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Acquisitions
12 Months Ended
Jun. 30, 2012
Notes  
Acquisitions

NOTE 17: Acquisitions

 

On December 17, 2010, the Bank entered into a Purchase and Assumption Agreement with the FDIC, as receiver, to acquire certain assets and assume certain liabilities of the former First Southern Bank, with headquarters in Batesville, Arkansas, and one branch location in Searcy, Arkansas. The results of operations of the former First Southern Bank locations have been included in the consolidated condensed financial statements since that date. As a result of the transaction, the Bank will have an opportunity to increase its deposit base and reduce transaction and other costs through economies of scale.

 

The Company recorded $437,000 in third-party acquisition-related costs in fiscal 2011. The expenses are included in noninterest expense in the Company’s consolidated statement of income for fiscal 2011.

 

The bargain purchase gain of $7.0 million arising from the acquisition is a result of the discount bid of $17.5 million made by the Company to acquire the assets and assume the liabilities of the failed financial institution. The transaction was accomplished without the loss-share coverage from the FDIC. The full amount of the bargain purchase gain is expected to be taxable, on a deferred basis.

 

The following table summarizes the assets acquired and liabilities assumed at the acquisition date.

 

Fair Value of Consideration Transferred

 

 

 

Equity position of target at closing

 

 

$  (2,453,832)

Asset discount bid

 

 

(17,500,000)

Deposit premium bid

 

 

224,028

Total cash (to) from buyer

 

 

$(19,729,804)

 

 

 

 

Recognized amounts of identifiable assets acquired and liabilities assumed

Acquired from the FDIC

Fair Value Adjustments

As Recorded

 

 

 

 

Cash and cash equivalents

$   18,519,482 

$                   - 

$   18,519,482 

Loans

124,409,033 

(9,801,830)

114,607,203 

Premises and equipment

1,159 

1,159 

Identifiable intangible assets

624,952 

624,952 

Other

1,680,991 

1,680,991 

Deposits

(130,314,617)

(524,043)

(130,838,660)

Long-term debt

(16,658,022)

(548,781)

(17,206,803)

Other

(91,858)

(29,520)

(121,378)

 

 

 

 

Total identifiable net assets

$  (2,453,832)

$(10,279,222)

$(12,733,054)

 

 

 

 

Bargain purchase gain

 

 

$  (6,996,750)

 

For the fiscal year ended June 30, 2011, the acquired business contributed revenues (net interest income and noninterest income) of $3.0 million, and earnings, net of tax of $1.0 million to the Company. The figure reported for earnings does not include additional administrative expenses incurred by the Company that could be attributed to growth resulting from the acquisition. The following pro forma summary presents consolidated information of the Company as if the business combination had occurred on July 1, 2009:

 

 

Pro forma

(dollars in thousands, except EPS)

Year Ended June 30

 

2011

2010

Interest income

$38,796

$33,641

Interest expense

12,597

13,413

Net interest income

26,199

20,228

Provision for loan losses

2,632

2,774

Net interest income after provision for loan losses

23,567

17,454

Noninterest income

10,681

3,228

Noninterest expense

17,068

16,276

Income before taxes

17,180

4,406

Income taxes

5,862

862

Net income

11,318

3,544

Less: effective dividend on preferred shares

512

510

Net income available to common shareholders

$10,806

$3,034

 

 

 

Basic earnings per common share

$    5.17

$  1.46

Diluted earnings per common share

$    5.05

$  1.44

 

The above pro forma summary excludes earnings on investment securities as they were not included with the asset purchase.

 

The fair value of the assets acquired included loans with a fair value of $114.6 million. The estimated gross amount due under the contracts was $124.4 million, of which $7.4 million was expected to be uncollectible. The determination of the initial fair value of assets acquired and liabilities assumed in the transaction involves a high degree of judgment and complexity. The carrying value of the acquired loans reflect management’s best estimate of the fair value of these assets as of the date of acquisition. However, the amount that we realize on these assets could differ materially from the carrying value reflected in these financial statements, based upon the timing and amount of collections on the acquired loans in future periods.