v3.26.1
Business Combinations
6 Months Ended
Jun. 30, 2026
Business Combination [Abstract]  
Business Combinations Business Combinations
Cumberland Advisors, Inc. Acquisition
On January 1, 2026, Mid Penn completed its acquisition of Cumberland Advisors, Inc., a registered investment advisory firm, for total consideration of $5.5 million. As a result of the acquisition, Mid Penn paid holders of Cumberland Advisors, Inc. common stock $1.6 million in cash and issued 127,009 shares of Mid Penn common stock.
In connection with the acquisition, Cumberland Advisors, Inc. was merged into a newly formed Mid Penn acquisition subsidiary and now operates as Cumberland Advisors, LLC. As of June 30, 2026, Cumberland Advisors, LLC had approximately $2.8 billion in assets under management.
Mid Penn recognized goodwill of $5.1 million, and a customer list intangible of $2.1 million as a result of the acquisition.
Mid Penn incurred merger-related expenses related to the Cumberland Advisors Acquisition of $79 thousand and $622 thousand for the three and six months ended June 30, 2026, respectively, which is included in noninterest expense in the Consolidated Statements of Income.
1st Colonial Bancorp, Inc. Acquisition
On February 27, 2026, Mid Penn completed its acquisition of 1st Colonial Bancorp, Inc., through the merger of 1st Colonial with and into Mid Penn. The acquisition was accounted for as a business combination in accordance with ASC 805, Business Combinations.
In connection with the merger, Mid Penn issued 2,111,076 shares of Mid Penn common stock and paid holders of 1st Colonial common stock approximately $37.5 million in cash. Each share of Mid Penn common stock outstanding prior to the merger remained outstanding and unaffected by the merger.
Mid Penn recognized goodwill of $15.3 million, and a core deposit intangible asset of $17.3 million as a result of this acquisition. This is calculated as the excess of consideration exchanged and liabilities assumed compared to the fair value of identifiable assets acquired. Goodwill is primarily comprised of expected synergies, the assembled workforce, and expanded market presence. Goodwill is not deductible for income tax purposes.
Mid Penn incurred merger-related expenses related to 1st Colonial acquisition of $19 thousand and $7.2 million for the three and six months ended June 30, 2026, respectively, which is included in noninterest expense in the Consolidated Statements of Income.
Purchased loans and leases that reflect a more-than-insignificant deterioration of credit from origination are considered PCD. Mid Penn considers various factors in connection with the identification of more-than-insignificant deterioration in credit, including but not limited to nonperforming status, delinquency, risk ratings, FICO scores and other qualitative factors that indicate deterioration in credit quality since origination. For PCD loans and leases, the initial estimate of expected credit losses is recognized in the ACL on the date of acquisition using the same methodology as other loans and leases held-for-investment.
As part of the 1st Colonial acquisition, Mid Penn acquired PSL and PCD loans of $599.4 million and $7.4 million, respectively. The day 1 allowance recorded at acquisition was $4.4 million, including $977 thousand related to PCD loans. The related fair value adjustment reflected both expected credit losses recognized at acquisition and other loan valuation factors, including interest rate risk and liquidity considerations.
The following table summarizes the preliminary fair values of the assets acquired and liabilities assumed as of the acquisition date:
(In thousands)
Assets acquired:
Cash and cash equivalents$89,568 
Federal funds sold17 
Investment securities114,405 
Loans held for sale4,031 
Loans581,823 
Core deposit intangible17,322 
Premises and equipment860 
Operating lease right-of-use asset1,513 
Cash surrender value of life insurance22,440 
Deferred income taxes2,647 
Accrued interest receivable4,058 
Other assets3,816 
Total assets acquired$842,500 
Liabilities assumed:
Deposits:
Noninterest-bearing demand84,208 
Interest-bearing demand451,441 
Money market9,202 
Savings109,200 
Time92,860 
Operating lease liability1,513 
Accrued interest payable128 
Other liabilities3,114 
Total liabilities assumed$751,666 
Consideration transferred$106,120 
Cash paid in lieu of fractional shares$
Cash consideration for common stock37,489 
Purchase price assigned to stock options settled for cash716 
Fair value of common stock issued67,913 
Total$106,120 
Reconciliation to consideration transferred:
Total assets acquired$842,500 
Total liabilities assumed751,666 
Net assets acquired90,834 
Goodwill15,286 
Consideration transferred$106,120 
The fair values of assets acquired and liabilities assumed are based on preliminary estimates and, as permitted under GAAP, Mid Penn has up to twelve months following the date of the merger to finalize the fair values of the acquired assets and assumed liabilities related to the merger. During this measurement period, Mid Penn may record subsequent adjustments to goodwill for provisional amounts recorded at the merger date, with provisional merger-related tax adjustments.

1st Colonial contributed approximately $3.8 million of total revenue and $2.8 million of net income to Mid Penn's consolidated results for the three months ended June 30, 2026. For the six months ended June 30, 2026, 1st Colonial contributed approximately $5.0 million of total revenue and $3.7 million of net income to Mid Penn's consolidated results.
The following supplemental pro forma information presents certain financial results for the three and six months ended June 30, 2026 and 2025 as if the merger of 1st Colonial was effective as of January 1, 2025. The supplemental unaudited pro forma financial information included in the table below is based on various estimates and is presented for informational purposes only and does not indicate the results of operations of the combined company that would have been achieved for the periods presented had the transaction been completed as of the date indicated or that may be achieved in the future.

(In thousands)Three Months Ended June 30, Six Months Ended June 30,
2026202520262025
Net interest income after provision for credit losses - loans$64,752 $52,203 $122,817 $100,827 
Noninterest income10,586 7,941 20,607 14,058 
Noninterest expense47,767 53,115 105,863 88,980 
Net income$21,691 $7,015 $29,666 $22,415 
William Penn Acquisition
On April 30, 2025, Mid Penn completed its acquisition of 100% of the outstanding shares of William Penn through the merger of William Penn with and into Mid Penn.
This transaction included the acquisition of 12 branches, further expanding Mid Penn's presence in the Philadelphia region and surrounding counties in Pennsylvania and New Jersey.
Mid Penn recognized total goodwill of $6.9 million, and a core deposit intangible asset of $9.0 million as a result of this acquisition. This is calculated as the excess of consideration exchanged and liabilities assumed compared to the fair value of identifiable assets acquired. Goodwill is primarily comprised of expected synergies and an assembled workforce. Goodwill is not deductible for income tax purposes.
The purchase accounting for the transaction was finalized as of December 31, 2025, and no material measurement adjustments were recorded during the six months ended June 30, 2026.
Charis Insurance Group, Inc. Acquisition
On May 12, 2025, Mid Penn acquired the insurance business and related accounts of Charis Insurance Group, Inc. (Charis Insurance Group), which provides business, home and auto insurance throughout central and southern Pennsylvania, for a cash purchase price of $4.0 million.
Mid Penn recognized total goodwill of $1.6 million, which is calculated as the excess of consideration exchanged and liabilities assumed compared to the fair value of identifiable assets acquired.