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8-K - BANNER CORP8k3312020.htm
EX-99.2 - BANNER CORPbanner8k42720exh992.htm
Exhibit 99.1

CONTACT:
MARK J. GRESCOVICH,
 
PRESIDENT & CEO
 
PETER J. CONNER, CFO
 
(509) 527-3636
 
NEWS RELEASE
       
       
       
Banner Corporation Reports First Quarter Earnings of $16.9 million
Initiates Pandemic Relief and Community Support Actions


Walla Walla, WA - April 27, 2020 - Banner Corporation (NASDAQ GSM: BANR) ("Banner"), the parent company of Banner Bank and Islanders Bank, today reported net income of $16.9 million, or $0.47 per diluted share, for the first quarter 2020, compared to $33.7 million, or $0.95 per diluted share, in the preceding quarter and $33.3 million, or $0.95 per diluted share, in the first quarter of 2019.  Banner's first quarter earnings reflect the impact of the COVID-19 pandemic resulting in a substantial reduction in business activity or the closing of businesses in all the western states Banner operates.
First quarter of 2020 results also include $1.1 million of acquisition-related expenses, compared to $4.4 million of acquisition-related expenses in the preceding quarter and $2.1 million in the first quarter of 2019.
“We are in unprecedented times - as a health crisis has quickly evolved to also become an economic crisis, creating far-reaching impacts to clients and the communities we serve,” said Mark Grescovich, President and CEO.  “In mid-March we began preparations for the COVID-19 pandemic by closing branch lobbies, mobilizing personnel to work from home and providing appropriate IT equipment and services to accommodate Stay-At-Home Orders.  Our lending teams have reached out to borrowers that have been affected by the economic decline and offered assistance in various forms including deferred payments and interest-only payments.  We have worked with our customers to file applications for the Paycheck Protection Program offered through the Small Business Administration and expect this program to provide some near-term relief to help small businesses sustain operations.  Meanwhile, we are monitoring the economy closely and reviewing loan payment deferrals and interest waivers daily and have elevated our liquidity levels in anticipation of cash needs of our customers.”
Grescovich concluded, “In anticipation of future credit losses, we determined it is prudent to increase the allowance for credit losses through the addition of $21.7 million in credit loss provisions for the quarter ended March 31, 2020.” This provision compares to a $4.0 million provision for loan losses during the previous quarter and a $2.0 million provision for loan losses in the first quarter a year ago.  The allowance for credit losses - loans was 1.41% of total loans and 299% of non-performing loans at the end of the first quarter of 2020. The increased allowance includes provisions taken in anticipation of changes in risks associated with loan classification assignments and a deteriorating economy.
At March 31, 2020, Banner Corporation had $12.78 billion in assets, $9.16 billion in net loans and $10.45 billion in deposits.  Banner operates 176 branch offices, including branches located in eight of the top 20 largest western Metropolitan Statistical Areas by population.
COVID-19 Pandemic Response
SBA Paycheck Protection Program.  The U.S. Small Business Administration (SBA) is providing assistance to small businesses impacted by COVID-19 through the Paycheck Protection Program (PPP), which is designed to provide near-term relief to help small businesses sustain operations.  Banner is offering small businesses loans to clients in its service area through this program.  As of April 16, 2020, the funds allocated to the PPP from the CARES Act had been fully allocated.  Congress recently approved a second round of funding for the PPP.  Banner will continue to process applications received under the PPP until the available funds have been fully allocated.  Banner is also planning to assist small businesses with accessing other borrowing options as they become available, including the Main Street Lending Program and other government sponsored lending programs, as appropriate.
Loan Accommodations. Banner is offering payment and financial relief programs for borrowers impacted by COVID-19. These programs include loan payment deferrals for up to 90 days, waived late fees, and, on a more limited basis, waived interest or allowed interest-only loan payments and we have temporarily suspended foreclosure proceedings.  Since these loans were performing loans that were current on their payments prior to COVID-19, these modifications are not considered to be troubled debt restructurings.
Allowance for Credit Losses - Loans.  Banner recorded a provision for credit losses of $21.7 million for the first quarter of 2020, compared to a $4.0 million provision in the preceding quarter and a $2.0 million provision in the first quarter a year ago.  The provision for the current quarter reflects expected lifetime credit losses based upon the conditions and economic outlook that existed as of March 31, 2020.  The probability of further decline in economic conditions, including higher unemployment rates and lower gross domestic product, has increased since quarter end and should it materialize, an additional provision for expected credit losses will be necessary.
Branch Operations, IT Changes and One-Time Expenses. We have taken various steps to help protect customers and staff by limiting branch activities to appointment only and use of our drive-up facilities, and by encouraging the use of our digital and electronic banking channels, all the while adjusting for evolving State and Federal guidelines.  To further the well-being of staff and customers, Banner implemented measures to allow employees to work from home to the extent practicable. To facilitate this approach, Banner allocated additional computer equipment to staff and



BANR - First Quarter 2020 Results
April 27, 2020
Page 2

enhanced the Company's network capabilities with several upgrades. These expenses plus other expenses incurred in response to the COVID-19 pandemic resulted in $239,000 of related costs during the first quarter of 2020.
Capital Management.  At March 31, 2020, the tangible common shareholders' equity to tangible assets ratio was 9.70% and Banner’s capital was well in excess of all regulatory requirements. During the current quarter, prior to the COVID-19 pandemic outbreak, Banner repurchased 624,780 shares of its common stock.  To preserve capital, Banner has discontinued any additional repurchase of shares until further notice and will closely monitor capital levels going forward.

First Quarter 2020 Highlights
Revenues were $138.4 million, compared to $139.8 million in the preceding quarter, and increased 3% when compared to $134.2 million in the first quarter a year ago.
Net interest income, before the provision for loan losses, was $119.3 million in the first quarter of 2020, compared to $119.5 million in the preceding quarter and $116.1 million in the first quarter a year ago.
Net interest margin was 4.19%, compared to 4.20% in the preceding quarter and 4.37% in the first quarter a year ago.
Mortgage banking revenues increased 63% to $10.2 million, compared to $6.2 million in the preceding quarter, and increased 198% compared to $3.4 million in the first quarter a year ago, reflecting strong refinance demand due to decreasing market interest rates.
Return on average assets was 0.54%, compared to 1.07% in the preceding quarter and 1.15% in the first quarter a year ago.
Net loans receivable decreased modestly to $9.16 billion at March 31, 2020, compared to $9.20 billion at December 31, 2019, and increased 7% when compared to $8.60 billion at March 31, 2019.
Non-performing assets increased to $46.1 million, or 0.36% of total assets, at March 31, 2020, compared to $40.5 million, or 0.32% of total assets in the preceding quarter, and $22.0 million, or 0.19% of total assets, at March 31, 2019.
Provision for credit losses - loans was $21.7 million, and the allowance for credit losses - loans was $130.5 million, or 1.41% of total loans receivable, as of March 31, 2020, compared to $100.6 million, or 1.08% of total loans receivable as of December 31, 2019.
Provision for credit losses - unfunded loan commitments was $1.7 million, and the allowance for credit losses - unfunded loan commitments was $11.5 million as of March 31, 2020, compared to $2.7 million as of December 31, 2019.
Core deposits increased 4% to $9.28 billion at March 31, 2020, compared to $8.93 billion at December 31, 2019, and increased 13% compared to $8.21 billion a year ago.  Core deposits represented 89% of total deposits at March 31, 2020.
Dividends to shareholders were $0.41 per share in the quarter ended March 31, 2020.
Common shareholders’ equity per share increased 2% to $45.63 at March 31, 2020, compared to $44.59 at the preceding quarter end, and increased 6% from $42.99 a year ago.
Tangible common shareholders' equity per share* increased 3% to $34.23 at March 31, 2020, compared to $33.33 at the preceding quarter end, and increased 5% from $32.47 a year ago.

*Tangible common shareholders' equity per share and the ratio of tangible common equity to tangible assets (both of which exclude goodwill and other intangible assets, net), and references to adjusted revenue (which excludes fair value adjustments and net gain (loss) on the sale of securities from the total of net interest income before provision for loan losses and non-interest income) and the adjusted efficiency ratio (which excludes acquisition-related expenses, COVID-19 expenses, amortization of core deposit intangibles, real estate owned gain (loss), Federal Home Loan Bank (FHLB) prepayment penalties and state/municipal taxes from non-interest expense divided by adjusted revenue) represent non-GAAP (Generally Accepted Accounting Principles) financial measures.  Management has presented these non-GAAP financial measures in this earnings release because it believes that they provide useful and comparative information to assess trends in Banner's core operations reflected in the current quarter's results and facilitate the comparison of our performance with the performance of our peers.  Where applicable, comparable earnings information using GAAP financial measures is also presented.  See also Non-GAAP Financial Measures reconciliation tables on the last two pages of this press release.
Significant Recent Initiatives and Events
On November 1, 2019, Banner completed the acquisition of AltaPacific Bancorp (“AltaPacific”) and its wholly-owned subsidiary, AltaPacific Bank, of Santa Rosa, California.  At closing AltaPacific Bank had six branch locations, including one in Northern California and five in Southern California.  Pursuant to the previously announced terms, AltaPacific shareholders received 0.2712 shares of Banner common stock in exchange for each share of AltaPacific common stock, plus cash in lieu of any fractional shares and cash to buyout AltaPacific stock options for a total consideration paid of $87.6 million.
The AltaPacific merger was accounted for using the acquisition method of accounting.  Accordingly, the assets (including identifiable intangible assets) and the liabilities of AltaPacific were measured at their respective estimated fair values as of the merger date.  The excess of the purchase price over the fair value of the net assets acquired was attributed to goodwill.  The fair value on the merger date represents management's best estimates based on available information and facts and circumstances in existence on the merger date.  The acquisition accounting is subject to adjustment within a measurement period of one year from the acquisition date.  The acquisition provided $425.7 million of assets, $332.4 million of loans, and $313.4 million of deposits to Banner.  During the first quarter of 2020, Banner completed the integration of AltaPacific systems into Banner's core systems and closure of overlapping branches.
Adoption of New Accounting Standard
In June 2016, Financial Accounting Standards Board issued Accounting Standard Update No. 2016-13, Measurement of Credit Losses on Financial Instruments (ASU 2016-13).  GAAP prior to ASU 2016-13 required an “incurred loss” methodology for recognizing credit losses that delays recognition until it is probable a loss has been incurred.  The main objective of ASU 2016-13 is to provide financial statement users with more decision-useful information about the expected credit losses on financial instruments and other commitments to extend credit held by a reporting entity at each reporting date.  ASU 2016-13 became effective for Banner on January 1, 2020.  The adoption of ASU No. 2016-13 resulted in a $7.8 million increase to its allowance


BANR - First Quarter 2020 Results
April 27, 2020
Page 3

for credit losses - loans and a $7.0 million increase to its allowance for credit losses - unfunded loan commitments.  The combined increases were recorded net of tax as an $11.2 million reduction to retained earnings as of the adoption date.
Income Statement Review
Net interest income, before the provision for credit losses, was $119.3 million in the first quarter of 2020, compared to $119.5 million in the preceding quarter and $116.1 million in the first quarter a year ago.
Banner's net interest margin was 4.19% for the first quarter of 2020, a one basis-point decrease compared to 4.20% in the preceding quarter and an 18 basis-point decrease compared to 4.37% in the first quarter a year ago.  Grescovich added, "The net interest margin remained steady during the quarter as improved securities yields combined with a decline in funding cost helped offset the decline in loan yields.  The 150 basis-point decrease in the fed funds target rate did not occur until late in the quarter in March 2020, and the full effect of the lower interest rate environment had not yet been realized at quarter end.  Banner expects to see further margin compression during the second quarter."  Acquisition accounting adjustments added ten basis points to the net interest margin in the current quarter compared to eight basis points in the preceding quarter and seven basis points in the first quarter a year ago.  The total purchase discount for acquired loans was $22.2 million at March 31, 2020, compared to $25.0 million at December 31, 2019, and $24.2 million at March 31, 2019.
Average interest-earning asset yields decreased six basis points to 4.63% in the first quarter compared to 4.69% for the preceding quarter and decreased 26 basis points compared to 4.89% in the first quarter a year ago.  Average loan yields decreased ten basis points to 5.03% compared to 5.13% in the preceding quarter and decreased 28 basis points compared to 5.31% in the first quarter a year ago.  Loan discount accretion added 12 basis points to loan yields in the first quarter of 2020, compared to 11 basis points in the preceding quarter and nine basis points in the first quarter a year ago.  Deposit costs were 0.35% in the first quarter of 2020, a five basis-point decrease compared to the preceding quarter and a two basis-point decrease compared to the first quarter a year ago.  The decrease in deposit costs during the current quarter compared to the preceding quarter are the result of recent decreases in market interest rates; however, changes in the average rate paid on interest-bearing deposits tend to lag changes in market interest rates.  The total cost of funds was 0.46% during the first quarter of 2020, a six basis-point decrease compared to the preceding quarter and a ten basis-point decrease compared to the first quarter a year ago.
Banner recorded a $21.7 million provision for credit losses in the current quarter, compared to $4.0 million in the prior quarter and $2.0 million in the same quarter a year ago as calculated under the prior incurred loss methodology.  The provision for the current quarter reflects expected lifetime credit losses based upon the conditions that existed as of March 31, 2020 and the potential effects from forecasted deterioration of economic metrics due to the COVID-19 pandemic based on the outlook as of March 31, 2020.
Total non-interest income was $19.2 million in the first quarter of 2020, compared to $20.3 million in the fourth quarter of 2019 and $18.1 million in the first quarter a year ago.  Deposit fees and other service charges were $9.8 million in the first quarter of 2020, compared to $9.6 million in the preceding quarter and $12.6 million in the first quarter a year ago.  The decrease in deposit fees and other service charges from the first quarter a year ago is primarily a result of Banner becoming subject to the Durbin Amendment on July 1, 2019, which reduced interchange fee income by approximately $7 million during the second half of 2019.  Mortgage banking revenues, including gains on one- to four-family and multifamily loan sales and loan servicing fees, increased to $10.2 million in the first quarter, compared to $6.2 million in the preceding quarter and $3.4 million in the first quarter of 2019.  The higher mortgage banking revenue quarter-over-quarter primarily reflects an increase in the gain on sale spread on one- to four-family held for sale loans.  The increases compared to the first quarter of 2019 were primarily due to increased production of one- to four-family held-for-sale loans primarily due to increased refinance activity.  Home purchase activity accounted for 54% of one- to four-family mortgage loan originations in the first quarter of 2020, compared to 56% in the prior quarter and 80% in the first quarter of 2019.
Banner’s first quarter 2020 results included a $4.6 million net loss for fair value adjustments as a result of changes in the valuation of financial instruments carried at fair value, principally comprised of certain investment securities held for trading as a result of widening market spreads during the quarter, and a $78,000 net gain on the sale of securities.  In the preceding quarter, results included a $36,000 net loss for fair value adjustments and a $62,000 net gain on the sale of securities.  In the first quarter a year ago, results included an $11,000 net gain for fair value adjustments and a $1,000 net gain on the sale of securities.
Total revenue decreased nominally to $138.4 million for the first quarter of 2020, compared to $139.8 million in the preceding quarter, and increased 3% compared to $134.2 million in the first quarter a year ago.  Adjusted revenue* (the total of net interest income before provision for credit losses and total non-interest income excluding the net gain and loss on the sale of securities and the net change in valuation of financial instruments) was $142.9 million in the first quarter of 2020, compared to $139.7 million in the preceding quarter and $134.2 million in the first quarter of 2019.
Banner’s total non-interest expense was $95.2 million in the first quarter of 2020, compared to $93.7 million in the preceding quarter and $90.0 million in the first quarter of 2019.  The increase in non-interest expense during the first quarter of 2020 reflects the first full quarter expenses associated with the operations acquired from AltaPacific, as well as lower deferred loan costs primarily related to lower loan originations.  Acquisition-related expenses were $1.1 million for the first quarter of 2020, compared to $4.4 million for the preceding quarter and $2.1 million in the first quarter of 2019.  The current quarter includes a $1.7 million provision for credit losses - unfunded loan commitments compared to no provision for the prior quarter or the year ago quarter.  Banner’s efficiency ratio was 68.76% for the current quarter, compared to 67.03% in the preceding quarter and 67.06% in the year ago quarter.  Banner’s adjusted efficiency ratio* was 63.47% for the current quarter, compared to 61.19% in the preceding quarter and 63.32% in the year ago quarter.
For the first quarter of 2020, Banner had $4.6 million in state and federal income tax expense for an effective tax rate of 21.4%, reflecting the benefits from tax exempt income.  Banner’s statutory income tax rate is 23.5%, representing a blend of the statutory federal income tax rate of 21.0% and apportioned effects of the state income tax rates.


BANR - First Quarter 2020 Results
April 27, 2020
Page 4

Balance Sheet Review
Total assets increased 1% to $12.78 billion at March 31, 2020, compared to $12.60 billion at December 31, 2019, and increased 9% when compared to $11.74 billion at March 31, 2019.  The total of securities and interest-bearing deposits held at other banks was $2.15 billion at March 31, 2020, compared to $1.89 billion at both December 31, 2019 and March 31, 2019.  The increase during the current quarter was primarily the result of security purchases made towards the end of the quarter as balance sheet liquidity increased and market spreads widened.  The average effective duration of Banner's securities portfolio was approximately 2.9 years at March 31, 2020, compared to 3.0 years at March 31, 2019.
Net loans receivable decreased modestly to $9.16 billion at March 31, 2020, compared to $9.20 billion at December 31, 2019, and increased 7% when compared to $8.60 billion at March 31, 2019.  The year-over-year increase in net loans included $332.4 million of portfolio loans acquired in the AltaPacific acquisition during the preceding quarter.  Commercial real estate and multifamily real estate loans increased slightly to $4.02 billion at March 31, 2020, compared to $4.01 billion at December 31, 2019, and increased 11% compared to $3.63 billion a year ago.  Commercial business loans increased 1% to $2.17 billion at March 31, 2020, compared to $2.14 billion at December 31, 2019, and increased 12% compared to $1.94 billion a year ago.  Agricultural business loans decreased to $330.3 million at March 31, 2020, compared to $337.3 million three months earlier and $339.5 million a year ago.  Total construction, land and land development loans were $1.22 billion at March 31, 2020, a small decrease from $1.23 billion at December 31, 2019, and a 6% increase compared to $1.15 billion a year earlier.  Consumer loans decreased to $661.8 million at March 31, 2020, compared to $664.3 million at December 31, 2019, and $693.3 million a year ago.  One- to four-family loans decreased to $881.4 million at March 31, 2020, compared to $925.5 million at December 31, 2019, and $942.5 million a year ago.
Loans held for sale were $182.4 million at March 31, 2020, compared to $210.4 million at December 31, 2019, and $45.9 million at March 31, 2019.  The volume of one- to four- family residential mortgage loans sold was $204.0 million in the current quarter, compared to $268.1 million in the preceding quarter and $107.2 million in the first quarter a year ago.  During the first quarter of 2020, Banner sold $119.7 million in multifamily loans compared to $103.4 million in the preceding quarter and $149.9 million in the first quarter a year ago.

Total deposits increased 4% to $10.45 billion at March 31, 2020, compared to $10.05 billion at December 31, 2019, and increased 11% when compared to $9.38 billion a year ago.  The year-over-year increase in deposits included $313.4 million in deposits acquired in the AltaPacific acquisition during the preceding quarter.  Non-interest-bearing account balances increased 4% to $4.11 billion at March 31, 2020, compared to $3.95 billion at December 31, 2019, and increased 12% compared to $3.68 billion a year ago.  Core deposits (non-interest-bearing and interest-bearing transaction and savings accounts) increased 4% from the prior quarter and increased 13% compared to a year ago and represented 89% of total deposits at March 31, 2020.  Certificates of deposit increased 4% to $1.17 billion at March 31, 2020, compared to $1.12 billion at December 31, 2019, and increased slightly compared to $1.16 billion a year earlier.  The increase in certificates of deposit during the first quarter of 2020 primarily reflects the increase in brokered deposits to $251.0 million at March 31, 2020, compared to $202.9 million at December 31, 2019 and $239.4 million a year ago.  FHLB borrowings totaled $247.0 million at March 31, 2020, compared to $450.0 million at December 31, 2019, and $418.0 million a year earlier.
At March 31, 2020, total common shareholders' equity was $1.60 billion, or 12.53% of assets, compared to $1.59 billion or 12.65% of assets at December 31, 2019, and $1.51 billion or 12.87% of assets a year ago.  At March 31, 2020, tangible common shareholders' equity*, which excludes goodwill and other intangible assets, net, was $1.20 billion, or 9.70% of tangible assets*, compared to $1.19 billion, or 9.77% of tangible assets, at December 31, 2019, and $1.14 billion, or 10.04% of tangible assets, a year ago.  Banner's tangible book value per share* increased to $34.23 at March 31, 2020, compared to $32.47 per share a year ago.
Banner and its subsidiary banks continue to maintain capital levels in excess of the requirements to be categorized as “well-capitalized.”   At March 31, 2020, Banner's common equity Tier 1 capital ratio was 10.52%, its Tier 1 leverage capital to average assets ratio was 10.45%, and its total capital to risk-weighted assets ratio was 12.98%.
Credit Quality
The allowance for credit losses - loans was $130.5 million at March 31, 2020, or 1.41% of total loans receivable outstanding and 299% of non-performing loans, compared to $100.6 million at December 31, 2019, or 1.08% of total loans receivable outstanding and 254% of non-performing loans, and $97.3 million at March 31, 2019, or 1.12% of total loans receivable outstanding and 504% of non-performing loans.  In addition to the allowance for credit losses - loans, Banner maintains an allowance for credit losses - unfunded loan commitments which was $11.5 million at March 31, 2020, compared to $2.7 million at December 31, 2019 and $2.6 million at March 31, 2019.  Net loan recoveries totaled $404,000 in the first quarter, compared to net loan charge-offs of $1.2 million in both the preceding quarter and in the first quarter a year ago.  Banner recorded a $21.7 million provision for credit losses in the current quarter, compared to $4.0 million in the prior quarter and $2.0 million in the year ago quarter primarily due to forecasted credit losses related to the COVID-19 pandemic.  Non-performing loans were $43.7 million at March 31, 2020, compared to $39.6 million at December 31, 2019, and $19.3 million a year ago.  The increase in non-performing loans year-over-year was largely due to one commercial banking relationship totaling $14.7 million moving to nonaccrual during the prior quarter.  Real estate owned and other repossessed assets were $2.4 million at March 31, 2020, compared to $936,000 at December 31, 2019, and $2.7 million a year ago.
In accordance with acquisition accounting, loans acquired from acquisitions were recorded at their estimated fair value, which resulted in a net discount to the loans’ contractual amounts, a portion of which reflects a discount for possible credit losses.  Credit discounts are included in the determination of fair value, and as a result, no allowance for credit losses is recorded for acquired loans at the acquisition date.  At March 31, 2020, the total purchase discount for acquired loans was $22.2 million.
Banner's total non-performing assets were $46.1 million, or 0.36% of total assets, at March 31, 2020, compared to $40.5 million, or 0.32% of total assets, at December 31, 2019, and $22.0 million, or 0.19% of total assets, a year ago.

BANR - First Quarter 2020 Results
April 27, 2020
Page 5

Conference Call
Banner will host a conference call on Tuesday, April 28, 2020, at 8:00 a.m. PDT, to discuss its first quarter results.  To listen to the call on-line, go to www.bannerbank.com.  Investment professionals are invited to dial (866) 235-9915 to participate in the call.  A replay will be available for one week at (877) 344-7529 using access code 10140349, or at www.bannerbank.com.
About the Company
Banner Corporation is a $12.78 billion bank holding company operating two commercial banks in four Western states through a network of branches offering 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.
Forward-Looking Statements
When used in this press release and in other documents filed with or furnished to the Securities and Exchange Commission (the “SEC”), in press releases or other public stockholder communications, or in oral statements made with the approval of an authorized executive officer, the words or phrases "may," “believe,” “will,” “will likely result,” “are expected to,” “will continue,” “is anticipated,” “estimate,” “project,” “plans,” "potential," or similar expressions are intended to identify “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995.  You are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date such statements are made and based only on information then actually known to Banner.  Banner does not undertake and specifically disclaims any obligation to revise any forward-looking statements to reflect the occurrence of anticipated or unanticipated events or circumstances after the date of such statements.  These statements may relate to future financial performance, strategic plans or objectives, revenues or earnings projections, or other financial information.  By their nature, these statements are subject to numerous uncertainties that could cause actual results to differ materially from those anticipated in the statements and could negatively affect Banner's operating and stock price performance.
Important factors that could cause actual results to differ materially from the results anticipated or projected include, but are not limited to, the following: (1)  the effect of the COVID-19 pandemic, including on Banner’s credit quality and business operations, as well as its impact on general economic and financial market conditions and other uncertainties resulting from the COVID-19 pandemic, such as the extent and duration of the impact on public health, the U.S. and global economies, and consumer and corporate customers, including economic activity, employment levels and market liquidity;  (2) the credit risks of lending activities, including changes in the level and direction of loan delinquencies and write-offs and changes in estimates of the adequacy of the allowance for credit losses, which could necessitate additional provisions for credit losses, resulting both from loans originated and loans acquired from other financial institutions; (3) results of examinations by regulatory authorities, including the possibility that any such regulatory authority may, among other things, require increases in the allowance for credit losses or writing down of assets or impose restrictions or penalties with respect to Banner's activities; (5) competitive pressures among depository institutions; (6) interest rate movements and their impact on customer behavior and net interest margin; (6) the impact of repricing and competitors' pricing initiatives on loan and deposit products; (7) fluctuations in real estate values; (8) the ability to adapt successfully to technological changes to meet customers' needs and developments in the market place; (9) the ability to access cost-effective funding; (10) changes in financial markets; (11) changes in economic conditions in general and in Washington, Idaho, Oregon and California in particular; (12) the costs, effects and outcomes of litigation; (13) legislation or regulatory changes, including but not limited to the impact of the Dodd-Frank Act and regulations adopted thereunder, changes in regulatory capital requirements pursuant to the implementation of the Basel III capital standards, other governmental initiatives affecting the financial services industry and changes in federal and/or state tax laws or interpretations thereof by taxing authorities; (14) changes in accounting principles, policies or guidelines; (15) future acquisitions by Banner of other depository institutions or lines of business; (16) future goodwill impairment due to changes in Banner's business, changes in market conditions, including as a result of the COVID-19 pandemic or other factors; and (17) other economic, competitive, governmental, regulatory, and technological factors affecting our operations, pricing, products and services; and other risks detailed from time to time in our filings with the Securities and Exchange Commission including our Quarterly Reports on Form 10-Q and our Annual Reports on Form 10-K.




BANR - First Quarter 2020 Results
April 27, 2020
Page 6

RESULTS OF OPERATIONS
 
Quarters Ended
(in thousands except shares and per share data)
 
Mar 31, 2020
 
Dec 31, 2019
 
Mar 31, 2019
             
INTEREST INCOME:
           
    Loans receivable
 
$
118,926
   
$
120,915
   
$
115,455
 
    Mortgage-backed securities
 
9,137
   
8,924
   
10,507
 
    Securities and cash equivalents
 
3,602
   
3,570
   
4,034
 
   
131,665
   
133,409
   
129,996
 
INTEREST EXPENSE:
           
    Deposits
 
8,750
   
9,950
   
8,643
 
    Federal Home Loan Bank advances
 
2,064
   
2,281
   
3,476
 
    Other borrowings
 
116
   
121
   
60
 
    Junior subordinated debentures
 
1,477
   
1,566
   
1,713
 
   
12,407
   
13,918
   
13,892
 
    Net interest income before provision for credit losses
 
119,258
   
119,491
   
116,104
 
PROVISION FOR CREDIT LOSSES
 
21,748
   
4,000
   
2,000
 
    Net interest income
 
97,510
   
115,491
   
114,104
 
NON-INTEREST INCOME:
           
    Deposit fees and other service charges
 
9,803
   
9,637
   
12,618
 
    Mortgage banking operations
 
10,191
   
6,248
   
3,415
 
    Bank-owned life insurance
 
1,050
   
1,170
   
1,276
 
    Miscellaneous
 
2,639
   
3,201
   
804
 
   
23,683
   
20,256
   
18,113
 
    Net gain on sale of securities
 
78
   
62
   
1
 
    Net change in valuation of financial instruments carried at fair value
 
(4,596
)
 
(36
)
 
11
 
    Total non-interest income
 
19,165
   
20,282
   
18,125
 
NON-INTEREST EXPENSE:
           
    Salary and employee benefits
 
59,908
   
57,050
   
54,640
 
    Less capitalized loan origination costs
 
(5,806
)
 
(8,797
)
 
(4,849
)
    Occupancy and equipment
 
13,107
   
13,377
   
13,766
 
    Information / computer data services
 
5,810
   
6,202
   
5,326
 
    Payment and card processing services
 
4,240
   
4,638
   
3,984
 
    Professional and legal expenses
 
1,919
   
2,262
   
2,434
 
    Advertising and marketing
 
1,827
   
2,021
   
1,529
 
    Deposit insurance expense
 
1,635
   
1,608
   
1,418
 
    State/municipal business and use taxes
 
984
   
917
   
945
 
    Real estate operations
 
100
   
40
   
(123
)
    Amortization of core deposit intangibles
 
2,001
   
2,061
   
2,052
 
    Provision for credit losses - unfunded loan commitments
 
1,722
   
   
 
    Miscellaneous
 
6,357
   
7,892
   
6,744
 
   
93,804
   
89,271
   
87,866
 
    COVID-19 expenses
 
239
   
   
 
    Acquisition-related expenses
 
1,142
   
4,419
   
2,148
 
    Total non-interest expense
 
95,185
   
93,690
   
90,014
 
    Income before provision for income taxes
 
21,490
   
42,083
   
42,215
 
PROVISION FOR INCOME TAXES
 
4,608
   
8,428
   
8,869
 
NET INCOME
 
$
16,882
   
$
33,655
   
$
33,346
 
Earnings per share available to common shareholders:
           
    Basic
 
$
0.48
   
$
0.96
   
$
0.95
 
    Diluted
 
$
0.47
   
$
0.95
   
$
0.95
 
Cumulative dividends declared per common share
 
$
0.41
   
$
1.41
   
$
0.41
 
             
Weighted average common shares outstanding:
           
    Basic
 
35,463,541
   
35,188,399
   
35,050,376
 
    Diluted
 
35,640,463
   
35,316,736
   
35,172,056
 
                   
(Decrease) increase in common shares outstanding
 
(649,117
)
 
1,578,219
   
(30,026
)



BANR - First Quarter 2020 Results
April 27, 2020
Page 7

FINANCIAL  CONDITION
             
Percentage Change
(in thousands except shares and per share data)
 
Mar 31, 2020
 
Dec 31, 2019
 
Mar 31, 2019
 
Prior Qtr
 
Prior Yr Qtr
                     
ASSETS
                   
Cash and due from banks
 
$
211,013
   
$
234,359
   
$
218,458
   
(10.0
)%
 
(3.4
)%
Interest-bearing deposits
 
83,988
   
73,376
   
43,080
   
14.5
%
 
95.0
%
Total cash and cash equivalents
 
295,001
   
307,735
   
261,538
   
(4.1
)%
 
12.8
%
                               
Securities - trading
 
21,040
   
25,636
   
25,838
   
(17.9
)%
 
(18.6
)%
Securities - available for sale
 
1,608,224
   
1,551,557
   
1,603,804
   
3.7
%
 
0.3
%
Securities - held to maturity
 
437,846
   
236,094
   
218,993
   
85.5
%
 
99.9
%
Total securities
 
2,067,110
   
1,813,287
   
1,848,635
   
14.0
%
 
11.8
%
                               
Federal Home Loan Bank stock
 
20,247
   
28,342
   
27,063
   
(28.6
)%
 
(25.2
)%
Loans held for sale
 
182,428
   
210,447
   
45,865
   
(13.3
)%
 
297.7
%
Loans receivable
 
9,285,744
   
9,305,357
   
8,692,657
   
(0.2
)%
 
6.8
%
Allowance for credit losses - loans
 
(130,488
)
 
(100,559
)
 
(97,308
)
 
29.8
%
 
34.1
%
Net loans receivable
 
9,155,256
   
9,204,798
   
8,595,349
   
(0.5
)%
 
6.5
%
                               
Accrued interest receivable
 
40,732
   
37,962
   
41,220
   
7.3
%
 
(1.2
)%
Real estate owned held for sale, net
 
2,402
   
814
   
2,611
   
195.1
%
 
(8.0
)%
Property and equipment, net
 
175,235
   
178,008
   
171,057
   
(1.6
)%
 
2.4
%
Goodwill
 
373,121
   
373,121
   
339,154
   
%
 
10.0
%
Other intangibles, net
 
27,157
   
29,158
   
30,647
   
(6.9
)%
 
(11.4
)%
Bank-owned life insurance
 
193,140
   
192,088
   
178,202
   
0.5
%
 
8.4
%
Other assets
 
249,121
   
228,271
   
198,944
   
9.1
%
 
25.2
%
Total assets
 
$
12,780,950
   
$
12,604,031
   
$
11,740,285
   
1.4
%
 
8.9
%
                     
LIABILITIES
                   
Deposits:
                   
Non-interest-bearing
 
$
4,107,262
   
$
3,945,000
   
$
3,676,984
   
4.1
%
 
11.7
%
Interest-bearing transaction and savings accounts
 
5,175,969
   
4,983,238
   
4,535,969
   
3.9
%
 
14.1
%
Interest-bearing certificates
 
1,166,306
   
1,120,403
   
1,163,276
   
4.1
%
 
0.3
%
Total deposits
 
10,449,537
   
10,048,641
   
9,376,229
   
4.0
%
 
11.4
%
                               
Advances from Federal Home Loan Bank
 
247,000
   
450,000
   
418,000
   
(45.1
)%
 
(40.9
)%
Customer repurchase agreements and other borrowings
 
128,764
   
118,474
   
121,719
   
8.7
%
 
5.8
%
Junior subordinated debentures at fair value
 
99,795
   
119,304
   
113,917
   
(16.4
)%
 
(12.4
)%
Accrued expenses and other liabilities
 
208,753
   
227,889
   
158,669
   
(8.4
)%
 
31.6
%
Deferred compensation
 
45,401
   
45,689
   
40,560
   
(0.6
)%
 
11.9
%
Total liabilities
 
11,179,250
   
11,009,997
   
10,229,094
   
1.5
%
 
9.3
%
                     
SHAREHOLDERS' EQUITY
                   
Common stock
 
1,343,699
   
1,373,940
   
1,338,386
   
(2.2
)%
 
0.4
%
Retained earnings
 
177,922
   
186,838
   
152,911
   
(4.8
)%
 
16.4
%
Other components of shareholders' equity
 
80,079
   
33,256
   
19,894
   
140.8
%
 
nm
Total shareholders' equity
 
1,601,700
   
1,594,034
   
1,511,191
   
0.5
%
 
6.0
%
Total liabilities and shareholders' equity
 
$
12,780,950
   
$
12,604,031
   
$
11,740,285
   
1.4
%
 
8.9
%
                     
Common Shares Issued:
                   
Shares outstanding at end of period
 
35,102,459
   
35,751,576
   
35,152,746
         
Common shareholders' equity per share (1)
 
$
45.63
   
$
44.59
   
$
42.99
         
Common shareholders' tangible equity per share (1) (2)
 
$
34.23
   
$
33.33
   
$
32.47
         
Common shareholders' tangible equity to tangible assets (2)
 
9.70
%
 
9.77
%
 
10.04
%
       
Consolidated Tier 1 leverage capital ratio
 
10.45
%
 
10.71
%
 
10.73
%
       

(1)
Calculation is based on number of common shares outstanding at the end of the period rather than weighted average shares outstanding.
(2)
Common shareholders' tangible equity excludes goodwill and other intangible assets.  Tangible assets exclude goodwill and other intangible assets.  These ratios represent non-GAAP financial measures.  See also Non-GAAP Financial Measures reconciliation tables on the final two pages of the press release tables.



BANR - First Quarter 2020 Results
April 27, 2020
Page 8

ADDITIONAL FINANCIAL INFORMATION
                   
(dollars in thousands)
                   
               
Percentage Change
LOANS
 
Mar 31, 2020
 
Dec 31, 2019
 
Mar 31, 2019
 
Prior Qtr
 
Prior Yr Qtr
                     
Commercial real estate:
                   
    Owner-occupied
 
$
1,024,089
   
$
980,021
   
$
869,634
   
4.5
%
 
17.8
%
    Investment properties
 
2,007,537
   
2,024,988
   
1,838,328
   
(0.9
)%
 
9.2
%
    Small balance CRE
 
591,783
   
613,484
   
619,646
   
(3.5
)%
 
(4.5
)%
Multifamily real estate
 
400,206
   
388,388
   
300,684
   
3.0
%
 
33.1
%
Construction, land and land development:
                   
    Commercial construction
 
205,476
   
210,668
   
181,888
   
(2.5
)%
 
13.0
%
    Multifamily construction
 
250,410
   
233,610
   
183,203
   
7.2
%
 
36.7
%
    One- to four-family construction
 
534,956
   
544,308
   
514,410
   
(1.7
)%
 
4.0
%
    Land and land development
 
232,506
   
245,530
   
271,038
   
(5.3
)%
 
(14.2
)%
Commercial business:
                   
    Commercial business
 
1,357,817
   
1,364,650
   
1,199,930
   
(0.5
)%
 
13.2
%
    Small business scored
 
807,539
   
772,657
   
738,665
   
4.5
%
 
9.3
%
Agricultural business, including secured by farmland
 
330,257
   
337,271
   
339,472
   
(2.1
)%
 
(2.7
)%
One- to four-family residential
 
881,387
   
925,531
   
942,477
   
(4.8
)%
 
(6.5
)%
Consumer:
                   
    Consumer—home equity revolving lines of credit
 
521,618
   
519,336
   
532,600
   
0.4
%
 
(2.1
)%
    Consumer—other
 
140,163
   
144,915
   
160,682
   
(3.3
)%
 
(12.8
)%
        Total loans receivable
 
$
9,285,744
   
$
9,305,357
   
$
8,692,657
   
(0.2
)%
 
6.8
%
Restructured loans performing under their restructured terms
 
$
6,423
   
$
6,466
   
$
13,036
         
Loans 30 - 89 days past due and on accrual
 
$
39,974
   
$
20,178
   
$
28,972
         
Total delinquent loans (including loans on non-accrual), net
 
$
61,101
   
$
38,322
   
$
46,616
         
Total delinquent loans  /  Total loans receivable
 
0.66
%
 
0.41
%
 
0.54
%
       


LOANS BY GEOGRAPHIC LOCATION
                 
Percentage Change
   
Mar 31, 2020
 
Dec 31, 2019
 
Mar 31, 2019
 
Prior Qtr
 
Prior Yr Qtr
   
Amount
 
Percentage
 
Amount
 
Amount
       
                         
Washington
 
$
4,350,273
   
46.7%
 
$
4,364,764
   
$
4,329,759
   
(0.3
)%
 
0.5
%
California
 
2,140,895
   
23.1%
 
2,129,789
   
1,581,654
   
0.5
%
 
35.4
%
Oregon
 
1,664,652
   
17.9%
 
1,650,704
   
1,639,427
   
0.8
%
 
1.5
%
Idaho
 
524,663
   
5.7%
 
530,016
   
524,705
   
(1.0
)%
 
%
Utah
 
52,747
   
0.6%
 
60,958
   
59,940
   
(13.5
)%
 
(12.0
)%
Other
 
552,514
   
6.0%
 
569,126
   
557,172
   
(2.9
)%
 
(0.8
)%
Total loans receivable
 
$
9,285,744
   
100.0%
 
$
9,305,357
   
$
8,692,657
   
(0.2
)%
 
6.8
%



BANR - First Quarter 2020 Results
April 27, 2020
Page 9

ADDITIONAL FINANCIAL INFORMATION
(dollars in thousands)


The following table shows loan originations (excluding loans held for sale) activity for the quarters ending March 31, 2020, December 31, 2019, and March 31, 2019.
LOAN ORIGINATIONS
Quarters Ended
 
Mar 31, 2020
 
Dec 31, 2019
 
Mar 31, 2019
Commercial real estate
$
76,359
   
$
165,064
   
$
92,183
 
Multifamily real estate
10,171
   
20,034
   
3,733
 
Construction and land
369,613
   
530,195
   
231,744
 
Commercial business
199,873
   
228,050
   
137,142
 
Agricultural business
31,261
   
25,992
   
30,483
 
One-to four-family residential
31,041
   
30,432
   
31,186
 
Consumer
67,357
   
70,539
   
62,370
 
Total loan originations (excluding loans held for sale)
$
785,675
   
$
1,070,306
   
$
588,841
 














BANR - First Quarter 2020 Results
April 27, 2020
Page 10

ADDITIONAL FINANCIAL INFORMATION
           
(dollars in thousands)
           
   
  Quarters Ended
CHANGE IN THE
 
Mar 31, 2020
 
Dec 31, 2019
 
Mar 31, 2019
ALLOWANCE FOR CREDIT LOSSES - LOANS
           
Balance, beginning of period
 
$
100,559
   
$
97,801
   
$
96,485
 
Beginning balance adjustment for adoption of ASC 326
 
7,812
   
   
 
Provision for credit losses - loans
 
21,713
   
4,000
   
2,000
 
Recoveries of loans previously charged off:
           
    Commercial real estate
 
167
   
199
   
21
 
    Construction and land
 
   
   
22
 
    One- to four-family real estate
 
148
   
159
   
43
 
    Commercial business
 
205
   
225
   
23
 
    Agricultural business, including secured by farmland
 
1,750
   
10
   
 
    Consumer
 
96
   
61
   
110
 
   
2,366
   
654
   
219
 
Loans charged off:
           
    Commercial real estate
 
(100
)
 
   
(431
)
    Multifamily real estate
 
(66
)
 
   
 
    Construction and land
 
   
(45
)
 
 
    One- to four-family real estate
 
(64
)
 
   
 
    Commercial business
 
(1,384
)
 
(1,180
)
 
(590
)
    Agricultural business, including secured by farmland
 
   
(4
)
 
(4
)
    Consumer
 
(348
)
 
(667
)
 
(371
)
   
(1,962
)
 
(1,896
)
 
(1,396
)
         Net recoveries/(charge-offs)
 
404
   
(1,242
)
 
(1,177
)
Balance, end of period
 
$
130,488
   
$
100,559
   
$
97,308
 
Net recoveries/(charge-offs) / Average loans receivable
 
0.004
%
 
(0.013
)%
 
(0.013
)%

ALLOCATION OF
           
ALLOWANCE FOR CREDIT LOSSES - LOANS
 
Mar 31, 2020
 
Dec 31, 2019
 
Mar 31, 2019
Specific or allocated credit loss allowance:
           
    Commercial real estate
 
$
29,339
   
$
30,591
   
$
27,091
 
    Multifamily real estate
 
2,805
   
4,754
   
4,020
 
    Construction and land
 
34,217
   
22,994
   
23,713
 
    One- to four-family real estate
 
11,884
   
4,136
   
4,711
 
    Commercial business
 
31,648
   
23,370
   
18,662
 
    Agricultural business, including secured by farmland
 
4,513
   
4,120
   
3,596
 
    Consumer
 
16,082
   
8,202
   
7,980
 
         Total allocated
 
130,488
   
98,167
   
89,773
 
Unallocated
 
   
2,392
   
7,535
 
             Total allowance for credit losses - loans
 
$
130,488
   
$
100,559
   
$
97,308
 
Allowance for credit losses - loans / Total loans receivable
 
1.41
%
 
1.08
%
 
1.12
%
Allowance for credit losses - loans / Non-performing loans
 
299
%
 
254
%
 
504
%


   
  Quarters Ended
CHANGE IN THE
 
Mar 31, 2020
 
Dec 31, 2019
 
Mar 31, 2019
ALLOWANCE FOR CREDIT LOSSES - UNFUNDED LOAN COMMITMENTS
           
Balance, beginning of period
 
$
2,716
   
$
2,599
   
$
2,599
 
Beginning balance adjustment for adoption of ASC 326
 
7,022
   
   
 
Provision for credit losses - unfunded loan commitments
 
1,722
   
   
 
Additions through acquisitions
 
   
117
   
 
Balance, end of period
 
$
11,460
   
$
2,716
   
$
2,599
 


BANR - First Quarter 2020 Results
April 27, 2020
Page 11

ADDITIONAL FINANCIAL INFORMATION
         
(dollars in thousands)
         
 
Mar 31, 2020
 
Dec 31, 2019
 
Mar 31, 2019
NON-PERFORMING ASSETS
         
Loans on non-accrual status:
         
    Secured by real estate:
         
        Commercial
$
8,512
   
$
5,952
   
$
5,734
 
        Multifamily
   
85
   
 
        Construction and land
1,393
   
1,905
   
3,036
 
        One- to four-family
3,045
   
3,410
   
1,538
 
    Commercial business
25,027
   
23,015
   
3,614
 
    Agricultural business, including secured by farmland
495
   
661
   
2,507
 
    Consumer
1,812
   
2,473
   
2,181
 
 
40,284
   
37,501
   
18,610
 
Loans more than 90 days delinquent, still on accrual:
         
    Secured by real estate:
         
        Commercial
24
   
89
   
 
        Construction and land
1,407
   
332
   
 
        One- to four-family
1,089
   
877
   
640
 
    Commercial business
77
   
401
   
1
 
    Agricultural business, including secured by farmland
461
   
   
 
    Consumer
320
   
398
   
42
 
 
3,378
   
2,097
   
683
 
Total non-performing loans
43,662
   
39,598
   
19,293
 
Real estate owned (REO)
2,402
   
814
   
2,611
 
Other repossessed assets
47
   
122
   
50
 
        Total non-performing assets
$
46,111
   
$
40,534
   
$
21,954
 
Total non-performing assets to total assets
0.36
%
 
0.32
%
 
0.19
%

 
Quarters Ended
REAL ESTATE OWNED
Mar 31, 2020
 
Dec 31, 2019
 
Mar 31, 2019
Balance, beginning of period
$
814
   
$
228
   
$
2,611
 
    Additions from loan foreclosures
1,588
   
   
 
    Additions from acquisitions
   
650
   
 
    Proceeds from dispositions of REO
   
(105
)
 
 
    Gain on sale of REO
   
41
   
 
Balance, end of period
$
2,402
   
$
814
   
$
2,611
 




BANR - First Quarter 2020 Results
April 27, 2020
Page 12


ADDITIONAL FINANCIAL INFORMATION
                   
(dollars in thousands)
                   
                     
DEPOSIT COMPOSITION
             
Percentage Change
   
Mar 31, 2020
 
Dec 31, 2019
 
Mar 31, 2019
 
Prior Qtr
 
Prior Yr
Qtr
                     
Non-interest-bearing
 
$
4,107,262
   
$
3,945,000
   
$
3,676,984
   
4.1
%
 
11.7
%
Interest-bearing checking
 
1,331,860
   
1,280,003
   
1,174,169
   
4.1
%
 
13.4
%
Regular savings accounts
 
1,997,265
   
1,934,041
   
1,865,852
   
3.3
%
 
7.0
%
Money market accounts
 
1,846,844
   
1,769,194
   
1,495,948
   
4.4
%
 
23.5
%
     Total interest-bearing transaction and savings accounts
 
5,175,969
   
4,983,238
   
4,535,969
   
3.9
%
 
14.1
%
     Total core deposits
 
9,283,231
   
8,928,238
   
8,212,953
   
4.0
%
 
13.0
%
                               
Interest-bearing certificates
 
1,166,306
   
1,120,403
   
1,163,276
   
4.1
%
 
0.3
%
                               
     Total deposits
 
$
10,449,537
   
$
10,048,641
   
$
9,376,229
   
4.0
%
 
11.4
%


GEOGRAPHIC CONCENTRATION OF DEPOSITS
                   
   
Mar 31, 2020
 
Dec 31, 2019
 
Mar 31, 2019
 
Percentage Change
   
Amount
 
Percentage
 
Amount
 
Amount
 
Prior Qtr
 
Prior Yr
Qtr
Washington
 
$
6,037,864
   
57.8%
 
$
5,861,809
   
$
5,604,567
   
3.0
%
 
7.7
%
Oregon
 
2,093,738
   
20.0%
 
2,006,163
   
1,906,132
   
4.4
%
 
9.8
%
California
 
1,828,064
   
17.5%
 
1,698,289
   
1,402,213
   
7.6
%
 
30.4
%
Idaho
 
489,871
   
4.7%
 
482,380
   
463,317
   
1.6
%
 
5.7
%
Total deposits
 
$
10,449,537
   
100.0%
 
$
10,048,641
   
$
9,376,229
   
4.0
%
 
11.4
%


INCLUDED IN TOTAL DEPOSITS
 
Mar 31, 2020
 
Dec 31, 2019
 
Mar 31, 2019
Public non-interest-bearing accounts
 
$
115,354
   
$
111,015
   
$
92,122
 
Public interest-bearing transaction & savings accounts
 
130,958
   
133,403
   
118,033
 
Public interest-bearing certificates
 
48,232
   
35,184
   
29,572
 
                         
     Total public deposits
 
$
294,544
   
$
279,602
   
$
239,727
 
                         
Total brokered deposits
 
$
250,977
   
$
202,884
   
$
239,444
 





BANR - First Quarter 2020 Results
April 27, 2020
Page 13


ADDITIONAL FINANCIAL INFORMATION
   
(in thousands)
   
     
     
ACQUISITION OF ALTAPACIFIC BANCORP
   
The following table* provides the estimated fair value of the assets acquired and liabilities assumed in the AltaPacific acquisition at November 1, 2019 (in thousands):
   
   
 
November 1, 2019
     
Cash paid
 
$
2,360
 
Fair value of common shares issued
 
85,200
 
Total consideration
 
87,560
 
     
Fair value of assets acquired:
   
Cash and cash equivalents
39,686
   
Securities
20,348
   
Federal Home Loan Bank stock
2,005
   
Loans receivable
332,355
   
Real estate owned held for sale
650
   
Property and equipment
3,809
   
Core deposit intangible
4,610
   
Bank-owned life insurance
11,890
   
Deferred tax asset
166
   
Other assets
10,150
   
Total assets acquired
425,669
   
     
Fair value of liabilities assumed:
   
Deposits
313,374
   
Advances from FHLB
40,226
   
Junior subordinated debentures
5,814
   
Deferred compensation
4,508
   
Other liabilities
8,154
   
Total liabilities assumed
372,076
   
     
Net assets acquired
 
53,593
 
     
Goodwill
 
$
33,967
 
     
* Amounts recorded in this table are preliminary estimates of fair value.  Additional adjustments to the acquisition accounting may be required with a measurement period of one-year from the acquisition date.



BANR - First Quarter 2020 Results
April 27, 2020
Page 14

ADDITIONAL FINANCIAL INFORMATION
                       
(dollars in thousands)
                       
   
Actual
 
Minimum to be
categorized as
"Adequately Capitalized"
 
Minimum to be
categorized as
"Well Capitalized"
REGULATORY CAPITAL RATIOS AS OF MARCH 31, 2020
 
Amount
 
Ratio
 
Amount
 
Ratio
 
Amount
 
Ratio
                         
Banner Corporation-consolidated:
                       
      Total capital to risk-weighted assets
 
$
1,397,202
   
12.98
%
 
$
860,978
   
8.00
%
 
$
1,076,223
   
10.00
%
      Tier 1 capital to risk-weighted assets
 
1,275,806
   
11.85
%
 
645,734
   
6.00
%
 
645,734
   
6.00
%
      Tier 1 leverage capital to average assets
 
1,275,806
   
10.45
%
 
488,124
   
4.00
%
 
n/a
 
n/a
      Common equity tier 1 capital to risk-weighted assets
 
1,132,306
   
10.52
%
 
484,300
   
4.50
%
 
n/a
 
n/a
Banner Bank:
                       
      Total capital to risk-weighted assets
 
1,331,615
   
12.59
%
 
846,284
   
8.00
%
 
1,057,856
   
10.00
%
      Tier 1 capital to risk-weighted assets
 
1,212,733
   
11.46
%
 
634,713
   
6.00
%
 
846,284
   
8.00
%
      Tier 1 leverage capital to average assets
 
1,212,733
   
10.18
%
 
476,371
   
4.00
%
 
595,464
   
5.00
%
      Common equity tier 1 capital to risk-weighted assets
 
1,212,733
   
11.46
%
 
476,035
   
4.50
%
 
687,606
   
6.50
%
Islanders Bank:
                       
      Total capital to risk-weighted assets
 
31,693
   
16.99
%
 
14,923
   
8.00
%
 
18,654
   
10.00
%
      Tier 1 capital to risk-weighted assets
 
29,398
   
15.76
%
 
11,193
   
6.00
%
 
14,923
   
8.00
%
      Tier 1 leverage capital to average assets
 
29,398
   
10.05
%
 
11,706
   
4.00
%
 
14,632
   
5.00
%
      Common equity tier 1 capital to risk-weighted assets
 
29,398
   
15.76
%
 
8,394
   
4.50
%
 
12,125
   
6.50
%





BANR - First Quarter 2020 Results
April 27, 2020
Page 15

ADDITIONAL FINANCIAL INFORMATION
                     
(dollars in thousands)
                     
(rates / ratios annualized)
                     
                       
ANALYSIS OF NET INTEREST SPREAD
Quarters Ended
 
March 31, 2020
 
December 31, 2019
 
March 31, 2019
 
Average
Balance
Interest
and
Dividends
Yield /
Cost(3)
 
Average
Balance
Interest
and
Dividends
Yield /
Cost(3)
 
Average
Balance
Interest
and
Dividends
Yield /
Cost(3)
Interest-earning assets:
                     
Held for sale loans
$
152,627
 
$
1,520
 
4.01
%
 
$
202,686
 
$
2,048
 
4.01
%
 
$
98,005
 
$
1,121
 
4.64
%
Mortgage loans
7,310,115
 
92,454
 
5.09
%
 
7,134,231
 
92,926
 
5.17
%
 
6,833,933
 
88,602
 
5.26
%
Commercial/agricultural loans
1,884,006
 
22,357
 
4.77
%
 
1,853,447
 
23,256
 
4.98
%
 
1,703,503
 
22,812
 
5.43
%
Consumer and other loans
163,098
 
2,595
 
6.40
%
 
169,197
 
2,685
 
6.30
%
 
183,451
 
2,920
 
6.46
%
Total loans(1)
9,509,846
 
118,926
 
5.03
%
 
9,359,561
 
120,915
 
5.13
%
 
8,818,892
 
115,455
 
5.31
%
Mortgage-backed securities
1,354,585
 
9,137
 
2.71
%
 
1,371,438
 
8,924
 
2.58
%
 
1,392,118
 
10,507
 
3.06
%
Other securities
458,116
 
2,887
 
2.53
%
 
418,767
 
2,663
 
2.52
%
 
484,134
 
3,479
 
2.91
%
Interest-bearing deposits with banks
92,659
 
393
 
1.71
%
 
107,959
 
531
 
1.95
%
 
44,757
 
289
 
2.62
%
FHLB stock
26,522
 
322
 
4.88
%
 
26,036
 
376
 
5.73
%
 
31,761
 
266
 
3.40
%
Total investment securities
1,931,882
 
12,739
 
2.65
%
 
1,924,200
 
12,494
 
2.58
%
 
1,952,770
 
14,541
 
3.02
%
Total interest-earning assets
11,441,728
 
131,665
 
4.63
%
 
11,283,761
 
133,409
 
4.69
%
 
10,771,662
 
129,996
 
4.89
%
Non-interest-earning assets
1,193,256
       
1,152,751
       
1,031,591
     
Total assets
$
12,634,984
       
$
12,436,512
       
$
11,803,253
     
Deposits:
                     
Interest-bearing checking accounts
$
1,266,647
 
469
 
0.15
%
 
$
1,228,936
 
564
 
0.18
%
 
$
1,153,949
 
475
 
0.17
%
Savings accounts
2,039,857
 
1,755
 
0.35
%
 
1,999,656
 
2,027
 
0.40
%
 
1,854,123
 
1,920
 
0.42
%
Money market accounts
1,743,118
 
2,439
 
0.56
%
 
1,607,954
 
2,842
 
0.70
%
 
1,490,326
 
2,251
 
0.61
%
Certificates of deposit
1,124,994
 
4,087
 
1.46
%
 
1,189,530
 
4,517
 
1.51
%
 
1,253,613
 
3,997
 
1.29
%
Total interest-bearing deposits
6,174,616
 
8,750
 
0.57
%
 
6,026,076
 
9,950
 
0.66
%
 
5,752,011
 
8,643
 
0.61
%
Non-interest-bearing deposits
3,965,380
 
 
%
 
3,959,097
 
 
%
 
3,605,922
 
 
%
Total deposits
10,139,996
 
8,750
 
0.35
%
 
9,985,173
 
9,950
 
0.40
%
 
9,357,933
 
8,643
 
0.37
%
Other interest-bearing liabilities:
                     
FHLB advances
405,429
 
2,064
 
2.05
%
 
387,435
 
2,281
 
2.34
%
 
534,238
 
3,476
 
2.64
%
Other borrowings
124,771
 
116
 
0.37
%
 
126,782
 
121
 
0.38
%
 
118,008
 
60
 
0.21
%
Junior subordinated debentures
147,944
 
1,477
 
4.02
%
 
145,339
 
1,566
 
4.27
%
 
140,212
 
1,713
 
4.95
%
Total borrowings
678,144
 
3,657
 
2.17
%
 
659,556
 
3,968
 
2.39
%
 
792,458
 
5,249
 
2.69
%
Total funding liabilities
10,818,140
 
12,407
 
0.46
%
 
10,644,729
 
13,918
 
0.52
%
 
10,150,391
 
13,892
 
0.56
%
Other non-interest-bearing liabilities(2)
212,162
       
189,682
       
151,937
     
Total liabilities
11,030,302
       
10,834,411
       
10,302,328
     
Shareholders' equity
1,604,682
       
1,602,101
       
1,500,925
     
Total liabilities and shareholders' equity
$
12,634,984
       
$
12,436,512
       
$
11,803,253
     
Net interest income/rate spread
 
$
119,258
 
4.17
%
   
$
119,491
 
4.17
%
   
$
116,104
 
4.33
%
Net interest margin
   
4.19
%
     
4.20
%
     
4.37
%
Additional Key Financial Ratios:
                     
Return on average assets
   
0.54
%
     
1.07
%
     
1.15
%
Return on average equity
   
4.23
%
     
8.33
%
     
9.01
%
Average equity/average assets
   
12.70
%
     
12.88
%
     
12.72
%
Average interest-earning assets/average interest-bearing
liabilities
   
166.97
%
     
168.78
%
     
164.59
%
Average interest-earning assets/average funding liabilities
   
105.76
%
     
106.00
%
     
106.12
%
Non-interest income/average assets
   
0.61
%
     
0.65
%
     
0.62
%
Non-interest expense/average assets
   
3.03
%
     
2.99
%
     
3.09
%
Efficiency ratio(4)
   
68.76
%
     
67.03
%
     
67.06
%
Adjusted efficiency ratio(5)
   
63.47
%
     
61.19
%
     
63.32
%

(1)
Average balances include loans accounted for on a nonaccrual basis and loans 90 days or more past due.  Amortization of net deferred loan fees/costs is included with interest on loans.
(2)
Average other non-interest-bearing liabilities include fair value adjustments related to junior subordinated debentures.
(3)
Yields and costs have not been adjusted for the effect of tax-exempt interest.
(4)
Non-interest expense divided by the total of net interest income (before provision for loan losses) and non-interest income.
(5)
Adjusted non-interest expense divided by adjusted revenue.  Adjusted revenue excludes net gain (loss) on sale of securities and fair value adjustments.  Adjusted non-interest expense excludes acquisition-related expenses, COVID-19 expenses, amortization of core deposit intangibles (CDI), REO gain (loss), FHLB prepayment penalties and state/municipal business and use taxes.  These represent non-GAAP financial measures.  See also Non-GAAP Financial Measures reconciliation tables on the last two pages of this press release.


BANR - First Quarter 2020 Results
April 27, 2020
Page 16

ADDITIONAL FINANCIAL INFORMATION
         
(dollars in thousands)
         
           
* Non-GAAP Financial Measures
         
In addition to results presented in accordance with generally accepted accounting principles in the United States of America (GAAP), this press release contains certain non-GAAP financial measures.  Management has presented these non-GAAP financial measures in this earnings release because it believes that they provide useful and comparative information to assess trends in Banner's core operations reflected in the current quarter's results and facilitate the comparison of our performance with the performance of our peers.  However, these non-GAAP financial measures are supplemental and are not a substitute for any analysis based on GAAP.  Where applicable, comparable earnings information using GAAP financial measures is also presented.  Because not all companies use the same calculations, our presentation may not be comparable to other similarly titled measures as calculated by other companies. For a reconciliation of these non-GAAP financial measures, see the tables below:
 

         
ADJUSTED REVENUE
Quarters Ended
 
Mar 31, 2020
 
Dec 31, 2019
 
Mar 31, 2019
Net interest income before provision for loan losses
$
119,258
   
$
119,491
   
$
116,104
 
Total non-interest income
19,165
   
20,282
   
18,125
 
Total GAAP revenue
138,423
   
139,773
   
134,229
 
    Exclude net gain on sale of securities
(78
)
 
(62
)
 
(1
)
    Exclude net change in valuation of financial instruments carried at fair value
4,596
   
36
   
(11
)
Adjusted revenue (non-GAAP)
$
142,941
   
$
139,747
   
$
134,217
 


ADJUSTED EARNINGS
 
Quarters Ended
   
Mar 31, 2020
 
Dec 31, 2019
 
Mar 31, 2019
Net income (GAAP)
 
$
16,882
   
$
33,655
   
$
33,346
 
 Exclude net gain on sale of securities
 
(78
)
 
(62
)
 
(1
)
Exclude net change in valuation of financial instruments carried at fair value
 
4,596
   
36
   
(11
)
Exclude acquisition-related expenses
 
1,142
   
4,419
   
2,148
 
Exclude COVID-19 expenses
 
239
   
   
 
Exclude related net tax benefit
 
(1,405
)
 
(1,074
)
 
(513
)
Exclude FHLB prepayment penalties
 
   
735
   
 
Total adjusted earnings (non-GAAP)
 
$
21,376
   
$
37,709
   
$
34,969
 
             
Diluted earnings per share (GAAP)
 
$
0.47
   
$
0.95
   
$
0.95
 
Diluted adjusted earnings per share (non-GAAP)
 
$
0.60
   
$
1.07
   
$
0.99
 



BANR - First Quarter 2020 Results
April 27, 2020
Page 17

ADDITIONAL FINANCIAL INFORMATION
           
(dollars in thousands)
           
ADJUSTED EFFICIENCY RATIO
 
Quarters Ended
   
Mar 31, 2020
 
Dec 31, 2019
 
Mar 31, 2019
Non-interest expense (GAAP)
 
$
95,185
   
$
93,690
   
$
90,014
 
Exclude acquisition-related expenses
 
(1,142
)
 
(4,419
)
 
(2,148
)
Exclude COVID-19 expenses
 
(239
)
 
   
 
Exclude CDI amortization
 
(2,001
)
 
(2,061
)
 
(2,052
)
Exclude state/municipal tax expense
 
(984
)
 
(917
)
 
(945
)
Exclude REO operations
 
(100
)
 
(40
)
 
123
 
Exclude FHLB prepayment penalties
 
   
(735
)
 
 
Adjusted non-interest expense (non-GAAP)
 
$
90,719
   
$
85,518
   
$
84,992
 
             
Net interest income before provision for loan losses (GAAP)
 
$
119,258
   
$
119,491
   
$
116,104
 
Non-interest income (GAAP)
 
19,165
   
20,282
   
18,125
 
Total revenue
 
138,423
   
139,773
   
134,229
 
Exclude net gain on sale of securities
 
(78
)
 
(62
)
 
(1
)
Exclude net change in valuation of financial instruments carried at fair value
 
4,596
   
36
   
(11
)
Adjusted revenue (non-GAAP)
 
$
142,941
   
$
139,747
   
$
134,217
 
             
Efficiency ratio (GAAP)
 
68.76
%
 
67.03
%
 
67.06
%
Adjusted efficiency ratio (non-GAAP)
 
63.47
%
 
61.19
%
 
63.32
%

TANGIBLE COMMON SHAREHOLDERS' EQUITY TO TANGIBLE ASSETS
 
Mar 31, 2020
 
Dec 31, 2019
 
Mar 31, 2019
Shareholders' equity (GAAP)
 
$
1,601,700
   
$
1,594,034
   
$
1,511,191
 
Exclude goodwill and other intangible assets, net
 
400,278
   
402,279
   
369,801
 
Tangible common shareholders' equity (non-GAAP)
 
$
1,201,422
   
$
1,191,755
   
$
1,141,390
 
             
Total assets (GAAP)
 
$
12,780,950
   
$
12,604,031
   
$
11,740,285
 
Exclude goodwill and other intangible assets, net
 
400,278
   
402,279
   
369,801
 
Total tangible assets (non-GAAP)
 
$
12,380,672
   
$
12,201,752
   
$
11,370,484
 
Common shareholders' equity to total assets (GAAP)
 
12.53
%
 
12.65
%
 
12.87
%
Tangible common shareholders' equity to tangible assets (non-GAAP)
 
9.70
%
 
9.77
%
 
10.04
%
             
TANGIBLE COMMON SHAREHOLDERS' EQUITY PER SHARE
           
Tangible common shareholders' equity (non-GAAP)
 
$
1,201,422
   
$
1,191,755
   
$
1,141,390
 
Common shares outstanding at end of period
 
35,102,459
   
35,751,576
   
35,152,746
 
Common shareholders' equity (book value) per share (GAAP)
 
$
45.63
   
$
44.59
   
$
42.99
 
Tangible common shareholders' equity (tangible book value) per share (non-GAAP)
 
$
34.23
   
$
33.33
   
$
32.47