NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (table dollar amounts in thousands, except share data) NOTE 2 BUSINESS COMBINATIONS continued The combination was accounted for under the purchase method of accounting. All assets and liabilities were recorded at their fair values as of March 1, 2003. The purchase accounting adjustments are being amortized over the life of the respective asset or liability. Commerce National's results of operations are included in the Corporation's consolidated income statement beginning March 1, 2003. The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the date of acquisition. The following proforma disclosures, including the effect of the purchase accounting adjustments, depict the results of operations as though the CNBC Bancorp merger had taken place at the beginning of each period. Effective January 1, 2003, the Corporation formed MTC, a wholly-owned subsidiary of the Corporation, through a capital contribution totaling approximately $2,038,000. On January 1, 2003, MTC purchased the trust operations of First Merchants, First National and Lafayette for a fair value acquisition price of $20,687,000. MTC unites the trust and asset management services of all affiliate banks of the Corporation. All intercompany transactions related to this purchase by MTC have been eliminated in the consolidated financial statements of the Corporation. 32 Investments....................... $ 12,500 Loans............................. 298,702 Premises and equipment............ 1,293 Core deposit intangibles.......... 8,171 Goodwill.......................... 30,291 Other............................. 20,789 -------- Total assets acquired.......... 371,746 -------- Deposits.......................... 271,537 Other............................. 44,480 -------- Total liabilities acquired..... 316,017 -------- Net assets acquired............ $ 55,729 ======== Year Ended December 31, 2003 2002 ------ ------ Net Interest Income........... $104,797 $102,641 Net Income.................... 23,601 29,454 Per Share - combined: Basic Net Income........... 1.28 1.67 Diluted Net Income......... 1.27 1.66