v3.26.1
Business combination
3 Months Ended
Mar. 31, 2026
Business Combination [Abstract]  
Business Combinations

NOTE 12 – BUSINESS COMBINATION

On March 1, 2025, ChoiceOne completed the Merger, in an all stock transaction, of Fentura, the former parent company of The State Bank, with and into ChoiceOne, with ChoiceOne surviving the Merger. The primary reason for the Merger was to expand ChoiceOne's market presence and enhance its financial strength by integrating Fentura's substantial customer base. On March 14, 2025, ChoiceOne Bank completed the consolidation of The State Bank with and into ChoiceOne Bank, with ChoiceOne Bank surviving the consolidation. Fentura had 20 branch offices and one loan production office as of the date of the Merger. Total assets acquired in the Merger were approximately $1.7 billion, including total loans of approximately $1.4 billion. Total deposits acquired in the Merger, the majority of which were core deposits, totaled approximately $1.4 billion. The Company recorded the estimated fair value of based on assumptions related to discount rates, expected future cash flows, market condition and other future events that are subjective in nature. The impact of the Merger has been included in ChoiceOne’s results of operations since March 1, 2025. As consideration in the Merger, ChoiceOne issued 6,070,836 shares of ChoiceOne common stock with an approximate total value of $193.0 million. Transaction costs incurred after the merger date were primarily in salaries and employee benefits and legal and consulting fees in the Consolidated Statements of Operations, as well as a $12.0 million provision for credit losses.

The table below presents the allocation of purchase price for the Merger with Fentura (dollars in thousands):

 

Purchase Price

 

 

 

 

 

Consideration

$

192,992

 

 

 

 

Net assets acquired:

 

 

Cash and cash equivalents

 

173,082

 

Securities available for sale

 

90,696

 

Federal Home Loan Bank and Federal Reserve Bank stock

 

9,179

 

Originated loans

 

1,371,226

 

Premises and equipment

 

16,664

 

Other real estate owned

 

1,735

 

Intangible assets

 

35,876

 

Other assets

 

50,607

 

Total assets

 

1,749,065

 

 

 

 

Non-interest bearing deposits

 

404,497

 

Interest bearing deposits

 

1,027,384

 

Total deposits

 

1,431,881

 

Borrowing

 

169,786

 

Subordinated debentures

 

12,344

 

Other liabilities

 

11,970

 

Total liabilities

 

1,625,981

 

 

 

 

Net assets acquired

 

123,084

 

 

 

 

Goodwill

$

69,908