Business Combinations

6 Months Ended

Dec. 31, 2021

Business Combinations

Business Combinations

Note 12: Business Combinations

On September 28, 2021 the Company announced the signing of an agreement and plan of merger whereby Fortune Financial Corporation (”Fortune”), and its wholly owned subsidiary, FortuneBank (“FB”), will be acquired by the Company in a stock and cash transaction valued at approximately $29.9 million. At December 31 2021, Fortune held consolidated assets of $261.2 million, loans, net of allowance, of $199.4 million, and deposits of $219.6 million. The transaction is expected to close late in the first quarter of calendar 2022, subject to satisfaction of customary closing conditions, including regulatory and Fortune shareholder approvals. The acquired financial institution is expected to be merged with and into Southern Bank shortly after or simultaneously with the acquisition of Fortune. For the three- and six-month periods ended December 31, 2021, the Company incurred $205,000 and $230,000, respectively, of third-party acquisition-related costs, included in noninterest expense in the Company’s consolidated statements of income.

On December 15, 2021, the Company completed its acquisition of the Cairo, Illinois, branch (“Cairo”) of First National Bank, Oldham, South Dakota. The deal resulted in Southern Bank relocating its facility from its prior location to the First National Bank location in Cairo. The Company views the acquisition and updates to the new facility as an expression of its continuing commitment to the Cairo community. For the three- and six-month periods ended December 31, 2021, the Company incurred $24,000 of third-party acquisition-related costs, included in noninterest expense in the Company’s consolidated statements of income.

Under the acquisition method of accounting, the total purchase price is allocated to net tangible and intangible assets based on their current estimated fair values on the date of the acquisition. Based on valuations of the fair value of tangible and intangible assets acquired and liabilities assumed, the purchase price for the Cairo acquisition is detailed in the following table.

First National Bank - Cairo Branch
Fair Value of Consideration Transferred
(dollars in thousands)
Cash	$	(26,932)
Recognized amounts of identifiable assets acquired and liabilities assumed
Cash and cash equivalents	$	220
Loans		408
Premises and equipment		468
Identifiable intangible assets		168
Miscellaneous other assets		1
Deposits		(28,540)
Miscellaneous other liabilities		(99)
Total identifiable net liabilities		(27,374)
Goodwill	$	442

Of the total purchase price, $168,000 has been allocated to core deposit intangible, and will be amortized over seven years on a straight line basis. Additionally, $442,000 has been allocated to goodwill, and none of the purchase price is deductible. Goodwill is attributable to synergies and economies of scale expected from combining the operations of the Southern Bank existing facility with the acquired Cairo branch.