Wilary Winn is one of the leading providers of fair value advice to the financial institution industry.
We have performed over 250 M & A valuation engagements since January 2009. We have provided advice on transactions of all sizes, including organizations as small as $2M and as large as over $1B in total assets.
Why Choose Us
Having been involved in so many M & A transactions over the most recent few years, we are fully aware that as complex as the accounting for a transaction can be – it is not the most difficult challenge financial institutions face as they combine. Ensuring cultural fit, retaining customers/members and employees, and converting data processing systems as part of the merger process are all very complex undertakings.
Recognizing the amount of effort required to successfully complete a merger or acquisition, we make the accounting as simple as we can. We provide a turnkey solution including the day one journal entries and a spreadsheet that details the ongoing journal entries to be recorded for amortization or accretion of the transaction-related premiums and discounts. Through our valuation process, we also provide estimates of the effect the transaction will have on the combined organization’s balance sheet profile – including credit risk and capital implications.
We want a financial institution to be fully aware of the merger accounting implications before it undertakes a transaction and have drafted white papers on mergers and acquisitions – one for credit union transactions and another for banks. We also offer preliminary valuation services.
We are nationally recognized experts in the financial institutions industry and have led seminars on mergers and merger accounting for the AICPA, many of the country’s largest public accounting firms, and the NCUA. Our market share ensures that we will likely know your external audit firm’s position on complex accounting issues arising from the transaction because we have likely already discussed the issue with their national expert on financial institution audit and accounting.
Purchase accounting requires that the acquired institution’s balance sheet be recorded at fair value. We estimate the fair value of the liabilities assumed, including the core deposit intangible arising from non-maturity deposit/shares, the fair value of the loans and investments acquired, the fair value of the equity acquired, and the amount of goodwill or bargain purchase gain.
We offer a preliminary valuation designed to help a financial institution better understand the accounting, combined balance sheet risk and regulatory capital implications of a contemplated merger. Clients typically engage us for this service if they have not done a merger under the purchase accounting rules or if they are unsure if they want to effect the transaction. The valuation is also often used to support the application seeking regulatory approval.
We perform our final valuation as of the legal merger date. It is used to record the day one journal entries and provides the basis for the ongoing accounting. For additional details, see our white papers on Purchase Accounting for Credit Unions and Accounting for Bank Acquisitions.
We also perform post-merger work including goodwill impairment tests, true-ups for the purchase accounting adjustments arising from mergers and acquisitions, and accounting for loans with deteriorated credit quality – FAS ASC 310-30.