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MERGERS & ACQUISITIONS

Know what you are buying, and what it is worth.

ARCSys supports institutions through every stage of a merger, whole-bank acquisition, or loan pool purchase: valuing the portfolio you are acquiring, the purchase accounting that lands on Day 1, and reconciling the two institutions' credit policies and allowance models afterward.

We value the target's loans one at a time, the way ARCSys models your own book, and carry the marks into your Day-1 accounting.

Every assumption documented for auditors and examiners from the outset.
PORTFOLIO · LOAN-LEVEL VALUATIONCREDIT MARK · RATE MARK
ASU 2025-08 · PFADAY-1 · ACCOUNTING
Trusted by 250+ banks and credit unions since 2010
PURCHASED FINANCIAL ASSETSLOAN PORTFOLIO VALUATIONRISK AND CREDIT ALIGNMENTAUDIT-READY DOCUMENTATION

On Day 1, the loans you buy become part of your balance sheet and your allowance. Know them one at a time.

Diligence you can defend

From pre-deal pricing through Day-1 marks and ongoing surveillance, every assumption is documented and ready for board or examiner review.

Illustrative example
PSL TEST · LOAN BY LOAN
Not PCD at acquisition✓
Seasoning criteria · met✓
Gross-up treatmentQUALIFIES
Non-qualifying loans · separated✓

Purchased financial assets

ASU 2025-08 adoption: loan-by-loan qualification for gross-up treatment, seasoning assessments, and audit-ready documentation.

Illustrative example
LOAN-LEVEL MARKS · $412M UPB
CRE · A-2041
Auto · A-5618
Resi · A-0937
C&I · A-3302
Credit markRate mark
Portfolio · credit −$18M · rate −$11M✓

Loan portfolio valuation

Loan-level valuation of the target portfolio, separating credit marks from interest rate marks.

Illustrative example
CREDIT ALIGNMENT · COMBINED BOOK
TARGET9 risk grades
YOUR BOOK10 risk grades
Segmentation · one pool set✓
Loss and prepayment · your history✓
Allowance · one model, one book✓

Risk and credit alignment

Credit policy reconciliation, CECL modeling updates, and risk appetite integration across both institutions.

Illustrative example
SEASONING AND DETERIORATION TESTS
Seasoned · PSL
PCD
Not seasoned
Share of acquired UPB
Contamination · contained✓

Portfolio seasoning assessments

Loan-level seasoning and credit deterioration tests, so favorable gross-up treatment is not lost to portfolio contamination.

Illustrative example
ALLOWANCE ROLLFORWARD · DAY 1
Beginning allowance$15.16M
PSL gross-up+$9.4M
PCD gross-up+$6.0M
Provision · P&L+$0.9M
Gross-up · recorded without a Day-1 expense
Day-1 allowance$31.46M

Data architecture updates

System and data changes to support PSL classification, gross-up calculations, and the new allowance rollforward line item.

Illustrative example
DEAL FILE READY
01 Loan-level valuation and marks
02 PSL qualification, loan by loan
03 Day-1 accounting elections
04 Allowance rollforward
05 Credit policy alignment

Audit-ready documentation

Every input, election, and judgment recorded for auditors and examiners from the outset.

FROM PRE-DEAL PRICING TO ONE CREDIT FRAMEWORK.

From diligence to Day 1 and beyond.

Valuation, purchase accounting, and credit alignment handled on one documented basis, so the combined institution operates on a single view of credit risk from the first reporting period forward.

01
VALUE THE PORTFOLIO

Loan-level credit quality, concentrations, collateral, and expected loss.

02
SEPARATE THE MARKS

Credit mark separated from the interest rate mark so accreted yield reflects true margin.

03
ASSESS SEASONING

Seasoning and deterioration tests to protect gross-up treatment under ASU 2025-08.

04
DOCUMENT THE PRICE

Assumptions and judgments recorded for the board and the examiner.

01
BOOK DAY-1 ACCOUNTING

Gross-up applied to the acquired loans that qualify, so their allowance is recorded without a Day-1 credit-loss expense.

02
UPDATE THE DATA ARCHITECTURE

PSL classification, gross-up calculations, and the allowance rollforward supported in your systems.

03
ALIGN CREDIT FRAMEWORKS

Credit policies reconciled and the allowance model updated for the combined book.

04
SURVEIL

Ongoing monitoring of the acquired portfolio with the documentation already in place.

[PURCHASED FINANCIAL ASSETS]

ASU 2025-08: qualify the loans that should get gross-up treatment, and document why.

ASU 2025-08 extends the gross-up approach to purchased seasoned loans: acquired loans that are not purchased credit-deteriorated and meet the seasoning criteria. For those loans it removes the Day-1 credit-loss expense. We test each acquired loan against the criteria, keep the loans that qualify from being contaminated by the ones that don't, and document every election for your auditor and examiner. It takes effect for annual periods beginning after December 15, 2026, and early adoption is permitted.

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DAY-1 PURCHASE ACCOUNTING$ millions · acquired loan portfolioIllustrative example$0M$100M$200M$300M$400M$412MUnpaid principal−$18MCredit mark−$11MRate mark+$15.4MGross-up · PSL + PCD$398MAmortized cost · Day 1
DAY-1 MARKS ON AN ACQUIRED PORTFOLIO: THE CREDIT MARK SEPARATED FROM THE RATE MARK, AND THE GROSS-UP RECORDED ON THE LOANS THAT QUALIFY. ILLUSTRATIVE EXAMPLE.
WHO IT IS FOR

Built for every seat
at the table

[OPERATING USER]

Finance, credit, and corporate development teams

Valuation, purchase accounting, and credit alignment handled with specialists who have done it before.

[CFO AND CEO]

Know what the book is actually worth

A clearer basis for the strategic and economic fit of a deal before committing capital.

[AUDITORS AND EXAMINERS]

Every election and judgment on file

Documentation from the outset, not reconstructed after close.

Talk through a transaction with an ARCSys specialist

Bring the term sheet, the target's loan tape, or the policy you need to reconcile.