XML 34 R24.htm IDEA: XBRL DOCUMENT v3.5.0.2
Merger and Acquisitions (Tables)
6 Months Ended
Jun. 30, 2016
Merger and Acquisitions [Abstract]  
Allocation of the Purchase Price



The allocation of the purchase price is as follows:





 

 

 



(Dollars in thousands)

 



 

 

 



Assets acquired:

 

 



Cash and cash equivalents

$

11,044 



Investment securities

 

11,331 



Loans

 

110,363 



Goodwill

 

2,902 



Core deposit and other intangibles

 

578 



Other assets

 

7,489 



Total assets acquired

 

143,707 



Liabilities assumed:

 

 



Deposits

 

123,238 



FHLB borrowings

 

3,570 



Other liabilities

 

908 



Total liabilities assumed

 

127,716 



Equity acquired:

 

 



Preferred stock

 

1,750 



Total equity acquired and liabilities assumed

 

129,466 



Consideration paid

$

14,241 



 

 

 



Cash paid

$

2,949 



Fair value of common stock issued, including replacement equity awards

 

11,292 



Summary of the Estimated Fair Value of the Assets Acquired and Liabilities and Equity Assumed

The following table summarizes the fair value of the assets acquired, and liabilities and equity assumed by Mid Penn through the Phoenix merger at March 1, 2015.







 

 

 



(Dollars in thousands)

 



 

 

 



Total purchase price

$

14,241 



 

 

 



Net assets acquired:

 

 



Cash and cash equivalents

 

11,044 



Investment securities

 

11,331 



Restricted stock

 

509 



Loans

 

110,363 



Bank owned life insurance

 

3,673 



Premises and equipment

 

1,792 



Deferred income taxes

 

503 



Accrued interest receivable

 

388 



Core deposit and other intangibles

 

578 



Other assets

 

624 



Deposits

 

(123,238)



FHLB borrowings

 

(3,570)



Accrued interest payable

 

(32)



Other liabilities

 

(876)



Preferred stock

 

(1,750)



 

 

11,339 



Goodwill

$

2,902 



Fair Value Adjustments Made to the Amortized Cost Basis, Presented at the Fair Value of Loans Acquired

The table below illustrates the fair value adjustments made to the amortized cost basis in order to present a fair value of the loans acquired.







 

 

 



(Dollars in thousands)

 



 

 

 



Gross amortized cost basis at March 1, 2015

$

112,816 



Market rate adjustment

 

270 



Credit fair value adjustment on pools of homogeneous loans

 

(1,461)



Credit fair value adjustment on impaired loans

 

(1,262)



Fair value of purchased loans at March 1, 2015

$

110,363 



Fair Value of the Loans Acquired

The information about the acquired Phoenix impaired loan portfolio as of March 1, 2015 is as follows:





 

 

 



(Dollars in thousands)

 



 

 

 



Contractually required principal and interest at acquisition

$

3,548 



Contractual cash flows not expected to be collected (nonaccretable discount)

 

(804)



Expected cash flows at acquisition

 

2,744 



Interest component of expected cash flows (accretable discount)

 

(458)



Fair value of acquired loans

$

2,286 



Pro Forma Information

The following table presents pro forma information as if the merger between Mid Penn and Phoenix had been completed on January 1, 2014.  The pro forma information does not necessarily reflect the results of operations that would have occurred had Mid Penn merged with Phoenix at the beginning of 2014.  Supplemental pro forma earnings for 2015 were adjusted to exclude $762,000 of merger related costs incurred for the three and six months ended June 30, 2015.  The pro forma financial information does not include the impact of possible business model changes, nor does it consider any potential impacts of current market conditions or revenues, expense efficiencies, or other factors.  The pro forma data is intended for informational purposes and is not indicative of the future results of operations.





 

 

 

 

 

 



(Dollars in thousands, except per share data)

June 30, 2015



 

Three Months

 

Six Months



 

Ended

 

Ended



Net interest income after loan loss provision

$

8,186 

 

$

15,560 



Noninterest income

 

1,093 

 

 

2,107 



Noninterest expense

 

6,642 

 

 

13,582 



Net income available to common shareholders

 

1,952 

 

 

3,152 



Net income per common share

 

0.46 

 

 

0.75