| Schedule of assets acquired, liabilities assumed, and fair value of total consideration transferred |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | Reclassifications | | Adjusted | | Preliminary | | Subsequent | | Fair Value of | | | | As Recorded | | On The Line | | and Other | | Acquired | | Fair Value | | Fair Value | | Net Assets Acquired at | | (Dollars in thousands) | | by Independent | | Adjustments | | Adjustments | | Balance Sheet | | Adjustments | | Adjustments | | Date of Acquisition | | Assets | | | | | | | | | | | | | | | | | | | | | | | Cash and cash equivalents | | $ | 1,043,293 | | $ | — | | $ | (2,415) | (d) | $ | 1,040,878 | | $ | — | | $ | — | | $ | 1,040,878 | | Investment securities | | | 1,644,381 | | | — | | | 2,782 | (e) | | 1,647,163 | | | (56,711) | (i) | | — | | | 1,590,452 | | Loans held for sale | | | 12,430 | | | — | | | — | | | 12,430 | | | — | | | — | | | 12,430 | | Loans held for investment, net of allowance for credit losses | | | 13,452,928 | | | — | | | 750 | (f) | | 13,453,678 | | | (445,321) | (j) | | (16,798) | (j) | | 12,991,559 | | Premises and equipment, net | | | 348,071 | | | — | | | 33,133 | (g) | | 381,204 | | | (65,530) | (k) | | — | | | 315,674 | | Bank owned life insurance | | | 252,001 | | | — | | | — | | | 252,001 | | | — | | | — | | | 252,001 | | Deferred tax asset | | | 72,362 | | | 6,596 | (a) | | 231 | (h) | | 79,189 | | | 35,374 | (l) | | 1,849 | (l) | | 116,412 | | Bank property held for sale | | | — | | | — | | | — | | | — | | | 72,000 | (m) | | 6,474 | (m) | | 78,474 | | Goodwill | | | 476,021 | | | — | | | — | | | 476,021 | | | (476,021) | (n) | | — | | | — | | Core deposit and other intangible assets | | | 38,808 | | | — | | | — | | | 38,808 | | | 373,270 | (o) | | 2,475 | (o) | | 414,553 | | Other assets | | | 226,032 | | | (23,000) | (b) | | (35,915) | (e, g) | | 167,117 | | | (11,530) | (p) | | — | | | 155,587 | | Total assets | | $ | 17,566,327 | | $ | (16,404) | | $ | (1,434) | | $ | 17,548,489 | | $ | (574,469) | | $ | (6,000) | | $ | 16,968,020 | | | | | | | | | | | | | | | | | | | | | | | | | Liabilities | | | | | | | | | | | | | | | | | | | | | | | Deposits: | | | | | | | | | | | | | | | | | | | | | | | Noninterest-bearing | | $ | 3,241,446 | | $ | — | | $ | (3,276) | (d) | $ | 3,238,170 | | $ | — | | $ | — | | $ | 3,238,170 | | Interest-bearing | | | 11,966,362 | | | — | | | 2,459 | (d) | | 11,968,821 | | | 1,722 | (q) | | — | | | 11,970,543 | | Total deposits | | | 15,207,808 | | | — | | | (817) | | | 15,206,991 | | | 1,722 | | | — | | | 15,208,713 | | Other borrowings | | | 354,713 | | | — | | | — | | | 354,713 | | | 5,809 | (r) | | — | | | 360,522 | | Other liabilities | | | 95,409 | | | 6,859 | (c) | | (1,103) | (d) | | 101,165 | | | (4,488) | (s) | | — | | | 96,677 | | Total liabilities | | | 15,657,930 | | | 6,859 | | | (1,920) | | | 15,662,869 | | | 3,043 | | | — | | | 15,665,912 | | Net identifiable assets acquired over liabilities assumed | | | 1,908,397 | | | (23,263) | | | 486 | | | 1,885,620 | | | (577,512) | | | (6,000) | | | 1,302,108 | | Goodwill | | | — | | | — | | | — | | | — | | | 1,164,953 | | | 6,000 | | | 1,170,953 | | Net assets acquired over liabilities assumed | | $ | 1,908,397 | | $ | (23,263) | | $ | 486 | | $ | 1,885,620 | | $ | 587,441 | | $ | — | | $ | 2,473,061 | | | | | | | | | | | | | | | | | | | | | | | | | Consideration: | | | | | | | | | | | | | | | | | | | | | | | SouthState Corporation common shares issued | | | | | | | | | | | | | | | | | | | | | 24,858,731 | | Purchase price per share of the Company's common stock | | | | | | | | | | | | | | | | | | | | $ | 99.48 | | | | | | | | | | | | | | | | | | | | | | | | | Company common stock issued | | | | | | | | | | | | | | | | | | | | $ | 2,472,947 | | Cash exchanged for fractional shares | | | | | | | | | | | | | | | | | | | | | 114 | | Fair value of total consideration transferred | | | | | | | | | | | | | | | | | | | | $ | 2,473,061 | |
On the Line Adjustments | (a) | represents deferred tax assets related to the on the line adjustments which were contingent upon the consummation of the merger. |
| (b) | represents acquiree investment banker fees contingent upon the consummation of the merger paid by Independent prior to the effective time of the merger. |
| (c) | represents employer payroll taxes related to the acceleration of outstanding stock awards that fully vested upon the consummation of the merger. |
Reclassification and Other Adjustments | (d) | represents the reclassification of cash and other in-process accounts between cash and cash equivalents, deposits and other liabilities to conform with SouthState's presentation, and miscellaneous accruals. |
| (e) | represents the reclassification of other investments from other assets to investment securities to conform with SouthState's presentation. |
| (f) | represents a loan recovery received by Independent effective as of the acquisition date. |
| (g) | represents the reclassification of right of use assets and software from other assets to premises and equipment, net to conform with SouthState's presentation. |
| (h) | represents deferred tax assets related to other miscellaneous adjustments. |
Fair Value Adjustments | (i) | represents an adjustment of $56.7 million to record investment securities at fair value. |
| (j) | represents approximately 1.6%, or $214.8 million, preliminary credit mark on the loan portfolio and 4.4% total preliminary mark, or $600.6 million, including interest rate discount, derived from a third party valuation. Also includes the reversal of Independent's ending allowance for credit losses of $133.0 million and $22.2 million of existing Independent fair value adjustments. The fair value for loans was subsequently adjusted by $16.8 million due to an increase in the credit mark (ACL) related to PCL loans. |
| (k) | represents the preliminary fair value adjustments of $65.5 million on bank premises and equipment, inclusive of bank property transferred to held for sale as of the acquisition date. |
| (l) | represents net deferred tax assets related to the preliminary fair value adjustments with effective tax rate of 23.5%. This includes an adjustment from Independent's blended tax rate to SouthState's blended tax rate. The difference in tax rates relates to state income taxes. Also includes approximately $1.8 million of net deferred tax assets related to subsequent fair value adjustments recorded during the current period. |
| (m) | represents a transfer of $72.0 million of bank real estate to bank property held for sale. Subsequently, the fair value of the property, net of selling costs, was adjusted by $6.5 million based on the terms of the executed sale agreement, closing statement and selling costs. |
| (n) | represents the reversal of Independent's existing goodwill. |
| (o) | represents preliminary core deposit intangibles ("CDI") of $412.1 million, or 3.6% of core deposits, derived from a third party valuation, net of $38.8 million of existing CDI from prior transactions completed by Independent and reversed on the acquisition date. The Company recorded a wealth customer relationship intangible for approximately $2.5 million in the second quarter of 2025. |
| (p) | represents preliminary fair value adjustments on repossessed real estate of $4.2 million and write-offs of $7.3 million of prepaids and miscellaneous other assets. |
| (q) | represents preliminary premium for fixed maturity time deposits of $1.7 million derived from a third party valuation. |
| (r) | represents the reversal of the existing Independent discount and issuance costs on trust preferred securities and subordinated debentures of $7.6 million, and recording the preliminary net discount of $1.8 million for trust preferred securities and subordinated debentures derived from a third party valuation. |
| (s) | represents the reversal of $2.9 million of the existing reserve for unfunded commitments, a preliminary fair value adjustment of $2.2 million for lease liabilities, net of adjustments of approximately $660 thousand for miscellaneous accruals. |
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