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| BUSINESS COMBINATIONS | NOTE 2 – BUSINESS COMBINATIONS After the close of business on December 1, 2025, the Company completed the acquisition of First IC Corporation. (“First IC”). For each share of First IC common stock, First IC stockholders had the right to receive 0.3729 shares of the Company's common stock and $12.00 in cash, with cash paid in lieu of fractional shares. Total consideration was $202.3 million and consisted of $90.5 million of equity (3,384,066 shares) in the form of MetroCity Bankshares, Inc. common stock, plus $111.9 million in cash, including cash paid for stock option cancellations and fractional shares. The transaction qualified as a tax-free reorganization for federal income tax purposes and provided a tax-free exchange for First IC stockholders for the portion of the transaction consideration consisting of the Company’s common stock. In addition to increasing its loan and deposit base, the Company believes it will be able to provide a deeper product set to First IC customers, as well as benefit from increased operating synergies, improving the long-term operating and financial results of the Company. The Company accounted for the First IC acquisition using the acquisition method pursuant to the Business Combinations Topic of the FASB ASC. The acquisition method requires the acquirer to recognize the assets acquired and the liabilities assumed at their fair values as of the acquisition date. The excess of consideration paid over the estimated fair value of the net assets acquired totaled $56.0 million and was recorded to goodwill, none of which is anticipated to be deductible for tax purposes. The purchase consideration allocation is considered preliminary as certain estimates related to the assets acquired and liabilities assumed are subject to continuing refinement. Valuations subject to refinement include, but are not limited to, loans, certain deposits, certain other assets, and the core deposit intangible asset. The measurement period may not exceed one year from the acquisition date. An adjustment was made in the first quarter of 2026 for $871,000 from common stock to additional paid in capital related to shares issued in the acquisition. The following table summarizes the merger paid for First IC and the amounts of the estimated fair value of the assets acquired and liabilities assumed as of the date of the acquisition:
The selected unaudited proforma financial information is presented as if the Company had acquired First IC on January 1, 2025 and is for illustrative purposes and is not necessarily indicative of the financial results of the combined company had the acquisition actually been completed at the beginning of the period presented, nor does it indicate future results for any other interim or full-year period. The net interest income, noninterest income, net income and net income attributable to First IC for the six months ended June 30, 2025 would have been $90.6 million, $14.9 million, $40.3 million, and $6.3 million, respectively.
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