Banner Corporation (Nasdaq:BANR), the parent company of Banner Bank and Islanders Bank, today reported that it had a net loss of $4.9 million in the second quarter ended June 30, 2010, compared to a net loss of $1.5 million in the immediately preceding quarter and a net loss of $16.5 million in the second quarter a year ago.

"Our second quarter was highlighted by a successful capital raise and a continued reduction in our deposit costs which contributed to net interest margin expansion for the fourth consecutive quarter," said D. Michael Jones, Chief Executive Officer. "We are making a concerted effort to reduce the overall cost of the deposit portfolio, and with our improved liquidity position we are able to let higher cost funding, primarily certificates of deposit and wholesale funds, run off. Our deposit mix improvement reflects continuing growth in customer relationships as a result of the determined efforts of our staff and the further maturing of the expanded branch network we have built over the past five years. Despite the current difficult economic environment, we are optimistic that the strength of this deposit franchise and our improved capital position will provide the foundation for better operating results in future periods."

In the second quarter, Banner paid a $1.6 million dividend on the $124 million of senior preferred stock it issued to the U.S. Treasury in the fourth quarter of 2008 in connection with its participation in the Treasury's Capital Purchase Program. In addition, Banner accrued $399,000 for related discount accretion. Including the preferred stock dividend and related accretion, the net loss to common shareholders was $6.9 million, or $0.28 per share, for the second quarter of 2010, compared to a net loss to common shareholders of $3.5 million, or $0.16 per share, in the first quarter of 2010 and a net loss to common shareholders of $18.4 million, or $1.04 per share, for the second quarter a year ago.

For the first six months of 2010, Banner reported a net loss of $6.5 million compared to a net loss of $25.8 million for the first six months of 2009. For the most recent six month period, the net loss to common shareholders was $0.44 per share, compared to a net loss of $1.70 per share for the first six months of 2009.

Common Stock Offering

On June 30, 2010, Banner announced the completion of its offering of 75,000,000 shares of its common stock and the sale of an additional 3,500,000 shares pursuant to the partial exercise of the underwriters' over-allotment option, at a price to the public of $2.00 per share. On July 2, 2010, Banner announced the completion of the capital raise as the underwriters had exercised their over-allotment option for an additional 7,139,000 shares, at a price to the public of $2.00 per share. Together with the 78,500,000 shares the Company issued on June 30, 2010 (including 3,500,000 shares issued pursuant to the underwriters' initial exercise of their over-allotment option), Banner issued a total of 85,639,000 shares in the offering, resulting in net proceeds, after deducting underwriting discounts and commissions and estimated offering expenses, of approximately $161.6 million. 

Banner intends to use a significant portion of the net proceeds from the offering to strengthen Banner Bank's regulatory capital ratios and to support managed growth.  To that end, at June 30, 2010, the Company had invested $50 million as additional paid-in common equity in Banner Bank. The Company expects to use the remaining net proceeds for general working capital purposes, including additional capital investments in its subsidiary banks if appropriate.

Income Statement Review

"Continued reductions in our cost of funds through changes in our deposit mix and reduced pricing pressures over the past year resulted in further expansion of our net interest margin during the second quarter of 2010 to 3.65%, an increase of four basis points compared to the immediately preceding quarter and an increase of 41 basis points compared to the same quarter a year ago," said Jones. "While loan yields have been relatively stable for a number of quarters now, overall asset yields have declined slightly primarily as a result of the growth of our on-balance-sheet liquidity which is currently invested in short term instruments that pay very low interest rates." Banner's net interest margin was 3.65% for the second quarter, compared to 3.61% in the preceding quarter and 3.24% in the second quarter a year ago. For the first six months of 2010, Banner's net interest margin was 3.62%, a 37 basis point improvement compared to the first six months of 2009.

For the second quarter of 2010, funding costs decreased 13 basis points compared to the previous quarter and 77 basis points from the second quarter a year ago. Deposit costs decreased by 15 basis points compared to the preceding quarter and 82 basis points compared to the second quarter a year earlier. Asset yields decreased eight basis points from the prior linked quarter and 28 basis points from the second quarter a year ago.  Loan yields declined by two basis points compared to the preceding quarter, but increased by five basis points from the second quarter a year ago. Non-accruing loans reduced the margin by approximately 34 basis points in the second quarter of 2010 compared to approximately 34 basis points in the preceding quarter and approximately 45 basis points in the second quarter of 2009. 

Net interest income before the provision for loan losses was $38.9 million in the second quarter of 2010, compared to $38.2 million in the preceding quarter and $34.9 million in the second quarter a year ago. In the first half of 2010, net interest income before the provision for loan losses increased 10% to $77.1 million, compared to $69.9 million in the first half of 2009. Revenues from core operations* (net interest income before the provision for loan losses plus total other operating income excluding fair value and other-than-temporary impairment (OTTI) adjustments) were $45.9 million in the second quarter of 2010, compared to $45.2 million in the first quarter of 2010 and $43.9 million for the second quarter a year ago. Revenues from core operations for the first half of 2010 increased 5% to $91.1 million, compared to $86.7 million in the first half of 2009.

Second quarter 2010 results included a net loss of $821,000 ($525,000 after tax, or $0.02 loss per share) for fair value adjustments as a result of changes in the valuation of financial instruments carried at fair value, compared to a net gain (net of OTTI charges) of $677,000 ($433,000 after tax, or $0.02 earnings per share) in the first quarter of 2010 and a net gain (net of OTTI charges) of $11.0 million ($7.0 million after tax, or $0.62 earnings per share) in the second quarter a year ago. There were no OTTI charges in the second quarter of 2010, compared to $1.2 million in the first quarter of 2010 and $162,000 in the second quarter of 2009.

Total other operating income, which includes the changes in the valuation of financial instruments noted above, was $6.2 million, or $0.25 per share, in the second quarter of 2010, compared to $7.7 million, or $0.35 per share, in the preceding quarter and $20.0 million, or $1.13 per share, for the second quarter a year ago. For the first half of 2010, total other operating income was $13.9 million, compared to $24.6 million in the first half of 2009. Total other operating income from core operations* (excluding fair value and OTTI adjustments) for the current quarter was $7.0 million, unchanged from the preceding quarter, and was $8.9 million for the second quarter a year ago.  For the first half of 2010, total other operating income from core operations was $14.0 million, compared to $16.8 million in the first half of 2009. Income from deposit fees and other service charges improved modestly to $5.6 million in the second quarter compared to $5.2 million in the preceding quarter and $5.4 million in the second quarter a year ago. Income from mortgage banking operations decreased to $817,000 in the second quarter compared to $948,000 in the preceding quarter and $2.9 million for the second quarter a year ago. 

"Our payment processing business continues to be adversely affected by the soft economy, as activity for cardholders and merchants remained lower than in periods before 2009," said Jones. "However, we are encouraged by the improvement in deposit fees and other service charges compared to the preceding quarter, which in addition to reflecting account growth may be a sign of improving economic conditions." By contrast, mortgage banking revenues continued to decline, reflecting decreased mortgage loan production despite the current very low level of mortgage interest rates.

"We have made progress in improving our core operating efficiency as compensation, occupancy and other manageable operating expenses have been reduced over the past year," said Jones. "Unfortunately, collection and legal costs, including charges related to acquired real estate, continue to remain high. We expect collection expenses and costs associated with real estate to remain elevated for a number of future quarters as we work down our inventory of non-performing assets."

Total other operating expenses, or non-interest expenses, were $38.0 million in the second quarter of 2010, compared to $35.4 million in the preceding quarter and $36.9 million in the second quarter a year ago.  For the first half of the year, other operating expenses were $73.4 million compared to $70.7 million in the first half of 2009. Largely as the result of the increase in REO and collection costs, operating expenses as a percentage of average assets increased to 3.35% in the second quarter of 2010, compared to 3.16% in the preceding quarter and 3.27% in the second quarter a year ago.

*Earnings information excluding fair value adjustments (alternately referred to as total other operating income from core operation or revenues from core operations) 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 the Company's core operations reflected in the current quarter's results. Where applicable, the Company has also presented comparable earnings information using GAAP financial measures.

Credit Quality

"The credit costs associated with this difficult economic environment have been a persistent challenge throughout the past several quarters and continue to drag on profitability," said Jones. "The $16 million provision for loan losses in the second quarter of the year, while less than in the second quarter a year ago, remains high, reflecting still significant levels of non-performing loans and net charge-offs. Charge-offs and delinquencies continue to be concentrated in loans for the construction of single-family homes and residential land development projects. However, our exposure to single-family home construction and development loans has continued to decline and at June 30, 2010 was 11% of total loans outstanding. Our reserve levels are substantial and both our impairment analysis and charge-off actions reflect current appraisals and valuation estimates. We remain hopeful that credit costs will moderate during the remainder of 2010 and in 2011." 

Banner recorded a $16.0 million provision for loan losses in the second quarter, compared to $14.0 million in the preceding quarter and $45.0 million in the second quarter a year ago. For the first six months of 2010, the provision for loan losses was $30.0 million, compared to $67.0 million for the first six months of 2009. The allowance for loan losses at June 30, 2010 totaled $95.5 million, representing 2.63% of total loans outstanding and 54% of non-performing loans. Non-performing loans totaled $177.2 million at June 30, 2010, compared to $196.0 million in the preceding quarter and $225.1 million at June 30, 2009. Banner's real estate owned and repossessed assets totaled $101.7 million at June 30, 2010, compared to $95.2 million three months earlier and $57.2 million a year ago. Net charge-offs in the quarter totaled $16.2 million, or 0.44% of average loans outstanding, compared to $13.5 million, or 0.36% of average loans outstanding for the first quarter of 2010 and $34.0 million, or 0.87% of average loans outstanding for the second quarter of last year. Non-performing assets totaled $282.4 million at June 30, 2010, compared to $294.2 million in the preceding quarter and $282.3 million at June 30, 2009. At the end of June, Banner's non-performing assets were 6.01% of total assets, compared to 6.42% at the end of the preceding quarter and 6.23% a year ago.

The geographic distribution of construction, land and land development loans, including residential and commercial properties, was approximately $194 million, or 33%, in the greater Puget Sound market, $208 million, or 36%, in the greater Portland, Oregon market and $39 million, or 7%, in the greater Boise, Idaho market as of June 30, 2010. The remaining $140 million, or 24%, was distributed in the various eastern Washington, eastern Oregon and northern Idaho markets served by Banner Bank. The geographic distribution of non-performing construction, land and land development loans and related real estate owned included approximately $83 million, or 46%, in the greater Puget Sound market, $64 million, or 35%, in the greater Portland market and $14 million, or 8%, in the greater Boise market, with the remaining $20 million, or 11%, distributed in the various eastern Washington, eastern Oregon and northern Idaho markets served by Banner Bank.  

One-to-four family residential construction, lot and land loans were $411 million, or 11% of the total loan portfolio at June 30, 2010. Non-performing residential construction, lot and land loans and related real estate owned were $155 million, or 55% of non-performing assets at June 30, 2010. 

Balance Sheet Review

"As we have substantially reduced our construction and land development loans over the past year, our total loan balances declined relative to a year ago; however, we did have encouraging growth in commercial and agricultural business loans during the quarter," said Jones. "At the end of June, our one-to-four family construction loans totaled $183 million, a $154 million reduction over the past year, including a $31 million decrease in the most recent quarter. Our one-to-four family construction loans have now declined by $472 million from their peak quarter-end balance of $655 million at June 30, 2007. Similarly, total construction, land and land development loans have declined by $654 million from their peak quarter-end balance of $1.24 billion, also at June 30, 2007."  Net loans were $3.54 billion at June 30, 2010, compared to $3.59 billion three months earlier and $3.82 billion at June 30, 2009. 

Total assets were $4.70 billion at June 30, 2010, compared to $4.58 billion at the end of the preceding quarter and $4.53 billion a year ago. Deposits totaled $3.84 billion at June 30, 2010, compared to $3.85 billion at the end of the preceding quarter and $3.75 billion a year ago. Non-interest-bearing accounts were $548.3 million at June 30, 2010, compared to $549.3 million at the end of the preceding quarter and $508.3 million a year ago, a year-over-year increase of 8%. At June 30, 2010, interest-bearing transaction and savings accounts were $1.4 billion, which was unchanged from three months earlier but a $272.1 million increase compared to $1.1 billion a year ago, a year-over-year increase of 24%. 

"Banner's retail deposit franchise had another solid quarter and has allowed us to steadily build our short-term liquidity and lower our loans-to-deposits ratio, which was 95% at June 30, 2010," said Jones. "In addition, this substantial core deposit growth has led to our improved net interest margin and increased deposit fee revenue."

Augmented by the recent stock offering, Banner Corporation and its subsidiary banks continue to maintain capital levels significantly in excess of the requirements to be categorized as "well-capitalized" under applicable regulatory standards. Banner Corporation's Tier 1 leverage capital to average assets ratio was 13.02% and its total capital to risk-weighted assets ratio was 17.12% at June 30, 2010. Importantly, reflecting the $50 million down-streamed capital investment, Banner Bank's Tier 1 leverage ratio increased to 10.77% at June 30, 2010.

Tangible stockholders' equity at June 30, 2010 was $544.1 million, including $118.2 million attributable to preferred stock, compared to $397.1 million a year ago. Tangible book value per common share was $4.15 at quarter-end. At June 30, 2010, Banner had 102.7 million shares outstanding, compared to 18.2 million shares outstanding a year ago. Tangible common stockholders' equity was $425.9 million at June 30, 2010, or 9.08% of tangible assets, compared to $278.5 million, or 6.09% of tangible assets at March 31, 2010 and $280.4 million, or 6.20% of tangible assets at June 30, 2009. 

Conference Call

Banner will host a conference call on Thursday, July 22, 2010, at 8:00 a.m. PDT, to discuss second quarter 2010 results. The conference call can be accessed live by telephone at 480-629-9772 to participate in the call. To listen to the call online, go to the Company's website at www.bannerbank.com. A replay will be available for a week at (303) 590-3030, using access code 4326727.

About the Company

Banner Corporation is a $4.7 billion bank holding company operating two commercial banks 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. 

This press release contains statements that the Company believes are "forward-looking statements." These statements relate to the Company's financial condition, results of operations, plans, objectives, future performance or business. You should not place undue reliance on these statements, as they are subject to risks and uncertainties. When considering these forward-looking statements, you should keep in mind these risks and uncertainties, as well as any cautionary statements the Company may make. Moreover, you should treat these statements as speaking only as of the date they are made and based only on information then actually known to the Company. There are a number of important factors that could cause future results to differ materially from historical performance and these forward-looking statements. Factors which could cause actual results to differ materially include, but are not limited to, the credit risks of lending activities, including changes in the level and trend of loan delinquencies and write-offs and changes in our allowance for loan losses and provision for loan losses that may be impacted by deterioration in the housing and commercial real estate markets; changes in general economic conditions, either nationally or in our market areas; changes in the levels of general interest rates and the relative differences between short and long-term interest rates, deposit interest rates, our net interest margin and funding sources; fluctuations in the demand for loans, the number of unsold homes, land and other properties and fluctuations in real estate values in our market areas; secondary market conditions for loans and our ability to sell loans in the secondary market; results of examinations of us by the Board of Governors of the Federal Reserve System and of our bank subsidiaries by the Federal Deposit Insurance Corporation, the Washington State Department of Financial Institutions, Division of Banks or other regulatory authorities, including the possibility that any such regulatory authority may, among other things, institute a formal or informal enforcement action against us or any of the Banks which could require us to increase our reserve for loan losses, write-down assets, change our regulatory capital position or affect our ability to borrow funds or maintain or increase deposits, which could adversely affect our liquidity and earnings; our compliance with regulatory enforcement actions; the requirements and restrictions that have been imposed upon Banner and Banner Bank under the memoranda of understanding with the Federal Reserve Bank of San Francisco (in the case of Banner) and the FDIC and the Washington DFI (in the case of Banner Bank) and the possibility that Banner and Banner Bank will be unable to fully comply with the memoranda of understanding, which could result in the imposition of additional requirements or restrictions; legislative or regulatory changes that adversely affect our business including changes in regulatory policies and principles, or the interpretation of regulatory capital or other rules; our ability to attract and retain deposits; further increases in premiums for deposit insurance; our ability to control operating costs and expenses; the use of estimates in determining fair value of certain of our assets, which estimates may prove to be incorrect or result in significant declines in valuation; staffing fluctuations in response to product demand or the implementation of corporate strategies that affect our workforce and potential associated charges; the failure or security breach of computer systems on which we depend; our ability to retain key members of our senior management team; costs and effects of litigation, including settlements and judgments; our ability to implement our business strategies; our ability to successfully integrate any assets, liabilities, customers, systems, and management personnel we may acquire into our operations and our ability to realize related revenue synergies and cost savings within expected time frames and any goodwill charges related thereto; increased competitive pressures among financial services companies; changes in consumer spending, borrowing and savings habits; the availability of resources to address changes in laws, rules, or regulations or to respond to regulatory actions; our ability to pay dividends on our common and preferred stock and interest or principal payments on our junior subordinated debentures; adverse changes in the securities markets; inability of key third-party providers to perform their obligations to us; changes in accounting policies and practices, as may be adopted by the financial institution regulatory agencies or the Financial Accounting Standards Board including additional guidance and interpretation on accounting issues and details of the implementation of new accounting methods; war or terrorist activities; other economic, competitive, governmental, regulatory, and technological factors affecting our operations, pricing, products and services; future legislative changes in the United States Department of Treasury Troubled Asset Relief Program Capital Purchase Program; and other risks detailed in Banner's reports filed with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the year ended December 31, 2009. We do not undertake and specifically disclaim 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 risks could cause our actual results for 2010 and beyond to differ materially from those expressed in any forward-looking statements by, or on behalf of, us, and could negatively affect our operating and stock price performance.

RESULTS OF OPERATIONS Quarters Ended Six Months Ended
(in thousands except shares and per share data) Jun 30, 2010 Mar 31, 2010 Jun 30, 2009 Jun 30, 2010 Jun 30, 2009
           
           
INTEREST INCOME:          
Loans receivable $52,473 $52,759 $55,500 $105,232 $111,847
Mortgage-backed securities  1,045  1,126  1,569  2,171  3,370
Securities and cash equivalents  2,116  2,085  2,089  4,201  4,272
   55,634  55,970  59,158  111,604  119,489
           
INTEREST EXPENSE:          
Deposits  14,700  15,798  21,638  30,498  44,730
Federal Home Loan Bank advances  320  361  675  681  1,395
Other borrowings  626  634  671  1,260  898
Junior subordinated debentures  1,047  1,027  1,249  2,074  2,582
   16,693  17,820  24,233  34,513  49,605
Net interest income before provision for loan losses  38,941  38,150  34,925  77,091  69,884
           
PROVISION FOR LOAN LOSSES  16,000  14,000  45,000  30,000  67,000
Net interest income  22,941  24,150  (10,075)  47,091  2,884
           
OTHER OPERATING INCOME:          
Deposit fees and other service charges  5,632  5,160  5,408  10,792  10,344
Mortgage banking operations  817  948  2,860  1,765  5,575
Loan servicing fees  315  313  248  628  (22)
Miscellaneous  243  626  412  869  932
  7,007 7,047 8,928 14,054 16,829
Other-than-temporary impairment losses  --  (1,231)  (162)  (1,231)  (162)
Net change in valuation of financial instruments carried at fair value  (821)  1,908  11,211  1,087  7,958
Total other operating income  6,186  7,724  19,977  13,910  24,625
           
OTHER OPERATING EXPENSE:          
Salary and employee benefits  16,793  16,559  17,528  33,352  35,129
Less capitalized loan origination costs  (1,740)  (1,605)  (2,834)  (3,345)  (4,950)
Occupancy and equipment  5,581  5,604  5,928  11,185  11,982
Information / computer data services  1,594  1,506  1,599  3,100  3,133
Payment and card processing services  1,683  1,424  1,555  3,107  3,008
Professional services  1,874  1,287  1,183  3,161  2,377
Advertising and marketing  1,742  1,950  2,207  3,692  4,039
Deposit insurance  2,209  2,132  4,102  4,341  5,599
State/municipal business and use taxes  533  480  532  1,013  1,072
Real estate operations  4,166  3,058  1,805  7,224  2,428
Amortization of core deposit intangibles  615  644  661  1,259  1,351
Miscellaneous  2,974  2,376  2,625  5,350  5,516
           
Total other operating expense  38,024  35,415  36,891  73,439  70,684
           
Income (loss) before provision for (benefit from) income taxes  (8,897)  (3,541)  (26,989)  (12,438)  (43,175)
           
PROVISION FOR (BENEFIT FROM ) INCOME TAXES  (3,951)  (2,024)  (10,478)  (5,975)  (17,401)
NET INCOME (LOSS)  (4,946)  (1,517)  (16,511)  (6,463)  (25,774)
           
PREFERRED STOCK DIVIDEND AND DISCOUNT ACCRETION:          
Preferred stock dividend  1,550  1,550  1,550  3,100  3,100
Preferred stock discount accretion  399  398  373  797  746
           
NET INCOME (LOSS) AVAILABLE TO COMMON SHAREHOLDERS  $(6,895)  $(3,465)  $(18,434)  $(10,360)  $(29,620)
           
Earnings (loss) per share available to common shareholder          
Basic  $(0.28)  $(0.16)  $(1.04)  $(0.44)  $(1.70)
Diluted  $(0.28)  $(0.16)  $(1.04)  $(0.44)  $(1.70)
           
Cumulative dividends declared per common share  $0.01  $0.01  $0.01  $0.02  $0.02
           
Weighted average common shares outstanding          
Basic  24,452,356  22,131,671  17,746,051  23,298,424  17,454,542
Diluted  24,452,356  22,131,671  17,746,051  23,298,424  17,454,542
           
Common shares issued in connection with exercise of stock options or DRIP  1,353,589  1,561,559  780,906  2,915,148  1,274,420
         
FINANCIAL CONDITION        
(in thousands except shares and per share data) Jun 30, 2010 Mar 31, 2010 Jun 30, 2009 Dec 31, 2009
         
         
ASSETS        
Cash and due from banks $67,322 $41,123 $81,559 $78,364
Federal funds and interest-bearing deposits   369,864  236,629  2,699  244,641
Securities - at fair value  105,381  138,659  167,476  147,151
Securities - available for sale  140,342  96,718  50,980  95,667
Securities - held to maturity  73,632  73,555  77,321  74,834
Federal Home Loan Bank stock  37,371  37,371  37,371  37,371
Loans receivable:        
Held for sale  4,819  4,398  8,377  4,497
Held for portfolio  3,626,685  3,684,459  3,904,704  3,785,624
Allowance for loan losses  (95,508)  (95,733)  (90,694)  (95,269)
   3,535,996  3,593,124  3,822,387  3,694,852
         
Accrued interest receivable  16,930  18,501  18,892  18,998
Real estate owned held for sale, net  101,485  95,074  56,967  77,743
Property and equipment, net  99,536  101,541  103,709  103,542
Other intangibles, net  9,811  10,426  12,365  11,070
Bank-owned life insurance  55,477  55,125  53,341  54,596
Other assets  88,459  83,865  47,475  83,392
   $4,701,606  $4,581,711  $4,532,542  $4,722,221
         
LIABILITIES        
Deposits:        
Non-interest-bearing  $548,251  $549,291  $508,284  $582,480
Interest-bearing transaction and savings accounts  1,403,231  1,404,301  1,131,093  1,341,145
Interest-bearing certificates  1,887,513  1,896,186  2,110,466  1,941,925
   3,838,995  3,849,778  3,749,843  3,865,550
         
Advances from Federal Home Loan Bank at fair value  47,003  62,108  115,946  189,779
Customer repurchase agreements and other borrowings  172,737  177,244  158,249  176,842
Junior subordinated debentures at fair value  49,808  48,147  49,563  47,694
         
Accrued expenses and other liabilities   25,440  24,049  36,652  24,020
Deferred compensation  13,665  13,661  12,815  13,208
   4,147,648  4,174,987  4,123,068  4,317,093
         
STOCKHOLDERS' EQUITY        
Preferred stock - Series A  118,204  117,805  116,661  117,407
Common stock  490,119  335,877  322,582  331,538
Retained earnings (accumulated deficit)  (53,768)  (45,775)  (27,826)  (42,077)
Other components of stockholders' equity  (597)  (1,183)  (1,943)  (1,740)
         
   553,958  406,724  409,474  405,128
  $4,701,606 $4,581,711 $4,532,542 $4,722,221
         
Common Shares Issued:        
Shares outstanding at end of period  102,954,738  23,101,149  18,426,458  21,539,590
Less unearned ESOP shares at end of period  240,381  240,381  240,381  240,381
         
Shares outstanding at end of period excluding unearned ESOP shares  102,714,357  22,860,768  18,186,077  21,299,209
         
Common stockholders' equity per share (1) $4.24 $12.64 $16.10 $13.51
Common stockholders' tangible equity per share (1) (2) $4.15 $12.18 $15.42 $12.99
         
Tangible common stockholders' equity to tangible assets 9.08% 6.09% 6.20% 5.87%
Consolidated Tier 1 leverage capital ratio 13.02% 9.76% 9.90% 9.62%
         
(1) - Calculation is based on number of common shares outstanding at the end of the period rather than weighted average shares outstanding and excludes unallocated shares in the ESOP.  
(2) - Tangible common equity excludes preferred stock, goodwill, core deposit and other intangibles.    
           
ADDITIONAL FINANCIAL INFORMATION          
(dollars in thousands)          
  Jun 30, 2010 Mar 31, 2010 Jun 30, 2009 Dec 31, 2009  
LOANS (including loans held for sale):          
Commercial real estate          
Owner occupied $503,796 $515,542 $475,749 $509,464  
Investment properties  553,689  557,134  574,172  573,495  
Multifamily real estate  149,980  147,659  150,168  153,497  
Commercial construction  84,379  83,879  90,762  80,236  
Multifamily construction  56,573  61,924  56,968  57,422  
One- to four-family construction  182,928  213,438  337,368  239,135  
Land and land development          
Residential  228,156  256,607  371,247  284,331  
Commercial  29,410  48,194  32,450  43,743  
Commercial business  635,130  616,396  678,273  637,823  
Agricultural business including secured by farmland  208,815  187,207  215,339  205,307  
One- to four-family real estate  702,420  697,565  653,513  703,277  
Consumer  103,065  109,092  91,173  110,937  
Consumer secured by one- to four-family real estate  193,163  194,220  185,899  191,454  
           
Total loans outstanding $3,631,504 $3,688,857 $3,913,081 $3,790,121  
           
Restructured loans performing under their restructured terms $43,899 $45,471 $55,031 $43,683  
           
Loans 30 - 89 days past due and on accrual $25,853 $51,328 $34,038 $34,156  
           
Total delinquent loans (including loans on non-accrual)  $203,097 $247,338 $259,107 $248,006  
           
Total delinquent loans / Total loans outstanding 5.59% 6.71% 6.62% 6.54%  
           
           
GEOGRAPHIC CONCENTRATION OF LOANS AT        
June 30, 2010 Washington Oregon Idaho Other Total
           
Commercial real estate          
Owner occupied  $390,085  $64,642 $45,491 $3,578 $503,796
Investment properties  397,813  107,790  41,669  6,417  553,689
Multifamily real estate  123,707  12,177  9,580  4,516  149,980
Commercial construction  61,202  11,689  11,488  --  84,379
Multifamily construction  28,324  28,249  --  --  56,573
One- to four-family construction  87,895  84,796  10,237  --  182,928
Land and land development          
Residential  119,268  86,619  22,269  --  228,156
Commercial  25,807  1,144  2,459  --  29,410
Commercial business  447,545  97,569  71,344  18,672  635,130
Agricultural business including secured by farmland  112,674  39,266  56,875  --  208,815
One- to four-family real estate  458,681  213,069  28,241  2,429  702,420
Consumer  74,522  22,860  5,683  --  103,065
Consumer secured by one- to four-family real estate  136,559  41,598  14,506  500  193,163
           
Total loans outstanding $2,464,082 $811,468 $319,842 $36,112 $3,631,504
           
Percent of total loans 67.9% 22.3% 8.8% 1.0% 100.0%
           
DETAIL OF LAND AND LAND DEVELOPMENT LOANS AT        
June 30, 2010 Washington Oregon Idaho Other Total
           
Residential          
Acquisition & development $53,196 $52,154  $6,219  $-- $111,569
Improved lots  43,863  27,027  1,568  --  72,458
Unimproved land  22,209  7,438  14,482  --  44,129
           
Total residential land and development  $119,268 $86,619 $22,269  $-- $228,156
Commercial & industrial          
Acquisition & development $5,896  $-- $559  $-- $6,455
Improved land  8,857  --  --  --  8,857
Unimproved land  11,054  1,144  1,900  --  14,098
           
 Total commercial land and development $25,807 $1,144 $2,459  $-- $29,410
           
ADDITIONAL FINANCIAL INFORMATION          
(dollars in thousands)          
           
  Quarters Ended Six Months Ended
CHANGE IN THE Jun 30, 2010 Mar 31, 2010 Jun 30, 2009 Jun 30, 2010 Jun 30, 2009
ALLOWANCE FOR LOAN LOSSES          
           
Balance, beginning of period  $95,733 $95,269 $79,724 $95,269 $75,197
           
Provision  16,000  14,000  45,000  30,000  67,000
           
Recoveries of loans previously charged off:          
Commercial real estate  --  --  --  --  --
Multifamily real estate  --  --  --  --  --
Construction and land  235  387  266  622  318
One- to four-family real estate  71  --  89  71  91
Commercial business  595  1,290  249  1,885  319
Agricultural business, including secured by farmland  --  --  22  --  22
Consumer  69  59  32  128  63
   970  1,736  658  2,706  813
Loans charged off:          
Commercial real estate  --  (92)  --  (92)  --
Multifamily real estate  --  --  --  --  --
Construction and land  (12,255)  (7,724)  (25,767)  (19,979)  (38,184)
One- to four-family real estate  (2,128)  (2,115)  (2,704)  (4,243)  (3,795)
Commercial business  (1,447)  (4,784)  (2,438)  (6,231)  (6,232)
Agricultural business, including secured by farmland  (986)  (2)  (3,186)  (988)  (3,186)
Consumer  (379)  (555)  (593)  (934)  (919)
   (17,195)  (15,272)  (34,688)  (32,467)  (52,316)
Net charge-offs  (16,225)  (13,536)  (34,030)  (29,761)  (51,503)
           
Balance, end of period  $95,508 $95,733 $90,694 $95,508 $90,694
           
Net charge-offs / Average loans outstanding 0.44% 0.36% 0.87% 0.80% 1.31%
           
           
ALLOCATION OF          
ALLOWANCE FOR LOAN LOSSES Jun 30, 2010 Mar 31, 2010 Jun 30, 2009 Dec 31, 2009  
Specific or allocated loss allowance          
Commercial real estate $7,044 $8,279 $5,333 $8,278  
Multifamily real estate  4,993  2,072  83  90  
Construction and land  42,972  44,078  55,585  45,209  
One- to four-family real estate  3,530  3,093  1,333  2,912  
Commercial business  23,907  24,530  19,474  22,054  
Agricultural business, including secured by farmland  679  949  1,323  919  
Consumer  1,895  1,898  1,540  1,809  
           
Total allocated 85,020 84,899 84,671 81,271  
           
Estimated allowance for undisbursed commitments  909  1,161  1,976  1,594  
Unallocated  9,579  9,673  4,047  12,404  
           
Total allowance for loan losses $95,508 $95,733 $90,694 $95,269  
           
Allowance for loan losses / Total loans outstanding 2.63% 2.60% 2.32% 2.51%  
           
ADDITIONAL FINANCIAL INFORMATION          
(dollars in thousands)          
           
  Jun 30, 2010 Mar 31, 2010 Jun 30, 2009 Dec 31, 2009  
           
NON-PERFORMING ASSETS          
           
Loans on non-accrual status          
Secured by real estate:          
Commercial $8,815 $6,801 $7,244 $7,300  
Multifamily  363  373  --  383  
Construction and land  110,931  138,245  180,989  159,264  
One- to four-family  19,878  19,777  15,167  14,614  
Commercial business  23,474  19,353  10,508  21,640  
Agricultural business, including secured by farmland  7,556  8,013  7,478  6,277  
Consumer  3,508  3,387  2,058  3,923  
   174,525  195,949  223,444  213,401  
           
Loans more than 90 days delinquent, still on accrual          
Secured by real estate:          
Commercial  1,137  --  --  --  
Multifamily  --  --  --  --  
Construction and land  692  --  603  --  
One- to four-family  772  --  624  358  
Commercial business  --  --  209  --  
Agricultural business, including secured by farmland  --  --  --  --  
Consumer  118  61  189  91  
   2,719  61  1,625  449  
Total non-performing loans  177,244  196,010  225,069  213,850  
Securities on non-accrual  3,500  3,000  --  4,232  
Real estate owned (REO) and repossessed assets  101,701  95,167  57,197  77,802  
           
Total non-performing assets  282,445  294,177  282,266  295,884  
           
Total non-performing assets / Total assets 6.01% 6.42% 6.23% 6.27%  
           
DETAIL & GEOGRAPHIC CONCENTRATION OF          
NON-PERFORMING ASSETS AT          
June 30, 2010 Washington Oregon Idaho Other Total
Secured by real estate:          
Commercial $8,870 $744 $338  $-- $9,952
Multifamily  363  --  --  --  363
Construction and land          
One- to four-family construction  10,966  6,978  5,568  --  23,512
Commercial construction  1,551  --  --  --  1,551
Multifamily construction  9,280  --  --  --  9,280
Residential land acquisition & development  30,076  16,765  898  --  47,739
Residential land improved lots  3,771  9,610  317  --  13,698
Residential land unimproved  10,644  348  321  --  11,313
Commercial land acquisition & development  --  --  --  --  --
Commercial land improved  454  --  --  --  454
Commercial land unimproved  4,076  --  --  --  4,076
Total construction and land  70,818  33,701  7,104  --  111,623
One- to four-family  13,068  7,582  --  --  20,650
Commercial business  14,117  4,424  958  3,975  23,474
Agricultural business, including secured by farmland  1,775  569  5,212  --  7,556
Consumer  3,342  42  242  --  3,626
Total non-performing loans 112,353 47,062 13,854 3,975 177,244
Securities on non-accrual  3,250  --  250  -- 3,500
Real estate owned (REO) and repossessed assets  45,199  40,277  16,225  --  101,701
           
Total non-performing assets at end of the period $160,802 $87,339 $30,329 $3,975 $282,445
           
ADDITIONAL FINANCIAL INFORMATION          
(dollars in thousands)          
           
  Quarters Ended Six Months Ended  
           
REAL ESTATE OWNED Jun 30, 2010 Jun 30, 2009 Jun 30, 2010 Jun 30, 2009  
           
Balance, beginning of period $95,074 $38,951 $77,743 $21,782  
Additions for loan foreclosures  17,966  32,863  45,293  52,038  
Additions from capitalized costs  380  1,624  1,516  2,663  
Dispositions of REO  (10,451)  (16,112)  (20,366)  (19,206)  
Gain (loss) on sale of REO  (660)  (296)  (1,361)  (197)  
Valuation adjustments in the period  (824)  (63)  (1,340)  (113)  
           
Balance, end of period $101,485 $56,967 $101,485 $56,967  
           
  Quarters Ended
           
REAL ESTATE OWNED- FIVE COMPARATIVE QUARTERS Jun 30, 2010 Mar 31, 2010 Dec 31, 2009 Sep 30, 2009 Jun 30, 2009
           
Balance, beginning of period $95,074 $77,743 $53,576 $56,967 $38,951
Additions for loan foreclosures  17,966  27,327  39,802  10,013  32,863
Additions from capitalized costs  380  1,136  1,712  1,689  1,624
Dispositions of REO  (10,451)  (9,915)  (10,064)  (13,439)  (16,112)
Transfers to property and equipment  --  --  (7,030)  --  --
Gain (loss) on sale of REO  (660)  (701)  (189)  (188)  (296)
Valuation adjustments in the period  (824)  (516)  (64)  (1,466)  (63)
           
Balance, end of period $101,485 $95,074 $77,743 $53,576 $56,967
           
REAL ESTATE OWNED- BY TYPE AND STATE Washington Oregon Idaho Total  
           
Commercial real estate $8,349  $--  $-- $8,349  
One- to four-family construction  891  1,190  --  2,081  
Land development- commercial  3,430  6,656  485  10,571  
Land development- residential  22,681  24,579  9,731  56,991  
Agricultural land  329  --  2,236  2,565  
One- to four-family real estate  9,354  7,801  3,773  20,928  
           
Total $45,034 $40,226 $16,225 $101,485  
         
ADDITIONAL FINANCIAL INFORMATION        
(dollars in thousands)        
         
DEPOSITS & OTHER BORROWINGS        
  Jun 30, 2010 Mar 31, 2010 Jun 30, 2009 Dec 31, 2009
DEPOSIT COMPOSITION        
         
Non-interest-bearing $548,251 $549,291 $508,284 $582,480
         
Interest-bearing checking  368,418  366,786  312,024  360,256
Regular savings accounts  593,591  577,704  499,447  538,765
Money market accounts  441,222  459,811  319,622  442,124
         
Interest-bearing transaction & savings accounts  1,403,231  1,404,301  1,131,093  1,341,145
         
Interest-bearing certificates  1,887,513  1,896,186  2,110,466  1,941,925
         
Total deposits $3,838,995 $3,849,778 $3,749,843 $3,865,550
         
         
INCLUDED IN TOTAL DEPOSITS        
         
Public transaction accounts $85,292 $80,942 $48,644 $78,202
Public interest-bearing certificates  81,668  82,362  134,213  88,186
         
Total public deposits $166,960 $163,304 $182,857 $166,388
         
         
Total brokered deposits $145,571 $150,577 $249,619 $165,016
         
         
         
         
INCLUDED IN OTHER BORROWINGS        
Customer repurchase agreements / "Sweep accounts" $122,755 $126,954  $108,277 $124,330
         
         
         
GEOGRAPHIC CONCENTRATION OF DEPOSITS AT        
June 30, 2010 Washington Oregon Idaho Total
         
  $2,943,408 $615,790  $279,797 $3,838,995
         
      Minimum for Capital Adequacy
REGULATORY CAPITAL RATIOS AT  Actual  or "Well Capitalized"
June 30, 2010 Amount Ratio Amount Ratio
         
Banner Corporation-consolidated        
Total capital to risk-weighted assets $639,089 17.12% $298,716 8.00%
Tier 1 capital to risk-weighted assets 591,812 15.85% 149,358 4.00%
Tier 1 leverage capital to average assets 591,812 13.02% 181,816 4.00%
         
Banner Bank        
Total capital to risk-weighted assets 512,933 14.44% 355,137 10.00%
Tier 1 capital to risk-weighted assets 467,936 13.18% 213,082 6.00%
Tier 1 leverage capital to average assets 467,936 10.77% 217,307 5.00%
         
Islanders Bank        
Total capital to risk-weighted assets 28,046 13.68% 20,497 10.00%
Tier 1 capital to risk-weighted assets 25,942 12.66% 12,298 6.00%
Tier 1 leverage capital to average assets 25,942 11.94% 10,861 5.00%
         
ADDITIONAL FINANCIAL INFORMATION        
(dollars in thousands)          
(rates / ratios annualized)          
  Quarters Ended Six Months Ended
           
OPERATING PERFORMANCE Jun 30, 2010 Mar 31, 2010 Jun 30, 2009 Jun 30, 2010 Jun 30, 2009
           
Average loans $3,677,140 $3,726,243 $3,925,196 $3,701,552 $3,934,002
Average securities and deposits  607,643  563,562  394,244  587,014  398,856
Average non-interest-earning assets  268,864  258,060  199,981  262,193  196,604
           
Total average assets $4,553,647 $4,547,865 $4,519,421 $4,550,759 $4,529,462
           
Average deposits $3,830,659 $3,800,888 $3,679,653 $3,815,798 $3,686,455
Average borrowings  349,997  373,192  429,708  361,578  423,359
Average non-interest-bearing liabilities  (38,527)  (36,459)  (18,421)  (37,498)  (13,201)
           
Total average liabilities  4,142,129  4,137,621  4,090,940  4,139,878  4,096,613
           
Total average stockholders' equity  411,518  410,244  428,481  410,881  432,849
   `         
Total average liabilities and equity $4,553,647 $4,547,865 $4,519,421 $4,550,759 $4,529,462
           
Interest rate yield on loans 5.72% 5.74% 5.67% 5.73% 5.73%
Interest rate yield on securities and deposits 2.09% 2.31% 3.72% 2.19% 3.86%
           
Interest rate yield on interest-earning assets 5.21% 5.29% 5.49% 5.25% 5.56%
           
Interest rate expense on deposits 1.54% 1.69% 2.36% 1.61% 2.45%
Interest rate expense on borrowings 2.28% 2.20% 2.42% 2.24% 2.32%
           
Interest rate expense on interest-bearing liabilities 1.60% 1.73% 2.37% 1.67% 2.43%
           
Interest rate spread 3.61% 3.56% 3.12% 3.58% 3.13%
           
Net interest margin 3.65% 3.61% 3.24% 3.62% 3.25%
           
Other operating income / Average assets 0.54% 0.69% 1.77% 0.62% 1.10%
           
Other Operating income (loss) EXCLUDING change in valuation of financial instruments carried at fair value / Average assets (1) 0.62% 0.52% 0.78% 0.57% 0.74%
           
Other operating expense / Average assets 3.35% 3.16% 3.27% 3.25% 3.15%
           
Efficiency ratio (other operating expense / revenue) 84.26% 77.20% 67.19% 80.70% 74.79%
           
Return (Loss) on average assets (0.44%) (0.14%) (1.47%) (0.29%) (1.15%)
           
Return (Loss) on average equity (4.82%) (1.50%) (15.46%) (3.17%) (12.01%)
           
Return (Loss) on average tangible equity (2) (4.94%) (1.54%) (15.93%) (3.25%) (12.38%)
           
Average equity / Average assets 9.04% 9.02% 9.48% 9.03% 9.56%
           
(1) - Earnings information excluding the fair value adjustments and goodwill impairment charge (alternately referred to as operating income (loss) from core operations and expenses from core operations) represent non-GAAP (Generally Accepted Accounting Principles) financial measures.  
(2) - Average tangible equity excludes goodwill, core deposit and other intangibles        
CONTACT:  Banner Corporation
          D. Michael Jones, CEO
          Mark J. Grescovich, President
          Lloyd W. Baker, CFO
          (509) 527-3636
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