-----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, FMfXRxtdDetAOck4fjveNX7lfN7TA7ymr8huStYzmXXzgPsKl454qtPdGeCMWOdq MGfVeHAMgAjn9lffcvZ2cA== 0000939057-03-000185.txt : 20030723 0000939057-03-000185.hdr.sgml : 20030723 20030723145916 ACCESSION NUMBER: 0000939057-03-000185 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20030723 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030723 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: 03798144 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 WASHINGTON BANCORP INC /WA/ DATE OF NAME CHANGE: 19980727 FORMER COMPANY: FORMER CONFORMED NAME: FIRST SAVINGS BANK OF WASHINGTON BANCORP INC DATE OF NAME CHANGE: 19950614 8-K 1 pr72303.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): July 23, 2003


Banner Corporation
(Exact name of registrant as specified in its charter)



    Washington       0-26584     91-1691604  
State or other jurisdiction
of incorporation
Commission
File Number
(I.R.S. Employer
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)






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

         (c)       Exhibits

         99.1     Press Release of Banner Corporation dated July 23, 2003.



Item 9.  Regulation FD Disclosure

         On July 23, Banner Corporation issued its earnings release for the second quarter ended June 30, 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."













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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: July 23, 2003 By: /s/ D. Michael Jones               
      D. Michael Jones
      President and Chief Executive Officer













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Exhibit 99.1

















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THE CEREGHINO GROUP CONTACT:  D. MICHAEL JONES
CORPORATE INVESTOR RELATIONS                   PRESIDENT AND CEO
1403 SE 44th AVENUE BANNER                 LLOYD W. BAKER, CFO
PORTLAND, OR 97215 CORPORATION                                                   (509) 527-3636
503.421.4168
www.stockvalues.com
NEWS RELEASE    
 


BANNER CORPORATION REPORTS PROFITS INCREASE 17% TO $4.1 MILLION AS ASSETS
TOP $2.5 BILLION AND KEY CREDIT QUALITY RATIOS IMPROVE

Walla Walla, WA - July 23, 2003 - Banner Corporation (Nasdaq: BANR), the parent of Banner Bank, today reported that strong growth in assets and deposits, as well as increased mortgage banking activities, contributed to a 17% growth in net income for the quarter ended June 30, 2003. For the second quarter, net income was $4.1 million, or $0.37 per diluted share, a 17% improvement compared to $3.5 million, or $0.30 per diluted share, in the same quarter a year earlier. For the first six months of the year, net income reached $7.6 million, or $0.68 per diluted share, compared to $7.4 million, or $0.65 per diluted share, in the same period of 2002.

"We are making progress toward generating improved earnings, better asset quality and growing our franchise," said D. Michael Jones, President and Chief Executive Officer. "While we continue to work to collect problem assets and strengthen our loan portfolio and credit culture, we are seeing significant growth in loans and deposits. We are also expanding our franchise with new branch openings in Yakima and the Belltown neighborhood of Seattle during 2003. In 2004, we expect to add branches in Walla Walla and Federal Way, Washington and in Hillsboro, Oregon near Portland. These branches complement our existing network and will help us deliver improved customer service and banking products more conveniently to new and existing customers."

Credit Quality

Non-performing assets were $37.1 million, or 1.48% of total assets, at June 30, 2003, a 12% reduction from both $42.4 million or 1.76% of total assets at March 31, 2003, and $42.2 million or 1.86% of total assets at December 31, 2002. The loan loss provision for the second quarter was $2.3 million, equal to the provision in the prior quarter and a reduction from $4.0 million in the second quarter a year ago. At June 30, 2003, the allowance for loan losses totaled $26.1 million, representing 1.57% of total loans outstanding, compared to $25.6 million or 1.61% of total loans at March 31, 2003, and $16.6 million or 1.06% of loans at June 30, 2002.

Income Statement Review

Revenues (net interest income before the provision for loan losses plus other operating income) for the second quarter increased 11% to $25.4 million, compared to $23.0 million in the same quarter of 2002. For the first half of the year, revenues increased 10% to $49.7 million, compared to $45.1 million in the same period of 2002. Net interest margin was 3.57% for the quarter, compared to 3.66% in the prior quarter and 3.90% in the same quarter a year ago. "The decrease in net interest margin was largely the result of changes in the asset mix, with a higher percentage of investments in 2003 than in 2002, and the effect of the lower interest rate environment on investment yields as well as the higher level of non-performing assets in 2003 compared to the second quarter of 2002," said Jones.

"The significant growth in our deposit base contributed to a 19% increase in other fees and service charges. In addition, a record quarter for mortgage banking operations contributed to the 52% increase in other operating income despite a second quarter $300,000 impairment charge related to accelerated loan payoffs of the residential loan servicing portfolio," added Jones. For the quarter, mortgage banking operations, including loan servicing fees, more than doubled to $3.2 million, compared to $1.5 million in the second quarter of 2002, and increased 22% from the first quarter level of $2.6 million.

"Over the last twelve months, we have added two branches and three loan offices, moved one loan office to an expanded facility and added experienced personnel in a variety of positions, most importantly in our lending departments. Staffing has increased 10% from levels a year ago. These significant investments in people and facilities are beginning to produce the increased asset growth and revenues we were expecting," Jones said.

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BANR  -  Second Quarter Results
July 23, 2003
Page 2

Other operating expense was $17.3 million for the quarter ended June 30, 2003, compared to $17.1 million in the first quarter of 2003 and $13.8 million in the second quarter of 2002. The increased branches, lending centers, substantially augmented lending staff, along with increases in compensation to our real estate lenders due to their exceptional volumes, higher problem loan collection costs and increased marketing expenditures all contributed to the higher level of expenses.

Balance Sheet Review

Assets reached a record $2.5 billion at June 30, 2003, a 16% increase from $2.2 billion a year earlier. Deposits grew 19%, to $1.7 billion, compared to $1.4 billion at June 30, 2002. Book value per share increased to $17.96 at June 30, 2003, from $17.75 per share a year earlier. Tangible book value totaled $14.59 per share at June 30, 2003, compared to $14.44 a year earlier.

"The experienced commercial lending staff we have been building over the past year is now generating significant growth in C&I loans, including commercial and agricultural business loans," said Jones. "These loans grew 24% year-over-year and now account for 27% of the total loan portfolio, compared to 23% a year ago. Our construction and land development lending operations also continue to produce strong results in the current interest rate environment. Despite record one-to-four family loan production, this portion of our portfolio continues to decline as a result of refinancing activity and our strategy of selling current production of these long-term, low-interest rate mortgages into the secondary market. Excluding one-to-four family loans, the remainder of the loan portfolio increased more than 12%.

"We are particularly pleased that strong deposit growth for the quarter and year-to-date has improved our balance sheet fundamentals and provided funding for our loan growth. Combined with increases in our cash and securities portfolio, we now have a stronger balance sheet and higher levels of liquidity than in prior years," concluded Jones.

Conference Call

The Company will host a conference call today, Wednesday, July 23, 2003 at 9:00 a.m. PDT, to discuss the second quarter results. The conference call can be accessed live by telephone at 303-262-2130. To listen to the call online, go to the company's website at www.bannerbank.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 545010, until Wednesday, July 30, 2003 or via the Internet at www.companyboardroom.com through August 5, 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.bannerbank.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, the Bank's ability to profitably expand its branch network and to meet branch opening schedules, management's ability to generate continued improvement in asset quality and profitability, 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)


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BANR  -  Second Quarter Results
July 23, 2003
Page 3

RESULTS OF OPERATIONS    Quarters Ended       Six Months Ended   
(In thousands except share and per share data) Jun 30, 2003 Mar 31,2003 Jun 30, 2002 Jun 30, 2003 Jun 30, 2002
INTEREST INCOME:
   Loans receivable $   29,396 $   28,844 $   30,702 $   58,240 $   61,953
   Mortgage-backed securities 3,183 3,052 2,886 6,235 5,442
   Securities and cash equivalents 2,833
2,822
2,688
5,655
4,899
35,412 34,718 36,276 70,130 72,294
 
INTEREST EXPENSE:
   Deposits 8,851 8,871 9,874 17,722 20,018
   Federal Home Loan Bank advances 5,747 5,700 6,231 11,447 12,699
   Trust preferred securities 546 567 338 1,113 338
   Other borrowings 203
172
400
375
892
15,347
15,310
16,843
30,657
33,947
     Net interest income before provision
       for loan losses

20,065

19,408

19,433

39,473

38,347
PROVISION FOR LOAN LOSSES 2,250
2,250
4,000
4,500
7,000
     Net interest income after provision
       for loan losses

17,815

17,158

15,433

34,973

31,347
OTHER OPERATING INCOME:
   Loan servicing fees (83) 530 413 447 757
   Other fees and service charges 1,839 1,658 1,548 3,497 2,806
   Mortgage banking revenues 3,244 2,062 1,128 5,306 2,419
   Gain (loss) on sale of securities - - 3 12 3 17
   Miscellaneous 383
565
448
948
768
     Total other operating income 5,383 4,818 3,549 10,201 6,767
OTHER OPERATING EXPENSE:
   Salary and employee benefits 11,589 11,211 9,090 22,800 17,784
   Less capitalized loan origination costs (1,975) (1,575) (1,292) (3,550) (2,605)
   Occupancy and equipment 2,349 2,372 2,039 4,721 4,122
   Information/computer data services 868 838 724 1,706 1,337
   Miscellaneous 4,444
4,211
3,279
8,655
6,528
     Total other operating expense 17,275
17,057
13,840
34,332
27,166
     Income before provision for income taxes 5,923 4,919 5,142 10,842 10,948
PROVISION FOR INCOME TAXES 1,802
1,490
1,615
3,292
3,512
NET INCOME $      4,121 $      3,429 $      3,527 $      7,550 $      7,436
Earnings per share
   Basic $      0.38 $      0.32 $      0.32 $      0.70 $      0.67
   Diluted $      0.37 $      0.31 $      0.30 $      0.68 $      0.65
Cumulative dividend per share $      0.15 $      0.15 $      0.15 $      0.30 $      0.30
Weighted average shares outstanding
   Basic 10,805,856 10,786,474 11,070,028 10,796,218 11,051,798
   Diluted 11,130,330 11,040,425 11,581,510 11,085,621 11,515,479
Shares repurchased during the period - - - - - - - - 40,000


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BANR  -  Second Quarter Results
July 23, 2003
Page 4

FINANCIAL CONDITION
(In thousands except share and per share data) Jun 30, 2003 Mar 31,2003 Jun 30, 2002 Dec 31, 2002
ASSETS
Cash and due from banks $      143,945 $      126,396 $        93,276 $      132,910
Securities available for sale 563,969 567,592 361,604 421,222
Securities held to maturity 11,191 11,469 14,435 13,253
Federal Home Loan Bank stock 33,814 33,378 31,800 32,831
Loans receivable:
   Held for sale 39,602 47,213 10,491 39,366
   Held for portfolio 1,624,514 1,543,325 1,558,176 1,534,100
   Allowance for loan losses (26,075)
(25,551)
(16,646)
(26,539)
1,638,041 1,564,987 1,552,021 1,546,927
Accrued interest receivable 14,293 13,775 13,994 13,689
Real estate held for sale, net 8,691 5,183 6,253 6,062
Property and equipment, net 20,216 20,629 18,502 20,745
Goodwill and other intangibles 36,613 36,664 36,817 36,714
Deferred income tax asset, net 1,810 1,658 1,910 2,786
Bank owned life insurance 32,748 32,260 30,895 31,809
Other assets 9,368
3,863
3,191
4,224
$  2,514,699 $  2,417,854 $  2,164,698 $  2,263,172
LIABILITIES
Deposits:
   Non-interest-bearing $      191,134 $      192,287 $      196,221 $      200,500
   Interest-bearing 1,501,730
1,422,060
1,230,667
1,297,278
1,692,864 1,614,347 1,426,888 1,497,778
Borrowings:
   Advances from Federal Home Loan Bank 507,952 511,452 431,183 465,743
   Trust preferred securities 40,000 40,000 25,000 40,000
   Other borrowings 42,014
41,400
68,723
41,202
589,966 592,852 524,906 546,945
Accrued expenses and other liabilities 31,537 14,623 12,406 24,700
Deferred compensation 3,728 3,601 2,960 3,372
Income taxes payable 1,723
- -
555
- -
2,319,818 2,225,423 1,967,715 2,072,795
STOCKHOLDERS' EQUITY
Common stock and additional paid in capital 121,384 121,119 127,250 120,554
Retained earnings 74,966 72,545 72,054 70,813
Accumulated other comprehensive income 3,340 3,576 2,534 3,488
Unearned shares of common stock issued to Employee Stock
   Ownership Plan (ESOP) trust: at cost

(4,264)

(4,264)

(4,769)

(4,262)
Net carrying value of stock related deferred compensation plans (545)
(545)
(86)
(216)
194,881
192,431
196,983
190,377
$  2,514,699 $  2,417,854 $  2,164,698 $  2,263,172
Shares Issued:
Shares outstanding at end of period 11,366,835 11,347,571 11,671,937 11,306,977
   Less unearned ESOP shares at end of period 515,707
515,707
577,039
515,707
Shares outstanding at end of period excluding unearned
   ESOP shares

10,851,128

10,831,864

11,094,898

10,791,270
Book value per share (1) $        17.96 $        17.77 $        17.75 $        17.64
Tangible book value per share (1) $        14.59 $        14.38 $        14.44 $        14.24
Consolidated Tier 1 leverage capital ratio 8.20% 8.48% 8.69% 8.77%
(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).


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BANR  -  Second Quarter Results
July 23, 2003
Page 5

ADDITIONAL FINANCIAL INFORMATION
(Dollars in thousands)
LOANS (including loans held for sale) Jun 30, 2003 Mar 31,2003 Jun 30, 2002 Dec 31, 2002
 
Secured by real estate:
   One- to four-family $     299,524 $     323,495 $     353,819 $     329,314
   Consumer secured by one to four-family 25,875
25,004
24,747
26,195
     Total one to four-family 325,399 348,499 378,566 355,509
   Commercial 407,419 384,589 367,166 379,099
   Multifamily 76,598 68,494 81,942 72,333
   Construction and land 376,385 347,956 340,117 339,516
Commercial business 328,130 301,418 263,796 285,231
Agricultural business including secured by farmland 113,445 102,737 95,375 102,626
Consumer 36,740
36,845
41,705
39,152
     Total loans outstanding $  1,664,116 $  1,590,538 $  1,568,667 $  1,573,466
 
NON-PERFORMING ASSETS: Jun 30, 2003 Mar 31,2003 Jun 30, 2002 Dec 31, 2002
Loans on non-accrual status $      27,196 $      36,834 $      19,562 $      34,249
Accruing loans greater than 90 days delinquent 926
290
314
1,859
Total non-performing loans 28,122 37,124 19,876 36,108
Real estate owned (REO)/Repossessed assets 9,018
5,319
6,253
6,062
   Total non-performing assets $      37,140 $      42,443 $      26,129 $      42,170
Total non-performing assets/Total assets 1.48% 1.76% 1.21% 1.86%
 

Quarters Ended

Six Months Ended
CHANGE IN THE
ALLOWANCE FOR LOAN LOSSES:

Jun 30, 2003

Mar 31,2003

Jun 30, 2002

Jun 30, 2003

Jun 30, 2002
Balance at beginning of period $      25,551 $      26,539 $      18,899 $      26,539 $      17,552
Acquisitions/(divestitures) - - - - - - - - 460
Provision for loan losses 2,250 2,250 4,000 4,500 7,000
Recoveries 244 110 51 354 70
Charge-offs (1,970)
(3,348)
(6,304)
(5,318)
(8,436)
   Net (charge-offs) recoveries (1,726)
(3,238)
(6,253)
(4,964)
(8,366)
Balance at end of period $      26,075 $      25,551 $      16,646 $      26,075 $      16,646
Net charge-offs/Average loans outstanding 0.11% 0.20% 0.39% 0.31% 0.52%
Allowance for loan losses/Total loans outstanding 1.57% 1.61% 1.06% 1.57% 1.06%
 

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BANR  -  Second Quarter Results
July 23, 2003
Page 6

ADDITIONAL FINANCIAL INFORMATION
(Dollars in thousands)
(Rates/Ratios annualized)

Quarters Ended

Six Months Ended
OPERATING PERFORMANCE: Jun 30, 2003 Mar 31,2003 Jun 30, 2002 Jun 30, 2003 Jun 30, 2002
Average loans $  1,633,218 $  1,582,231 $  1,586,389 $  1,607,865 $  1,596,968
Average securities and deposits 622,141 565,400 413,038 593,927 385,208
Average non-interest-earning assets 160,455
157,412
139,813
158,950
137,061
   Total average assets $  2,415,814 $  2,305,043 $  2,139,240 $  2,360,742 $  2,119,237
Average deposits $  1,598,829 $  1,506,427 $  1,386,332 $  1,552,883 $  1,361,457
Average borrowings 607,483 588,517 542,339 598,053 549,280
Average non-interest-earning liabilities 13,980
17,120
13,191
15,548
11,716
   Total average liabilities 2,220,292 2,112,064 1,941,862 2,166,484 1,922,453
Total average equity 195,522
192,979
197,378
194,258
196,784
   Total average liabilities and equity $  2,415,814 $  2,305,043 $  2,139,240 $  2,360,742 $  2,119,237
Interest rate yield on loans 7.22% 7.39% 7.76% 7.30% 7.82%
Interest rate yield on securities and deposits 3.88%
4.21%
5.41%
4.04%
5.41%
Interest rate yield on interest-earning assets 6.30%
6.56%
7.28%
6.42%
7.35%
Interest rate expense on deposits 2.22% 2.39% 2.86% 2.30% 2.97%
Interest rate expense on borrowings 4.29%
4.44%
5.15%
4.36%
5.11%
Interest rate expense on interest-bearing liabilities 2.79%
2.96%
3.50%
2.87%
3.58%
Interest rate spread 3.51% 3.60% 3.78% 3.55% 3.77%
Net interest margin 3.57% 3.66% 3.90% 3.62% 3.90%
Other operating income/Average assets 0.89% 0.85% 0.67% 0.87% 0.64%
Other operating expense/Average assets 2.87% 3.00% 2.59% 2.93% 2.58%
Efficiency ratio (other operating expense/revenue) 67.88% 70.41% 60.22% 69.11% 60.22%
Return on average assets 0.68% 0.60% 0.66% 0.64% 0.71%
Return on average equity 8.45% 7.21% 7.17% 7.84% 7.62%
Average equity/Average assets 8.09% 8.37% 9.23% 8.23% 9.29%





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NOTE: Transmitted on Business Wire at 5:00 a.m. PDT on July 23, 2003.


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