RENASANT CORP - FORM 8-K/A - EX-99.3 - EXHIBIT 99.3 - September 16, 2015

Attached files

file filename
8-K/A - 8-K/A - RENASANT CORPform8-ka_hbosmergerxprofor.htm
EX-23.1 - EXHIBIT 23.1 - RENASANT CORPex231_consentxmj.htm
Exhibit 99.3

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS
 
The following unaudited pro forma condensed combined financial statements are based on the separate historical financial statements of Renasant Corporation (“Renasant” or “RNST”) and Heritage Financial Group, Inc. (“Heritage” or “HBOS”) after giving effect to the merger, the issuance of 0.9266 shares of RNST common stock in exchange for outstanding shares of Heritage common stock in connection therewith and the other transactions contemplated by the Agreement and Plan of Merger dated as of December 10, 2014 by and among Renasant, Renasant Bank, Heritage and HeritageBank of the South.  The unaudited pro forma condensed combined balance sheet as of March 31, 2015 is presented as if the merger with RNST and the transactions that occurred therewith had occurred on March 31, 2015.  The unaudited pro forma condensed combined income statements for the year ended December 31, 2014 and the three months ended March 31, 2015 are presented as if the merger and transactions that occurred therewith had occurred on January 1, 2014.  The historical consolidated financial information has been adjusted to reflect factually supportable items that are directly attributable to the merger and, with respect to the income statements only, expected to have a continuing impact on consolidated results of operations.
 
The unaudited pro forma condensed combined financial information has been prepared using the acquisition method of accounting for business combinations under accounting principles generally accepted in the United States. RNST is the acquirer for accounting purposes. RNST has not had sufficient time to completely evaluate the significant identifiable long-lived tangible and identifiable intangible assets of Heritage. Accordingly, the unaudited pro forma adjustments, including the allocations of the purchase price, are preliminary and have been made solely for the purpose of providing unaudited pro forma condensed combined financial information. Certain reclassifications have been made to the historical financial statements of Heritage to conform to the presentation in RNST’s financial statements.
 
A final determination of the acquisition consideration and fair values of Heritage's assets and liabilities will be based on the actual net tangible and intangible assets of Heritage that existed as of the date of completion of the merger, which was July 1, 2015.  Consequently, amounts preliminarily allocated to goodwill and identifiable intangibles could change from those allocations used in the unaudited pro forma condensed combined financial statements presented below and could result in a change in amortization of acquired intangible assets and amortization or accretion of other fair value adjustments.
 
In connection with the plan to integrate the operations of RNST and Heritage, RNST has incurred, and will in the future incur, nonrecurring charges, such as costs associated with systems implementation, severance, and other costs related to exit or disposal activities.  RNST is not able to fully determine the timing, nature and amount of these charges as of the date of this filing.  However, these charges will affect the results of operations of RNST and Heritage upon the completion of the merger, in the period in which they are incurred.  The unaudited pro forma condensed combined financial statements do not include the effects of the costs associated with any restructuring or integration activities resulting from the transaction, as they are nonrecurring in nature and were not factually supportable at the time that the unaudited pro forma condensed combined financial statements were prepared.  Additionally, the unaudited pro forma adjustments do not give effect to any nonrecurring or unusual restructuring charges that may be incurred as a result of the integration of the two companies or any anticipated disposition of assets that may result from such integration. Estimated transaction related expenses of RNST are not included in the unaudited pro forma condensed combined income statements.
 
The actual amounts finally recorded for the completion of the merger may differ materially from the information presented in these unaudited pro forma condensed combined financial statements as a result of:
 
•
net cash used or generated in Heritage's operations between the signing of the merger agreement and completion of the merger;
•
other changes in Heritage’s net assets that occurred prior to the completion of the merger, which could cause material differences in the information presented below; and
•
changes in the financial results of the combined company, which could change the future discounted cash flow projections. 



The unaudited pro forma condensed combined financial statements are provided for informational purposes only. The unaudited pro forma condensed combined financial statements are not necessarily, and should not be assumed to be, an indication of the results that would have been achieved had the transaction been completed as of the dates indicated or that may be achieved in the future. The preparation of the unaudited pro forma condensed combined financial statements and related adjustments required management to make certain assumptions and estimates. The unaudited pro forma condensed combined financial statements should be read together with: 

•
the accompanying notes to the unaudited pro forma condensed combined financial statements;
•
RNST’s separate audited historical consolidated financial statements and accompanying notes as of and for the year ended December 31, 2014, included in RNST’s Annual Report on Form 10-K for the year ended December 31, 2014;
•
Heritage’s separate audited historical consolidated financial statements and accompanying notes as of and for the year ended December 31, 2014, included in Heritage’s Annual Report on Form 10-K for the year ended December 31, 2014;
•
RNST’s separate unaudited historical consolidated financial statements and accompanying notes as of and for the three months ended March 31, 2015, included in RNST’s Quarterly Report on Form 10-Q for the quarters ended March 31, 2015;
•
Heritage’s separate unaudited historical consolidated financial statements and accompanying notes as of and for the three months ended March 31, 2015, included in Heritage’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2015; and
•
other information pertaining to RNST and Heritage contained in previous filings with the Securities and Exchange Commission.

Renasant Corporation and Subsidiaries
Pro Forma Condensed Combined Balance Sheet

(In Thousands, Except Share Data)


 
Renasant Corporation
 
Heritage Financial Group, Inc.
 
Purchase Accounting Adjustments
 
Pro Forma
 
 
 
 
 
Termination of
 
Other
 
 
 
3/31/2015
 
3/31/2015
 
Employee Stock
 
Purchase Acct
 
3/31/2015
 
(as reported)
 
(as reported)
 
Ownership Plan
 
Adjustments
 
Combined
Assets
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
$
174,379

 
$
36,345

 
$
2,865

(a)
$
(5,915
)
(b)
$
207,674

Securities
1,016,394

 
262,856

 
—

 
(1,401
)
(c)
1,277,849

Mortgage loans held for sale
102,780

 
233,466

 
—

 
—

 
336,246

Loans, net of unearned income
3,953,661

 
1,114,271

 
—

 
(50,018
)
(d)
5,017,914

Allowance for loan losses
(42,302
)
 
(10,010
)
 
—

 
10,010

(e)
(42,302
)
  Net Loans
3,911,359

 
1,104,261

 
—

 
(40,008
)
 
4,975,612

Premises and equipment
117,769

 
49,810

 
—

 
(4,150
)
(f)
163,429

Other real estate owned
31,686

 
9,288

 
—

 
(1,927
)
(g)
39,047

Goodwill
274,705

 
11,368

 
—

 
177,717

(h)
463,790

Other intangible assets
21,348

 
5,717

 
—

 
5,741

(i)
32,806

FDIC loss-share indemnification asset
8,934

 
20,170

 
—

 
—

 
29,104

Other assets
222,495

 
74,547

 
—

 
16,793

(j)
313,835

Total assets
$
5,881,849

 
$
1,807,828

 
$
2,865

 
$
146,850

 
$
7,839,392

Liabilities and shareholders’ equity
 
 
 
 
 
 
 
 
 
Liabilities
 
 
 
 
 
 
 
 
 
Non-interest bearing
$
959,351

 
$
253,811

 
$
—

 
$
—

 
$
1,213,162

Interest bearing
3,983,418

 
1,140,300

 
—

 
1,874

(k)
5,125,592

  Total Deposits
4,942,769

 
1,394,111

 
—

 
1,874

 
6,338,754

Short-term borrowings
6,732

 
41,128

 
—

 
—

 
47,860

Long-term debt
155,581

 
181,981

 
—

 
3,848

(l)
341,410

Other liabilities
53,571

 
26,750

 
—

 
26,296

(m)
106,617

Total liabilities
5,158,653

 
1,643,970

 
—

 
32,018

 
6,834,641

Shareholders’ equity
 
 
 
 
 
 
 
 
 
Common stock
163,281

 
92

 
—

 
43,087

(n)
206,460

Treasury stock, at cost
(21,312
)
 
—

 
—

 
—

 
(21,312
)
Additional paid-in capital
344,119

 
106,331

 
5,992

(a)
126,053

(o)
582,495

Retained earnings
242,726

 
66,527

 
(5,804
)
(a)
(60,723
)
(o)
242,726

Accumulated other comprehensive loss
(5,618
)
 
(6,415
)
 
—

 
6,415

(o)
(5,618
)
Unearned Employee Stock Ownership Plan
—

 
(2,677
)
 
2,677

(a)
—

 
—

Total shareholders’ equity
723,196

 
163,858

 
2,865

 
114,832

 
1,004,751

Total liabilities and shareholders’ equity
$
5,881,849

 
$
1,807,828

 
$
2,865

 
$
146,850

 
$
7,839,392


See the accompanying Notes to Unaudited Pro Forma Condensed Combined Financial Statements

Renasant Corporation and Subsidiaries
Pro Forma Condensed Combined Income Statement

(In Thousands, Except Share Data)

 
 
Twelve months ended December 31, 2014
 
 
Renasant Corporation
 
Heritage Financial Group, Inc.
Norcross Branch of PrivateBank and Trust Company
Alarion Financial Services, Inc.
 
Heritage Financial Group, Inc.
 
Pro Forma Adjustments
 
Pro Forma
 
 
(as reported)
 
(as reported)
(pro forma)
(pro forma)
 
Combined Proforma
 
 
(Combined)
Interest income
 
 
 
 
 
 
 
 
 
 
 
 
Loans
 
$
199,844

 
$
54,670

$
1,587

$
7,113

 
$
63,370

 
$
1,742

(d)
$
264,956

Securities
 
26,169

 
6,227

—

—

 
6,227

 
280

(c)
32,676

Other
 
396

 
89

—

13

 
102

 
—

 
498

Total interest income
 
226,409

 
60,986

1,587

7,126

 
69,699

 
2,022

 
298,130

Interest expense
 
 
 
 
 
 
 
 
 
 
 
 
Deposits
 
16,069

 
4,845

711

696

 
6,252

 
(1,874
)
(k)
20,447

Borrowings
 
7,711

 
3,420

—

—

 
3,420

 
(1,283
)
(l)
9,848

Total interest expense
 
23,780

 
8,265

711

696

 
9,672

 
(3,157
)
 
30,295

Net interest income
 
202,629

 
52,721

876

6,430

 
60,027

 
5,179

 
267,835

Provision for loan losses
 
6,167

 
1,569

—

50

 
1,619

 
—

 
7,786

Net interest income after provision for loan losses
 
196,462

 
51,152

876

6,380

 
58,408

 
5,179

 
260,049

Noninterest income(1)
 
 
 
 
 
 
 
 
 
 
 
 
Service charges on deposit accounts
 
25,383

 
6,187

96

305

 
6,588

 
—

 
31,971

Fees and commissions
 
21,873

 
12,058

—

—

 
12,058

 
—

 
33,931

Insurance commissions
 
8,194

 
—

—

—

 
—

 
—

 
8,194

Wealth management revenue
 
8,655

 
2,436

—

—

 
2,436

 
—

 
11,091

Gains on sales of securities
 
375

 
956

—

—

 
956

 
—

 
1,331

BOLI income
 
2,985

 
748

—

—

 
748

 
—

 
3,733

Gains on sales of mortgage loans held for sale
 
8,594

 
14,181

—

2,860

 
17,041

 
—

 
25,635

Other
 
4,561

 
458

—

683

 
1,141

 
—

 
5,702

Total noninterest income
 
80,620

 
37,024

96

3,848

 
40,968

 
—

 
121,588

Noninterest expense(1)
 
 
 
 
 
 
 
 
 
 
 
 
Salaries and employee benefits
 
115,108

 
44,831

500

3,883

 
49,214

 
—

 
164,322

Data processing
 
11,400

 
4,834

—

660

 
5,494

 
—

 
16,894

Net occupancy and equipment
 
20,252

 
8,971

192

775

 
9,938

 
(1,142
)
(f)
29,048

Other real estate owned
 
4,593

 
1,638

—

11

 
1,649

 
—

 
6,242

Professional fees
 
4,485

 
1,892

—

613

 
2,505

 
—

 
6,990

Advertising and public relations
 
5,923

 
1,096

—

(37
)
 
1,059

 
—

 
6,982

Intangible amortization
 
5,606

 
879

—

369

 
1,248

 
835

(i)
7,689

Merger-related expenses
 
694

 
3,122

—

100

 
3,222

 
—

 
3,916

Other
 
23,134

 
10,091

—

1,484

 
11,575

 
—

 
34,709

Total noninterest expense
 
191,195

 
77,354

692

7,858

 
85,904

 
(307
)
 
276,792

Income before income taxes
 
85,887

 
10,822

280

2,370

 
13,472

 
5,486

 
104,845

Income taxes
 
26,305

 
3,254

98

839

 
4,191

 
2,085

(p)
32,581

Net income
 
$
59,582

 
$
7,568

$
182

$
1,531

 
$
9,281

 
$
3,401

 
$
72,264

 
 
 
 
 
 
 
 
 
 
 
 


Earnings per common share:
 
 
 
 
 
 
 
 
 
 
 
 
Basic
 
$
1.89

 
 
 
 
 
 
 
 
 
$
1.80

Diluted
 
$
1.88

 
 
 
 
 
 
 
 
 
$
1.79

Dividends per common share
 
$
0.17

 
 
 
 
 
 
 
 
 
$
0.17

Weighted-average common shares outstanding
 
 
 
 
 
 
 
 
 
 
 
 
Basic
 
31,499,498

 
 
 
 
 
 
 
8,635,879

(q)
40,135,377

Diluted
 
31,759,647

 
 
 
 
 
 
 
8,635,879

(q)
40,395,526


See the accompanying Notes to Unaudited Pro Forma Condensed Combined Financial Statements

Renasant Corporation and Subsidiaries
Pro Forma Condensed Combined Income Statement

(In Thousands, Except Share Data)

 
 
For the year ended March 31, 2015
 
 
Renasant Corporation
 
Heritage Financial Group, Inc.
 
Pro Forma Adjustments
 
Pro Forma
 
 
(as reported)
 
(as reported)
 
 
(Combined)
Interest income
 
 
 
 
 
 
 
 
Loans(1)
 
$
47,437

 
$
16,223

 
$
436

(d)
$
64,096

Securities
 
6,669

 
1,309

 
70

(c)
8,048

Other
 
60

 
14

 
—

 
74

Total interest income
 
54,166

 
17,546

 
506

 
72,218

Interest expense
 
 
 
 
 
 
 
 
Deposits
 
3,438

 
1,202

 
—

 
4,640

Borrowings
 
1,886

 
778

 
(321
)
(l)
2,343

Total interest expense
 
5,324

 
1,980

 
(321
)
 
6,983

Net interest income
 
48,842

 
15,566

 
827

 
65,235

Provision for loan losses
 
1,075

 
75

 
—

 
1,150

Net interest income after provision for loan losses
 
47,767

 
15,491

 
827

 
64,085

Noninterest income(1)
 
 
 
 
 
 
 
 
Service charges on deposit accounts
 
5,933

 
1,386

 
—

 
7,319

Fees and commissions
 
4,894

 
3,869

 
—

 
8,763

Insurance commissions
 
1,967

 
—

 
—

 
1,967

Wealth management revenue
 
2,190

 
597

 
—

 
2,787

Gains on sales of securities
 
—

 
—

 
—

 
—

BOLI income
 
848

 
182

 
—

 
1,030

Gains on sales of mortgage loans held for sale
 
4,633

 
8,395

 
—

 
13,028

Other
 
1,439

 
111

 
—

 
1,550

Total noninterest income
 
21,904

 
14,540

 
—

 
36,444

Noninterest expense(1)
 
 
 
 
 
 
 
 
Salaries and employee benefits
 
28,260

 
15,654

 
—

 
43,914

Data processing
 
3,181

 
1,594

 
—

 
4,775

Net occupancy and equipment
 
5,559

 
2,704

 
(285
)
(f)
7,978

Other real estate owned
 
532

 
258

 
—

 
790

Professional fees
 
824

 
272

 
—

 
1,096

Advertising and public relations
 
1,303

 
392

 
—

 
1,695

Intangible amortization
 
1,275

 
321

 
148

(i)
1,744

Merger-related expenses
 
478

 
253

 
—

 
731

Other
 
6,002

 
2,652

 
—

 
8,654

Total noninterest expense
 
47,414

 
24,100

 
(137
)
 
71,377

Income before income taxes
 
22,257

 
5,931

 
964

 
29,152

Income taxes
 
7,017

 
2,047

 
366

(p)
9,430

Net income
 
$
15,240

 
$
3,884

 
$
598

 
$
19,722

 
 
 
 
 
 
 
 


Earnings per common share:
 
 
 
 
 
 
 
 
Basic
 
$
0.48

 
 
 
 
 
$
0.49

Diluted
 
$
0.48

 
 
 
 
 
$
0.49

Dividends per common share
 
$
0.17

 
 
 
 
 
$
0.17

Weighted-average common shares outstanding
 
 
 
 
 
 
 
 
Basic
 
31,576,275

 
 
 
8,635,879

(q)
40,212,154

Diluted
 
31,815,710

 
 
 
8,635,879

(q)
40,451,189


(1)Certain historical amounts for Renasant and Heritage have been reclassified to ensure consistency and comparability of pro forma amounts.

See the accompanying Notes to Unaudited Pro Forma Condensed Combined Financial Statements

Renasant Corporation and Subsidiaries
Notes to Pro Forma Condensed Combined Financial Statements
(In Thousands, Except Share Data)


Note 1 – Pro Forma Adjustments
(In Thousands, Except Share Data)
The following pro forma adjustments have been reflected in the unaudited pro forma condensed combined financial statements. All adjustments are based on current valuations and assumptions which are subject to change.
(a)
Termination of Employee Stock Ownership Plan – Cash and stockholders’ equity were adjusted for the repayment of the term loans from Heritage’s Employee Stock Ownership Plan and recognition of compensation expense for the allocation of remaining shares to participants.
(b)
Purchase Accounting Adjustments – Cash was adjusted to reflect the settlement of all outstanding options according to the terms set forth in the merger agreement.
(c)
Purchase Accounting Adjustments – A net discount was recorded to reflect the par value of acquired investment securities over the purchase price of the investment securities. The net discount will be recognized over the estimated remaining life of the related investment securities. The impact was to increase interest income related to securities by $280 and $70 for the year ended December 31, 2014, and the three months ended March 31, 2015, respectively.
(d)
Purchase Accounting Adjustments – Based on Renasant’s initial evaluation of the acquired loan portfolio, a mark of 5.39% was applied to Heritage’s non-acquired loans and leases resulting in a fair value adjustment of $50,018. The adjustment is primarily related to credit deterioration identified in the portfolio with the remainder, the accretable yield, recognized as an adjustment to reflect the difference between actual interest rates and current rates offered by Renasant on similar loans. This accretable yield adjustment will be recognized over the remaining life of the loan and lease portfolio. The impact of the adjustment was to increase loan interest income by $1,742 and $436 for the year ended December 31, 2014, and the three months ended March 31, 2015, respectively.
(e)
Purchase Accounting Adjustments – The allowance for loan losses was adjusted to reflect the reversal of Heritage’s recorded allowance. Purchased loans acquired in a business combination are required to be recorded at fair value, and the recorded allowance for loan losses may not be carried over. While Renasant anticipates significantly reducing the provision for loan losses as a result of acquired loans being recorded at fair value, no adjustment to the historic amounts of Heritage’s provision has been recorded in the Unaudited Pro Forma Condensed Combined Income Statements.
(f)
Purchase Accounting Adjustments – Based on Renasant’s initial evaluation of the acquired fixed assets, a mark of $4,150 was recorded to account for obsolete assets and adjust the remaining assets to fair value. The impact of the adjustment was to decrease depreciation expense by $1,142 and $285 for the year ended December 31, 2014, and the three months ended March 31, 2015, respectively.
(g)
Purchase Accounting Adjustments – Based on Renasant’s initial evaluation of the acquired portfolio of OREO, a mark of approximately 21% was applied to Heritage’s non-acquired OREO resulting in a fair value adjustment of $1,927. The adjustment has no impact on the Unaudited Pro Forma Condensed Combined Income Statements.
(h)
Purchase Accounting Adjustments – Goodwill of $189,085 was generated as a result of the total purchase price and fair value of liabilities assumed exceeding the fair value of assets purchased. See Note 2, “Pro Forma Allocation of Purchase Price,” for the allocation of the purchase price to acquired net assets. The adjustment has no impact on the Unaudited Pro Forma Condensed Combined Income Statements.

Renasant Corporation and Subsidiaries
Notes to Pro Forma Condensed Combined Financial Information
(In Thousands, Except Share Data)


(i)
Purchase Accounting Adjustments – Heritage’s existing other intangible assets were reversed, and an identified incremental core deposit intangible of $5,741 was recognized. The core deposit intangible is recognized over an estimated useful life of ten years using an accelerated amortization method. The amortization expense associated with the core deposit intangible increased noninterest expense $835 and $148 for the year ended December 31, 2014, and the three months ended March 31, 2015, respectively.
(j)
Purchase Accounting Adjustments – Deferred taxes associated with the adjustments to record the assets and liabilities of Heritage at fair value were recognized using Renasant’s statutory rate of 38%.
(k)
Purchase Accounting Adjustments – A fair value adjustment was recorded to fixed-rate deposit liabilities based on current interest rates offered by Renasant for similar instruments. The adjustment will be recognized over the estimated remaining term of the deposit liability, which is approximately one year. The adjustment decreased deposit interest expense by $1,874 for the year ended December 31, 2014, but the adjustment had no impact on deposit interest expense for the three months ended March 31, 2015.
(l)
Purchase Accounting Adjustments – A fair value adjustment of $3,848 was recorded to outstanding long-term debt instruments, consisting of FHLB advances. The adjustment will be recognized over the estimated remaining term of the long-term debt instruments. The impact of the adjustment was to decrease interest expense related to borrowings by $1,283 and $321 for the year ended December 31, 2014, and the three months ended March 31, 2015, respectively.
(m)
Purchase Accounting Adjustments – Other liabilities were adjusted to reflect the accrual of approximately $26,296 of anticipated merger related expenses to be incurred by Heritage. Anticipated merger related expenses to be incurred by Renasant are not included in the pro forma financial information but will be expensed in the period after the merger is completed. Anticipated merger related expenses consist of investment banking fees, legal fees, accounting fees, registration fees, contract termination fees, costs incurred to terminate employee benefit plans, printing costs and additional related fees and expenses. The adjustment has no impact on the Unaudited Pro Forma Condensed Combined Income Statements.
(n)
Purchase Accounting Adjustments – Common stock was adjusted to reverse Heritage’s common stock outstanding and to recognize the $5.00 par value of shares of Renasant common stock issued to effect the transaction. The adjustment has no impact on the Unaudited Pro Forma Condensed Combined Income Statements but only affects the number of shares outstanding used in the calculation of earnings per common share.
(o)
Purchase Accounting Adjustments – Other stockholders’ equity accounts were adjusted to reverse Heritage’s historical stockholders’ equity balances and to reflect the net impact of all purchase accounting adjustments. The adjustments had no impact on the Unaudited Pro Forma Condensed Combined Income Statements.
(p)
Pro Forma Adjustments – Income taxes were adjusted to reflect the tax effects of purchase accounting adjustments using Renasant’s statutory tax rate of 38%.
(q)
Pro Forma Adjustments – Weighted-average basic and diluted shares outstanding were adjusted to reverse Heritage basic and diluted shares outstanding and to record shares of Renasant common stock issued to effect the transaction.






Renasant Corporation and Subsidiaries
Notes to Pro Forma Condensed Combined Financial Information
(In Thousands, Except Share Data)



Note 2 – Pro Forma Allocation of Purchase Price
(In Thousands, Except Share Data)
The following table shows the pro forma allocation of purchase price to net assets acquired and the pro forma goodwill generated from the transaction:
Purchase Price:
 
 
HBOS capital stock outstanding
9,249,148

 
HBOS unvested restricted stock
—

 
HBOS total common shares outstanding at merger date
9,249,148

 
% deal to be paid in stock
100
%
 
Shares to be paid in stock
9,249,148

 
Exchange rate
0.9266

 
RNST shares to be issued for HBOS shares
8,570,261

 
Less: Fractional shares
(771
)
 
Total RNST shares to be issued
8,569,490

 
Assumed purchase price
$
32.60

 
Value of RNST stock to be issued
279,365,374

 
 
 
 
Fractional shares
770.5368

 
Cash in lieu amount per share
$
32.19

 
 
24,804

 
 
 
 
Purchase price - common shareholders
$
279,390

 
 
 
 
Restricted shareholders:
 
 
Restricted shares outstanding
71,678

 
Exchange rate
0.9266

 
RNST shares to be issued for restricted shares
66,417

 
Less: Fractional shares
(27.8348
)
 
Total RNST shares to be issued
66,389

 
Assumed purchase price
$
32.60

 
Value of RNST stock to be issued
2,164,281

 
 
 
 
Fractional shares
27.8348

 
Cash in lieu amount per share
$
32.19

 
 
896

 
 
 
 
Purchase price - restricted stock shareholders
$
2,165

 
 
 
 
Cash settlement for stock options
$
5,915

 
 
 
 
Total purchase price
 
$
287,470











Renasant Corporation and Subsidiaries
Notes to Pro Forma Condensed Combined Financial Information
(In Thousands, Except Share Data)



Total pro forma purchase price
 
 
$
287,470

 
 
 
 
HBOS Net assets at market value:
3/31/2015
 
 
Assets:
 
 
 
Cash and due from banks
39,210

 
 
Securities
261,455

 
 
Mortgage loans held for sale
233,466

 
 
Loans, net of unearned income
1,064,253

 
 
Premises and equipment
45,660

 
 
Other real estate owned
7,361

 
 
Other intangible assets
11,458

 
 
FDIC loss-share indemnification asset
20,170

 
 
Other assets
91,340

 
 
     Total Assets
1,774,373

 
 
Liabilities:
 
 
 
Deposits:


 
 
  Non-interest bearing
253,811

 
 
  Interest bearing
1,142,174

 
 
Total deposits
1,395,985

 
 
Borrowings
41,128

 


Subordinated debentures
185,829

 


Other liabilities
53,046

 
 
     Total Liabilities
1,675,988

 
 
Net Assets


 
98,385

 
 
 
 
Goodwill
 
 
189,085



Stock widget

Investing forum

RENASANT CORP Reports