-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, VrF3sU0QA8HtbfqNT9K5tLTGIE65wsj0gU4JZEdqzL1+02+yjWaS46xXnNAdIQU3 fwHv1rc9sdDbTftQVXaMZw== 0000887343-97-000022.txt : 19971027 0000887343-97-000022.hdr.sgml : 19971027 ACCESSION NUMBER: 0000887343-97-000022 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19971024 ITEM INFORMATION: FILED AS OF DATE: 19971024 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: COLUMBIA BANKING SYSTEM INC CENTRAL INDEX KEY: 0000887343 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 911422237 STATE OF INCORPORATION: WA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-20288 FILM NUMBER: 97700736 BUSINESS ADDRESS: STREET 1: 1102 BROADWAY PLAZA CITY: TACOMA STATE: WA ZIP: 98402 BUSINESS PHONE: 2063051900 MAIL ADDRESS: STREET 1: 1102 BROADWAY PLAZA CITY: TACOMA STATE: WA ZIP: 98402 8-K 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) of THE SECURITIES EXCHANGE ACT OF 1934 Date of report: October 24, 1997 Columbia Banking System, Inc. ----------------------------- (Exact name of registrant as specified in its charter) Washington ---------- (State or other jurisdiction of incorporation) 0-20288 91-1422237 ---------------------- -------------------------------- (Commission File Number) (IRS Employer Identification No.) 1102 Broadway Plaza Tacoma, WA 98402 (Address of principal executive offices) (Zip Code) (253) 305-1900 Registrant's telephone number, including area code FORM 8-K COLUMBIA BANKING SYSTEM, INC. Tacoma, Washington October 24, 1997 Item 5. Other Events - --------------------- On October 23, 1997, Columbia Banking System, Inc. ("CBSI") announced that its Chairman and Chief Executive Offcier, Mr. A.G. Espe, is in serious condition at Swedish Hospital, Seattle, Washington, and that Mr. W.W. Philip, CBSI's President and Chief Operating Officer, has assumed the position of Vice Chairman in Mr. Espe's absence. Also, on October 23, 1997, CBSI announced its third quarter earnings. Copies of CBSI's News Releases containing these announcements are attached as exhibits to this report. Item 7. Financial Statements and Exhibits - ------------------------------------------ (a) Financial statements - not applicable. (b) Pro forma financial information - not applicable. (c) Exhibits: (20) News releases issued by Columbia Banking System, Inc. dated October 23, 1997. -2- SIGNATURES Pursuant to the requirements of the Securities Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized. COLUMBIA BANKING SYSTEM, INC. (Registrant) Date: October 24, 1997 By: /s/ W.W. Philip ----------------------------------------- W.W. Philip, President and Chief Operating Officer -3- Exhibit (20) ( Columbia Banking System letterhead appears hear) FOR IMMEDIATE RELEASE --------------------- October 23, 1997 Contacts: W. W. Philip, President, (253)305-1993 Kristen Kopay, Corporate Communications, (253)305-1965 COLUMBIA BANKING SYSTEM CHAIRMAN A. G. ESPE IN SERIOUS CONDITION AT SWEDISH HOSPITAL TACOMA, Washington---A. G. Espe, Chairman of the Board and Chief Executive Officer of Columbia Banking System, Inc., is in serious condition at Swedish Hospital, the Company said today. Mr. Espe was diagnosed with lung cancer in late 1996, with a prognosis for a good recovery. He has been undergoing treatment since that time and was responding well. His condition has significantly worsened. He was admitted to the hospital due to complications from the ongoing treatments and it was discovered that the cancer had spread. Mr. Espe is continuing to undergo chemotherapy. Mr. W. W. Philip, President and Chief Executive Officer of Columbia Bank was appointed by the Company's Board of Directors yesterday to assume the duties of Chairman of the Company in Mr. Espe's absence, as well as continuing his duties as Chief Operating Officer of the Company. The lending and retail banking functions of the Bank continue under the leadership of Executive Vice Presidents Hal Russell and Melanie Dressel, respectively. Columbia Banking System (Nasdaq: COLB) is a Tacoma, Washington-based bank holding company which operates Columbia Bank, a state-chartered full-service commercial bank with 18 branch offices in Pierce, King and Cowlitz counties. ### ( Columbia Banking System letterhead appears hear) FOR IMMEDIATE RELEASE ---------------------- October 23, 1997 Contacts: W. W. Philip, President, (253)305-1993 Kristen Kopay, Corporate Communications, (253)305-1965 COLUMBIA BANKING SYSTEM REPORTS THIRD QUARTER RESULTS: RECORD EARNINGS AND STRONG OVERALL PERFORMANCE TACOMA, Washington---Columbia Banking System, Inc. (Nasdaq: COLB) today announced strong third quarter results with record earnings and solid balance sheet growth. Net income for the third quarter of 1997 was $1.9 million, or $0.34 per share, compared with $483,000, or $0.12 per share, for the third quarter of 1996. Net income for the nine months ended September 30, 1997 was $4.8 million, or $0.85 per share, compared with $2.3 million, or $0.61 per share, for the same period in 1996. During 1996, the Company had no federal income tax provision for the three months and nine months ended September 30 due to utilization of net operating loss carryforwards. Additionally, during the third quarter of last year, federal legislation designed to recapitalize the Savings Association Insurance Fund ("SAIF") of the FDIC resulted in a one-time charge to Columbia's third quarter 1996 earnings of $612,000. On a comparable fully taxed basis, net income for the third quarter of 1997 increased to $1.9 million from $723,000 in 1996, excluding the SAIF assessment. Using the same basis for comparison, net income for the nine months ended September 30, 1997, more than doubled to $4.8 million from $1.9 million. Columbia Banking System's total assets reached $710.3 million at September 30, 1997, an increase of 21% over $588.9 million at December 31, 1996. Strong third quarter loan demand resulted in portfolio growth of 27%, to $565.5 million at September 30, 1997, from $446.1 million at year-end 1996. Nonperforming assets are currently 0.11% of total assets. Deposits totaled $601.5 million at the end of the third quarter, up 22% from $493.2 million at December 31, 1996. During the third quarter, the Company made announcements regarding the pending acquisitions of Cascade Community Bank, a wholly owned subsidiary of Cascade Bancorp, Inc., and Bank of Fife. Cascade Community Bank, with approximately $87 million in total assets at June 30, 1997, operates three branches in the Auburn/Kent Valley of south King County. Bank of Fife operates one banking office in downtown Fife (Pierce County), with assets totaling approximately $33 million at June 30, 1997. Both of these transactions are scheduled to close during the fourth quarter of 1997. The Cascade and Fife transactions will be Columbia's first bank acquisitions. Going forward, the Company will continue to carry out its expansion strategy through a combination of internal growth and acquisitions. "All of the Company's growth experienced thus far has been the result of internal expansion efforts," noted W. W. Philip, President and Chief Executive Officer of Columbia Bank. "With our upcoming acquisitions, Columbia Bank's branch network will total 22 offices in 3 counties by year-end, allowing for a significant jump in market share in new markets. Also by that time, construction will be nearing completion on 2 more offices in Tacoma. Our ongoing plans are to focus simultaneously on establishing the Bank's presence in new markets while strengthening our presence in existing ones." Columbia Banking System is a Tacoma, Washington-based bank holding company which operates Columbia Bank, a state-chartered full-service commercial bank with 18 branch offices in Pierce, King and Cowlitz counties. ### CONSOLIDATED STATEMENTS OF OPERATIONS Columbia Banking System, Inc.
Three Months Ended Nine Months Ended September 30, September 30, (in thousands except per share) 1997 1996 1997 1996 - ----------------------------------------------------------------------------- Interest Income Loans $12,730 $ 9,275 $34,694 $26,218 Securities available for sale 773 491 2,228 1,317 Deposits with banks 198 275 807 603 - ----------------------------------------------------------------------------- Total interest income 13,701 10,041 37,729 28,138 Interest Expense Deposits 5,334 4,230 15,010 11,823 Federal Home Loan Bank advances 509 526 1,337 1,410 Other borrowings 24 149 - ----------------------------------------------------------------------------- Total interest expense 5,843 4,780 16,347 13,382 Net Interest Income 7,858 5,261 21,382 14,756 Provision for loan losses 499 330 2,105 1,090 - ----------------------------------------------------------------------------- Net interest income after provision for loan losses 7,359 4,931 19,277 13,666 Noninterest Income Service charges and other fees 818 611 2,464 1,759 Mortgage banking 224 152 519 460 Gains on sale of loans 1,035 Credit card fees and other 772 627 2,121 1,644 - ----------------------------------------------------------------------------- Total noninterest income 1,814 1,390 6,139 3,863 Noninterest Expense Compensation and employee benefits 2,927 2,205 8,199 5,832 Occupancy 786 889 2,586 2,505 Professional Services 135 146 360 424 Advertising and promotion 256 209 758 583 Printing and supplies 129 102 429 294 Regulatory premiums and assessments 48 130 134 314 Data processing 350 211 886 574 Gains on, and net cost of, real estate owned (2) 82 Other 1,710 1,334 5,068 4,068 SAIF special assessment 612 612 - ----------------------------------------------------------------------------- Total noninterest expense 6,339 5,838 18,502 15,206 Income before income taxes 2,834 483 6,914 2,323 Provision for income taxes 908 2,102 - ----------------------------------------------------------------------------- Net Income $ 1,926 $ 483 $ 4,812 $ 2,323 ============================================================================= Per share (on average shares outstanding): Net Income $ 0.34 $ 0.12 $ 0.85 $ 0.61 Fully diluted net income 0.34 0.12 0.85 0.61 Average number of common and common equivalent shares outstanding 5,703 3,884 5,668 3,786 Fully diluted average common and common equivalent shares oustanding 5,703 3,884 5,697 3,786 See accompanying notes to consolidated financial statements.
2 CONSOLIDATED BALANCE SHEETS Columbia Banking System, Inc.
September 30, December 31, (in thousands) 1997 1996 - ----------------------------------------------------------------------------- Assets Cash and due from banks $ 38,993 $ 32,092 Interest-earning deposits with banks 23,734 38,086 Securities available for sale: U.S. Treasury & Government Agencies 38,540 30,481 Mortgage-backed 9,216 10,760 FHLB stock 4,540 4,248 - ----------------------------------------------------------------------------- Total securities available for sale 52,296 45,489 Loans held for sale 4,790 11,341 Loans 565,498 446,095 Less: allowance for loan losses 5,625 4,504 - ----------------------------------------------------------------------------- Loans, net 559,873 441,591 Interest Receivable 4,276 3,347 Premises and equipment, net 20,439 15,250 Real estate owned 301 40 Other 5,626 1,680 - ----------------------------------------------------------------------------- Total Assets $710,328 $588,916 ============================================================================= Liabilities and Shareholders' Equity Deposits: Noninterest-bearing $116,963 $ 83,983 Interest-bearing 484,541 409,239 - ----------------------------------------------------------------------------- Total Deposits 601,504 493,222 Federal Home Loan Bank advances 37,000 32,000 Other liabilities 7,478 4,734 - ---------------------------------------------------------------------------- Total liabilities 645,982 529,956 Shareholders' equity: Preferred stock (no par value) Authorized, 2,000,000 shares; None outstanding September 30, December 31, Common stock (no par value) 1997 1996 --------- ---------- Authorized shares 11,000 10,000 Issued and outstanding 5,511 5,185 60,975 56,340 Retained Earnings 3,365 2,694 Unrealized losses on securities available for sale, net of tax 6 (74) - ----------------------------------------------------------------------------- Total shareholders' equity 64,346 58,960 - ----------------------------------------------------------------------------- Total Liabilities and Shareholders' Equity $710,328 $588,916 =============================================================================
Columbia Banking System, Inc. Financial Statistics (dollars in thousands, except per share amounts)
Three Months Ended Nine Months Ended September 30, September 30, 1997 1996 1997 1996 --------- --------- --------- --------- Earnings: Net interest income $ 7,858 $ 5,261 $ 21,382 $ 14,756 Provision for loan losses 499 330 2,105 1,090 SAIF special assessment 612 612 Net income * 1,926 483 4,812 2,323 Per share: Net income 0.34 0.12 0.85 0.61 Averages: Total assets 677,119 505,602 632,228 467,424 Earning assets 623,909 474,380 584,365 437,503 Loans 559,735 421,009 516,183 392,590 Deposits 569,753 428,622 532,826 394,924 Shareholders' equity 63,861 35,543 62,002 33,501 Financial Ratios: Return on average assets 1.13 % 0.38 % 1.02 % 0.66 % Return on average equity 11.97 5.39 10.38 9.24 Net interest margin 5.00 4.40 4.89 4.49 Average equity to average assets 9.43 7.03 9.81 7.17 September 30, September 30, December 31, 1997 1996 1996 ----------- ------------ ----------- Period-end: Total assets $ 710,328 $ 530,854 $ 588,916 Loans 565,498 431,772 446,095 Allowance for loan losses 5,625 4,348 4,504 Deposits 601,504 454,500 493,222 Shareholders' equity 64,346 36,876 58,960 Book value per share 11.68 9.47 10.83 Nonperforming assets: Nonaccrual loans 492 1,379 2,227 Restructured loans 22 152 25 Real estate owned 301 0 40 ------------ ---------- ----------- Total nonperforming assets $ 815 $ 1,531 $ 2,292 ============ ========== =========== Nonperforming assets to period-end assets: 0.11 % 0.29 % 0.39 %
* During 1996, the Company benefited from utilization of its net operating loss carryforwards for federal income tax purposes. Therefore, the Company had no federal income tax provision for the first nine months of 1996. Had earnings been fully taxed, net income for the three and nine months ended September 30, 1996, would have been $319,000 and $1.5 million, respectively. -----END PRIVACY-ENHANCED MESSAGE-----