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): October 24, 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 October 24, 2003.
<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: October 24, 2003 | By: /s/ D. Michael Jones D. Michael Jones President and Chief Executive Officer |
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Exhibit 99.1
<PAGE>
Walla Walla, WA - October 24, 2003 - Banner Corporation (Nasdaq: BANR), the parent of Banner Bank, today reported that robust mortgage banking activities, growth in assets and deposits, and continuing improvements in credit quality contributed to a 23% increase in net income for the third quarter ended September 30, 2003, compared to a year
earlier. Third quarter net income was $4.2 million, or $0.37 per diluted share, compared to $3.4 million, or $0.30 per
diluted share, for the same quarter a year earlier. For the first nine months of the year, net
income was $11.7 million, or $1.05 per diluted share, compared to $10.8
million, or $0.95 per diluted share, for the same period of 2002. (more) <PAGE>
The Cereghino Group
Contact: D. Michael Jones
CORPORATE INVESTOR RELATIONS
President and CEO
1403 SE 44th Avenue
BANNER
Lloyd Baker, CFO
Portland, OR 97215
CORPORATION
(509) 527-3636
503.234.6361
www.stockvalues.com
News Release
KEY CREDIT QUALITY RATIOS CONTINUE TO IMPROVE
"We have generated both top- and bottom-line improvements, with assets increasing 12%, deposits growing 15% and net income up 23% from levels a year ago. This is particularly gratifying given the historically low interest rate environment and the slow economy of the Pacific Northwest," said D. Michael Jones, President and Chief Executive Officer."Our key credit quality ratios have improved significantly, with a 25% reduction in non-performing assets since the first of the year. Net charge-offs to average loans outstanding, at 38 basis points year-to-date, also shows dramatic improvement from 62 basis points at the same time last year. With this progress, our loan loss provision is returning to more normal levels, bringing increased profits to the bottom-line."
Credit Quality
Non-performing assets were $31.6 million, or 1.26% of total assets, at September 30, 2003, a
15% reduction from $37.1 million, or 1.48% of total assets, at June 30, 2003, and a 25% reduction from $42.2 million, or 1.86% of total assets, at December 31, 2002.The loan loss provision for the third quarter was $1.4 million, a reduction from the $2.3 million provision for each of the two prior quarters and $4.0 million for the third quarter a
year ago.At September 30, 2003, the allowance for loan losses totaled $26.2 million, representing 1.55% of total
loans outstanding, compared to $26.1 million, or 1.57% of total loans, at June 30, 2003, and $19.2 million, or 1.20% of total loans, at September 30, 2002.
Income Statement Review
Third quarter revenues (net interest income before the provision for loan losses plus other operating income) increased 5% to $25.2 million, compared to $24.0 million for the same quarter of 2002. For the first nine months, revenues increased 8% to $74.9 million, compared to $69.1 million for the same period of 2002.Net interest margin was 3.35% for the quarter, compared to 3.57% for the prior quarter and 3.98% for the same quarter a year ago."The net interest margin was negatively impacted by prepayments on mortgage-backed securities, as well as changes in the asset mix and the effect of the lower interest rate environment on loan and investment yields," said Jones.
For the quarter, mortgage banking operations, including loan servicing fees, increased 72% to $3.2 million, compared to $1.8 million for the third quarter of 2002. Total other operating income increased 41% for the quarter to $5.5 million, compared to $3.9 million for the same quarter last year. Year-to-date, other operating income grew 47% to $15.7 million, compared to $10.7 million for the first nine months of 2002.
"Over the last 12 months, we have been building our franchise through the addition of new branches, upgrades of existing branches and, most importantly, through attracting and hiring top level, experienced
bankers.These efforts contributed to a 17% increase in operating expenditures over the same quarter a year
earlier.The benefits of these initiatives, however, are translating into year-over-year growth for the bank
as well as positioning us for improving operations in future periods," Jones said.
Other operating expense was $17.9 million for the quarter ended September 30, 2003, compared to $17.3 million for the second quarter of 2003 and $15.3 million for the third quarter of 2002. Factors contributing to the higher operating
expenses include the increase in branches and lending centers, substantially augmented lending staff, increases in compensation to real estate lenders due to their exceptional volumes, higher problem loan collection costs, and
increased marketing expenditures.
Balance Sheet Review
"The bulk of our loan growth continues to be generated through commercial and agricultural loans. These loans grew 19% year-over-year and now account for 27% of the total loan portfolio, compared to 24% a year ago," said
Jones."Commercial real estate, construction and land development loans also remain strong and continue to grow
in the current interest rate environment. Business lending helped offset the reduction in one- to four-family
loans due to the high volume of refinancing activity and our strategy of selling current production of long-term, low-interest rate mortgages into the secondary market."Net loans grew 6% to $1.7 billion at September 30, 2003, from $1.6 billion a year ago.
Assets increased 12% to $2.5 billion at September 30, 2003, compared to $2.2 billion a year earlier. Deposits grew 15% to $1.7 billion, compared to $1.5 billion at September 30, 2002. "We continue to be encouraged by our success in attracting and retaining deposits and by the declining cost of these deposits," Jones added. Book value per share increased to $18.18 at September 30, 2003, from $17.92 per share a year earlier. Tangible book value totaled $14.83 per share at September 30, 2003, compared to $14.51 a year earlier.
Conference Call
The company will host a conference call today, Friday, October 24, 2003 at 8:00 a.m. PDT, to discuss the third 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.fulldisclosure.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 556309 until Friday, October 31, 2003 or via the Internet at www.companyboardroom.com through November 7, 2003.
About the Company
Banner Corporation is the parent of Banner Bank, a commercial bank which operates a total of
42 branch offices and nine loan offices in 20 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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RESULTS OF OPERATIONS | Quarters Ended |
Nine Months Ended |
|||
(In thousands except share and per share data) | Sep 30, 2003 |
Jun 30, 2003 |
Sep 30, 2002 |
Sep 30, 2003 |
Sep 30, 2002 |
INTEREST INCOME: | |||||
Loans receivable | $ 29,260 | $ 29,396 | $ 30,907 | $ 87,500 | $ 92,860 |
Mortgage-backed securities | 2,227 | 3,183 | 2,770 | 8,462 | 8,212 |
Securities and cash equivalents | 3,035 |
2,833 |
2,672 |
8,690 |
7,571 |
34,522 | 35,412 | 36,349 | 104,652 | 108,643 | |
INTEREST EXPENSE: | |||||
Deposits | 8,889 | 8,851 | 9,733 | 26,611 | 29,751 |
Federal Home Loan Bank advances | 5,339 | 5,747 | 5,791 | 16,786 | 18,490 |
Trust preferred securities | 446 | 546 | 380 | 1,559 | 718 |
Other borrowings | 188 |
203 |
366 |
563 |
1,258 |
14,862 |
15,347 |
16,270 |
45,519 |
50,217 |
|
Net interest income before provision for loan losses |
19,660 |
20,065 |
20,079 |
59,133 |
58,426 |
PROVISION FOR LOAN LOSSES | 1,400 |
2,250 |
4,000 |
5,900 |
11,000 |
Net interest income after provision for loan losses |
18,260 |
17,815 |
16,079 |
53,233 |
47,426 |
OTHER OPERATING INCOME: | |||||
Loan servicing fees | 241 | (83) | 239 | 688 | 996 |
Other fees and service charges | 1,895 | 1,839 | 1,525 | 5,392 | 4,331 |
Mortgage banking revenues | 2,924 | 3,244 | 1,602 | 8,230 | 4,021 |
Gain (loss) on sale of securities | 15 | - - | 10 | 18 | 27 |
Miscellaneous | 464 |
383 |
555 |
1,412 |
1,323 |
Total other operating income | 5,539 | 5,383 | 3,931 | 15,740 | 10,698 |
OTHER OPERATING EXPENSE: | |||||
Salary and employee benefits | 12,495 | 11,589 | 9,973 | 35,295 | 27,757 |
Less capitalized loan origination costs | (2,028) | (1,975) | (1,438) | (5,578) | (4,043) |
Occupancy and equipment | 2,447 | 2,349 | 2,141 | 7,168 | 6,263 |
Information / computer data services | 930 | 868 | 925 | 2,636 | 2,262 |
Miscellaneous | 4,024 |
4,444 |
3,699 |
12,679 |
10,227 |
Total other operating expense | 17,868 |
17,275 |
15,300 |
52,200 |
42,466 |
Income before provision for income taxes |
5,931 |
5,923 |
4,710 |
16,773 |
15,658 |
PROVISION FOR INCOME TAXES | 1,778 |
1,802 |
1,329 |
5,070 |
4,841 |
NET INCOME | $ 4,153 | $ 4,121 | $ 3,381 | $ 11,703 | $ 10,817 |
Earnings Per Share | |||||
Basic | $ 0.38 | $ 0.38 | $ 0.31 | $ 1.08 | $ 0.98 |
Diluted | $ 0.37 | $ 0.37 | $ 0.30 | $ 1.05 | $ 0.95 |
Cumulative dividends declared per common share | $ 0.15 | $ 0.15 | $ 0.15 | $ 0.45 | $ 0.45 |
Weighted Average Shares Outstanding | |||||
Basic | 10,842,791 | 10,805,856 | 10,892,122 | 10,811,745 | 10,997,988 |
Diluted | 11,268,718 | 11,130,330 | 11,286,894 | 11,147,048 | 11,438,452 |
Shares repurchased during the period | 5,701 | - - | 324,354 | 8,726 | 364,354 |
(more)
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FINANCIAL CONDITION | |||||
(In thousands except share and per share data) | Sep 30, 2003 |
Jun 30, 2003 |
Sep 30, 2002 |
Dec 31, 2002 |
|
ASSETS | |||||
Cash and due from banks | $ 72,320 | $ 143,945 | $ 125,018 | $ 132,910 | |
Securities available for sale | 592,830 | 563,969 | 373,749 | 421,222 | |
Securities held to maturity | 12,528 | 11,191 | 14,082 | 13,253 | |
Federal Home Loan Bank stock | 34,262 | 33,814 | 32,282 | 32,831 | |
Loans receivable: | |||||
Held for sale | 23,593 | 39,602 | 29,044 | 39,366 | |
Held for portfolio | 1,668,392 | 1,624,514 | 1,563,789 | 1,534,100 | |
Allowance for loan losses | (26,161) |
(26,075) |
(19,150) |
(26,539) |
|
1,665,824 | 1,638,041 | 1,573,683 | 1,546,927 | ||
Accrued interest receivable | 13,944 | 14,293 | 14,263 | 13,689 | |
Real estate held for sale, net | 6,849 | 8,691 | 5,362 | 6,062 | |
Property and equipment, net | 22,074 | 20,216 | 19,025 | 20,745 | |
Goodwill and other intangibles | 36,563 | 36,613 |
36,752 |
36,714 |
|
Deferred income tax asset, net | 1,391 | 1,810 | 1,364 | 2,786 | |
Bank owned life insurance | 33,218 | 32,748 | 31,356 | 31,809 | |
Other assets | 10,563 |
9,368 |
4,306 |
4,224 |
|
$ 2,502,366 | $ 2,514,699 | $ 2,231,242 | $ 2,263,172 | ||
LIABILITIES | |||||
Deposits: | |||||
Non-interest-bearing | $ 203,396 | $ 191,134 | $ 222,062 | $ 180,500 | |
Interest-bearing | 1,502,324 |
1,501,730 |
1,263,620 |
1,297,278 |
|
1,705,720 | 1,692,864 | 1,485,682 | 1,497,778 | ||
Borrowings: | |||||
Advances from Federal Home Loan Bank | 461,552 | 507,952 | 444,243 | 465,743 | |
Trust preferred securities | 55,000 | 40,000 | 25,000 | 40,000 | |
Other borrowings | 58,764 |
42,014 |
65,014 |
41,202 |
|
575,316 | 589,966 | 534,257 | 546,945 | ||
Accrued expenses and other liabilities | 19,139 | 31,537 | 15,036 | 24,700 | |
Deferred compensation | 4,006 | 3,728 | 3,083 | 3,372 | |
Income taxes payable | - - |
1,723 |
- - |
- - |
|
2,304,181 | 2,319,818 | 2,038,058 | 2,072,795 | ||
STOCKHOLDERS' EQUITY | |||||
Common stock and additional paid in capital | 121,383 | 121,384 | 120,836 | 120,554 | |
Retained earnings | 77,411 | 74,966 | 73,733 | 70,813 | |
Accumulated other comprehensive income | 4,166 | 3,340 | 3,595 | 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 |
(511) |
(545) |
(211) |
(216) |
|
198,185 |
194,881 |
193,184 |
190,377 |
||
$ 2,502,366 | $ 2,514,699 | $ 2,231,242 | $ 2,263,172 | ||
Shares Issued: | |||||
Shares outstanding at end of period | 11,415,636 | 11,366,835 | 11,358,505 | 11,306,977 | |
Less unearned ESOP shares at end of period | 515,960 |
515,707 |
577,039 |
515,707 |
|
Shares outstanding at end of period excluding unearned ESOP shares |
10,899,676 |
10,851,128 |
10,781,466 |
10,791,270 |
|
Book Value Per Share(1) | $ 18.18 | $ 17.96 | $ 17.92 | $ 17.64 | |
Tangible Book Value Per Share(1) | $ 14.83 | $ 14.59 | $ 14.51 | $ 14.24 | |
Consolidated Tier 1 Leverage Capital Ratio | 8.64% | 8.20% | 8.39% | 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).
(more)
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ADDITIONAL FINANCIAL INFORMATION | |||||
(Dollars in thousands) | |||||
LOANS (including loans held for sale): | Sep 30, 2003 | Jun 30, 2003 | Sep 30, 2002 | Dec 31, 2002 | |
Secured by real estate: | |||||
One- to four-family | $ 274,723 | $ 299,524 | $ 350,016 | $ 329,314 | |
Consumer secured by one to four-family | 28,243 |
25,875 |
26,541 |
26,195 |
|
Total one to four-family | 302,966 | 325,399 | 376,557 | 355,509 | |
Commercial | 433,800 | 407,419 | 379,416 | 379,099 | |
Multifamily | 76,397 | 76,598 | 81,919 | 72,333 | |
Construction and land | 392,819 | 376,385 | 335,411 | 339,516 | |
Commercial business | 326,368 | 328,130 | 278,713 | 285,231 | |
Agricultural business including secured by farmland | 122,890 | 113,445 | 99,899 | 102,626 | |
Consumer | 36,745 |
36,740 |
40,918 |
39,152 |
|
Total loans outstanding | $1,691,985 | $1,664,116 | $1,592,833 | $ 1,573,466 | |
NON-PERFORMING ASSETS: | Sep 30, 2003 | Jun 30, 2003 | Sep 30, 2002 | Dec 31, 2002 | |
Loans on nonaccrual status | $ 23,209 | $ 27,196 | $ 22,282 | $ 34,249 | |
Accruing loans greater than 90 days delinquent | 1,227 |
926 |
431 |
1,859 |
|
Total nonperforming loans | 24,436 | 28,122 | 22,713 | 36,108 | |
Real estate owned (REO) / Repossessed assets | 7,164 |
9,018 |
5,362 |
6,062 |
|
Total nonperforming assets | $ 31,600 | $ 37,140 | $ 28,075 | $ 42,170 | |
Total nonperforming assets / Total assets | 1.26% | 1.48% | 1.26% | 1.86% |
CHANGE IN THE | Quarters Ended |
Nine Months Ended |
|||
ALLOWANCE FOR LOAN LOSSES: | Sep 30, 2002 |
Jun 30, 2002 |
Sep 30, 2001 |
Sep 30, 2002 |
Sep 30, 2001 |
Balance at beginning of period | $ 26,075 | $ 25,551 | $ 16,646 | $ 26,539 | $ 17,552 |
Acquisitions / (divestitures) | - - | - - | - - | - - | 460 |
Provision for loan losses | 1,400 | 2,250 | 4,000 | 5,900 | 11,000 |
Recoveries | 566 | 244 | 46 | 920 | 117 |
Chargeoffs | (1,880) |
(1,970) |
(1,542) |
(7,198) |
(9,979) |
Net (chargeoffs) recoveries | (1,314) |
(1,726) |
(1,496) |
(6,278) |
(9,862) |
Balance at end of period | $ 26,161 | $ 26,075 | $ 19,150 | $ 26,161 | $ 19,150 |
Net chargeoffs / Average loans outstanding | 0.08% | 0.11% | 0.10% | 0.38% | 0.62% |
Allowance for loan losses / Total loans outstanding |
1.55% |
1.57% |
1.20% |
1.55% |
1.20% |
(more)
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ADDITIONAL FINANCIAL INFORMATION | |||||
(Dollars in thousands) | |||||
(Rates / Ratios Annualized) | |||||
Quarters Ended |
Nine Months Ended |
||||
OPERATING PERFORMANCE: | Sep 30, 2003 |
Jun 30, 2003 |
Sep 30, 2002 |
Sep 30, 2003 |
Sep 30, 2002 |
Average loans | $ 1,698,796 | $ 1,633,218 | $ 1,572,856 | $ 1,638,508 | $ 1,588,842 |
Average securities and deposits | 628,485 | 622,141 | 427,667 | 605,574 | 399,517 |
Average non-interest-earning assets | 170,972 |
160,455 |
157,773 |
162,623 |
144,041 |
Total average assets | $ 2,498,253 | $ 2,415,814 | $ 2,158,296 | $ 2,406,705 | $ 2,132,400 |
Average deposits | $ 1,691,159 | $ 1,598,829 | $ 1,411,767 | $ 1,599,482 | $ 1,378,411 |
Average borrowings | 586,894 | 607,483 | 534,541 | 594,292 | 544,313 |
Average non-interest-earning liabilities | 23,470 |
13,980 |
14,687 |
17,840 |
12,719 |
Total average liabilities | 2,301,523 | 2,220,292 | 1,960,995 | 2,211,614 | 1,935,443 |
Total average equity | 196,730 |
195,522 |
197,301 |
195,091 |
196,957 |
Total average liabilities and equity | $ 2,498,253 | $ 2,415,814 | $ 2,158,296 | $ 2,406,705 | $ 2,132,400 |
Interest rate yield on loans | 6.83% | 7.22% | 7.80% | 7.14% | 7.81% |
Interest rate yield on securities and deposits | 3.32% |
3.88% |
5.05% |
3.79% |
5.28% |
Interest rate yield on interest-earning assets | 5.98% |
6.30% |
7.21% |
6.24% |
7.31% |
Interest rate expense on deposits | 2.09% | 2.22% | 2.74% | 2.22% | 2.89% |
Interest rate expense on borrowings | 4.04% |
4.29% |
4.85% |
4.25% |
5.03% |
Interest rate expense on interest- bearing liabilities |
2.59% |
2.79% |
3.32% |
2.77% |
3.49% |
Interest rate spread | 3.30% | 3.51% | 3.89% | 3.47% | 3.82% |
Net interest margin | 3.35% | 3.57% | 3.98% | 3.52% | 3.93% |
Other operating income / Average assets | 0.88% | 0.89% | 0.72% | 0.87% | 0.67% |
Other operating expense / Average assets | 2.84% | 2.87% | 2.81% | 2.90% | 2.66% |
Efficiency ratio (other operating expense / revenue) | 70.91% |
67.88% |
63.72% |
69.72% |
61.43% |
Return on average assets | 0.66% | 0.68% | 0.62% | 0.65% | 0.68% |
Return on average equity | 8.38% | 8.45% | 6.80% | 8.02% | 7.34% |
Average equity / Average assets | 7.87% | 8.09% | 9.14% | 8.11% | 9.24% |
# # #
NOTE: Transmitted on Business Wire at 3:00 a.m. PDT on October 24, 2003.