-----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, GtUO1o4DSDaDoao4Ge4EEzJEgT0R5/LxNUSm6HvPeG5oIaqDz7ifHveiX9/+CLla Hf4luLuvpPX08y30htb2wQ== 0000939057-03-000121.txt : 20030424 0000939057-03-000121.hdr.sgml : 20030424 20030424150405 ACCESSION NUMBER: 0000939057-03-000121 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20030424 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030424 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BANNER CORP CENTRAL INDEX KEY: 0000946673 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTIONS, NOT FEDERALLY CHARTERED [6036] IRS NUMBER: 911691604 STATE OF INCORPORATION: WA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-26584 FILM NUMBER: 03662175 BUSINESS ADDRESS: STREET 1: 10 S FIRST AVENUE CITY: WALLA WALLA STATE: WA ZIP: 99362 BUSINESS PHONE: 5095273636 MAIL ADDRESS: STREET 1: 10 S FIRST AVENUE CITY: WALLA WALLA STATE: WA ZIP: 99362 FORMER COMPANY: FORMER CONFORMED NAME: FIRST SAVINGS BANK OF WASHINGTON BANCORP INC DATE OF NAME CHANGE: 19950614 FORMER COMPANY: FORMER CONFORMED NAME: FIRST WASHINGTON BANCORP INC /WA/ DATE OF NAME CHANGE: 19980727 8-K 1 er33103.htm BANNER CORPORATION FORM 8-K
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 (Date of earliest event reported): April 24, 2003
   
   
Banner Corporation
(Exact name of registrant as specified in its charter)
           
         
       
            Washington            0-26584 91-1691604
State or other jurisdiction Commission (I.R.S. Employer
of incorporation File Number Identification No.)
   
   
   
10 S. First Avenue, Walla Walla, Washington 99362
(Address of principal executive offices) (Zip Code)
 
 
Registrant's telephone number (including area code) (509) 527-3636
 
 
Not Applicable
(Former name or former address, if changed since last report)

<PAGE>

 

Item 7. Financial Statements, Pro Forma Financial Information and Exhibits

        (c) Exhibits

        99.1         Press Release of Banner Corporation dated April 24, 2003.

Item 9. Regulation FD Disclosure

        On April 24, 2003, Banner Corporation issued its earnings release for the first quarter ended March 31, 2003. A copy of the earnings release is attached hereto as Exhibit 99.1, which is incorporated herein by reference.

        The information being furnished under this "Item 9. Regulation FD Disclosure" is intended to be furnished under "Item 12. Disclosure of Results of Operations and Financial Condition."

<PAGE>

SIGNATURES



        Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.



BANNER CORPORATION
DATE: April 24, 2003 By: /s/D. Michael Jones                               
D. Michael Jones
President and Chief Executive Officer


<PAGE>

 

Exhibit 99.1

 

<PAGE>

BANNER CORPORATION REPORTS FIRST QUARTER NET INCOME OF $3.4 MILLION;

REVENUES INCREASE 9% TO $24 MILLION


Walla Walla, WA - April 24, 2003 - Banner Corporation (Nasdaq: BANR), the parent company of Banner Bank, today reported net income was $3.4 million, or $0.31 per diluted share, for the first quarter, compared to a loss of $1.6 million, or $(0.14) per diluted share, in the fourth quarter of 2002 and net income of $3.9 million, or $0.34 per diluted share, in the first quarter a year ago.

After a significant loan loss provision in the fourth quarter, we have returned to profitability and we are looking forward to building earnings to more acceptable levels," said D. Michael Jones, President and Chief Executive Officer. "We have worked hard to strengthen the balance sheet, significantly growing customer deposits and adding to our franchise while working to collect amounts owed on problem assets and improve our overall credit culture. While our results are not yet where I would like them to be, we are making progress."

Income Statement Review

Revenues (net interest income before the provision for loan losses plus other operating income) for the first quarter increased 9% to $24.2 million, compared to $22.1 million in the same quarter of 2002, but decreased 3% from $25.1 for the fourth quarter of 2002. Net interest margin was 3.66%, compared to 3.86% in the prior quarter and 3.90% in the same quarter a year ago. "The most recent rate cut by the Federal Reserve has caused asset yields to drop more sharply than deposit costs. This, combined with the Bank's level of non-performing assets, has put downward pressure on our net interest margin," said Jones.

"Mortgage banking operations continued to excel in the current interest rate environment," added Jones. For the quarter, mortgage banking operations, including loan servicing fees, increased 59%, to $2.6 million, compared to $1.6 million in the first quarter of 2002, but declined from the record level of $3.1 million in the fourth quarter of 2002. Other fees and service charges for the first quarter increased $400,000, or 32%, to $1.7 million, compared to $1.2 million for the comparable quarter a year earlier, reflecting growth in deposits and customer activity.

"We continue to dedicate significant resources toward moving problem loans through the system toward resolution," said Jones. "Progress is being made, but it will take time to work through these loans as the borrowers are generally marginal credits operating in a slow economy in the Puget Sound area. Meanwhile, we believe our disproportionate problem loan issue has crested." Non-performing assets were $42.4 million, or 1.76% of total assets at March 31, 2003, compared to $42.2 million, or 1.86% of total assets at December 31, 2002 and $31.5 million, or 1.46% of total assets at March 31, 2002. The loan loss provision for the quarter was $2.3 million, compared to $3.0 million a year ago and $10.0 million in the prior quarter. At March 31, 2003, the allowance for loan losses totaled $25.6 million, representing 1.61% of total loans outstanding, compared to $18.9 million, or 1.18% of total loans outstanding a year earlier.

"Since August, we have opened new Banner Bank branches in Spokane and Pasco, Washington, as well as new loan centers in the Tri-Cities, Spokane and Bellevue, Washington and Lake Oswego, Oregon. These new offices and their experienced banking personnel are bringing in significant deposits and approved loan commitments. As their success continues, we expect their contribution to the bottom line to increase as well," Jones said.

Other operating expenses were $17.1 million for the quarter compared to $18.0 million in the fourth quarter of 2002 and $13.3 million in the first quarter of 2002. Banner's efficiency ratio for the quarter ended March 31, 2003 was 70.41%, a slight improvement from 71.74% in the prior quarter. The efficiency ratio was 60.21% in the first quarter of 2002.

(more)

<PAGE>

BANR-First Quarter Results
April 24, 2003
Page 2

Balance Sheet Review

"We have been restructuring our balance sheet to improve liquidity and rely less on borrowed funds," said Jones. Deposits grew 14%, to $1.6 billion, compared to $1.4 billion at March 31, 2002, while total assets increased 12%, to $2.4 billion at March 31, 2003 from $2.2 billion a year earlier. Stockholders' equity increased to $192.4 million, from $191.9 million a year ago, and book value per share increased to $17.77 at March 31, 2003, from $17.38 per share a year earlier.

"While our overall loan portfolio contracted slightly compared to a year earlier, primarily due to prepayments on one-to-four family mortgages and sales of new originations, agricultural and commercial business loans continued to grow steadily, increasing 22% and 12%, respectively," said Jones. "Business and agricultural loans now represent 25% of the total loan portfolio, compared to 22% a year ago." Banner's loan portfolio was $1.56 billion at March 31, 2003, compared to $1.58 billion at March 31, 2002 and $1.55 billion at December 31, 2002.

Conference Call

The Company will host a conference call today, Thursday, April 24, 2002 at 8:00 a.m. PDT, to discuss the first quarter results. The conference call can be accessed live by telephone at 303-262-2175. To listen to the call online, go to the company's website at www.banrbank.com or to www.companyboardroom.com. Institutional investors may access the call via the subscriber-only site, www.streetevents.com. An archived recording of the call can be accessed by dialing 303-590-3000, passcode 535575, until May 1, 2003 or via the Internet at www.companyboardroom.com through May 7, 2003.

About the Company

Banner Corporation is the parent of Banner Bank, a commercial bank which operates a total of 41 branch offices and eight loan offices in 19 counties in Washington, Oregon and Idaho. Banner serves the Pacific Northwest region with a full range of deposit services and business, commercial real estate, construction, residential, agricultural and consumer loans. Visit Banner Bank on the Web at www.banrbank.com.

Statements concerning future performance, developments or events, expectations for earnings, growth and market forecasts, and any other guidance on future periods, constitute forward-looking statements, which are subject to a number of risks and uncertainties that are beyond the Company's control and might cause actual results to differ materially from the expectations and stated objectives. Factors which could cause actual results to differ materially include, but are not limited to, regional and general economic conditions, changes in interest rates, deposit flows, demand for mortgages and other loans, real estate values, competition, loan delinquency rates, changes in accounting principles, practices, policies or guidelines, changes in legislation or regulation, other economic, competitive, governmental, regulatory and technological factors affecting operations, pricing, products and services and Banner's ability to successfully resolve the outstanding credit issues and/or recover check kiting losses. Accordingly, these factors should be considered in evaluating the forward-looking statements, and undue reliance should not be placed on such statements. Banner undertakes no responsibility to update or revise any forward-looking statements.

(tables follow)

<PAGE>

BANR-First Quarter Results
April 24, 2003
Page 3

RESULTS OF OPERATIONS   Quarters Ended  
(In thousands except share and per share data)   Mar 31, 2003   Dec 31, 2002   Mar 31, 2002
 
INTEREST INCOME:  
   Loans receivable $ 28,844 $ 30,492 $ 31,251
   Mortgage-backed securities   3,052   2,526   2,556
   Securities and deposits   2,822   2,615   2,211
  34,718   35,633   36,018
 
INTEREST EXPENSE:  
   Deposits   8,871   9,455   10,144
   Federal Home Loan Bank advances   5,700   5,604   6,468
   Trust preferred securities   567   467   - -
   Other borrowings   172   226   492
  15,310   15,752   17,104
      Net Interest Income Before Provision For Loan Losses   19,408   19,881   18,914
 
PROVISION FOR LOAN LOSSES   2,250   10,000   3,000
      Net Interest Income After Provision For Loan Losses   17,158   9,881   15,914
 
OTHER OPERATING INCOME:
   Loan servicing fees   530   475   344
   Other fees and service charges   1,658   1,473   1,258
   Mortgage banking operations   2,062   2,674   1,291
   Gain (loss) on sale of securities   3   - -   5
   Miscellaneous  
565
  557   320
  18   5,179   3,218
 
OTHER OPERATING EXPENSE:  
   Salary and employee benefits   11,211   10,505   8,694
   Less capitalized loan origination costs   (1,575)   (1,737)   (1,313)
   Occupancy and equipment   2,372   2,259   2,083
   Information/computer data services   838   1,069   613
   Advertising   866   900   299
   Amortization of intangibles   50   63   75
   Miscellaneous   3,295   4,920   2,875
  17,057   17,979  
13,326
      Income ( Loss ) Before Provision For Income Taxes   4,919   (2,919)   5,806
PROVISION FOR (BENEFIT FROM) INCOME TAXES   1,490   (1,362)   1,897
NET INCOME (LOSS) $ 3,429 $ (1,557) $ 3,909
Earnings (Loss) Per Share  
   Basic $ 0.32 $ (0.14) $ 0.35
   Diluted $ 0.31 $ (0.14) $ 0.34
Cumulative Dividend Per Share $ 0.15 $ 0.15 $ 0.15
Weighted Average Shares Outstanding  
   Basic   10,786,474   10,892,122   11,033,366
   Diluted   11,040,425   11,286,894   11,448,741
 
Shares repurchased during the period   - -   324,354   40,000

(more)

<PAGE>

BANR-First Quarter Results
April 24, 2003
Page 4

FINANCIAL CONDITION  
( In thousands except share and per share data )   Mar 31, 2003   Dec 21, 2002   Mar 31, 2002
 
ASSETS
Cash and due from banks $ 126,396 $ 132,910 $ 85,165
Securities available for sale 567,592   421,222   345,682
Securities held to maturity 11,469   13,253   15,022
 
Federal Home Loan Bank stock 33,378   32,831   31,330
 
Loans receivable:
     Held for sale 47,213   39,366   14,240
     Held for portfolio 1,543,325   1,534,100   1,583,121
     Allowance for loan losses (25,551)   (26,539)   (18,899)
  1,564,987   1,546,927   1,578,462
Accrued interest receivable 13,775   13,689   13,485
Real estate held for sale, net 5,183   6,062   2,762
Property and equipment, net 20,629   20,745   18,299
Costs in excess of net assets acquired ( goodwill ), net 36,664   36,714   36,742
Deferred income tax asset, net 1,658   2,786   2,782
Bank owned life insurance 32,260   31,809   20,535
Other assets
3,863
  4,224   1,993
  $ 2,417,854 $ 2,263,172 $ 2,152,259
LIABILITIES
Deposits:
     Non-interest-bearing $ 192,287 $ 200,500 $ 199,328
     Interest-bearing 1,422,060   1,297,278   1,213,409
 
  1,614,347   1,497,778   1,412,737
Borrowings:
     Advances from Federal Home Loan Bank 511,452   465,743   461,182
     Trust preferred securities 40,000   40,000   - -
     Other borrowings 41,400   41,202   72,677
 
592,852   546,945   533,859
 
Accrued expenses and other liabilities 14,623   24,700   10,210
Deferred compensation 3,601   3,372   2,826
Income taxes payable - -   - -   708
  2,225,423   2,072,795   1,960,340
STOCKHOLDERS' EQUITY
Common stock and additional paid in capital 121,119   120,554   126,375
Retained earnings 72,545   70,813   70,276
Accumulated other comprehensive income 3,576   3,488   133
Unearned shares of common stock issued to Employee Stock  
     Ownership Plan ( ESOP ) trust: at cost (4,264)   (4,262)   (4,769)
Net carrying value of stock related deferred compensation plans   (545)   (216)   (96)
  192,431   190,377   191,919
  $ 2,417,854 $ 2,263,172 $ 2,152,259
Shares Issued:
Shares outstanding at end of period 11,347,571   11,306,977   11,621,426
     Less unearned ESOP shares at end of period 515,707   515,707   577,039
Shares outstanding at end of period excluding unearned ESOP            
   shares   10,831,864   10,791,270   11,044,387
Book Value Per Share (1) $ 17.77 $ 17.64 $ 17.38
Tangible Book Value Per Share (1) $ 14.38 $ 14.24 $ 14.05
Consolidated Tier 1 Leverage Capital Ratio 8.48%   8.77%   7.51%
 
(1) Calculation is based on number of shares outstanding at the end of the period rather than weighted average shares
  outstanding and excludes unallocated shares in the employee stock ownership plan ( ESOP ).

<PAGE>

BANR-First Quarter Results
April 24, 2003
Page 5

ADDITIONAL FINANCIAL INFORMATION  
( Dollars in thousands )  
LOANS ( including loans held for sale ):   Mar 31, 2003   Dec 31, 2002   Mar 31, 2002
 
Secured by real estate:  
  One-to-four family $ 323,495 $ 329,314 $ 364,611
  Consumer secured by one-to-four family   25,004   26,195   23,898
 
     Total one-to-four family   348,499   355,509   388,509
  Commercial 384,589   379,099   379,448
  Multifamily 68,494   72,333   80,264
  Construction and land   347,956   339,516   352,076
Commercial business 301,418   285,231   269,713
Agricultural business 102,737   102,626   84,233
Consumer 36,845   39,152  
43,118
 
     Total loans outstanding $ 1,590,538 $ 1,573,466 $ 1,597,361
 
NON-PERFORMING ASSETS:   Mar 31, 2003   Dec 31, 2002   Mar 31, 2002
 
Loans on non-accrual status $ 36,834 $ 34,249 $ 28,488
Accruing loans greater than 90 days delinquent   290   1,859   222
 
     Total non-performing loans   37,124   36,108   28,710
Real estate owned ( REO ) / Repossessed assets   5,319   6,062  
2,762
 
Total non-performing assets $ 42,443 $ 42,170 $ 31,472
 
Total non-performing assets / Total assets   1.76%   1.86%   1.46%
 
  Quarters Ended
CHANGE IN THE Mar 31, 2003  
Dec 31, 2002
  Mar 31, 2002
ALLOWANCE FOR LOAN LOSSES:  
Balance at beginning of period $ 26,539 $ 19,150 $ 17,552
 
Acquisitions - -   - -   460
Provision for loan losses   2,250   10,000   3,000
 
Recoveries 110   208   19
Charge-offs (3,348)   (2,819)   (2,132)
     Net charge-offs (3,238)   (2,611)   (2,113)
 
Balance at end of period $ 25,551 $ 26,539 $ 18,899
 
Net charge-offs / Average loans outstanding   0.20%   0.16%   0.13%
Allowance for loan losses / Total loans outstanding   1.61%   1.69%   1.18%

 
(more)
<PAGE>

BANR-First Quarter Results
April 24, 2003
Page 6

ADDITIONAL FINANCIAL INFORMATION

 
( Dollars in thousands )
( Rates / Ratios annualized )
  Quarters Ended
 
OPERATING PERFORMANCE: Mar 31, 2003   Dec 31, 2002   Mar 31, 2002
 
Average loans $ 1,582,231 $ 1,589,608 $ 1,607,697
Average securities and deposits 565,400   454,671   356,817
Average non-interest-earning assets 157,412   162,595   134,909
 
      Total Average Assets $ 2,305,043 $ 2,206,874 $ 2,099,423
 
Average deposits $ 1,506,427 $ 1,481,623 $ 1,335,890
Average borrowings 588,517   515,612   556,274
Average non-interest-earning liabilities 17,120   14,582   11,040
      Total Average Liabilities 2,112,064   2,011,817   1,903,204
Total average equity 192,979   195,057   196,219
      Total Average Liabilities And Equity $ 2,305,043 $

2,206,874

$ 2,099,423
 
Interest rate yield on loans 7.39%   7.61%   7.88%
Interest rate yield on securities and deposits 4.21%   4.49%   5.42%
      Interest Rate Yield On Interest-Earning Assets   6.56%   6.92%   7.44%
 
Interest rate expense on deposits 2.39%   2.53%   3.08%
Interest rate expense on borrowings 4.44%   4.85%   5.07%
      Interest Rate Expense On Interest-Bearing Liabilities   2.96%   3.13%   3.67%
 
Interest rate spread 3.60%   3.79%   3.77%
             
Net interest margin 3.66%   3.86%   3.90%
             
Other operating income / Average assets 0.85%   0.93%   0.62%
Other operating expense / Average assets 3.00%   3.23%   2.57%
Efficiency ratio ( other operating expense / revenue )   70.41%   71.74%   60.21%
Return on average assets 0.60%   (0.28%)   0.76%
Return on average equity 7.21%   (3.17%)   8.08%
Average equity / Average assets 8.37%   8.84%   9.35%


# # #

<PAGE>

-----END PRIVACY-ENHANCED MESSAGE-----