The acquisition of RJM, an insurance brokerage headquartered in Rosemont, Pennsylvania, was completed on The consideration paid totaled million, of which thousand was paid at closing, thousand of the annual payment not to exceed thousand was paid during the quarter of and remaining contingent cash payments, not to exceed thousand each, will be payable on each of and subject to the attainment of certain revenue targets during the related periods. The thousand difference between the maximum payment of thousand and the thousand that was actually paid was recognized as other non-interest income. The acquisition will enhance the Corporation’s ability to offer comprehensive insurance solutions to both individual and business clients.

In connection with the RJM acquisition, the following table details the consideration paid, the initial estimated fair value of identifiable assets acquired and liabilities assumed as of the date of acquisition and subsequent adjustments, during the measurement period, to the fair value of the assets acquired, liabilities assumed and the resulting goodwill recorded

:

 

An adjustment was made which eliminated the value initially placed on the trade name (and its associated deferred tax liability), as the entity was immediately merged into PCPB.

 

As of the estimates of fair values of the assets acquired and liabilities assumed in the acquisition of RJM were finalized.

 

On the previously announced merger of CBH with and into the Corporation, and the merger of Continental Bank with and into the Bank, as contemplated by the Agreement and Plan of Merger, by and between CBH and the Corporation, dated as of (as amended by the Amendment to Agreement and Plan of Merger, dated as of the “Agreement”), were completed. In accordance with the Agreement, the aggregate share consideration paid to CBH shareholders consisted of shares (which included fractional shares paid in cash) of the Corporation’s common stock. Shareholders of CBH received shares of Corporation common stock for each share of CBH common stock they owned as of the effective date of the CBH Merger. Holders of options to purchase shares of CBH common stock received options to purchase shares of Corporation common stock, converted at the same ratio of In addition, million was paid to certain warrant holders to cash-out certain warrants. In accordance with the acquisition method of accounting, assets acquired and liabilities assumed were preliminarily adjusted to their fair values as of the date of the CBH Merger. The excess of consideration paid above the fair value of net assets acquired was recorded as goodwill. This goodwill is not amortizable nor is it deductible for income tax purposes.

 

In connection with the CBH Merger, the following table details the consideration paid, the initial estimated fair value of identifiable assets acquired and liabilities assumed as of the date of acquisition and the subsequent adjustments, during the measurement period, to the fair value of the assets acquired, liabilities assumed and the resulting goodwill recorded

:

 

For the months ended adjustments to the fair value of the assets acquired and liabilities assumed were related to circumstances that existed prior to the CBH Merger date, but that were not known to the Corporation. The adjustments included reductions in the fair value of certain loans, unrecorded liabilities of CBH, and an immaterial adjustment to the calculation of a favorable lease asset, which reduced its value, along with the associated deferred tax items.

 

As of the estimates of fair values of the assets acquired and liabilities assumed in the CBH Merger were finalized.

The acquisition of PCPB, an insurance brokerage headquartered in Rosemont, Pennsylvania, was completed on The consideration paid by the Corporation was million, of which million was paid at closing and the of contingent payments, of thousand, was paid during the quarter of The remaining million consists of contingent payments, with each payment not to exceed thousand. Each payment is subject to the attainment of certain revenue targets during the applicable periods. The measurement periods for the remaining contingent payments are the month periods ending and The acquisition of PCPB has enabled the Corporation to offer a comprehensive line of insurance solutions to both individual and business clients.

In connection with the PCPB acquisition, the consideration paid and the fair value of identifiable assets acquired and liabilities assumed as of the date of acquisition are summarized in the following table:

As of the Corporation had finalized its fair value estimates related to the acquisition of PCPB.

The following pro forma income statements for the months ended and present the pro forma results of operations of the combined institution (CBH and the Corporation) as if the merger occurred on and respectively. The pro forma income statement adjustments are limited to the effects of fair value mark amortization and accretion and intangible asset amortization. No cost savings or additional merger expenses have been included in the pro forma results of operations for the month period ended Due to the immaterial contribution to net income of the PCPB and RJM acquisitions, which occurred during the year period shown in the table, the pro forma effects of the PCPC acquisition and the RJM acquisition are excluded.

 

Due diligence, merger-related and merger integration expenses include consultant costs, investment banker fees, contract breakage fees, retention bonuses for severed employees, salary and wages for redundant staffing involved in the integration of the institutions and bonus accruals for members of the merger integration team. The following table details the costs identified and classified as due diligence, merger-related and merger integration costs for the periods indicated: