loss) before reclassifications		—		(5,126)		18		(5,108)
Amounts reclassified from accumulated other comprehensive income (loss)		139		—		40		179
Net comprehensive income (loss)		139		(5,126)		58		(4,929)
Balance at June 30, 2015	$	(5,036)	$	3,604	$	(499)	$	(1,931)
Six Months Ended June 30, 2016
Balance at December 31, 2015	$	(6,015)	$	2,588	$	(444)	$	(3,871)
Other comprehensive income (loss) before reclassifications		—		10,240		(123)		10,117
Amounts reclassified from accumulated other comprehensive income (loss)		252		(76)		88		264
Net comprehensive income (loss)		252		10,164		(35)		10,381
Balance at June 30, 2016	$	(5,763)	$	12,752	$	(479)	$	6,510
Six Months Ended June 30, 2015
Balance at December 31, 2014	$	(5,315)	$	5,467	$	(529)	$	(377)
Other comprehensive loss before reclassifications		—		(1,863)		(57)		(1,920)
Amounts reclassified from accumulated other comprehensive income (loss)		279		—		87		366
Net comprehensive income (loss)		279		(1,863)		30		(1,554)
Balance at June 30, 2015	$	(5,036)	$	3,604	$	(499)	$	(1,931)

Schedule of reclassifications out of accumulated other comprehensive income (loss), net of tax

	Amount Reclassified from Accumulated Other Comprehensive Income (Loss)
(Dollars in thousands)	For the Three Months Ended June 30,				For the Six Months Ended June 30,
Accumulated Other Comprehensive Income (Loss) Component	2016		2015		2016		2015		Income Statement Line Item Affected
Losses on cash flow hedges:
Interest rate contracts	$	68	$	64	$	142	$	140	Interest expense
		(26)		(24)		(54)		(53)	Provision for income taxes
		42		40		88		87	Net income
Gains on sales of available for sale securities:
	$	—	$	—	$	(122)	$	—	Other noninterest income
		—		—		46		—	Provision for income taxes
		—		—		(76)		—	Net income
Amortization of defined benefit pension:
Actuarial losses	$	204	$	225	$	408	$	450	Salaries and employee benefits
		(78)		(86)		(156)		(171)	Provision for income taxes
		126		139		252		279	Net income
Total reclassifications for the period	$	168	$	179	$	264	$	366

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Derivative Financial Instruments (Tables)

6 Months Ended

Jun. 30, 2016

Derivative Financial Instruments

Schedule of notional value of forward sale commitments and the fair value of those obligations along with the fair value of the mortgage pipeline

(Dollars in thousands)	June 30, 2016		December 31, 2015		June 30, 2015
Mortgage loan pipeline	$	129,570	$	87,486	$	114,782
Expected closures		97,177		65,615		86,087
Fair Value of mortgage loan pipeline commitments		3,257		1,415		1,319
Forward sales commitments		120,000		73,000		124,000
Fair value of forward commitments		(1,437)		(21)		1,099

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Capital Ratios (Tables)

6 Months Ended

Jun. 30, 2015

Capital Ratios

Schedule of actual and required capital ratios

					Minimum Capital				Minimum Capital				Required to be
					Required - Basel III				Required - Basel III				Considered Well
	Actual				Phase-In Schedule				Fully Phased In				Capitalized
(Dollars in thousands)	Amount		Ratio		Capital Amount		Ratio		Capital Amount		Ratio		Capital Amount		Ratio
June 30, 2016
Common equity Tier 1 to risk-weighted assets:
Consolidated	$	741,000	11.23	%	$	338,086	5.125	%	$	461,776	7.00	%	$	428,792	6.50	%
South State Bank (the Bank)		766,183	11.62	%		337,972	5.125	%		461,620	7.00	%		428,647	6.50	%
Tier 1 capital to risk-weighted assets:
Consolidated		793,116	12.02	%		395,808	6.00	%		560,728	8.50	%		527,744	8.00	%
South State Bank (the Bank)		766,183	11.62	%		395,674	6.00	%		560,539	8.50	%		527,566	8.00	%
Total capital to risk-weighted assets:
Consolidated		834,102	12.64	%		527,744	8.00	%		692,665	10.50	%		659,681	10.00	%
South State Bank (the Bank)		807,084	12.24	%		527,566	8.00	%		692,430	10.50	%		659,457	10.00	%
Tier 1 capital to average assets (leverage ratio):
Consolidated		793,116	9.51	%		333,587	4.00	%		333,587	4.00	%		416,984	5.00	%
South State Bank (the Bank)		766,183	9.19	%		333,433	4.00	%		333,433	4.00	%		416,791	5.00	%
December 31, 2015:
Common equity Tier 1 to risk-weighted assets:
Consolidated	$	711,577	11.84	%	$	270,432	4.50	%	$	420,762	7.00	%	$	390,624	6.50	%
South State Bank (the Bank)		740,532	12.33	%		270,354	4.50	%		420,550	7.00	%		390,511	6.50	%
Tier 1 capital to risk-weighted assets:
Consolidated		763,590	12.71	%		360,576	6.00	%		510,817	8.50	%		480,768	8.00	%
South State Bank (the Bank)		740,532	12.33	%		360,471	6.00	%		510,668	8.50	%		480,629	8.00	%
Total capital to risk-weighted assets:
Consolidated		801,745	13.34	%		480,768	8.00	%		631,009	10.50	%		600,961	10.00	%
South State Bank (the Bank)		778,538	12.96	%		480,629	8.00	%		630,825	10.50	%		600,786	10.00	%
Tier 1 capital to average assets (leverage ratio):
Consolidated		763,590	9.31	%		328,085	4.00	%		328,085	4.00	%		410,107	5.00	%
South State Bank (the Bank)		740,532	9.03	%		327,854	4.00	%		327,854	4.00	%		409,818	5.00	%
June 30, 2015:
Common equity Tier 1 to risk-weighted assets:
Consolidated	$	695,107	12.16	%	$	257,546	4.50	%	$	400,628	7.00	%	$	372,011	6.50	%
South State Bank (the Bank)		725,545	12.68	%		257,452	4.50	%		400,480	7.00	%		371,874	6.50	%
Tier 1 capital to risk-weighted assets:
Consolidated		745,570	13.03	%		343,395	6.00	%		486,476	8.50	%		457,860	8.00	%
South State Bank (the Bank)		725,545	12.68	%		343,269	6.00	%		486,297	8.50	%		457,692	8.00	%
Total capital to risk-weighted assets:
Consolidated		785,245	13.72	%		457,860	8.00	%		600,941	10.50	%		572,325	10.00	%
South State Bank (the Bank)		765,221	13.38	%		457,692	8.00	%		600,720	10.50	%		572,115	10.00	%
Tier 1 capital to average assets (leverage ratio):
Consolidated		745,570	9.68	%		308,071	4.00	%		308,071	4.00	%		385,089	5.00	%
South State Bank (the Bank)		725,545	9.43	%		307,881	4.00	%		307,881	4.00	%		384,851	5.00	%

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Goodwill and Other Intangible Assets (Tables)

6 Months Ended

Jun. 30, 2016

Goodwill and Other Intangible Assets

Summary of gross carrying amounts and accumulated amortization of other intangible assets

	June 30,		December 31,		June 30,
(Dollars in thousands)	2016		2015		2015
Gross carrying amount	$	82,154	$	82,154	$	75,354
Accumulated amortization		(38,525)		(34,729)		(30,094)
	$	43,629	$	47,425	$	45,260

Schedule of estimated amortization expense for other intangibles for each of the next five quarters

Quarter ending:
September 30, 2016	$	1,891
December 31, 2016		1,890
March 31, 2017		1,810
June 30, 2017		1,798
September 30, 2017		1,797
Thereafter		34,443
	$	43,629

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Loan Servicing, Mortgage Origination, and Loans Held for Sale (Tables)

6 Months Ended

Jun. 30, 2016

Loan Servicing, Mortgage Origination, and Loans Held for Sale

Summary of changes in the fair value of MSRs and its offsetting hedge

	Three Months Ended				Six Months Ended
(Dollars in thousands)	June 30, 2016		June 30, 2015		June 30, 2016		June 30, 2015
Increase (decrease) in fair value of MSRs	$	(1,870)	$	2,374	$	(4,476)	$	1,539
Decay of MSRs		(990)		(899)		(1,769)		(1,736)
Gains (losses) related to derivatives	$	1,968	$	(1,092)	$	5,013	$	430
Net effect on statements of income	$	(892)	$	383	$	(1,232)	$	233

Schedule of characteristics and sensitivity analysis of the MSR

	June 30,			December 31,			June 30,
(Dollars in thousands)	2016			2015			2015
Composition of residential loans serviced for others
Fixed-rate mortgage loans		99.5	%		99.4	%		99.3	%
Adjustable-rate mortgage loans		0.5	%		0.6	%		0.7	%
Total		100.0	%		100.0	%		100.0	%
Weighted average life		5.60	years		7.05	years		7.38	years
Constant Prepayment rate (CPR)		12.7	%		9.6	%		9.0	%
Weighted average discount rate		9.8	%		9.8	%		9.7	%
Effect on fair value due to change in interest rates
25 basis point increase	$	2,106		$	1,562		$	1,335
50 basis point increase		3,977			2,950			2,490
25 basis point decrease		(2,334)			(1,866)			(1,567)
50 basis point decrease		(4,492)			(4,021)			(3,313)

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Mergers and Acquisitions - BOA Branch Acquisition - (Details) $ in Thousands			6 Months Ended
	Jun. 16, 2016 USD ($) location	Aug. 21, 2015 USD ($) location	Jun. 30, 2016 USD ($) shares	Dec. 31, 2015 USD ($)	Jun. 30, 2015 USD ($)
Mergers and Acquisitions
Total assets			$ 8,723,993	$ 8,557,348	$ 8,084,984
Deposits.			$ 7,163,926	7,100,428	6,667,528
Business consideration received, common stock (in shares) | shares			4,929,958
Fixed stock exchange ratio	0.7307
Business Combination Recognized Identifiable Liabilities Assumed
Goodwill			$ 338,340	$ 338,340	$ 317,688
The Member
Mergers and Acquisitions
Total assets	$ 1,900
Loans	1,000
Deposits.	$ 1,600
The Member | Augusta and Georgia
Mergers and Acquisitions
Number of full service branches | location	9
The Member | Aiken and South Carolina
Mergers and Acquisitions
Number of full service branches | location	3
Bank of America
Mergers and Acquisitions
Business acquisition deposit premium		5.5
Business Combination Recognized Identifiable Assets Acquired
Cash and cash equivalents		$ 428,567
Loans		3,150
Premises and equipment		4,129
Intangible assets		6,800
Other assets		66
Total assets		442,712
Business Combination Recognized Identifiable Liabilities Assumed
Deposits		438,289
Other liabilities (acquired)		56
Total liabilities		438,345
Net identifiable assets acquired over (under) liabilities assumed		4,367
Goodwill		20,652
Net assets acquired over liabilities assumed		25,019
Consideration:
Business combination deposit premium paid		25,019
Fair value of total consideration transferred		$ 25,019
Bank of America | Georgia Branch
Mergers and Acquisitions
Number of branches operated by acquired entity | location		1
Bank of America | South Carolina Branch
Mergers and Acquisitions
Number of branches operated by acquired entity | location		12
Bank of America | Interest-bearing Deposits
Business Combination Recognized Identifiable Liabilities Assumed
Deposits		$ 340,849
Bank of America | Non interest-bearing deposits
Business Combination Recognized Identifiable Liabilities Assumed
Deposits		97,440
Bank of America | As previously recorded by acquiree
Business Combination Recognized Identifiable Assets Acquired
Cash and cash equivalents		428,567
Loans		3,445
Premises and equipment		6,267
Other assets		66
Total assets		438,345
Business Combination Recognized Identifiable Liabilities Assumed
Deposits		438,289
Other liabilities (acquired)		56
Total liabilities		438,345
Bank of America | As previously recorded by acquiree | Interest-bearing Deposits
Business Combination Recognized Identifiable Liabilities Assumed
Deposits		340,849
Bank of America | As previously recorded by acquiree | Non interest-bearing deposits
Business Combination Recognized Identifiable Liabilities Assumed
Deposits		97,440
Bank of America | Fair Value Adjustments
Business Combination Recognized Identifiable Assets Acquired
Loans		(295)
Premises and equipment		(2,138)
Intangible assets		6,800
Total assets		4,367
Business Combination Recognized Identifiable Liabilities Assumed
Net identifiable assets acquired over (under) liabilities assumed		4,367
Goodwill		20,652
Net assets acquired over liabilities assumed		$ 25,019

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Investment Securities - Amortized cost and fair value for held to maturity securities - (Details) - USD ($) $ in Thousands	Jun. 30, 2016	Dec. 31, 2015	Jun. 30, 2015
Investment securities held to maturity
Amortized Cost	$ 7,921	$ 9,314	$ 9,659
Fair Value	8,231	9,723	10,114
State and municipal obligations
Investment securities held to maturity
Amortized Cost	7,921	9,314	9,659
Gross Unrealized Gains	310	409	455
Fair Value	$ 8,231	$ 9,723	$ 10,114

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Investment Securities - Amortized cost and fair value for available for sale securities - (Details) - USD ($) $ in Thousands	Jun. 30, 2016	Dec. 31, 2015	Jun. 30, 2015
Investment securities available for sale
Amortized Cost	$ 968,999	$ 1,005,359	$ 835,778
Gross Unrealized Gains	20,917	8,727	9,576
Gross Unrealized Losses	(306)	(4,545)	(3,693)
Fair Value	989,610	1,009,541	841,661
Government-sponsored entities debt
Investment securities available for sale
Amortized Cost	102,985	163,577	132,071
Gross Unrealized Gains	107	39	140
Gross Unrealized Losses		(1,109)	(1,376)
Fair Value	103,092	162,507	130,835
State and municipal obligations
Investment securities available for sale
Amortized Cost	118,400	127,293	133,921
Gross Unrealized Gains	5,498	4,185	3,199
Gross Unrealized Losses	(4)	(114)	(421)
Fair Value	123,894	131,364	136,699
Mortgage-backed securities.
Investment securities available for sale
Amortized Cost	743,956	710,816	566,625
Gross Unrealized Gains	14,956	4,063	5,740
Gross Unrealized Losses	(31)	(3,030)	(1,443)
Fair Value	758,881	711,849	570,922
Common Stock
Investment securities available for sale
Amortized Cost	3,658	3,673	3,161
Gross Unrealized Gains	356	440	497
Gross Unrealized Losses	(271)	(292)	(453)
Fair Value	$ 3,743	$ 3,821	$ 3,205

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Investment Securities - Amortized cost and fair value of other investment securities - (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2016	Dec. 31, 2015	Jun. 30, 2015
Information with respect to sales of available-for-sale securities
Proceeds from Sale of Available-for-sale Securities	$ 137
Gain on sale of securities	122
Amortized Cost
Due in one year or less	9,110
Due after one year through five years	114,456
Due after five years through ten years	160,581
Due after ten years	684,852
Total	968,999	$ 1,005,359	$ 835,778
Fair Value
Due in one year or less	9,207
Due after one year through five years	115,614
Due after five years through ten years	165,836
Due after ten years	698,953
Fair Value	989,610	1,009,541	841,661
Amortized Cost
Due in one year or less	1,928
Due after one year through five years	2,984
Due after five years through ten years	3,009
Total	7,921	9,314	9,659
Fair Value
Due in one year or less	1,988
Due after one year through five years	3,127
Due after five years through ten years	3,116
Fair Value	8,231	9,723	10,114
Amortized Cost	9,529	8,893	9,031
Fair Value	9,529	8,893	9,031
Federal Home Loan Bank stock
Fair Value
Amortized Cost	7,887	7,251	7,389
Fair Value	7,887	7,251	7,389
Investment in unconsolidated subsidiaries
Fair Value
Amortized Cost	1,642	1,642	1,642
Fair Value	$ 1,642	$ 1,642	$ 1,642

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Investment Securities (Details) - USD ($) $ in Thousands	Jun. 30, 2016	Dec. 31, 2015	Jun. 30, 2015
Securities Available for Sale, Gross Unrealized Losses
Less Than Twelve Months	$ 7	$ 3,326	$ 1,687
Twelve Months or More	299	1,219	2,006
Securities Available for Sale, Fair Value
Less Than Twelve Months	17,142	439,359	192,075
Twelve Months or More	3,918	45,470	60,293
State and municipal obligations
Securities Available for Sale, Gross Unrealized Losses
Less Than Twelve Months	4	9	203
Twelve Months or More		105	218
Securities Available for Sale, Fair Value
Less Than Twelve Months	1,356	3,755	21,044
Twelve Months or More		2,650	4,162
Government-sponsored entities debt
Securities Available for Sale, Gross Unrealized Losses
Less Than Twelve Months		717	513
Twelve Months or More		392	863
Securities Available for Sale, Fair Value
Less Than Twelve Months		88,224	47,096
Twelve Months or More		17,598	32,112
Mortgage-backed securities.
Securities Available for Sale, Gross Unrealized Losses
Less Than Twelve Months	3	2,600	971
Twelve Months or More	28	430	472
Securities Available for Sale, Fair Value
Less Than Twelve Months	15,786	347,380	123,935
Twelve Months or More	2,447	23,772	22,240
Common Stock
Securities Available for Sale, Gross Unrealized Losses
Twelve Months or More	271	292	453
Securities Available for Sale, Fair Value
Twelve Months or More	$ 1,471	$ 1,450	$ 1,779

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Loans and Allowance for Loan Losses (Details) - USD ($) $ in Thousands	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2015	Jun. 30, 2015	Mar. 31, 2015	Dec. 31, 2014
Non-acquired loans
Loans and Allowance for Loan Losses
Total loans	$ 4,816,875		$ 4,220,726	$ 3,788,399
Less allowance for loan losses	(36,939)	$ (35,115)	(34,090)	(34,782)	$ (33,538)	$ (34,539)
Loans, net	4,779,936		4,186,636	3,753,617
Acquired credit impaired loans
Loans and Allowance for Loan Losses
Total loans	662,587			828,670
Less allowance for loan losses			(3,706)			(7,365)
Loans, net	658,835		635,411	710,823
Acquired non-credit impaired loans
Loans and Allowance for Loan Losses
Total loans	941,886			1,171,672
Loans, net	941,886		1,041,491	1,163,613
Residential real estate | Acquired credit impaired loans
Loans and Allowance for Loan Losses
Total loans	285,518			348,687
Less allowance for loan losses			(2,986)			(4,387)
Commercial non-owner occupied real estate | Non-acquired loans
Loans and Allowance for Loan Losses
Total loans	1,120,047		889,756	720,478
Commercial non-owner occupied real estate | Non-acquired loans | Construction and land development
Loans and Allowance for Loan Losses
Total loans	533,219		401,979	368,954
Less allowance for loan losses	(4,665)	(4,482)	(4,116)	(4,998)	(5,399)	(5,666)
Commercial non-owner occupied real estate | Non-acquired loans | Other commercial non-owner occupied real estate
Loans and Allowance for Loan Losses
Total loans	586,828		487,777	351,524
Less allowance for loan losses	(4,656)	(3,923)	(3,568)	(3,038)	(3,131)	(3,154)
Commercial non-owner occupied real estate | Acquired credit impaired loans | Construction and land development
Loans and Allowance for Loan Losses
Total loans	48,274			59,819
Less allowance for loan losses			(177)			(336)
Commercial non-owner occupied real estate | Acquired credit impaired loans | Other commercial non-owner occupied real estate
Loans and Allowance for Loan Losses
Total loans	225,460			288,756
Less allowance for loan losses			(56)			(1,444)
Commercial non-owner occupied real estate | Acquired non-credit impaired loans | Construction and land development
Loans and Allowance for Loan Losses
Total loans	12,516			17,762
Commercial non-owner occupied real estate | Acquired non-credit impaired loans | Other commercial non-owner occupied real estate
Loans and Allowance for Loan Losses
Total loans	36,904			43,123
Commercial owner occupied real estate loan | Non-acquired loans
Loans and Allowance for Loan Losses
Total loans	1,083,051		1,033,398	975,701
Less allowance for loan losses	(8,003)	(8,179)	(8,341)	(8,684)	(7,871)	(8,415)
Commercial owner occupied real estate loan | Acquired non-credit impaired loans
Loans and Allowance for Loan Losses
Total loans	32,267			49,334
Consumer real estate | Non-acquired loans
Loans and Allowance for Loan Losses
Total loans	1,455,624		1,338,239	1,207,047
Consumer real estate | Non-acquired loans | Home equity loans
Loans and Allowance for Loan Losses
Total loans	345,957		319,255	300,074
Less allowance for loan losses	(3,148)	(3,097)	(2,929)	(2,868)	(2,785)	(2,829)
Consumer real estate | Non-acquired loans | Consumer
Loans and Allowance for Loan Losses
Total loans	1,820,173		1,617,916	1,480,532
Consumer real estate | Non-acquired loans | Consumer Owner Occupied Loans
Loans and Allowance for Loan Losses
Total loans	1,109,667		1,018,984	906,973
Less allowance for loan losses	(7,530)	(7,345)	(7,212)	(7,125)	(7,041)	(6,866)
Consumer real estate | Acquired credit impaired loans
Loans and Allowance for Loan Losses
Total loans	64,114			77,083
Less allowance for loan losses			(313)			(275)
Consumer real estate | Acquired non-credit impaired loans | Home equity loans
Loans and Allowance for Loan Losses
Total loans	177,946			210,734
Consumer real estate | Acquired non-credit impaired loans | Consumer Owner Occupied Loans
Loans and Allowance for Loan Losses
Total loans	466,479			574,697
Commercial and industrial | Non-acquired loans
Loans and Allowance for Loan Losses
Total loans	611,901		503,808	448,247
Less allowance for loan losses	(4,269)	(3,951)	(3,974)	(3,983)	(3,460)	(3,561)
Commercial and industrial | Acquired credit impaired loans
Loans and Allowance for Loan Losses
Total loans	27,961			38,894
Less allowance for loan losses			(174)			(718)
Commercial and industrial | Acquired non-credit impaired loans
Loans and Allowance for Loan Losses
Total loans	15,598			31,762
Other income producing property | Non-acquired loans
Loans and Allowance for Loan Losses
Total loans	181,703		175,848	163,441
Less allowance for loan losses	(1,812)	(1,802)	(1,963)	(2,019)	(1,980)	(2,232)
Other income producing property | Acquired non-credit impaired loans
Loans and Allowance for Loan Losses
Total loans	44,873			58,987
Consumer | Non-acquired loans
Loans and Allowance for Loan Losses
Total loans	272,957		233,104	209,544
Less allowance for loan losses	(2,014)	(1,785)	(1,694)	(1,608)	(1,422)	(1,367)
Consumer | Acquired non-credit impaired loans
Loans and Allowance for Loan Losses
Total loans	155,303			185,273
Commercial | Non-acquired loans
Loans and Allowance for Loan Losses
Total loans	2,996,702		2,602,810	2,307,867
Single pay loans | Acquired credit impaired loans
Loans and Allowance for Loan Losses
Total loans				58
Less allowance for loan losses						(70)
Other loans | Non-acquired loans
Loans and Allowance for Loan Losses
Total loans	91,592		46,573	63,941
Less allowance for loan losses	(842)	$ (551)	$ (293)	(459)	$ (449)	(449)
Commercial loans 1000000 or more | Acquired credit impaired loans
Loans and Allowance for Loan Losses
Total loans	$ 11,260			$ 15,373
Less allowance for loan losses						$ (135)

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Loans and Allowance for Loan Losses - Summary of acquired non credit impaired loans - (Details) - USD ($) $ in Thousands	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2015	Jun. 30, 2015	Mar. 31, 2015	Dec. 31, 2014
Acquired credit impaired loans
Loans and Allowance for Loan Losses
Total acquired loans	$ 662,587		$ 737,576	$ 828,670
Less allowance for loan losses	(3,752)	$ (3,877)	(3,706)	(4,689)	$ (4,717)
Acquired loans, net	658,835		733,870	823,981		$ 919,402
Acquired non-credit impaired loans
Loans and Allowance for Loan Losses
Total acquired loans	941,886		1,049,538	1,171,672
Unamortized Discounts	14,000		16,800	20,200
Residential real estate | Acquired credit impaired loans
Loans and Allowance for Loan Losses
Total acquired loans	285,518		313,319	348,687
Less allowance for loan losses	(2,592)	(2,863)		(3,184)	(3,320)
Commercial non-owner occupied real estate | Acquired non-credit impaired loans
Loans and Allowance for Loan Losses
Total acquired loans	49,420		53,952	60,885
Commercial owner occupied real estate loan | Acquired non-credit impaired loans
Loans and Allowance for Loan Losses
Total acquired loans	32,267		39,220	49,334
Consumer real estate | Acquired credit impaired loans
Loans and Allowance for Loan Losses
Total acquired loans	64,114		70,734	77,083
Less allowance for loan losses	(778)	(606)		(449)	(244)
Consumer real estate | Acquired non-credit impaired loans
Loans and Allowance for Loan Losses
Total acquired loans	644,425		709,075	785,431
Commercial and industrial | Acquired credit impaired loans
Loans and Allowance for Loan Losses
Total acquired loans	27,961		31,193	38,894
Less allowance for loan losses	(196)	(208)		(197)	(219)
Commercial and industrial | Acquired non-credit impaired loans
Loans and Allowance for Loan Losses
Total acquired loans	15,598		25,475	31,762
Other income producing property | Acquired non-credit impaired loans
Loans and Allowance for Loan Losses
Total acquired loans	44,873		51,169	58,987
Consumer | Acquired credit impaired loans
Loans and Allowance for Loan Losses
Total acquired loans	64,114		70,734	77,083
Consumer | Acquired non-credit impaired loans
Loans and Allowance for Loan Losses
Total acquired loans	155,303		170,647	185,273
Commercial | Acquired non-credit impaired loans
Loans and Allowance for Loan Losses
Total acquired loans	142,158		169,816	200,968
Single pay loans | Acquired credit impaired loans
Loans and Allowance for Loan Losses
Total acquired loans				58
Less allowance for loan losses				(49)	(49)
Commercial loans 1000000 or more | Acquired credit impaired loans
Loans and Allowance for Loan Losses
Total acquired loans	11,260		12,628	15,373
Less allowance for loan losses				66	64
Construction and land development | Commercial non-owner occupied real estate | Acquired credit impaired loans
Loans and Allowance for Loan Losses
Total acquired loans	48,274		54,272	59,819
Less allowance for loan losses	(151)	(154)		(344)	(400)
Construction and land development | Commercial non-owner occupied real estate | Acquired non-credit impaired loans
Loans and Allowance for Loan Losses
Total acquired loans	12,516		13,849	17,762
Other commercial non-owner occupied real estate | Acquired credit impaired loans
Loans and Allowance for Loan Losses
Total acquired loans			255,430
Other commercial non-owner occupied real estate | Commercial non-owner occupied real estate | Acquired credit impaired loans
Loans and Allowance for Loan Losses
Total acquired loans	225,460		255,430	288,756
Less allowance for loan losses	(35)	$ (46)		(532)	$ (549)
Other commercial non-owner occupied real estate | Commercial non-owner occupied real estate | Acquired non-credit impaired loans
Loans and Allowance for Loan Losses
Total acquired loans	36,904		40,103	43,123
Home equity loans | Consumer real estate | Acquired non-credit impaired loans
Loans and Allowance for Loan Losses
Total acquired loans	177,946		190,968	210,734
Consumer | Consumer real estate | Acquired non-credit impaired loans
Loans and Allowance for Loan Losses
Total acquired loans	155,303		170,647	185,273
Other Consumer | Consumer real estate | Acquired non-credit impaired loans
Loans and Allowance for Loan Losses
Total acquired loans	799,728		879,722	970,704
Consumer Owner Occupied Loans | Consumer real estate | Acquired non-credit impaired loans
Loans and Allowance for Loan Losses
Total acquired loans	$ 466,479		$ 518,107	$ 574,697

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Loans and Allowance for Loan Losses - Table of loan payment estimates - (Details) - USD ($) $ in Thousands	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2015	Jun. 30, 2015	Mar. 31, 2015
Acquired credit impaired loans
Contractual loan payments receivable, estimates of amounts not expected to be collected, other fair value adjustments and the resulting fair values of acquired loans
Contractual principal and interest	$ 861,401		$ 968,857	$ 1,093,583
Non-accretable difference	(23,294)		(29,743)	(64,121)
Cash flows expected to be collected	838,107		939,114	1,029,462
Accretable yield	(175,520)		(201,538)	(200,792)
Total acquired loans	662,587		737,576	828,670
Allowance for loan losses on acquired loans	(3,752)	$ (3,877)	(3,706)	(4,689)	$ (4,717)
Acquired non-credit impaired loans
Contractual loan payments receivable, estimates of amounts not expected to be collected, other fair value adjustments and the resulting fair values of acquired loans
Total acquired loans	941,886		1,049,538	1,171,672
Residential real estate | Acquired credit impaired loans
Contractual loan payments receivable, estimates of amounts not expected to be collected, other fair value adjustments and the resulting fair values of acquired loans
Total acquired loans	285,518		313,319	348,687
Allowance for loan losses on acquired loans	(2,592)	(2,863)		(3,184)	(3,320)
Commercial non-owner occupied real estate | Acquired non-credit impaired loans
Contractual loan payments receivable, estimates of amounts not expected to be collected, other fair value adjustments and the resulting fair values of acquired loans
Total acquired loans	49,420		53,952	60,885
Commercial owner occupied real estate loan | Acquired non-credit impaired loans
Contractual loan payments receivable, estimates of amounts not expected to be collected, other fair value adjustments and the resulting fair values of acquired loans
Total acquired loans	32,267		39,220	49,334
Consumer real estate | Acquired credit impaired loans
Contractual loan payments receivable, estimates of amounts not expected to be collected, other fair value adjustments and the resulting fair values of acquired loans
Total acquired loans	64,114		70,734	77,083
Allowance for loan losses on acquired loans	(778)	(606)		(449)	(244)
Consumer real estate | Acquired non-credit impaired loans
Contractual loan payments receivable, estimates of amounts not expected to be collected, other fair value adjustments and the resulting fair values of acquired loans
Total acquired loans	644,425		709,075	785,431
Commercial and industrial | Acquired credit impaired loans
Contractual loan payments receivable, estimates of amounts not expected to be collected, other fair value adjustments and the resulting fair values of acquired loans
Total acquired loans	27,961		31,193	38,894
Allowance for loan losses on acquired loans	(196)	(208)		(197)	(219)
Commercial and industrial | Acquired non-credit impaired loans
Contractual loan payments receivable, estimates of amounts not expected to be collected, other fair value adjustments and the resulting fair values of acquired loans
Total acquired loans	15,598		25,475	31,762
Other income producing property | Acquired non-credit impaired loans
Contractual loan payments receivable, estimates of amounts not expected to be collected, other fair value adjustments and the resulting fair values of acquired loans
Total acquired loans	44,873		51,169	58,987
Consumer | Acquired credit impaired loans
Contractual loan payments receivable, estimates of amounts not expected to be collected, other fair value adjustments and the resulting fair values of acquired loans
Total acquired loans	64,114		70,734	77,083
Consumer | Acquired non-credit impaired loans
Contractual loan payments receivable, estimates of amounts not expected to be collected, other fair value adjustments and the resulting fair values of acquired loans
Total acquired loans	155,303		170,647	185,273
Commercial | Acquired non-credit impaired loans
Contractual loan payments receivable, estimates of amounts not expected to be collected, other fair value adjustments and the resulting fair values of acquired loans
Total acquired loans	142,158		169,816	200,968
Single pay loans | Acquired credit impaired loans
Contractual loan payments receivable, estimates of amounts not expected to be collected, other fair value adjustments and the resulting fair values of acquired loans
Total acquired loans				58
Allowance for loan losses on acquired loans				(49)	(49)
Commercial loans 1000000 or more | Acquired credit impaired loans
Contractual loan payments receivable, estimates of amounts not expected to be collected, other fair value adjustments and the resulting fair values of acquired loans
Total acquired loans	11,260		12,628	15,373
Allowance for loan losses on acquired loans				66	64
Construction and land development | Commercial non-owner occupied real estate | Acquired credit impaired loans
Contractual loan payments receivable, estimates of amounts not expected to be collected, other fair value adjustments and the resulting fair values of acquired loans
Total acquired loans	48,274		54,272	59,819
Allowance for loan losses on acquired loans	(151)	(154)		(344)	(400)
Construction and land development | Commercial non-owner occupied real estate | Acquired non-credit impaired loans
Contractual loan payments receivable, estimates of amounts not expected to be collected, other fair value adjustments and the resulting fair values of acquired loans
Total acquired loans	12,516		13,849	17,762
Other commercial non-owner occupied real estate | Acquired credit impaired loans
Contractual loan payments receivable, estimates of amounts not expected to be collected, other fair value adjustments and the resulting fair values of acquired loans
Total acquired loans			255,430
Other commercial non-owner occupied real estate | Commercial non-owner occupied real estate | Acquired credit impaired loans
Contractual loan payments receivable, estimates of amounts not expected to be collected, other fair value adjustments and the resulting fair values of acquired loans
Total acquired loans	225,460		255,430	288,756
Allowance for loan losses on acquired loans	(35)	$ (46)		(532)	$ (549)
Other commercial non-owner occupied real estate | Commercial non-owner occupied real estate | Acquired non-credit impaired loans
Contractual loan payments receivable, estimates of amounts not expected to be collected, other fair value adjustments and the resulting fair values of acquired loans
Total acquired loans	36,904		40,103	43,123
Home equity loans | Consumer real estate | Acquired non-credit impaired loans
Contractual loan payments receivable, estimates of amounts not expected to be collected, other fair value adjustments and the resulting fair values of acquired loans
Total acquired loans	177,946		190,968	210,734
Consumer | Consumer real estate | Acquired non-credit impaired loans
Contractual loan payments receivable, estimates of amounts not expected to be collected, other fair value adjustments and the resulting fair values of acquired loans
Total acquired loans	155,303		170,647	185,273
Other Consumer | Consumer real estate | Acquired non-credit impaired loans
Contractual loan payments receivable, estimates of amounts not expected to be collected, other fair value adjustments and the resulting fair values of acquired loans
Total acquired loans	799,728		879,722	970,704
Consumer Owner Occupied Loans | Consumer real estate | Acquired non-credit impaired loans
Contractual loan payments receivable, estimates of amounts not expected to be collected, other fair value adjustments and the resulting fair values of acquired loans
Total acquired loans	$ 466,479		$ 518,107	$ 574,697

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Loans and Allowance for Loan Losses - Changes in the carrying value of acquired credit impaired loans - (Details) - Acquired credit impaired loans - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015
Changes in the carrying value of acquired loans at the acquisition date
Balance at the beginning of the period	$ 733,870	$ 919,402
Net reductions for payments, foreclosures, and accretion	(74,989)	(98,097)
Change in the allowance for loan losses on acquired loans	(46)	2,676
Balance at the end of the period	658,835	823,981
Changes in the carrying amount of accretable difference for acquired impaired and non-impaired loans
Balance at beginning of period	201,538	306,826
Accretion	(39,522)	(51,220)
Reclass of nonaccretable difference due to improvement in expected cash flows	13,146	15,401
Other changes, net	358	(70,215)
Balance at end of period	175,520	200,792
Decline in accretable yield balance	64,100	$ 19,200
Impairment of acquired loans	$ 0

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Loans and Allowance for Loan Losses - Aggregated analysis of the changes in allowance for loan losses - (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Changes in allowance for loan losses
Balance at beginning of period	$ 38,992	$ 38,255	$ 37,796	$ 41,904
Loans charged-off	(1,789)	(2,238)	(3,805)	(5,045)
Recoveries of loans previously charged off	932	573	1,786	1,648
Net charge-offs	(857)	(1,665)	(2,019)	(3,397)
Provision (benefit)	2,728	3,145	5,263	3,942
Benefits attributable to FDIC loss share agreements net			23	21
Total provision for loan losses charged to operations	2,728	3,145	5,286	3,963
Provision for loan losses recorded through the FDIC loss share receivable			23	(21)
Reduction due to loan removals	(172)	(264)	(349)	(2,978)
Balance at end of period	40,691	39,471	40,691	39,471
Non-acquired loans
Changes in allowance for loan losses
Balance at beginning of period	35,115	33,538	34,090	34,539
Loans charged-off	(1,557)	(1,680)	(3,276)	(2,676)
Recoveries of loans previously charged off	881	548	1,645	1,598
Net charge-offs	(676)	(1,132)	(1,631)	(1,078)
Provision (benefit)	2,500	2,376	4,480	1,321
Total provision for loan losses charged to operations	2,500	2,376	4,480	1,321
Balance at end of period	36,939	34,782	36,939	34,782
Acquired credit impaired loans
Changes in allowance for loan losses
Balance at beginning of period	3,877	4,717	3,706	7,365
Provision (benefit)	47	236	395	302
Benefits attributable to FDIC loss share agreements net			23	21
Benefits attributable to FDIC loss share agreements				21
Total provision for loan losses charged to operations	47	236	418	323
Provision for loan losses recorded through the FDIC loss share receivable			23	(21)
Reduction due to loan removals	(172)	(264)	(349)	(2,978)
Balance at end of period	3,752	4,689	3,752	4,689
Acquired non-credit impaired loans
Changes in allowance for loan losses
Loans charged-off	(232)	(558)	(529)	(2,369)
Recoveries of loans previously charged off	51	25	141	50
Net charge-offs	(181)	(533)	(388)	(2,319)
Provision (benefit)	181	533	388	2,319
Total provision for loan losses charged to operations	181	533	388	2,319
Residential real estate | Acquired credit impaired loans
Changes in allowance for loan losses
Provision (benefit)	(165)	2	(180)	21
Benefits attributable to FDIC loss share agreements net			23
Total provision for loan losses charged to operations	(165)	2	(157)	21
Provision for loan losses recorded through the FDIC loss share receivable			23
Reduction due to loan removals	(106)	(138)	(214)	(1,224)
Balance at end of period	2,592	3,184	2,592	3,184
Commercial non-owner occupied real estate | Non-acquired loans | Construction and land development
Changes in allowance for loan losses
Loans charged-off	(159)	(55)	(159)	(100)
Recoveries of loans previously charged off	442	94	607	134
Total provision for loan losses charged to operations	(100)	(440)	101	(702)
Commercial non-owner occupied real estate | Non-acquired loans | Other commercial non-owner occupied real estate
Changes in allowance for loan losses
Loans charged-off		(72)		(83)
Recoveries of loans previously charged off	15	21	31	29
Total provision for loan losses charged to operations	718	(42)	1,057	(62)
Commercial non-owner occupied real estate | Acquired credit impaired loans | Construction and land development
Changes in allowance for loan losses
Provision (benefit)		1		10
Total provision for loan losses charged to operations		1		10
Reduction due to loan removals	(3)	(57)	(26)	(2)
Balance at end of period	151	344	151	344
Commercial non-owner occupied real estate | Acquired credit impaired loans | Other commercial non-owner occupied real estate
Changes in allowance for loan losses
Provision (benefit)			1	3
Total provision for loan losses charged to operations			1	3
Reduction due to loan removals	(11)	(17)	(22)	(915)
Balance at end of period	35	532	35	532
Commercial non-owner occupied real estate | Acquired non-credit impaired loans | Construction and land development
Changes in allowance for loan losses
Recoveries of loans previously charged off	1	1	2	2
Total provision for loan losses charged to operations	(1)	(1)	(2)	(2)
Commercial owner occupied real estate loan | Non-acquired loans
Changes in allowance for loan losses
Loans charged-off	(59)	(546)	(101)	(552)
Recoveries of loans previously charged off	14	9	21	16
Total provision for loan losses charged to operations	(131)	1,350	(258)	805
Consumer real estate | Non-acquired loans | Home equity loans
Changes in allowance for loan losses
Loans charged-off	(324)	(122)	(767)	(208)
Recoveries of loans previously charged off	87	67	175	110
Total provision for loan losses charged to operations	288	138	811	137
Consumer real estate | Acquired credit impaired loans
Changes in allowance for loan losses
Provision (benefit)	217	233	534	391
Benefits attributable to FDIC loss share agreements				(107)
Total provision for loan losses charged to operations	217	233	534	284
Provision for loan losses recorded through the FDIC loss share receivable				107
Reduction due to loan removals	(45)	(28)	(69)	(217)
Balance at end of period	778	449	778	449
Consumer real estate | Acquired non-credit impaired loans | Home equity loans
Changes in allowance for loan losses
Loans charged-off	(42)	(331)	(186)	(1,381)
Recoveries of loans previously charged off	24	14	108	17
Total provision for loan losses charged to operations	18	317	78	1,364
Commercial and industrial | Non-acquired loans
Changes in allowance for loan losses
Loans charged-off	(20)	(116)	(327)	(255)
Recoveries of loans previously charged off	55	67	103	666
Total provision for loan losses charged to operations	283	572	519	11
Commercial and industrial | Acquired credit impaired loans
Changes in allowance for loan losses
Provision (benefit)	(5)		40	(122)
Benefits attributable to FDIC loss share agreements				127
Total provision for loan losses charged to operations	(5)		40	5
Provision for loan losses recorded through the FDIC loss share receivable				(127)
Reduction due to loan removals	(7)	(22)	(18)	(399)
Balance at end of period	196	197	196	197
Commercial and industrial | Acquired non-credit impaired loans
Changes in allowance for loan losses
Loans charged-off	(4)	(10)	(7)	(113)
Recoveries of loans previously charged off		10	2	15
Total provision for loan losses charged to operations	4		5	98
Other income producing property | Non-acquired loans
Changes in allowance for loan losses
Loans charged-off	(7)	(11)	(7)	(13)
Recoveries of loans previously charged off	35	55	39	66
Total provision for loan losses charged to operations	(18)	(5)	(183)	(266)
Other income producing property | Acquired non-credit impaired loans
Changes in allowance for loan losses
Loans charged-off				(4)
Recoveries of loans previously charged off			1	1
Total provision for loan losses charged to operations			(1)	3
Consumer | Non-acquired loans
Changes in allowance for loan losses
Loans charged-off	(859)	(714)	(1,786)	(1,421)
Recoveries of loans previously charged off	216	215	571	532
Total provision for loan losses charged to operations	872	685	1,535	1,130
Consumer | Acquired non-credit impaired loans
Changes in allowance for loan losses
Loans charged-off	(186)	(178)	(336)	(504)
Recoveries of loans previously charged off	23		22	10
Total provision for loan losses charged to operations	163	178	314	494
Single pay loans | Acquired credit impaired loans
Changes in allowance for loan losses
Provision (benefit)				(1)
Benefits attributable to FDIC loss share agreements				1
Provision for loan losses recorded through the FDIC loss share receivable				(1)
Reduction due to loan removals				(20)
Balance at end of period		49		49
Other loans | Non-acquired loans
Changes in allowance for loan losses
Total provision for loan losses charged to operations	$ 291	10	$ 549	10
Commercial loans 1000000 or more | Acquired credit impaired loans
Changes in allowance for loan losses
Reduction due to loan removals		(2)		(201)
Balance at end of period		$ (66)		$ (66)

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Loans and Allowance for Loan Losses - Disaggregated analysis of activity in for allowances for non acquired loans - (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015	Dec. 31, 2015
Allowance for loan losses:
Charge-offs	$ (1,789)	$ (2,238)	$ (3,805)	$ (5,045)
Recoveries	932	573	1,786	1,648
Provision (benefit)	2,728	3,145	5,286	3,963
Non-acquired loans
Allowance for loan losses:
Balance at beginning of period	35,115	33,538	34,090	34,539
Charge-offs	(1,557)	(1,680)	(3,276)	(2,676)
Recoveries	881	548	1,645	1,598
Provision (benefit)	2,500	2,376	4,480	1,321
Balance at end of period	36,939	34,782	36,939	34,782
Loans individually evaluated for impairment	1,507	1,311	1,507	1,311
Loans collectively evaluated for impairment	35,432	33,471	35,432	33,471
Loans:
Loans individually evaluated for impairment	24,323	31,116	24,323	31,116
Loans collectively evaluated for impairment	4,792,552	3,757,283	4,792,552	3,757,283
Total loans	4,816,875	3,788,399	4,816,875	3,788,399	$ 4,220,726
Acquired credit impaired loans
Allowance for loan losses:
Balance at beginning of period			3,706	7,365
Provision (benefit)	47	236	418	323
Loans collectively evaluated for impairment	3,752	4,689	3,752	4,689
Loans:
Loans collectively evaluated for impairment	662,587	828,670	662,587	828,670
Total loans	662,587	828,670	662,587	828,670
Acquired non-credit impaired loans
Allowance for loan losses:
Charge-offs	(232)	(558)	(529)	(2,369)
Recoveries	51	25	141	50
Provision (benefit)	181	533	388	2,319
Loans:
Loans collectively evaluated for impairment	941,886	1,171,672	941,886	1,171,672
Total loans	941,886	1,171,672	941,886	1,171,672
Residential real estate | Acquired credit impaired loans
Allowance for loan losses:
Balance at beginning of period			2,986	4,387
Provision (benefit)	(165)	2	(157)	21
Loans collectively evaluated for impairment	2,592	3,184	2,592	3,184
Loans:
Loans collectively evaluated for impairment	285,518	348,687	285,518	348,687
Total loans	285,518	348,687	285,518	348,687
Commercial non-owner occupied real estate | Non-acquired loans
Loans:
Total loans	1,120,047	720,478	1,120,047	720,478	889,756
Commercial non-owner occupied real estate | Non-acquired loans | Construction and land development
Allowance for loan losses:
Balance at beginning of period	4,482	5,399	4,116	5,666
Charge-offs	(159)	(55)	(159)	(100)
Recoveries	442	94	607	134
Provision (benefit)	(100)	(440)	101	(702)
Balance at end of period	4,665	4,998	4,665	4,998
Loans individually evaluated for impairment	751	591	751	591
Loans collectively evaluated for impairment	3,914	4,407	3,914	4,407
Loans:
Loans individually evaluated for impairment	4,093	5,110	4,093	5,110
Loans collectively evaluated for impairment	529,126	363,844	529,126	363,844
Total loans	533,219	368,954	533,219	368,954	401,979
Commercial non-owner occupied real estate | Non-acquired loans | Other commercial non-owner occupied real estate
Allowance for loan losses:
Balance at beginning of period	3,923	3,131	3,568	3,154
Charge-offs		(72)		(83)
Recoveries	15	21	31	29
Provision (benefit)	718	(42)	1,057	(62)
Balance at end of period	4,656	3,038	4,656	3,038
Loans individually evaluated for impairment	202	27	202	27
Loans collectively evaluated for impairment	4,454	3,011	4,454	3,011
Loans:
Loans individually evaluated for impairment	1,219	2,610	1,219	2,610
Loans collectively evaluated for impairment	585,609	348,914	585,609	348,914
Total loans	586,828	351,524	586,828	351,524	487,777
Commercial non-owner occupied real estate | Acquired credit impaired loans | Construction and land development
Allowance for loan losses:
Balance at beginning of period			177	336
Provision (benefit)		1		10
Loans collectively evaluated for impairment	151	344	151	344
Loans:
Loans collectively evaluated for impairment	48,274	59,819	48,274	59,819
Total loans	48,274	59,819	48,274	59,819
Commercial non-owner occupied real estate | Acquired credit impaired loans | Other commercial non-owner occupied real estate
Allowance for loan losses:
Balance at beginning of period			56	1,444
Provision (benefit)			1	3
Loans collectively evaluated for impairment	35	532	35	532
Loans:
Loans collectively evaluated for impairment	225,460	288,756	225,460	288,756
Total loans	225,460	288,756	225,460	288,756
Commercial non-owner occupied real estate | Acquired non-credit impaired loans | Construction and land development
Allowance for loan losses:
Recoveries	1	1	2	2
Provision (benefit)	(1)	(1)	(2)	(2)
Loans:
Loans collectively evaluated for impairment	12,516	17,762	12,516	17,762
Total loans	12,516	17,762	12,516	17,762
Commercial non-owner occupied real estate | Acquired non-credit impaired loans | Other commercial non-owner occupied real estate
Loans:
Loans collectively evaluated for impairment	36,904	43,123	36,904	43,123
Total loans	36,904	43,123	36,904	43,123
Commercial owner occupied real estate loan | Non-acquired loans
Allowance for loan losses:
Balance at beginning of period	8,179	7,871	8,341	8,415
Charge-offs	(59)	(546)	(101)	(552)
Recoveries	14	9	21	16
Provision (benefit)	(131)	1,350	(258)	805
Balance at end of period	8,003	8,684	8,003	8,684
Loans individually evaluated for impairment	67	81	67	81
Loans collectively evaluated for impairment	7,936	8,603	7,936	8,603
Loans:
Loans individually evaluated for impairment	6,972	10,971	6,972	10,971
Loans collectively evaluated for impairment	1,076,079	964,730	1,076,079	964,730
Total loans	1,083,051	975,701	1,083,051	975,701	1,033,398
Commercial owner occupied real estate loan | Acquired non-credit impaired loans
Loans:
Loans collectively evaluated for impairment	32,267	49,334	32,267	49,334
Total loans	32,267	49,334	32,267	49,334
Consumer real estate | Non-acquired loans
Loans:
Total loans	1,455,624	1,207,047	1,455,624	1,207,047	1,338,239
Consumer real estate | Non-acquired loans | Home equity loans
Allowance for loan losses:
Balance at beginning of period	3,097	2,785	2,929	2,829
Charge-offs	(324)	(122)	(767)	(208)
Recoveries	87	67	175	110
Provision (benefit)	288	138	811	137
Balance at end of period	3,148	2,868	3,148	2,868
Loans individually evaluated for impairment	38	1	38	1
Loans collectively evaluated for impairment	3,110	2,867	3,110	2,867
Loans:
Loans individually evaluated for impairment	2,177	234	2,177	234
Loans collectively evaluated for impairment	343,780	299,840	343,780	299,840
Total loans	345,957	300,074	345,957	300,074	319,255
Consumer real estate | Non-acquired loans | Consumer
Loans:
Total loans	1,820,173	1,480,532	1,820,173	1,480,532	1,617,916
Consumer real estate | Non-acquired loans | Consumer Owner Occupied Loans
Allowance for loan losses:
Balance at beginning of period	7,345	7,041	7,212	6,866
Charge-offs	(129)	(44)	(129)	(44)
Recoveries	17	20	98	45
Provision (benefit)	297	108	349	258
Balance at end of period	7,530	7,125	7,530	7,125
Loans individually evaluated for impairment	55	118	55	118
Loans collectively evaluated for impairment	7,475	7,007	7,475	7,007
Loans:
Loans individually evaluated for impairment	3,967	6,322	3,967	6,322
Loans collectively evaluated for impairment	1,105,700	900,651	1,105,700	900,651
Total loans	1,109,667	906,973	1,109,667	906,973	1,018,984
Consumer real estate | Acquired credit impaired loans
Allowance for loan losses:
Balance at beginning of period			313	275
Provision (benefit)	217	233	534	284
Loans collectively evaluated for impairment	778	449	778	449
Loans:
Loans collectively evaluated for impairment	64,114	77,083	64,114	77,083
Total loans	64,114	77,083	64,114	77,083
Consumer real estate | Acquired non-credit impaired loans | Home equity loans
Allowance for loan losses:
Charge-offs	(42)	(331)	(186)	(1,381)
Recoveries	24	14	108	17
Provision (benefit)	18	317	78	1,364
Loans:
Loans collectively evaluated for impairment	177,946	210,734	177,946	210,734
Total loans	177,946	210,734	177,946	210,734
Consumer real estate | Acquired non-credit impaired loans | Consumer Owner Occupied Loans
Allowance for loan losses:
Charge-offs		(39)		(367)
Recoveries	3		6	5
Provision (benefit)	(3)	39	(6)	362
Loans:
Loans collectively evaluated for impairment	466,479	574,697	466,479	574,697
Total loans	466,479	574,697	466,479	574,697
Commercial and industrial | Non-acquired loans
Allowance for loan losses:
Balance at beginning of period	3,951	3,460	3,974	3,561
Charge-offs	(20)	(116)	(327)	(255)
Recoveries	55	67	103	666
Provision (benefit)	283	572	519	11
Balance at end of period	4,269	3,983	4,269	3,983
Loans individually evaluated for impairment	14	19	14	19
Loans collectively evaluated for impairment	4,255	3,964	4,255	3,964
Loans:
Loans individually evaluated for impairment	767	1,011	767	1,011
Loans collectively evaluated for impairment	611,134	447,236	611,134	447,236
Total loans	611,901	448,247	611,901	448,247	503,808
Commercial and industrial | Acquired credit impaired loans
Allowance for loan losses:
Balance at beginning of period			174	718
Provision (benefit)	(5)		40	5
Loans collectively evaluated for impairment	196	197	196	197
Loans:
Loans collectively evaluated for impairment	27,961	38,894	27,961	38,894
Total loans	27,961	38,894	27,961	38,894
Commercial and industrial | Acquired non-credit impaired loans
Allowance for loan losses:
Charge-offs	(4)	(10)	(7)	(113)
Recoveries		10	2	15
Provision (benefit)	4		5	98
Loans:
Loans collectively evaluated for impairment	15,598	31,762	15,598	31,762
Total loans	15,598	31,762	15,598	31,762
Other income producing property | Non-acquired loans
Allowance for loan losses:
Balance at beginning of period	1,802	1,980	1,963	2,232
Charge-offs	(7)	(11)	(7)	(13)
Recoveries	35	55	39	66
Provision (benefit)	(18)	(5)	(183)	(266)
Balance at end of period	1,812	2,019	1,812	2,019
Loans individually evaluated for impairment	376	472	376	472
Loans collectively evaluated for impairment	1,436	1,547	1,436	1,547
Loans:
Loans individually evaluated for impairment	5,000	4,789	5,000	4,789
Loans collectively evaluated for impairment	176,703	158,652	176,703	158,652
Total loans	181,703	163,441	181,703	163,441	175,848
Other income producing property | Acquired non-credit impaired loans
Allowance for loan losses:
Charge-offs				(4)
Recoveries			1	1
Provision (benefit)			(1)	3
Loans:
Loans collectively evaluated for impairment	44,873	58,987	44,873	58,987
Total loans	44,873	58,987	44,873	58,987
Consumer | Non-acquired loans
Allowance for loan losses:
Balance at beginning of period	1,785	1,422	1,694	1,367
Charge-offs	(859)	(714)	(1,786)	(1,421)
Recoveries	216	215	571	532
Provision (benefit)	872	685	1,535	1,130
Balance at end of period	2,014	1,608	2,014	1,608
Loans individually evaluated for impairment	4	2	4	2
Loans collectively evaluated for impairment	2,010	1,606	2,010	1,606
Loans:
Loans individually evaluated for impairment	128	69	128	69
Loans collectively evaluated for impairment	272,829	209,475	272,829	209,475
Total loans	272,957	209,544	272,957	209,544	233,104
Consumer | Acquired non-credit impaired loans
Allowance for loan losses:
Charge-offs	(186)	(178)	(336)	(504)
Recoveries	23		22	10
Provision (benefit)	163	178	314	494
Loans:
Loans collectively evaluated for impairment	155,303	185,273	155,303	185,273
Total loans	155,303	185,273	155,303	185,273
Commercial | Non-acquired loans
Loans:
Total loans	2,996,702	2,307,867	2,996,702	2,307,867	2,602,810
Single pay loans | Acquired credit impaired loans
Allowance for loan losses:
Balance at beginning of period				70
Loans collectively evaluated for impairment		49		49
Loans:
Loans collectively evaluated for impairment		58		58
Total loans		58		58
Other loans | Non-acquired loans
Allowance for loan losses:
Balance at beginning of period	551	449	293	449
Provision (benefit)	291	10	549	10
Balance at end of period	842	459	842	459
Loans collectively evaluated for impairment	842	459	842	459
Loans:
Loans collectively evaluated for impairment	91,592	63,941	91,592	63,941
Total loans	91,592	63,941	91,592	63,941	$ 46,573
Commercial loans 1000000 or more | Acquired credit impaired loans
Allowance for loan losses:
Balance at beginning of period				135
Loans collectively evaluated for impairment		(66)		(66)
Loans:
Loans collectively evaluated for impairment	11,260	15,373	11,260	15,373
Total loans	$ 11,260	$ 15,373	$ 11,260	$ 15,373

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Loans and Allowance for Loan Losses - Credit risk profile by risk grade of non acquired loans - (Details) - USD ($) $ in Thousands	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2015	Jun. 30, 2015	Dec. 31, 2014
Loans and Allowance for Loan Losses
Other Real Estate, Non Covered	$ 22,427	$ 4,200	$ 24,803	$ 26,870	$ 26,499
Non-acquired loans
Loans and Allowance for Loan Losses
Total loans	4,816,875		4,220,726	3,788,399
Non-acquired loans | Pass
Loans and Allowance for Loan Losses
Total loans	4,665,729		4,077,013	3,624,075
Non-acquired loans | Special mention
Loans and Allowance for Loan Losses
Total loans	108,107		96,261	109,455
Non-acquired loans | Substandard
Loans and Allowance for Loan Losses
Total loans	43,039		47,430	54,847
Non-acquired loans | Doubtful
Loans and Allowance for Loan Losses
Total loans			22	22
Non-acquired loans | Commercial non-owner occupied real estate
Loans and Allowance for Loan Losses
Total loans	1,120,047		889,756	720,478
Non-acquired loans | Commercial non-owner occupied real estate | Construction and land development
Loans and Allowance for Loan Losses
Total loans	533,219		401,979	368,954
Non-acquired loans | Commercial non-owner occupied real estate | Construction and land development | Pass
Loans and Allowance for Loan Losses
Total loans	518,537		382,167	344,314
Non-acquired loans | Commercial non-owner occupied real estate | Construction and land development | Special mention
Loans and Allowance for Loan Losses
Total loans	9,230		13,633	16,561
Non-acquired loans | Commercial non-owner occupied real estate | Construction and land development | Substandard
Loans and Allowance for Loan Losses
Total loans	5,452		6,179	8,079
Non-acquired loans | Commercial non-owner occupied real estate | Other commercial non-owner occupied real estate
Loans and Allowance for Loan Losses
Total loans	586,828		487,777	351,524
Non-acquired loans | Commercial non-owner occupied real estate | Other commercial non-owner occupied real estate | Pass
Loans and Allowance for Loan Losses
Total loans	569,815		471,466	331,279
Non-acquired loans | Commercial non-owner occupied real estate | Other commercial non-owner occupied real estate | Special mention
Loans and Allowance for Loan Losses
Total loans	14,859		13,912	16,885
Non-acquired loans | Commercial non-owner occupied real estate | Other commercial non-owner occupied real estate | Substandard
Loans and Allowance for Loan Losses
Total loans	2,154		2,399	3,360
Non-acquired loans | Commercial owner occupied real estate loan
Loans and Allowance for Loan Losses
Total loans	1,083,051		1,033,398	975,701
Non-acquired loans | Commercial owner occupied real estate loan | Pass
Loans and Allowance for Loan Losses
Total loans	1,041,512		994,442	927,678
Non-acquired loans | Commercial owner occupied real estate loan | Special mention
Loans and Allowance for Loan Losses
Total loans	31,631		29,478	34,974
Non-acquired loans | Commercial owner occupied real estate loan | Substandard
Loans and Allowance for Loan Losses
Total loans	9,908		9,478	13,049
Non-acquired loans | Consumer real estate
Loans and Allowance for Loan Losses
Total loans	1,455,624		1,338,239	1,207,047
Non-acquired loans | Consumer real estate | Home equity loans
Loans and Allowance for Loan Losses
Total loans	345,957		319,255	300,074
Non-acquired loans | Consumer real estate | Home equity loans | Pass
Loans and Allowance for Loan Losses
Total loans	330,270		304,744	286,603
Non-acquired loans | Consumer real estate | Home equity loans | Special mention
Loans and Allowance for Loan Losses
Total loans	8,341		8,171	7,634
Non-acquired loans | Consumer real estate | Home equity loans | Substandard
Loans and Allowance for Loan Losses
Total loans	7,346		6,318	5,815
Non-acquired loans | Consumer real estate | Home equity loans | Doubtful
Loans and Allowance for Loan Losses
Total loans			22	22
Non-acquired loans | Consumer real estate | Consumer
Loans and Allowance for Loan Losses
Total loans	1,820,173		1,617,916	1,480,532
Non-acquired loans | Consumer real estate | Consumer | Pass
Loans and Allowance for Loan Losses
Total loans	1,771,864		1,567,391	1,428,513
Non-acquired loans | Consumer real estate | Consumer | Special mention
Loans and Allowance for Loan Losses
Total loans	26,907		26,719	27,207
Non-acquired loans | Consumer real estate | Consumer | Substandard
Loans and Allowance for Loan Losses
Total loans	21,402		23,784	24,790
Non-acquired loans | Consumer real estate | Consumer | Doubtful
Loans and Allowance for Loan Losses
Total loans			22	22
Non-acquired loans | Consumer real estate | Consumer Owner Occupied Loans
Loans and Allowance for Loan Losses
Total loans	1,109,667		1,018,984	906,973
Non-acquired loans | Consumer real estate | Consumer Owner Occupied Loans | Pass
Loans and Allowance for Loan Losses
Total loans	1,078,749		984,780	870,005
Non-acquired loans | Consumer real estate | Consumer Owner Occupied Loans | Special mention
Loans and Allowance for Loan Losses
Total loans	17,814		17,777	18,679
Non-acquired loans | Consumer real estate | Consumer Owner Occupied Loans | Substandard
Loans and Allowance for Loan Losses
Total loans	13,104		16,427	18,289
Non-acquired loans | Commercial and industrial
Loans and Allowance for Loan Losses
Total loans	611,901		503,808	448,247
Non-acquired loans | Commercial and industrial | Pass
Loans and Allowance for Loan Losses
Total loans	596,879		497,572	442,354
Non-acquired loans | Commercial and industrial | Special mention
Loans and Allowance for Loan Losses
Total loans	13,441		4,472	4,497
Non-acquired loans | Commercial and industrial | Substandard
Loans and Allowance for Loan Losses
Total loans	1,581		1,764	1,396
Non-acquired loans | Other income producing property
Loans and Allowance for Loan Losses
Total loans	181,703		175,848	163,441
Non-acquired loans | Other income producing property | Pass
Loans and Allowance for Loan Losses
Total loans	167,122		163,975	149,937
Non-acquired loans | Other income producing property | Special mention
Loans and Allowance for Loan Losses
Total loans	12,039		8,047	9,331
Non-acquired loans | Other income producing property | Substandard
Loans and Allowance for Loan Losses
Total loans	2,542		3,826	4,173
Non-acquired loans | Consumer
Loans and Allowance for Loan Losses
Total loans	272,957		233,104	209,544
Non-acquired loans | Consumer | Pass
Loans and Allowance for Loan Losses
Total loans	271,253		231,294	207,964
Non-acquired loans | Consumer | Special mention
Loans and Allowance for Loan Losses
Total loans	752		771	894
Non-acquired loans | Consumer | Substandard
Loans and Allowance for Loan Losses
Total loans	952		1,039	686
Non-acquired loans | Commercial
Loans and Allowance for Loan Losses
Total loans	2,996,702		2,602,810	2,307,867
Non-acquired loans | Commercial | Pass
Loans and Allowance for Loan Losses
Total loans	2,893,865		2,509,622	2,195,562
Non-acquired loans | Commercial | Special mention
Loans and Allowance for Loan Losses
Total loans	81,200		69,542	82,248
Non-acquired loans | Commercial | Substandard
Loans and Allowance for Loan Losses
Total loans	21,637		23,646	30,057
Non-acquired loans | Other loans
Loans and Allowance for Loan Losses
Total loans	91,592		46,573	63,941
Non-acquired loans | Other loans | Pass
Loans and Allowance for Loan Losses
Total loans	91,592		$ 46,573	63,941
Acquired credit impaired loans
Loans and Allowance for Loan Losses
Total loans	662,587			828,670
Acquired credit impaired loans | Residential real estate
Loans and Allowance for Loan Losses
Total loans	285,518			348,687
Acquired credit impaired loans | Commercial non-owner occupied real estate | Construction and land development
Loans and Allowance for Loan Losses
Total loans	48,274			59,819
Acquired credit impaired loans | Commercial non-owner occupied real estate | Other commercial non-owner occupied real estate
Loans and Allowance for Loan Losses
Total loans	225,460			288,756
Acquired credit impaired loans | Consumer real estate
Loans and Allowance for Loan Losses
Total loans	64,114			77,083
Acquired credit impaired loans | Commercial and industrial
Loans and Allowance for Loan Losses
Total loans	27,961			38,894
Acquired credit impaired loans | Single pay loans
Loans and Allowance for Loan Losses
Total loans				58
Acquired credit impaired loans | Commercial loans 1000000 or more
Loans and Allowance for Loan Losses
Total loans	11,260			15,373
Acquired non-credit impaired loans
Loans and Allowance for Loan Losses
Total loans	941,886			1,171,672
Acquired non-credit impaired loans | Commercial non-owner occupied real estate | Construction and land development
Loans and Allowance for Loan Losses
Total loans	12,516			17,762
Acquired non-credit impaired loans | Commercial non-owner occupied real estate | Other commercial non-owner occupied real estate
Loans and Allowance for Loan Losses
Total loans	36,904			43,123
Acquired non-credit impaired loans | Commercial owner occupied real estate loan
Loans and Allowance for Loan Losses
Total loans	32,267			49,334
Acquired non-credit impaired loans | Consumer real estate | Home equity loans
Loans and Allowance for Loan Losses
Total loans	177,946			210,734
Acquired non-credit impaired loans | Consumer real estate | Consumer Owner Occupied Loans
Loans and Allowance for Loan Losses
Total loans	466,479			574,697
Acquired non-credit impaired loans | Commercial and industrial
Loans and Allowance for Loan Losses
Total loans	15,598			31,762
Acquired non-credit impaired loans | Other income producing property
Loans and Allowance for Loan Losses
Total loans	44,873			58,987
Acquired non-credit impaired loans | Consumer
Loans and Allowance for Loan Losses
Total loans	$ 155,303			$ 185,273

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Loans and Allowance for Loan Losses - Credit risk profile by risk grade of acquired loans - (Details) - USD ($) $ in Thousands	Jun. 30, 2016	Dec. 31, 2015	Jun. 30, 2015
Acquired credit impaired loans
Loans and Allowance for Loan Losses
Total acquired loans	$ 662,587	$ 737,576	$ 828,670
Acquired credit impaired loans | Pass
Loans and Allowance for Loan Losses
Total acquired loans	381,301	414,572	432,162
Acquired credit impaired loans | Special mention
Loans and Allowance for Loan Losses
Total acquired loans	130,498	142,378	142,888
Acquired credit impaired loans | Substandard
Loans and Allowance for Loan Losses
Total acquired loans	150,788	180,626	253,620
Acquired credit impaired loans | Other commercial non-owner occupied real estate
Loans and Allowance for Loan Losses
Total acquired loans		255,430
Acquired credit impaired loans | Other commercial non-owner occupied real estate | Pass
Loans and Allowance for Loan Losses
Total acquired loans		177,656
Acquired credit impaired loans | Other commercial non-owner occupied real estate | Special mention
Loans and Allowance for Loan Losses
Total acquired loans		37,607
Acquired credit impaired loans | Other commercial non-owner occupied real estate | Substandard
Loans and Allowance for Loan Losses
Total acquired loans		40,167
Acquired non-credit impaired loans
Loans and Allowance for Loan Losses
Total acquired loans	941,886	1,049,538	1,171,672
Acquired non-credit impaired loans | Pass
Loans and Allowance for Loan Losses
Total acquired loans	915,891	1,022,135	1,139,469
Acquired non-credit impaired loans | Special mention
Loans and Allowance for Loan Losses
Total acquired loans	7,905	7,369	9,041
Acquired non-credit impaired loans | Substandard
Loans and Allowance for Loan Losses
Total acquired loans	18,090	20,034	23,162
Residential real estate | Acquired credit impaired loans
Loans and Allowance for Loan Losses
Total acquired loans	285,518	313,319	348,687
Residential real estate | Acquired credit impaired loans | Pass
Loans and Allowance for Loan Losses
Total acquired loans	152,575	166,309	174,893
Residential real estate | Acquired credit impaired loans | Special mention
Loans and Allowance for Loan Losses
Total acquired loans	56,845	63,341	68,017
Residential real estate | Acquired credit impaired loans | Substandard
Loans and Allowance for Loan Losses
Total acquired loans	76,098	83,669	105,777
Commercial non-owner occupied real estate | Acquired credit impaired loans | Construction and land development
Loans and Allowance for Loan Losses
Total acquired loans	48,274	54,272	59,819
Commercial non-owner occupied real estate | Acquired credit impaired loans | Construction and land development | Pass
Loans and Allowance for Loan Losses
Total acquired loans	21,729	26,308	27,777
Commercial non-owner occupied real estate | Acquired credit impaired loans | Construction and land development | Special mention
Loans and Allowance for Loan Losses
Total acquired loans	14,194	14,532	12,666
Commercial non-owner occupied real estate | Acquired credit impaired loans | Construction and land development | Substandard
Loans and Allowance for Loan Losses
Total acquired loans	12,351	13,432	19,376
Commercial non-owner occupied real estate | Acquired credit impaired loans | Other commercial non-owner occupied real estate
Loans and Allowance for Loan Losses
Total acquired loans	225,460	255,430	288,756
Commercial non-owner occupied real estate | Acquired credit impaired loans | Other commercial non-owner occupied real estate | Pass
Loans and Allowance for Loan Losses
Total acquired loans	168,431		188,260
Commercial non-owner occupied real estate | Acquired credit impaired loans | Other commercial non-owner occupied real estate | Special mention
Loans and Allowance for Loan Losses
Total acquired loans	32,446		31,654
Commercial non-owner occupied real estate | Acquired credit impaired loans | Other commercial non-owner occupied real estate | Substandard
Loans and Allowance for Loan Losses
Total acquired loans	24,583		68,842
Commercial non-owner occupied real estate | Acquired non-credit impaired loans
Loans and Allowance for Loan Losses
Total acquired loans	49,420	53,952	60,885
Commercial non-owner occupied real estate | Acquired non-credit impaired loans | Construction and land development
Loans and Allowance for Loan Losses
Total acquired loans	12,516	13,849	17,762
Commercial non-owner occupied real estate | Acquired non-credit impaired loans | Construction and land development | Pass
Loans and Allowance for Loan Losses
Total acquired loans	11,432	12,935	16,454
Commercial non-owner occupied real estate | Acquired non-credit impaired loans | Construction and land development | Special mention
Loans and Allowance for Loan Losses
Total acquired loans	230	109	118
Commercial non-owner occupied real estate | Acquired non-credit impaired loans | Construction and land development | Substandard
Loans and Allowance for Loan Losses
Total acquired loans	854	805	1,190
Commercial non-owner occupied real estate | Acquired non-credit impaired loans | Other commercial non-owner occupied real estate
Loans and Allowance for Loan Losses
Total acquired loans	36,904	40,103	43,123
Commercial non-owner occupied real estate | Acquired non-credit impaired loans | Other commercial non-owner occupied real estate | Pass
Loans and Allowance for Loan Losses
Total acquired loans	30,621	33,485	36,441
Commercial non-owner occupied real estate | Acquired non-credit impaired loans | Other commercial non-owner occupied real estate | Special mention
Loans and Allowance for Loan Losses
Total acquired loans	371	637	408
Commercial non-owner occupied real estate | Acquired non-credit impaired loans | Other commercial non-owner occupied real estate | Substandard
Loans and Allowance for Loan Losses
Total acquired loans	5,912	5,981	6,274
Commercial owner occupied real estate loan | Acquired non-credit impaired loans
Loans and Allowance for Loan Losses
Total acquired loans	32,267	39,220	49,334
Commercial owner occupied real estate loan | Acquired non-credit impaired loans | Pass
Loans and Allowance for Loan Losses
Total acquired loans	31,739	38,623	49,217
Commercial owner occupied real estate loan | Acquired non-credit impaired loans | Special mention
Loans and Allowance for Loan Losses
Total acquired loans	222	377	78
Commercial owner occupied real estate loan | Acquired non-credit impaired loans | Substandard
Loans and Allowance for Loan Losses
Total acquired loans	306	220	39
Consumer real estate | Acquired credit impaired loans
Loans and Allowance for Loan Losses
Total acquired loans	64,114	70,734	77,083
Consumer real estate | Acquired non-credit impaired loans
Loans and Allowance for Loan Losses
Total acquired loans	644,425	709,075	785,431
Consumer real estate | Acquired non-credit impaired loans | Pass
Loans and Allowance for Loan Losses
Total acquired loans	783,585	862,688	949,138
Consumer real estate | Acquired non-credit impaired loans | Special mention
Loans and Allowance for Loan Losses
Total acquired loans	6,674	5,488	7,614
Consumer real estate | Acquired non-credit impaired loans | Substandard
Loans and Allowance for Loan Losses
Total acquired loans	9,469	11,546	13,952
Consumer real estate | Acquired non-credit impaired loans | Home equity loans
Loans and Allowance for Loan Losses
Total acquired loans	177,946	190,968	210,734
Consumer real estate | Acquired non-credit impaired loans | Home equity loans | Pass
Loans and Allowance for Loan Losses
Total acquired loans	168,079	180,472	197,804
Consumer real estate | Acquired non-credit impaired loans | Home equity loans | Special mention
Loans and Allowance for Loan Losses
Total acquired loans	5,330	4,202	5,482
Consumer real estate | Acquired non-credit impaired loans | Home equity loans | Substandard
Loans and Allowance for Loan Losses
Total acquired loans	4,537	6,294	7,448
Consumer real estate | Acquired non-credit impaired loans | Consumer
Loans and Allowance for Loan Losses
Total acquired loans	155,303	170,647	185,273
Consumer real estate | Acquired non-credit impaired loans | Consumer | Pass
Loans and Allowance for Loan Losses
Total acquired loans	152,399	167,399	182,254
Consumer real estate | Acquired non-credit impaired loans | Consumer | Special mention
Loans and Allowance for Loan Losses
Total acquired loans	600	729	614
Consumer real estate | Acquired non-credit impaired loans | Consumer | Substandard
Loans and Allowance for Loan Losses
Total acquired loans	2,304	2,519	2,405
Consumer real estate | Acquired non-credit impaired loans | Other Consumer
Loans and Allowance for Loan Losses
Total acquired loans	799,728	879,722	970,704
Consumer real estate | Acquired non-credit impaired loans | Consumer Owner Occupied Loans
Loans and Allowance for Loan Losses
Total acquired loans	466,479	518,107	574,697
Consumer real estate | Acquired non-credit impaired loans | Consumer Owner Occupied Loans | Pass
Loans and Allowance for Loan Losses
Total acquired loans	463,107	514,817	569,080
Consumer real estate | Acquired non-credit impaired loans | Consumer Owner Occupied Loans | Special mention
Loans and Allowance for Loan Losses
Total acquired loans	744	557	1,518
Consumer real estate | Acquired non-credit impaired loans | Consumer Owner Occupied Loans | Substandard
Loans and Allowance for Loan Losses
Total acquired loans	2,628	2,733	4,099
Commercial and industrial | Acquired credit impaired loans
Loans and Allowance for Loan Losses
Total acquired loans	27,961	31,193	38,894
Commercial and industrial | Acquired credit impaired loans | Pass
Loans and Allowance for Loan Losses
Total acquired loans	19,296	22,358	23,956
Commercial and industrial | Acquired credit impaired loans | Special mention
Loans and Allowance for Loan Losses
Total acquired loans	4,598	2,549	2,428
Commercial and industrial | Acquired credit impaired loans | Substandard
Loans and Allowance for Loan Losses
Total acquired loans	4,067	6,286	12,510
Commercial and industrial | Acquired non-credit impaired loans
Loans and Allowance for Loan Losses
Total acquired loans	15,598	25,475	31,762
Commercial and industrial | Acquired non-credit impaired loans | Pass
Loans and Allowance for Loan Losses
Total acquired loans	14,645	24,621	30,641
Commercial and industrial | Acquired non-credit impaired loans | Special mention
Loans and Allowance for Loan Losses
Total acquired loans	129	166	384
Commercial and industrial | Acquired non-credit impaired loans | Substandard
Loans and Allowance for Loan Losses
Total acquired loans	824	688	737
Other income producing property | Acquired non-credit impaired loans
Loans and Allowance for Loan Losses
Total acquired loans	44,873	51,169	58,987
Other income producing property | Acquired non-credit impaired loans | Pass
Loans and Allowance for Loan Losses
Total acquired loans	43,869	49,783	57,578
Other income producing property | Acquired non-credit impaired loans | Special mention
Loans and Allowance for Loan Losses
Total acquired loans	279	592	439
Other income producing property | Acquired non-credit impaired loans | Substandard
Loans and Allowance for Loan Losses
Total acquired loans	725	794	970
Consumer | Acquired credit impaired loans
Loans and Allowance for Loan Losses
Total acquired loans	64,114	70,734	77,083
Consumer | Acquired credit impaired loans | Pass
Loans and Allowance for Loan Losses
Total acquired loans	9,379	10,703	6,099
Consumer | Acquired credit impaired loans | Special mention
Loans and Allowance for Loan Losses
Total acquired loans	21,401	23,331	27,079
Consumer | Acquired credit impaired loans | Substandard
Loans and Allowance for Loan Losses
Total acquired loans	33,334	36,700	43,905
Consumer | Acquired non-credit impaired loans
Loans and Allowance for Loan Losses
Total acquired loans	155,303	170,647	185,273
Commercial | Acquired non-credit impaired loans
Loans and Allowance for Loan Losses
Total acquired loans	142,158	169,816	200,968
Commercial | Acquired non-credit impaired loans | Pass
Loans and Allowance for Loan Losses
Total acquired loans	132,306	159,447	190,331
Commercial | Acquired non-credit impaired loans | Special mention
Loans and Allowance for Loan Losses
Total acquired loans	1,231	1,881	1,427
Commercial | Acquired non-credit impaired loans | Substandard
Loans and Allowance for Loan Losses
Total acquired loans	8,621	8,488	9,210
Single pay loans | Acquired credit impaired loans
Loans and Allowance for Loan Losses
Total acquired loans			58
Single pay loans | Acquired credit impaired loans | Pass
Loans and Allowance for Loan Losses
Total acquired loans			43
Single pay loans | Acquired credit impaired loans | Substandard
Loans and Allowance for Loan Losses
Total acquired loans			15
Commercial loans 1000000 or more | Acquired credit impaired loans
Loans and Allowance for Loan Losses
Total acquired loans	11,260	12,628	15,373
Commercial loans 1000000 or more | Acquired credit impaired loans | Pass
Loans and Allowance for Loan Losses
Total acquired loans	9,891	11,238	11,134
Commercial loans 1000000 or more | Acquired credit impaired loans | Special mention
Loans and Allowance for Loan Losses
Total acquired loans	1,014	1,018	1,044
Commercial loans 1000000 or more | Acquired credit impaired loans | Substandard
Loans and Allowance for Loan Losses
Total acquired loans	$ 355	$ 372	$ 3,195

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Loans and Allowance for Loan Losses - Aging analysis of past due loans - (Details) - USD ($) $ in Thousands	Jun. 30, 2016	Dec. 31, 2015	Jun. 30, 2015
Non-acquired loans
Loans and Allowance for Loan Losses
Total Past Due	$ 18,655	$ 15,668	$ 20,937
Current	4,798,220	4,205,058	3,767,462
Total loans	4,816,875	4,220,726	3,788,399
Non-acquired loans | Financing Receivables, 30 to 59 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	8,708	5,674	6,206
Non-acquired loans | Financing Receivables, 60 to 89 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	2,486	2,650	3,084
Non-acquired loans | Financing Receivables, Equal to Greater than 90 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	7,461	7,344	11,647
Acquired credit impaired loans
Loans and Allowance for Loan Losses
Total Past Due	23,247	29,912	52,009
Current	639,340	707,664	776,661
Total loans	662,587		828,670
Acquired credit impaired loans | Financing Receivables, 30 to 59 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	6,401	8,635	10,419
Acquired credit impaired loans | Financing Receivables, 60 to 89 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	2,329	2,465	3,401
Acquired credit impaired loans | Financing Receivables, Equal to Greater than 90 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	14,517	18,812	38,189
Acquired non-credit impaired loans
Loans and Allowance for Loan Losses
Total Past Due	4,062	4,924	6,581
Current	937,824	1,044,614	1,165,091
Total loans	941,886		1,171,672
Acquired non-credit impaired loans | Financing Receivables, 30 to 59 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	1,237	1,969	2,338
Acquired non-credit impaired loans | Financing Receivables, 60 to 89 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	614	884	420
Acquired non-credit impaired loans | Financing Receivables, Equal to Greater than 90 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	2,211	2,071	3,823
Residential real estate | Acquired credit impaired loans
Loans and Allowance for Loan Losses
Total Past Due	12,479	13,955	18,189
Current	273,039	299,364	330,498
Total loans	285,518		348,687
Residential real estate | Acquired credit impaired loans | Financing Receivables, 30 to 59 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	4,585	4,705	4,458
Residential real estate | Acquired credit impaired loans | Financing Receivables, 60 to 89 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	1,695	1,155	1,929
Residential real estate | Acquired credit impaired loans | Financing Receivables, Equal to Greater than 90 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	6,199	8,095	11,802
Commercial non-owner occupied real estate | Non-acquired loans
Loans and Allowance for Loan Losses
Total loans	1,120,047	889,756	720,478
Commercial non-owner occupied real estate | Non-acquired loans | Construction and land development
Loans and Allowance for Loan Losses
Total Past Due	1,587	1,374	1,663
Current	531,632	400,605	367,291
Total loans	533,219	401,979	368,954
Commercial non-owner occupied real estate | Non-acquired loans | Construction and land development | Financing Receivables, 30 to 59 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	332	323	230
Commercial non-owner occupied real estate | Non-acquired loans | Construction and land development | Financing Receivables, 60 to 89 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	192	136	88
Commercial non-owner occupied real estate | Non-acquired loans | Construction and land development | Financing Receivables, Equal to Greater than 90 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	1,063	915	1,345
Commercial non-owner occupied real estate | Non-acquired loans | Other commercial non-owner occupied real estate
Loans and Allowance for Loan Losses
Total Past Due	2,648	1,051	3,092
Current	584,180	486,726	348,432
Total loans	586,828	487,777	351,524
Commercial non-owner occupied real estate | Non-acquired loans | Other commercial non-owner occupied real estate | Financing Receivables, 30 to 59 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	2,511	867	1,058
Commercial non-owner occupied real estate | Non-acquired loans | Other commercial non-owner occupied real estate | Financing Receivables, 60 to 89 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due			430
Commercial non-owner occupied real estate | Non-acquired loans | Other commercial non-owner occupied real estate | Financing Receivables, Equal to Greater than 90 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	137	184	1,604
Commercial non-owner occupied real estate | Acquired credit impaired loans | Construction and land development
Loans and Allowance for Loan Losses
Total Past Due	2,526	3,313	7,141
Current	45,748	50,959	52,678
Total loans	48,274		59,819
Commercial non-owner occupied real estate | Acquired credit impaired loans | Construction and land development | Financing Receivables, 30 to 59 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	507	784	1,900
Commercial non-owner occupied real estate | Acquired credit impaired loans | Construction and land development | Financing Receivables, 60 to 89 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	43	367	300
Commercial non-owner occupied real estate | Acquired credit impaired loans | Construction and land development | Financing Receivables, Equal to Greater than 90 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	1,976	2,162	4,941
Commercial non-owner occupied real estate | Acquired credit impaired loans | Other commercial non-owner occupied real estate
Loans and Allowance for Loan Losses
Total Past Due	4,654	7,168	13,327
Current	220,806	248,262	275,429
Total loans	225,460		288,756
Commercial non-owner occupied real estate | Acquired credit impaired loans | Other commercial non-owner occupied real estate | Financing Receivables, 30 to 59 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	357	1,118	1,617
Commercial non-owner occupied real estate | Acquired credit impaired loans | Other commercial non-owner occupied real estate | Financing Receivables, 60 to 89 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	279	426	120
Commercial non-owner occupied real estate | Acquired credit impaired loans | Other commercial non-owner occupied real estate | Financing Receivables, Equal to Greater than 90 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	4,018	5,624	11,590
Commercial non-owner occupied real estate | Acquired non-credit impaired loans | Construction and land development
Loans and Allowance for Loan Losses
Total Past Due	202	69	40
Current	12,314	13,780	17,722
Total loans	12,516		17,762
Commercial non-owner occupied real estate | Acquired non-credit impaired loans | Construction and land development | Financing Receivables, 30 to 59 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due			1
Commercial non-owner occupied real estate | Acquired non-credit impaired loans | Construction and land development | Financing Receivables, 60 to 89 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	181	21	39
Commercial non-owner occupied real estate | Acquired non-credit impaired loans | Construction and land development | Financing Receivables, Equal to Greater than 90 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	21	48
Commercial non-owner occupied real estate | Acquired non-credit impaired loans | Other commercial non-owner occupied real estate
Loans and Allowance for Loan Losses
Current	36,904	40,103	43,123
Total loans	36,904		43,123
Commercial owner occupied real estate loan | Non-acquired loans
Loans and Allowance for Loan Losses
Total Past Due	3,624	3,407	6,996
Current	1,079,427	1,029,991	968,705
Total loans	1,083,051	1,033,398	975,701
Commercial owner occupied real estate loan | Non-acquired loans | Financing Receivables, 30 to 59 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	1,897	1,269	2,061
Commercial owner occupied real estate loan | Non-acquired loans | Financing Receivables, 60 to 89 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	164	608	724
Commercial owner occupied real estate loan | Non-acquired loans | Financing Receivables, Equal to Greater than 90 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	1,563	1,530	4,211
Commercial owner occupied real estate loan | Acquired non-credit impaired loans
Loans and Allowance for Loan Losses
Total Past Due	306	340	419
Current	31,961	38,880	48,915
Total loans	32,267		49,334
Commercial owner occupied real estate loan | Acquired non-credit impaired loans | Financing Receivables, 30 to 59 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due		120	380
Commercial owner occupied real estate loan | Acquired non-credit impaired loans | Financing Receivables, 60 to 89 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due		176
Commercial owner occupied real estate loan | Acquired non-credit impaired loans | Financing Receivables, Equal to Greater than 90 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	306	44	39
Consumer real estate | Non-acquired loans
Loans and Allowance for Loan Losses
Total loans	1,455,624	1,338,239	1,207,047
Consumer real estate | Non-acquired loans | Home equity loans
Loans and Allowance for Loan Losses
Total Past Due	2,710	2,543	1,345
Current	343,247	316,712	298,729
Total loans	345,957	319,255	300,074
Consumer real estate | Non-acquired loans | Home equity loans | Financing Receivables, 30 to 59 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	1,113	899	803
Consumer real estate | Non-acquired loans | Home equity loans | Financing Receivables, 60 to 89 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	443	1,046	62
Consumer real estate | Non-acquired loans | Home equity loans | Financing Receivables, Equal to Greater than 90 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	1,154	598	480
Consumer real estate | Non-acquired loans | Consumer Owner Occupied Loans
Loans and Allowance for Loan Losses
Total Past Due	4,890	4,960	5,546
Current	1,104,777	1,014,024	901,427
Total loans	1,109,667	1,018,984	906,973
Consumer real estate | Non-acquired loans | Consumer Owner Occupied Loans | Financing Receivables, 30 to 59 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	1,338	1,503	1,523
Consumer real estate | Non-acquired loans | Consumer Owner Occupied Loans | Financing Receivables, 60 to 89 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	968	308	1,290
Consumer real estate | Non-acquired loans | Consumer Owner Occupied Loans | Financing Receivables, Equal to Greater than 90 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	2,584	3,149	2,733
Consumer real estate | Non-acquired loans | Consumer
Loans and Allowance for Loan Losses
Total loans	1,820,173	1,617,916	1,480,532
Consumer real estate | Acquired credit impaired loans
Loans and Allowance for Loan Losses
Total loans	64,114		77,083
Consumer real estate | Acquired non-credit impaired loans | Home equity loans
Loans and Allowance for Loan Losses
Total Past Due	1,464	1,791	1,332
Current	176,482	189,177	209,402
Total loans	177,946		210,734
Consumer real estate | Acquired non-credit impaired loans | Home equity loans | Financing Receivables, 30 to 59 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	234	897	591
Consumer real estate | Acquired non-credit impaired loans | Home equity loans | Financing Receivables, 60 to 89 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	98	412	164
Consumer real estate | Acquired non-credit impaired loans | Home equity loans | Financing Receivables, Equal to Greater than 90 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	1,132	482	577
Consumer real estate | Acquired non-credit impaired loans | Consumer Owner Occupied Loans
Loans and Allowance for Loan Losses
Total Past Due	897	1,386	3,231
Current	465,582	516,721	571,466
Total loans	466,479		574,697
Consumer real estate | Acquired non-credit impaired loans | Consumer Owner Occupied Loans | Financing Receivables, 30 to 59 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	487	694	826
Consumer real estate | Acquired non-credit impaired loans | Consumer Owner Occupied Loans | Financing Receivables, 60 to 89 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	210	4	105
Consumer real estate | Acquired non-credit impaired loans | Consumer Owner Occupied Loans | Financing Receivables, Equal to Greater than 90 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	200	688	2,300
Commercial and industrial | Non-acquired loans
Loans and Allowance for Loan Losses
Total Past Due	1,065	573	671
Current	610,836	503,235	447,576
Total loans	611,901	503,808	448,247
Commercial and industrial | Non-acquired loans | Financing Receivables, 30 to 59 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	473	173	156
Commercial and industrial | Non-acquired loans | Financing Receivables, 60 to 89 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	48	166	241
Commercial and industrial | Non-acquired loans | Financing Receivables, Equal to Greater than 90 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	544	234	274
Commercial and industrial | Acquired credit impaired loans
Loans and Allowance for Loan Losses
Total Past Due	764	1,255	5,919
Current	27,197	29,938	32,975
Total loans	27,961		38,894
Commercial and industrial | Acquired credit impaired loans | Financing Receivables, 30 to 59 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	26	272	748
Commercial and industrial | Acquired credit impaired loans | Financing Receivables, 60 to 89 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	90	137	277
Commercial and industrial | Acquired credit impaired loans | Financing Receivables, Equal to Greater than 90 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	648	846	4,894
Commercial and industrial | Acquired non-credit impaired loans
Loans and Allowance for Loan Losses
Total Past Due	17	7	224
Current	15,581	25,468	31,538
Total loans	15,598		31,762
Commercial and industrial | Acquired non-credit impaired loans | Financing Receivables, 30 to 59 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	8	1	4
Commercial and industrial | Acquired non-credit impaired loans | Financing Receivables, 60 to 89 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	9	1
Commercial and industrial | Acquired non-credit impaired loans | Financing Receivables, Equal to Greater than 90 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due		5	220
Other income producing property | Non-acquired loans
Loans and Allowance for Loan Losses
Total Past Due	1,307	723	943
Current	180,396	175,125	162,498
Total loans	181,703	175,848	163,441
Other income producing property | Non-acquired loans | Financing Receivables, 30 to 59 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	517	241	31
Other income producing property | Non-acquired loans | Financing Receivables, 60 to 89 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	614	207	196
Other income producing property | Non-acquired loans | Financing Receivables, Equal to Greater than 90 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	176	275	716
Other income producing property | Acquired non-credit impaired loans
Loans and Allowance for Loan Losses
Total Past Due		7	198
Current	44,873	51,162	58,789
Total loans	44,873		58,987
Other income producing property | Acquired non-credit impaired loans | Financing Receivables, 30 to 59 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due			109
Other income producing property | Acquired non-credit impaired loans | Financing Receivables, Equal to Greater than 90 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due		7	89
Consumer | Non-acquired loans
Loans and Allowance for Loan Losses
Total Past Due	824	882	530
Current	272,133	232,222	209,014
Total loans	272,957	233,104	209,544
Consumer | Non-acquired loans | Financing Receivables, 30 to 59 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	527	351	265
Consumer | Non-acquired loans | Financing Receivables, 60 to 89 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	57	136	22
Consumer | Non-acquired loans | Financing Receivables, Equal to Greater than 90 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	240	395	243
Consumer | Acquired credit impaired loans
Loans and Allowance for Loan Losses
Total Past Due	2,824	4,221	4,803
Current	61,290	66,513	72,280
Consumer | Acquired credit impaired loans | Financing Receivables, 30 to 59 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	926	1,756	1,696
Consumer | Acquired credit impaired loans | Financing Receivables, 60 to 89 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	222	380	775
Consumer | Acquired credit impaired loans | Financing Receivables, Equal to Greater than 90 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	1,676	2,085	2,332
Consumer | Acquired non-credit impaired loans
Loans and Allowance for Loan Losses
Total Past Due	1,176	1,324	1,137
Current	154,127	169,323	184,136
Total loans	155,303		185,273
Consumer | Acquired non-credit impaired loans | Financing Receivables, 30 to 59 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	508	257	427
Consumer | Acquired non-credit impaired loans | Financing Receivables, 60 to 89 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	116	270	112
Consumer | Acquired non-credit impaired loans | Financing Receivables, Equal to Greater than 90 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due	552	797	598
Commercial | Non-acquired loans
Loans and Allowance for Loan Losses
Total loans	2,996,702	2,602,810	2,307,867
Single pay loans | Acquired credit impaired loans
Loans and Allowance for Loan Losses
Current			58
Total loans			58
Other loans | Non-acquired loans
Loans and Allowance for Loan Losses
Total Past Due		155	151
Current	91,592	46,418	63,790
Total loans	91,592	46,573	63,941
Other loans | Non-acquired loans | Financing Receivables, 30 to 59 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due		48	79
Other loans | Non-acquired loans | Financing Receivables, 60 to 89 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due		43	31
Other loans | Non-acquired loans | Financing Receivables, Equal to Greater than 90 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due		64	41
Commercial loans 1000000 or more | Acquired credit impaired loans
Loans and Allowance for Loan Losses
Total Past Due			2,630
Current	11,260	$ 12,628	12,743
Total loans	$ 11,260		15,373
Commercial loans 1000000 or more | Acquired credit impaired loans | Financing Receivables, Equal to Greater than 90 Days Past Due [Member]
Loans and Allowance for Loan Losses
Total Past Due			$ 2,630

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Loans and Allowance for Loan Losses - Impaired non acquired and acquired loans - FASB 310-20 - (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015	Dec. 31, 2015
Non acquired non-accrual loans
Loans and Allowance for Loan Losses
Nonaccrual loans	$ 17,922	$ 24,087	$ 17,922	$ 24,087	$ 18,447
Impaired non-acquired and acquired loans accounted under FASB ASC topic 310-20
Loans and Allowance for Loan Losses
Unpaid Contractual Principal Balance	37,246	42,448	37,246	42,448	43,010
Recorded Investment With No Allowance	10,019	15,038	10,019	15,038	9,447
Gross Recorded Investment With Allowance	14,304	16,078	14,304	16,078	20,771
Total Recorded Investment	24,323	31,116	24,323	31,116	30,218
Related Allowance	1,507	1,311	1,507	1,311	1,607
Average Investment In Impaired Loans	28,758	30,782	27,270	29,100
Interest Income Recognized	58	257	339	399
Acquired non-credit impaired non-accrual including restructured loans
Loans and Allowance for Loan Losses
Nonaccrual loans	4,438	5,173	4,438	5,173	3,764
Commercial non-owner occupied real estate | Non acquired non-accrual loans
Loans and Allowance for Loan Losses
Nonaccrual loans	1,608	3,121	1,608	3,121	1,274
Commercial non-owner occupied real estate | Non acquired non-accrual loans | Construction and land development
Loans and Allowance for Loan Losses
Nonaccrual loans	1,080	1,976	1,080	1,976	1,090
Commercial non-owner occupied real estate | Non acquired non-accrual loans | Other commercial non-owner occupied real estate
Loans and Allowance for Loan Losses
Nonaccrual loans	528	1,145	528	1,145	184
Commercial non-owner occupied real estate | Impaired non-acquired and acquired loans accounted under FASB ASC topic 310-20 | Construction and land development
Loans and Allowance for Loan Losses
Unpaid Contractual Principal Balance	8,286	7,728	8,286	7,728	9,931
Recorded Investment With No Allowance	798	1,721	798	1,721	1,004
Gross Recorded Investment With Allowance	3,295	3,389	3,295	3,389	5,276
Total Recorded Investment	4,093	5,110	4,093	5,110	6,280
Related Allowance	752	591	752	591	615
Average Investment In Impaired Loans	5,182	5,258	5,187	4,981
Interest Income Recognized	8	30	57	54
Commercial non-owner occupied real estate | Impaired non-acquired and acquired loans accounted under FASB ASC topic 310-20 | Other commercial non-owner occupied real estate
Loans and Allowance for Loan Losses
Unpaid Contractual Principal Balance	1,669	3,987	1,669	3,987	2,909
Recorded Investment With No Allowance	337	1,649	337	1,649	233
Gross Recorded Investment With Allowance	882	961	882	961	1,219
Total Recorded Investment	1,219	2,610	1,219	2,610	1,452
Related Allowance	202	27	202	27	34
Average Investment In Impaired Loans	1,177	3,188	1,335	3,110
Interest Income Recognized	11	13	26	25
Commercial non-owner occupied real estate | Acquired non-credit impaired non-accrual including restructured loans
Loans and Allowance for Loan Losses
Nonaccrual loans	99	100	99	100	37
Commercial non-owner occupied real estate | Acquired non-credit impaired non-accrual including restructured loans | Construction and land development
Loans and Allowance for Loan Losses
Nonaccrual loans	99		99		37
Commercial non-owner occupied real estate | Acquired non-credit impaired non-accrual including restructured loans | Other commercial non-owner occupied real estate
Loans and Allowance for Loan Losses
Nonaccrual loans		100		100
Commercial owner occupied real estate loan | Non acquired non-accrual loans
Loans and Allowance for Loan Losses
Nonaccrual loans	2,242	3,421	2,242	3,421	3,056
Commercial owner occupied real estate loan | Impaired non-acquired and acquired loans accounted under FASB ASC topic 310-20
Loans and Allowance for Loan Losses
Unpaid Contractual Principal Balance	10,784	15,589	10,784	15,589	11,516
Recorded Investment With No Allowance	4,988	7,301	4,988	7,301	4,134
Gross Recorded Investment With Allowance	1,984	3,670	1,984	3,670	3,591
Total Recorded Investment	6,972	10,971	6,972	10,971	7,725
Related Allowance	67	81	67	81	101
Average Investment In Impaired Loans	7,337	9,634	7,348	10,065
Interest Income Recognized	6	134	80	166
Commercial owner occupied real estate loan | Acquired non-credit impaired non-accrual including restructured loans
Loans and Allowance for Loan Losses
Nonaccrual loans	306	39	306	39	44
Consumer real estate | Non acquired non-accrual loans
Loans and Allowance for Loan Losses
Nonaccrual loans	9,091	7,596	9,091	7,596	9,535
Consumer real estate | Non acquired non-accrual loans | Home equity loans
Loans and Allowance for Loan Losses
Nonaccrual loans	2,386	1,198	2,386	1,198	1,769
Consumer real estate | Non acquired non-accrual loans | Consumer Owner Occupied Loans
Loans and Allowance for Loan Losses
Nonaccrual loans	6,705	6,398	6,705	6,398	7,766
Consumer real estate | Impaired non-acquired and acquired loans accounted under FASB ASC topic 310-20 | Home equity loans
Loans and Allowance for Loan Losses
Unpaid Contractual Principal Balance	3,024	347	3,024	347	483
Recorded Investment With No Allowance	812	198	812	198	186
Gross Recorded Investment With Allowance	1,365	36	1,365	36	123
Total Recorded Investment	2,177	234	2,177	234	309
Related Allowance	38	1	38	1	3
Average Investment In Impaired Loans	2,680	242	1,243	132
Interest Income Recognized	4	1	12	3
Consumer real estate | Impaired non-acquired and acquired loans accounted under FASB ASC topic 310-20 | Consumer Owner Occupied Loans
Loans and Allowance for Loan Losses
Unpaid Contractual Principal Balance	5,420	7,157	5,420	7,157	9,001
Recorded Investment With No Allowance	2,333	3,738	2,333	3,738	3,505
Gross Recorded Investment With Allowance	1,634	2,584	1,634	2,584	4,044
Total Recorded Investment	3,967	6,322	3,967	6,322	7,549
Related Allowance	55	118	55	118	138
Average Investment In Impaired Loans	5,805	6,707	5,758	4,644
Interest Income Recognized		25	46	53
Consumer real estate | Acquired non-credit impaired non-accrual including restructured loans
Loans and Allowance for Loan Losses
Nonaccrual loans	2,663	3,428	2,663	3,428	2,079
Consumer real estate | Acquired non-credit impaired non-accrual including restructured loans | Home equity loans
Loans and Allowance for Loan Losses
Nonaccrual loans	1,607	1,082	1,607	1,082	1,103
Consumer real estate | Acquired non-credit impaired non-accrual including restructured loans | Consumer Owner Occupied Loans
Loans and Allowance for Loan Losses
Nonaccrual loans	1,056	2,346	1,056	2,346	976
Commercial and industrial | Non acquired non-accrual loans
Loans and Allowance for Loan Losses
Nonaccrual loans	360	497	360	497	515
Commercial and industrial | Impaired non-acquired and acquired loans accounted under FASB ASC topic 310-20
Loans and Allowance for Loan Losses
Unpaid Contractual Principal Balance	1,891	1,903	1,891	1,903	2,641
Recorded Investment With No Allowance	259	309	259	309	273
Gross Recorded Investment With Allowance	508	702	508	702	1,214
Total Recorded Investment	767	1,011	767	1,011	1,487
Related Allowance	14	19	14	19	279
Average Investment In Impaired Loans	822	959	1,127	960
Interest Income Recognized	6	11	85	18
Commercial and industrial | Acquired non-credit impaired non-accrual including restructured loans
Loans and Allowance for Loan Losses
Nonaccrual loans	1	226	1	226	1
Other income producing property | Non acquired non-accrual loans
Loans and Allowance for Loan Losses
Nonaccrual loans	1,007	922	1,007	922	746
Other income producing property | Impaired non-acquired and acquired loans accounted under FASB ASC topic 310-20
Loans and Allowance for Loan Losses
Unpaid Contractual Principal Balance	5,838	5,620	5,838	5,620	5,763
Recorded Investment With No Allowance	492	122	492	122	112
Gross Recorded Investment With Allowance	4,508	4,667	4,508	4,667	4,779
Total Recorded Investment	5,000	4,789	5,000	4,789	4,891
Related Allowance	375	472	375	472	422
Average Investment In Impaired Loans	5,197	4,728	4,946	5,143
Interest Income Recognized	23	43	30	79
Other income producing property | Acquired non-credit impaired non-accrual including restructured loans
Loans and Allowance for Loan Losses
Nonaccrual loans	153	302	153	302	168
Consumer | Non acquired non-accrual loans
Loans and Allowance for Loan Losses
Nonaccrual loans	763	337	763	337	659
Consumer | Impaired non-acquired and acquired loans accounted under FASB ASC topic 310-20
Loans and Allowance for Loan Losses
Unpaid Contractual Principal Balance	334	117	334	117	155
Gross Recorded Investment With Allowance	128	69	128	69	102
Total Recorded Investment	128	69	128	69	102
Related Allowance	4	2	4	2	3
Average Investment In Impaired Loans	135	66	115	65
Interest Income Recognized			1	1
Consumer | Acquired non-credit impaired non-accrual including restructured loans
Loans and Allowance for Loan Losses
Nonaccrual loans	1,216	1,078	1,216	1,078	1,435
Other loans | Impaired non-acquired and acquired loans accounted under FASB ASC topic 310-20
Loans and Allowance for Loan Losses
Unpaid Contractual Principal Balance					611
Gross Recorded Investment With Allowance					423
Total Recorded Investment					423
Related Allowance					12
Average Investment In Impaired Loans	423		211
Interest Income Recognized			$ 2
Restructured loans | ASC Topic 31020 Loans
Loans and Allowance for Loan Losses
Number of months generally required to return to accruing status			6 months
Restructured loans | Non acquired non-accrual loans
Loans and Allowance for Loan Losses
Nonaccrual loans	$ 2,851	$ 8,193	$ 2,851	$ 8,193	$ 2,662

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FDIC Indemnification Asset (Details) - USD ($) $ in Thousands	3 Months Ended	6 Months Ended
	Jun. 30, 2016	Jun. 30, 2016	Jun. 30, 2015	Dec. 31, 2015	Jun. 30, 2015	Dec. 31, 2014
Receivable from FDIC for Loss Share Agreements
Balance at the beginning of period	$ 2,100	$ 4,401	$ 22,161
Decrease in expected losses on loans		(23)	(21)
Additional recoveries on OREO		(1,736)	(2,430)
Reimbursable expenses		71	587
Amortization of discounts and premiums, net		(1,475)	(5,249)
Payments to FDIC		853	(4,013)
Termination of Loss Share Agreement		(2,091)
Balance at the end of period			11,035
Pre-tax charge	4,400
Payment to settle FDIC loss share agreements	2,300	2,342
FDIC indemnification asset	2,100	4,401	$ 22,161	$ 4,401	$ 11,035	$ 22,161
Covered Other real estate under share agreements	22,427	22,427		$ 30,554	$ 35,042	$ 42,726
OREO
Receivable from FDIC for Loss Share Agreements
Covered Loans under share agreements	87,400	87,400
Covered Other real estate under share agreements	$ 3,000	$ 3,000

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Other Real Estate Owned (Details) $ in Thousands	6 Months Ended
	Jun. 30, 2016 USD ($)	Jun. 30, 2015 USD ($)	Jun. 30, 2016 USD ($) property	Mar. 31, 2016 USD ($)	Jun. 30, 2015 USD ($) property
OREO
Balance at the beginning of the period	$ 24,803	$ 26,499
Additions	5,391	9,165
Transfers	4,222	2,245
Write-downs	(812)	(1,517)
Sold	(11,177)	(9,522)
Balance at the end of the period	22,427	26,870
Number of properties uncovered | property			17		133
Carrying Value of uncovered OREO assets	24,803	26,499	$ 22,427	$ 4,200	$ 26,870
Covered OREO
Balance at the beginning of the period	5,751	16,227
Additions	2,151	3,554
Transfers	(4,222)	(2,245)
Write-downs	(2,131)	(2,797)
Sold	(1,549)	(6,567)
Balance at the end of the period	0	8,172
Number of properties covered by loss share with the FDIC | property					29
Total
Balance at the beginning of the period	30,554	42,726
Additions	7,542	12,719
Write-downs	(2,943)	(4,314)
Sold	(12,726)	(16,089)
Balance at the end of the period	22,427	$ 35,042
Number of properties held | property			103		162
Residential real estate included in OREO	2,700
Residential real estate consumer mortgage loans in foreclosure process	$ 6,700

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Deposits - Total deposits - (Details) - USD ($) $ in Thousands	Jun. 30, 2016	Dec. 31, 2015	Jun. 30, 2015
Deposits Disclosure Abstract
Certificates of deposit	$ 962,759	$ 1,092,750	$ 1,137,553
Interest-bearing demand deposits	3,307,292	3,293,942	2,994,228
Non-interest bearing demand deposits	2,117,246	1,976,480	1,844,973
Savings deposits	772,463	735,961	687,292
Other time deposits	4,166	1,295	3,482
Total deposits	$ 7,163,926	$ 7,100,428	$ 6,667,528

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Deposits - Certificates of deposits and Scheduled maturities of time deposits - (Details) - USD ($)	Jun. 30, 2016	Dec. 31, 2015	Jun. 30, 2015
Deposits Disclosure Abstract
Aggregate amounts of certificates of deposits in denominations of $250,000 or more	$ 95,500,000	$ 114,900,000	$ 136,300,000
Increased insurance limit on deposit accounts	250,000
Traditional, out-of-market brokered deposits	$ 5,500,000	$ 18,900,000	$ 19,400,000

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Retirement Plans - Non-contributory defined benefit pension plan - (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Change in benefit obligation:
Interest cost	$ 283	$ 254	$ 566	$ 508
Components of net periodic pension cost and other amounts recognized in other comprehensive income
Interest cost	(283)	(254)	(566)	(508)
Expected return on plan assets	534	517	1,068	1,034
Recognized net actuarial loss	(204)	(225)	(408)	(450)
Net periodic pension benefit (expense)	47	38	94	76
Amortization of net loss	$ (204)	$ (225)	$ (408)	$ (450)
Employee hired on or after January 1, 2006 | Maximum
Retirement Plans
Requisite age of employees for receiving retirement benefits under the new benefit formula			45 years
Defined benefit plan requisite service period under new benefit formula			5 years
Non-contributory defined benefit pension plan | Employees hired on or before December 31, 2005 | Minimum
Retirement Plans
Requisite age of employees for receiving retirement benefits under the plan			21 years

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Retirement Plans - Safe Harbor plan - (Details) $ in Millions		3 Months Ended		6 Months Ended
	Jan. 01, 2015	Jun. 30, 2016 USD ($)	Jun. 30, 2015 USD ($)	Jun. 30, 2016 USD ($)	Jun. 30, 2015 USD ($)
Employees' savings plan
Matching contribution by the company (as a percent)				100.00%
Defined contribution plan employer discretionary matching contribution percent	1
Expenses recognized under 401(K) plan		$ 1.4	$ 1.3	$ 2.8	$ 2.6
Minimum
Employees' savings plan
Age of employees to be eligible to participate in the defined contribution plan				21 years
Percentage of annual base compensation that participants may elect to contribute				1.00%
Maximum
Employees' savings plan
Percentage of annual base compensation that participants may elect to contribute				50.00%
Percentage of employees salary for which the company contributes a matching contribution				5.00%

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Earnings Per Common Share - Computation of basic and diluted EPS - (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Basic earnings per common share:
Net income available to common shareholders	$ 24,516	$ 24,872	$ 49,010	$ 48,798
Weighted Average Number of Shares Outstanding, Basic	23,995	23,981	23,977	23,947
Basic earnings per common share (in dollars per share)	$ 1.02	$ 1.04	$ 2.04	$ 2.04
Diluted earnings per share:
Net income available to common shareholders	$ 24,516	$ 24,872	$ 49,010	$ 48,798
Weighted Average Number of Shares Outstanding, Basic	23,995	23,981	23,977	23,947
Effect of dilutive securities (in shares)	242	277	228	267
Weighted-average dilutive shares	24,237	24,258	24,205	24,214
Diluted earnings per common share (in dollars per share)	$ 1.01	$ 1.03	$ 2.02	$ 2.02

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Earnings Per Common Share - Calculation of diluted EPS under Treasury method - (Details) - $ / shares	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Earnings Per Share
Number of shares	72,480	46,798	72,480	47,865
Range of exercise prices, low end of range (in dollars per share)			$ 61.42	$ 61.42
Range of exercise prices, high end of range (in dollars per share)	$ 69.48	$ 66.32	$ 69.48	$ 66.32

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Share-Based Compensation - Stock Options - (Details) - USD ($) $ / shares in Units, $ in Thousands		6 Months Ended
	Jan. 26, 2012	Jun. 30, 2016
Aggregate Intrinsic Value
Outstanding at the end of the period		$ 7,597
Exercisable at the end of the period		$ 7,194
Stock Options
Number of shares
Outstanding at the beginning of the period (in shares)		285,405
Granted (in shares)		25,682
Exercised (in shares)		(23,573)
Forfeited (in shares)		(1,025)
Outstanding at the end of the period (in shares)		286,489
Exercisable at the end of the period (in shares)		225,712
Weighted-Average Exercise Price
Outstanding at the beginning of the period (in dollars per share)		$ 38.85
Granted (in dollars per share)		63.79
Exercised (in dollars per share)		33.45
Forfeited (in dollars per share)		35.20
Outstanding at the end of the period (in dollars per share)		41.54
Exercisable at the end of the period (in dollars per share)		36.18
Weighted-average fair value of options granted during the year (in dollars per share)		$ 25.19
Weighted-Average Remaining Contractual Life
Outstanding at the end of the period		4 years 9 months 4 days
Exercisable at the end of the period		3 months 22 days
2012 plan
Share-Based Compensation
Number of shares registered under the 2012 plan		1,684,000
2012 plan | Restricted Stock. | Maximum
Share-Based Compensation
Number of shares registered under the 2012 plan		817,476
2004 plan
Number of shares
Granted (in shares)	0
Plan 2004 And 2012 | Incentive stock options
Share-Based Compensation
Vesting percentage		25.00%
Expiration period		10 years
Plan 2004 And 2012 | Incentive stock options | Maximum
Share-Based Compensation
Vesting period		4 years

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Share-Based Compensation - Information pertaining to options oustanding - (Details) - $ / shares	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015	Dec. 31, 2015
Share Based Compensation
Range of exercise prices, low end of range (in dollars per share)			$ 61.42	$ 61.42
Range of exercise prices, high end of range (in dollars per share)	$ 69.48	$ 66.32	$ 69.48	$ 66.32
Restricted Stock.
Vesting schedule of shares
Total	194,738		194,738		218,282

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Share-Based Compensation - Weighted average assumptions used in valuing options - (Details) - USD ($)		6 Months Ended
	Jan. 21, 2016	Jun. 30, 2016	Jun. 30, 2015
Stock Options
Weighted-average assumptions
Dividend yield (as a percent)		1.60%	1.40%
Expected life		8 years 6 months	8 years 6 months
Risk-free interest rate (as a percent)		1.90%	1.79%
Additional disclosures
Total unrecognized compensation cost related to non vested stock option grants		$ 1,200,000
Weighted-average period over which unrecognized compensation cost is expected to be recognized		1 year 7 months 6 days
Total fair value of shares vested during the period		$ 455,000
Stock Options | Minimum
Weighted-average assumptions
Expected volatility (as a percent)		40.60%	40.90%
Restricted Stock.
Additional disclosures
Weighted-average period over which unrecognized compensation cost is expected to be recognized		2 years 5 months 23 days
Restricted Stock Activity and RSUs
Nonvested at the beginning of the period (in shares)		218,282
Granted (in shares)		40,256
Vested (in shares)		(63,100)
Forfeited (in shares)		(700)
Nonvested at the end of the period (in shares)		194,738
Weighted-Average Grant-Date Fair Value
Nonvested at the beginning of the period (in dollars per share)		$ 44.56
Granted (in dollars per share)		67.06
Vested (in dollars per share)		36.97
Forfeited (in dollars per share)		47.18
Nonvested at the end of the period (in dollars per share)		$ 51.74
Additional disclosures
Total unrecognized compensation cost related to nonvested restricted stock and RSUs granted		$ 6,200,000
Total fair value of restricted shares vested during the period		$ 2,500,000
Restricted Stock. | Employees | Minimum
Additional disclosures
Vesting period		4 years
Restricted Stock. | Non-employee directors | Maximum
Additional disclosures
Vesting period		12 months
Restricted Stock Units
Additional disclosures
Weighted-average period over which unrecognized compensation cost is expected to be recognized		1 year 8 months 9 days
Restricted Stock Activity and RSUs
Nonvested at the beginning of the period (in shares)		79,789
Granted (in shares)		68,842
Nonvested at the end of the period (in shares)		148,631
Weighted-Average Grant-Date Fair Value
Nonvested at the beginning of the period (in dollars per share)		$ 64.66
Granted (in dollars per share)		65.23
Nonvested at the end of the period (in dollars per share)		$ 64.93
Additional disclosures
Total unrecognized compensation cost related to nonvested restricted stock and RSUs granted		$ 5,600,000
Total fair value of restricted shares vested during the period		$ 1,800,000
Performance period		3 years
Target RSU award level (as a percent)		99.00%
Employee Stock Purchase Plan
Number Of Stock Issued Pursuant To Restricted Stock Units	35,903

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Commitments and Contingent Liabilities (Details) $ in Billions	Jun. 30, 2016 USD ($)
Commitments and Contingent Liabilities
Commitments to extend credit and standby letters of credit	$ 1.6

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Fair Value - Assets and liabilities measured at fair value on a recurring basis - (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Dec. 31, 2015
Assets
Loans held for sale	$ 48,926	$ 73,055	$ 41,649
Securities available for sale	989,610	841,661	1,009,541
Government-sponsored entities debt
Assets
Securities available for sale	103,092	130,835	162,507
State and municipal obligations
Assets
Securities available for sale	123,894	136,699	131,364
Common Stock
Assets
Securities available for sale	3,743	3,205	3,821
Significant Other Observable Inputs (Level 2)
Assets
Loans held for sale	48,926	73,055	41,649
Significant Unobservable Inputs (Level 3)
Assets
Mortgage servicing rights	22,350	25,325	26,202
Changes in fair value of assets
Changes in hierarchy classifications of Level 3 liabilities	0
Recurring basis
Assets
Derivative financial instruments	3,257	2,574	1,415
Loans held for sale	48,926	73,055	41,649
Securities available for sale	989,610	841,661	1,009,541
Mortgage servicing rights	22,350	25,325	26,202
Fair value of Assets, Total	1,064,143	942,615	1,078,807
Liabilities
Derivative financial instruments	2,213	1,228	838
Recurring basis | Government-sponsored entities debt
Assets
Securities available for sale	103,092	130,835	162,507
Recurring basis | State and municipal obligations
Assets
Securities available for sale	123,894	136,699	131,364
Recurring basis | Mortgage-backed securities
Assets
Securities available for sale	758,881	570,922	711,849
Recurring basis | Common Stock
Assets
Securities available for sale	3,743	3,205	3,821
Recurring basis | Quoted Prices In Active Markets for Identical Assets (Level 1)
Assets
Securities available for sale	2,518	2,980	2,596
Fair value of Assets, Total	2,518	2,980	2,596
Recurring basis | Quoted Prices In Active Markets for Identical Assets (Level 1) | Common Stock
Assets
Securities available for sale	2,518	2,980	2,596
Recurring basis | Significant Other Observable Inputs (Level 2)
Assets
Derivative financial instruments	3,257	2,574	1,415
Loans held for sale	48,926	73,055	41,649
Securities available for sale	987,092	838,681	1,006,945
Fair value of Assets, Total	1,039,275	914,310	1,050,009
Liabilities
Derivative financial instruments	2,213	1,228	838
Recurring basis | Significant Other Observable Inputs (Level 2) | Government-sponsored entities debt
Assets
Securities available for sale	103,092	130,835	162,507
Recurring basis | Significant Other Observable Inputs (Level 2) | State and municipal obligations
Assets
Securities available for sale	123,894	136,699	131,364
Recurring basis | Significant Other Observable Inputs (Level 2) | Mortgage-backed securities
Assets
Securities available for sale	758,881	570,922	711,849
Recurring basis | Significant Other Observable Inputs (Level 2) | Common Stock
Assets
Securities available for sale	1,225	225	1,225
Recurring basis | Significant Unobservable Inputs (Level 3)
Assets
Mortgage servicing rights	22,350	25,325	26,202
Fair value of Assets, Total	22,350	25,325	$ 26,202
Changes in fair value of assets
Fair value of assets at the beginning of the period	26,202	21,601
Servicing assets that resulted from transfers of financial assets	(2,393)	(3,921)
Fair value of assets at the end of the period	22,350	25,325
Changes in fair value assets due to valuation inputs or assumptions	(4,476)	1,539
Changes in fair value assets due to increased principal paydowns	1,769	1,736
Unrealized losses included in accumulated other comprehensive income related to Level 3 financial assets and liabilities	$ 0	$ 0

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Fair Value - Assets and liabilities measured at fair value on a nonrecurring basis - (Details) - USD ($) $ in Thousands	6 Months Ended		12 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Dec. 31, 2015	Dec. 31, 2014
Fair Value
Other Real Estate	$ 22,427	$ 35,042	$ 30,554	$ 42,726
Nonrecurring basis | OREO
Fair Value
Other Real Estate	22,427	35,042	30,554
Nonrecurring basis | Non-acquired Credit Impaired loans
Fair Value
Other Real Estate	3,515	10,079	13,355
Nonrecurring basis | Significant Unobservable Inputs (Level 3) | OREO
Fair Value
Other Real Estate	22,427	35,042	30,554
Nonrecurring basis | Significant Unobservable Inputs (Level 3) | Non-acquired Credit Impaired loans
Fair Value
Other Real Estate	$ 3,515	$ 10,079	$ 13,355
Nonrecurring basis | Significant Unobservable Inputs (Level 3) | Discounted appraisals | Impaired loans
Quantitative Information about Level 3 Fair Value Measurements
Collateral discounts (as a percent)	6.00%	4.00%	6.00%
Nonrecurring basis | Significant Unobservable Inputs (Level 3) | Discounted appraisals | OREO
Quantitative Information about Level 3 Fair Value Measurements
Collateral discounts and estimated costs to sell (as a percent)	17.00%	18.00%	16.00%

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Fair Value - Estimated fair value and related carrying amount, of the Company’s financial instruments - (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Dec. 31, 2015
Financial assets:
Loans held for sale	$ 48,926	$ 73,055	$ 41,649
Financial liabilities:
Federal Funds Purchased and Securities Sold under Agreements to Repurchase.	341,064	287,903	288,231
Increase (Decrease) in Loans Held-for-sale	421,134	83,652
Other borrowings	55,254	55,055	55,158
Quoted Prices In Active Markets for Identical Assets (Level 1)
Financial assets:
Cash and cash equivalents	481,912	593,382	695,794
Investment securities	12,047	12,011	11,489
Significant Other Observable Inputs (Level 2)
Financial assets:
Investment securities	995,323	848,795	1,016,668
Loans held for sale	48,926	73,055	41,649
Interest Receivable	3,941	3,605	3,883
Interest rate swap - non-designated hedge		156
Other derivative financial instruments (Mortgage - banking related)	3,257	2,418	1,415
Financial liabilities:
Deposits	6,980,410	6,372,390	6,785,911
Federal Funds Purchased and Securities Sold under Agreements to Repurchase.	341,064	287,903	288,231
Other borrowings	49,499	50,714	49,762
Interest Payable	1,649	2,489	2,190
Interest rate swap - cash flow hedge	776	806	718
Interest rate swap - non-designated hedge		156
Other derivative financial instruments (Mortgage banking related)	1,437	266	120
Significant Other Observable Inputs (Level 2) | Commitments to extend credit
Financial liabilities:
Off balance sheet financial instruments	53,838		23,927
Significant Other Observable Inputs (Level 2) | Standby letters of credit and financial guarantees
Financial liabilities:
Off balance sheet financial instruments		31,401
Significant Unobservable Inputs (Level 3)
Financial assets:
Loans, net of allowance for loan losses	6,591,596	5,805,702	6,068,252
FDIC receivable for loss share agreements		2,615	(2,452)
Interest Receivable	14,250	13,038	13,200
Mortgage servicing rights	22,350	25,325	26,202
Carrying Amount
Financial assets:
Cash and cash equivalents	481,912	593,382	695,794
Investment securities	1,007,060	860,351	1,027,748
Loans held for sale	48,926	73,055	41,649
Loans, net of allowance for loan losses	6,380,657	5,749,270	5,970,044
FDIC receivable for loss share agreements		11,035	4,401
Interest Receivable	18,191	16,643	17,083
Mortgage servicing rights	22,350	25,325	26,202
Interest rate swap - non-designated hedge		156
Other derivative financial instruments (Mortgage - banking related)	3,257	2,418	1,415
Financial liabilities:
Deposits	7,163,926	6,667,528	7,100,428
Federal Funds Purchased and Securities Sold under Agreements to Repurchase.	341,064	287,903	288,231
Other borrowings	55,254	55,055	55,158
Interest Payable	1,649	2,489	2,190
Interest rate swap - cash flow hedge	776	806	718
Interest rate swap - non-designated hedge		156
Other derivative financial instruments (Mortgage banking related)	1,437	266	120
Fair Value.
Financial assets:
Cash and cash equivalents	481,912	593,382	695,794
Investment securities	1,007,370	860,806	1,028,157
Loans held for sale	48,926	73,055	41,649
Loans, net of allowance for loan losses	6,591,596	5,805,702	6,068,252
FDIC receivable for loss share agreements		2,615	(2,452)
Interest Receivable	18,191	16,643	17,083
Mortgage servicing rights	22,350	25,325	26,202
Interest rate swap - non-designated hedge		156
Other derivative financial instruments (Mortgage - banking related)	3,257	2,418	1,415
Financial liabilities:
Deposits	6,980,410	6,372,390	6,785,911
Federal Funds Purchased and Securities Sold under Agreements to Repurchase.	341,064	287,903	288,231
Other borrowings	49,499	50,714	49,762
Interest Payable	1,649	2,489	2,190
Interest rate swap - cash flow hedge	776	806	718
Interest rate swap - non-designated hedge		156
Other derivative financial instruments (Mortgage banking related)	1,437	266	120
Fair Value. | Commitments to extend credit
Financial liabilities:
Off balance sheet financial instruments	$ 53,838		$ 23,927
Fair Value. | Standby letters of credit and financial guarantees
Financial liabilities:
Off balance sheet financial instruments		$ 31,401

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Accumulated Other Comprehensive Income (Loss) - Changes in components of AOCI - (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Accumulated Other Comprehensive Income (Loss)
Balance at the beginning of the period			$ (3,871)
Other comprehensive income (loss), net of tax	$ 3,005	$ (4,929)	10,381	$ (1,554)
Balance at the end of the period	6,510	(1,931)	6,510	(1,931)
Amortization of defined benefit pension
Accumulated Other Comprehensive Income (Loss)
Balance at the beginning of the period	(5,889)	(5,175)	(6,015)	(5,315)
Amounts reclassified from accumulated other comprehensive income (loss)	126	139	252	279
Other comprehensive income (loss), net of tax	126	139	252	279
Balance at the end of the period	(5,763)	(5,036)	(5,763)	(5,036)
Gain and Losses on sales of available for sale securities
Accumulated Other Comprehensive Income (Loss)
Balance at the beginning of the period	9,887	8,730	2,588	5,467
Other comprehensive income (loss) before reclassifications	2,865	(5,126)	10,240	(1,863)
Amounts reclassified from accumulated other comprehensive income (loss)			(76)
Other comprehensive income (loss), net of tax	2,865	(5,126)	10,164	(1,863)
Balance at the end of the period	12,752	3,604	12,752	3,604
Gains and Losses on Cash Flow Hedges
Accumulated Other Comprehensive Income (Loss)
Balance at the beginning of the period	(493)	(557)	(444)	(529)
Other comprehensive income (loss) before reclassifications	(28)	18	(123)	(57)
Amounts reclassified from accumulated other comprehensive income (loss)	42	40	88	87
Other comprehensive income (loss), net of tax	14	58	(35)	30
Balance at the end of the period	(479)	(499)	(479)	(499)
Accumulated Other Comprehensive Income (Loss).
Accumulated Other Comprehensive Income (Loss)
Balance at the beginning of the period	3,505	2,998	(3,871)	(377)
Other comprehensive income (loss) before reclassifications	2,837	(5,108)	10,117	(1,920)
Amounts reclassified from accumulated other comprehensive income (loss)	168	179	264	366
Other comprehensive income (loss), net of tax	3,005	(4,929)	10,381	(1,554)
Balance at the end of the period	$ 6,510	$ (1,931)	$ 6,510	$ (1,931)

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Accumulated Other Comprehensive Income (Loss) - Reclassifications out of AOCI - (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Reclassifications out of accumulated other comprehensive income, net of tax
Interest expense	$ (1,980)	$ (2,488)	$ (4,194)	$ (5,438)
Other noninterest income	4,475	2,285	6,761	3,945
Provision for income taxes	(12,420)	(12,813)	(24,981)	(25,138)
Net income	24,516	24,872	49,010	48,798
Amount Reclassified from Accumulated Other Comprehensive Loss
Reclassifications out of accumulated other comprehensive income, net of tax
Net income	168	179	264	366
Gains and Losses on Cash Flow Hedges | Amount Reclassified from Accumulated Other Comprehensive Loss | Interest rate contracts
Reclassifications out of accumulated other comprehensive income, net of tax
Interest expense	68	64	142	140
Provision for income taxes	(26)	(24)	(54)	(53)
Net income	42	40	88	87
Gain and Losses on sales of available for sale securities | Amount Reclassified from Accumulated Other Comprehensive Loss
Reclassifications out of accumulated other comprehensive income, net of tax
Other noninterest income			(122)
Provision for income taxes			46
Net income			(76)
Amortization of defined benefit pension | Amount Reclassified from Accumulated Other Comprehensive Loss
Reclassifications out of accumulated other comprehensive income, net of tax
Salaries and employee benefits	204	225	408	450
Provision for income taxes	(78)	(86)	(156)	(171)
Net income	$ 126	$ 139	$ 252	$ 279

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Derivative Financial Instruments (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015	Dec. 31, 2015	Dec. 31, 2009
Derivative Financial Instruments
After-tax unrealized gain on cash flow hedge in other comprehensive income	$ 14,000	$ 58,000	$ 35,000	$ 30,000
Cash flow hedge liability	776,000	806,000	776,000	806,000
Ineffectiveness in the cash flow hedge	0	0	0	0
Collateral provided	850,000	850,000	850,000	850,000
Mortgage loan pipeline
Obligation under forward commitments, the fair value of those obligations along with the fair value of derivative instruments associated with forward commitments
Obligation	129,570,000	114,782,000	129,570,000	114,782,000	$ 87,486,000
Expected closures
Obligation under forward commitments, the fair value of those obligations along with the fair value of derivative instruments associated with forward commitments
Obligation	97,177,000	86,087,000	97,177,000	86,087,000	65,615,000
Mortgage loan pipeline commitments
Obligation under forward commitments, the fair value of those obligations along with the fair value of derivative instruments associated with forward commitments
Obligation	3,257,000	1,319,000	3,257,000	1,319,000	1,415,000
Forward commitments
Obligation under forward commitments, the fair value of those obligations along with the fair value of derivative instruments associated with forward commitments
Obligation	120,000,000	124,000,000	120,000,000	124,000,000	73,000,000
Net fair value of the open contracts	(1,437,000)	1,099,000	(1,437,000)	1,099,000	$ (21,000)
Non-designated hedges | Mortgage servicing rights hedging
Derivative Financial Instruments
Notional amount	120,000,000	91,000,000	120,000,000	91,000,000
Net fair value of the open contracts recorded as an asset	$ (1,800,000)	$ 266,000	$ (1,800,000)	$ 266,000
Interest rate contracts | Cash flow hedge
Derivative Financial Instruments
Fixed rate payable on notional amount (as a percent)	4.06%		4.06%
Variable rate basis, variable rate receivable on notional amount			three-month LIBOR
Notional amount						$ 8,000,000

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Capital Ratios (Details) - USD ($) $ in Thousands	Jan. 01, 2019	Jun. 30, 2016	Dec. 31, 2015	Jun. 30, 2015
Capital ratios
Capital conversion buffer common equity Tier 1 of risk-weighted assets (as a percent)	2.50%
Common equity Tier 1 to risk-weighted assets
Actual, Capital Amount		$ 741,000	$ 711,577	$ 695,107
Actual, Ratio (as a percent)		11.23%	11.84%	12.16%
Minimum capital required, Ratio (as a percent)		4.50%
Required to be considered well capitalized, Capital Amount		$ 428,792	$ 390,624	$ 372,011
Required to be considered well capitalized, Ratio (as a percent)		6.50%	6.50%	6.50%
Tier I capital to risk-weighted assets
Actual, Capital Amount		$ 793,116	$ 763,590	$ 745,570
Actual, Ratio (as a percent)		12.02%	12.71%	13.03%
Minimum capital required, Ratio (as a percent)		6.00%	4.00%
Required to be considered well capitalized, Capital Amount		$ 527,744	$ 480,768	$ 457,860
Required to be considered well capitalized, Ratio (as a percent)		8.00%	8.00%	8.00%
Total capital to risk-weighted assets
Actual, Capital Amount		$ 834,102	$ 801,745	$ 785,245
Actual, Ratio (as a percent)		12.64%	13.34%	13.72%
Minimum capital required, Ratio (as a percent)		8.00%
Required to be considered well capitalized, Capital Amount		$ 659,681	$ 600,961	$ 572,325
Required to be considered well capitalized, Ratio (as a percent)		10.00%	10.00%	10.00%
Tier I capital to average assets (leverage ratio)
Actual, Capital Amount		$ 793,116	$ 763,590	$ 745,570
Actual, Ratio (as a percent)		9.51%	9.31%	9.68%
Minimum capital required, Ratio (as a percent)		4.00%
Required to be considered well capitalized, Capital Amount		$ 416,984	$ 410,107	$ 385,089
Required to be considered well capitalized, Ratio (as a percent)		5.00%	5.00%	5.00%
Phase-In Schedule
Common equity Tier 1 to risk-weighted assets
Minimum capital required, Capital Amount		$ 338,086	$ 270,432	$ 257,546
Minimum capital required, Ratio (as a percent)		5.125%	4.50%	4.50%
Tier I capital to risk-weighted assets
Minimum capital required, Capital Amount		$ 395,808	$ 360,576	$ 343,395
Minimum capital required, Ratio (as a percent)		6.00%	6.00%	6.00%
Total capital to risk-weighted assets
Minimum capital required, Capital Amount		$ 527,744	$ 480,768	$ 457,860
Minimum capital required, Ratio (as a percent)		8.00%	8.00%	8.00%
Tier I capital to average assets (leverage ratio)
Minimum capital required, Capital Amount		$ 333,587	$ 328,085	$ 308,071
Minimum capital required, Ratio (as a percent)		4.00%	4.00%	4.00%
Fully Phased-In
Common equity Tier 1 to risk-weighted assets
Minimum capital required, Capital Amount		$ 461,776	$ 420,762	$ 400,628
Minimum capital required, Ratio (as a percent)		7.00%	7.00%	7.00%
Tier I capital to risk-weighted assets
Minimum capital required, Capital Amount		$ 560,728	$ 510,817	$ 486,476
Minimum capital required, Ratio (as a percent)		8.50%	8.50%	8.50%
Total capital to risk-weighted assets
Minimum capital required, Capital Amount		$ 692,665	$ 631,009	$ 600,941
Minimum capital required, Ratio (as a percent)		10.50%	10.50%	10.50%
Tier I capital to average assets (leverage ratio)
Minimum capital required, Capital Amount		$ 333,587	$ 328,085	$ 308,071
Minimum capital required, Ratio (as a percent)		4.00%	4.00%	4.00%
South State Bank (the Bank)
Common equity Tier 1 to risk-weighted assets
Actual, Capital Amount		$ 766,183	$ 740,532	$ 725,545
Actual, Ratio (as a percent)		11.62%	12.33%	12.68%
Required to be considered well capitalized, Capital Amount		$ 428,647	$ 390,511	$ 371,874
Required to be considered well capitalized, Ratio (as a percent)		6.50%	6.50%	6.50%
Tier I capital to risk-weighted assets
Actual, Capital Amount		$ 766,183	$ 740,532	$ 725,545
Actual, Ratio (as a percent)		11.62%	12.33%	12.68%
Required to be considered well capitalized, Capital Amount		$ 527,566	$ 480,629	$ 457,692
Required to be considered well capitalized, Ratio (as a percent)		8.00%	8.00%	8.00%
Total capital to risk-weighted assets
Actual, Capital Amount		$ 807,084	$ 778,538	$ 765,221
Actual, Ratio (as a percent)		12.24%	12.96%	13.38%
Required to be considered well capitalized, Capital Amount		$ 659,457	$ 600,786	$ 572,115
Required to be considered well capitalized, Ratio (as a percent)		10.00%	10.00%	10.00%
Tier I capital to average assets (leverage ratio)
Actual, Capital Amount		$ 766,183	$ 740,532	$ 725,545
Actual, Ratio (as a percent)		9.19%	9.03%	9.43%
Required to be considered well capitalized, Capital Amount		$ 416,791	$ 409,818	$ 384,851
Required to be considered well capitalized, Ratio (as a percent)		5.00%	5.00%	5.00%
South State Bank (the Bank) | Phase-In Schedule
Common equity Tier 1 to risk-weighted assets
Minimum capital required, Capital Amount		$ 337,972	$ 270,354	$ 257,452
Minimum capital required, Ratio (as a percent)		5.125%	4.50%	4.50%
Tier I capital to risk-weighted assets
Minimum capital required, Capital Amount		$ 395,674	$ 360,471	$ 343,269
Minimum capital required, Ratio (as a percent)		6.00%	6.00%	6.00%
Total capital to risk-weighted assets
Minimum capital required, Capital Amount		$ 527,566	$ 480,629	$ 457,692
Minimum capital required, Ratio (as a percent)		8.00%	8.00%	8.00%
Tier I capital to average assets (leverage ratio)
Minimum capital required, Capital Amount		$ 333,433	$ 327,854	$ 307,881
Minimum capital required, Ratio (as a percent)		4.00%	4.00%	4.00%
South State Bank (the Bank) | Fully Phased-In
Common equity Tier 1 to risk-weighted assets
Minimum capital required, Capital Amount		$ 461,620	$ 420,550	$ 400,480
Minimum capital required, Ratio (as a percent)		7.00%	7.00%	7.00%
Tier I capital to risk-weighted assets
Minimum capital required, Capital Amount		$ 560,539	$ 510,668	$ 486,297
Minimum capital required, Ratio (as a percent)		8.50%	8.50%	8.50%
Total capital to risk-weighted assets
Minimum capital required, Capital Amount		$ 692,430	$ 630,825	$ 600,720
Minimum capital required, Ratio (as a percent)		10.50%	10.50%	10.50%
Tier I capital to average assets (leverage ratio)
Minimum capital required, Capital Amount		$ 333,433	$ 327,854	$ 307,881
Minimum capital required, Ratio (as a percent)		4.00%	4.00%	4.00%

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Goodwill and Other Intangible Assets - Summary of changes - (Details) - USD ($) $ in Thousands	Jun. 30, 2016	Dec. 31, 2015	Aug. 21, 2015
Goodwill
Goodwill, Beginning Balance	$ 338,340		$ 317,688
Goodwill, Ending Balance	$ 338,340	$ 338,340
Bank of America
Goodwill
Goodwill, Beginning Balance		$ 20,652
Goodwill, Ending Balance			$ 20,652

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Goodwill and Other Intangible Assets - Summary of gross carrying amounts - (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015	Dec. 31, 2015
Other intangible assets
Gross carrying amount	$ 82,154	$ 75,354	$ 82,154	$ 75,354	$ 82,154
Accumulated amortization	(38,525)	(30,094)	(38,525)	(30,094)	(34,729)
Net carrying amount	43,629	45,260	43,629	45,260	$ 47,425
Amortization expense	1,892	$ 1,964	3,795	$ 3,980
Estimated amortization expense for other intangibles for each of the next five quarters
September 30, 2016	1,891		1,891
December 31, 2016	1,890		1,890
March 31, 2017	1,810		1,810
June 30, 2017	1,798		1,798
September 30, 2017	1,797		1,797
Thereafter	$ 34,443		$ 34,443
Minimum
Other intangible assets
Estimated useful lives			2 years
Maximum
Other intangible assets
Estimated useful lives			15 years

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Loan Servicing, Mortgage Origination, and Loans Held for Sale (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015	Dec. 31, 2015
Changes in the fair value of MSRs and its offsetting hedge.
Increase (decrease) in fair value of MSRs			$ (4,476)	$ 1,539
Decay of MSRs			(1,769)	(1,736)
Gains (losses) related to derivatives			5,013	430
Net effect on Statements of Income			$ (1,232)	$ 233
MSRs
Changes in the fair value of MSRs and its offsetting hedge.
Increase (decrease) in fair value of MSRs	$ (1,870)	$ 2,374
Decay of MSRs	(990)	(899)
Gains (losses) related to derivatives	1,968	(1,092)
Net effect on Statements of Income	$ (892)	$ 383
Characteristics and sensitivity analysis of the MSR
Residential Mortgages Serviced for Others Percentage	100.00%	100.00%	100.00%	100.00%	100.00%
Weighted average life			5 years 7 months 6 days	7 years 4 months 17 days	7 years 18 days
Constant prepayment rate (as a percent)			12.70%	9.00%	9.60%
Weighted average discount rate (as a percent)			9.80%	9.70%	9.80%
Effect on fair value due to change in interest rates:
25 basis point increase	$ 2,106	$ 1,335	$ 2,106	$ 1,335	$ 1,562
50 basis point increase	3,977	2,490	3,977	2,490	2,950
25 basis point decrease	(2,334)	(1,567)	(2,334)	(1,567)	(1,866)
50 basis point decrease	(4,492)	(3,313)	(4,492)	(3,313)	$ (4,021)
Custodial escrow balances maintained in connection with the loan servicing	$ 19,200	$ 17,800	$ 19,200	$ 17,800
Fixed-rate mortgage loans
Characteristics and sensitivity analysis of the MSR
Residential Mortgages Serviced for Others Percentage	99.50%	99.30%	99.50%	99.30%	99.40%
Adjustable-rate mortgage loans
Characteristics and sensitivity analysis of the MSR
Residential Mortgages Serviced for Others Percentage	0.50%	0.70%	0.50%	0.70%	0.60%
First Financial Holdings, Inc. ("First Financial")
Loans held for sale, loan servicing and mortgage origination
Residential mortgages serviced for others	$ 2,600,000	$ 2,500,000	$ 2,600,000	$ 2,500,000	$ 2,600,000
Contractually specified servicing fees earned	$ 1,800	$ 3,400	$ 1,500	$ 3,000

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Loan Servicing, Mortgage Origination, and Loans Held for Sale - Mandatory cash forwards - (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015	Dec. 31, 2015
Mortgage loan securitizations, mandatory cash forwards, and whole loan sales
Loan sales	$ 179.5	$ 259.0	$ 315.4	$ 455.0
Loan securitizations and loan sales	$ 150.2	$ 204.0	$ 243.5	$ 351.1
Percentage of loan securitizations and loan sales	83.70%	78.80%	77.20%	77.20%
Residential mortgage loans to be sold in secondary market
Mortgage loan securitizations, mandatory cash forwards, and whole loan sales
Residential mortgage loans held for sale	$ 48.9	$ 73.1	$ 48.9	$ 73.1	$ 41.6
Loans Held-for-sale, Mortgages	$ 48.9	$ 73.1	$ 48.9	$ 73.1	$ 41.6
Residential mortgage loans awaiting sale in secondary market | Minimum
Mortgage loan securitizations, mandatory cash forwards, and whole loan sales
Loans held for sale, settlement period			15 days
Residential mortgage loans awaiting sale in secondary market | Maximum
Mortgage loan securitizations, mandatory cash forwards, and whole loan sales
Loans held for sale, settlement period			45 days

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Investments in Qualified Affordable Housing Projects (Details) - USD ($)	6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015
Investment In Qualified Affordable Housing Projects.
Tax Credits and Benefits	$ 1,200,000	$ 918,000
Share of book losses	729,000	655,000
Carrying value	27,600,000	12,700,000
Original Investment Value	35,800,000	35,800,000
Funding obligation	$ 15,500,000	$ 1,100,000

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Repurchase Agreements (Details) - USD ($) $ in Millions	Jun. 30, 2016	Dec. 31, 2015	Jun. 30, 2015
Secured Debt, Repurchase Agreements
Carrying amount of securities sold under repurchase agreements with customers	$ 272.6	$ 219.9	$ 228.7
Carrying amount of the securities pledged to collateralize repurchase agreements	$ 272.6	$ 219.9	$ 228.7