SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
FORM 8-K
 
CURRENT REPORT
 
 
PURSUANT TO SECTION 13 OR 15 (d) OF THE
 
SECURITIES EXCHANGE ACT OF 1934
 
 
Date of Report (Date of earliest event reported): April 25, 2006
 
 
Banner Corporation
(Exact name of registrant as specified in its charter)
 
Washington 0-26584 91-1691604
State or other jurisdiction Commission (I.R.S. Employer
of incorporation File Number Identification No.)
 
10 S. First Avenue, Walla Walla, Washington 99362
(Address of principal executive offices) (Zip Code)
 
Registrant's telephone number (including area code) (509) 527-3636
 
Not Applicable
(Former name or former address, if changed since last report)


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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions.

[   ]   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[   ]   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[   ]   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
        240.14d-2(b))

[   ]   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
        240.13e-4(c))

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Item 2.02 Results of Operations and Financial Condition

        On April 25, 2006, Banner Corporation issued its earnings release for the quarter ended March 31, 2006. A copy of the earnings release is attached hereto as Exhibit 99.1, which is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits

            (c)            Exhibits

            99.1         Press Release of Banner Corporation dated April 25, 2006.


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SIGNATURES


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



BANNER CORPORATION
 
 
 
Date: April 25, 2006 By: /s/D. Michael Jones                               
D. Michael Jones
President and Chief Executive Officer



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Exhibit 99.1

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                                                                                CONTACT:     D. MICHAEL JONES,
                                                                                                        PRESIDENT AND CEO
                                                                                                        LLOYD W. BAKER,CFO
                                                                                                        (509) 527-3636

                        News Release


BANNER CORPORATION'S FIRST QUARTER PROFITS INCREASE 44%
TO RECORD $6.8 MILLION

Walla Walla, WA - April 25, 2006 - Banner Corporation (Nasdaq: BANR), the parent company of Banner Bank, today reported improved net interest margin contributed to record first quarter earnings. In the first quarter of 2006, net income increased 44% to $6.8 million, or $0.56 per diluted share, compared to $4.7 million, or $0.39 per diluted share, in the first quarter a year ago.

"Dramatic improvement in our first quarter net interest margin was a result of our balance sheet restructuring completed at the end of 2005, changes in the mix of our loan portfolio and our growing ability to attract and retain core deposits. As planned, the restructuring transactions eliminated positions that had become a significant drag on earnings and now allow us to place less reliance on wholesale assets and liabilities," said D. Michael Jones, President and CEO. "In addition, the substantial growth in loans and deposits has strengthened our net interest income and contributed to the margin expansion. We have invested significant time and resources in expanding our branch network, adding twelve branches and relocating four others in the past 15 months. The 26% increase in non-interest bearing deposits this year over last is a direct result of franchise growth and our ongoing emphasis on building our deposit base system-wide."

In the fourth quarter of 2005, Banner sold $207 million of securities and prepaid $142 million of high-cost, fixed-term Federal Home Loan Bank (FHLB) borrowings. The remainder of the proceeds were applied to repay other relatively high-cost short-term borrowings from the FHLB.

First Quarter 2006 Highlights (compared to first quarter 2005)

Income Statement Review

Banner's net interest margin improved 31 basis points to 4.24% for the first quarter of 2006 from 3.93% in the previous quarter, and gained 53 basis points from 3.71% in the first quarter a year ago. "In addition to the benefits from the restructuring transactions, net interest margin also expanded as a result of our success in attracting higher earning loans and lower cost deposits. Further, the net interest margin has benefited modestly as rising interest rates have had a more immediate impact on floating rate loan yields than on the rates paid on most deposit products. We expect our net interest margin to further expand as we continue to replace high-cost funding with non-interest bearing and other transaction deposits," said Jones. Funding costs increased 22 basis points compared to the previous quarter and 72 basis points from the first quarter a year earlier. Asset yields, however, were also higher, increasing by 53 basis points from the prior linked quarter and 125 basis points from a year ago.

Revenues (net interest income before the provision for loan losses plus other operating income) grew 18% to $34.4 million in the first quarter compared to $29.2 million in the first quarter of 2005. For the first quarter of 2006, net interest income before the provision for loan losses increased 19% to $29.9 million compared to $25.2 million in the same quarter a year ago. Net interest income included approximately $400,000 of non-accrued delinquent interest collected in the first quarter. "Over the past few years, we have adopted a conservative approach to loan classification and accounting for problem loans. As the economic recovery in the Pacific Northwest accelerates, we believe there will be additional opportunities to recognize the collection of past-due interest and generate recoveries from previously charged-off loans in future periods," said Jones.

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BANR-First Quarter 2006 Results
April 25, 2006
Page 2

Total other operating income for the first quarter increased 13% to $4.5 million compared to $4.0 million in the same quarter last year. Income from deposit fees and other service charges increased 25% to $2.5 million in the first quarter, reflecting the strong growth in deposit accounts and balances. Income from mortgage banking operations increased slightly from the fourth quarter of 2005 and decreased only 6% from the first quarter of 2005, despite the effect of rising interest rates on demand for residential loans, particularly in the refinance sector.

Other operating expenses were $23.2 million in the first quarter of 2006, up 9% from $21.3 million in the first quarter a year ago, and down 3% from operating expenses (excluding FHLB prepayment fees) in the fourth quarter of 2005. The ratio of other operating expense (expense ratio) to average assets was 3.09% in the first quarter of 2006, compared to 2.95% for the first quarter last year and 3.05% (excluding FHLB prepayment fees) for the fourth quarter of 2005.

"In the first quarter we opened a branch office in Meridian, Idaho and made progress on the construction of two additional southwestern Idaho branch offices, which we expect to open later this year. We continue to explore further branch expansion opportunities in our major markets: the Puget Sound area, the Portland, Oregon area and southwestern Idaho. Although expenses were down on a linked quarter basis, we expect to see higher operating expenses in future periods as a result of our expansion. However, over time these new branches should further improve our profitability by providing low-cost deposits and proportionately reducing our borrowings from the Federal Home Loan Bank, which were cut by more than half in the last year," said Jones.

Banner's return on equity (ROE) was 12.07% for the first quarter compared to 8.69% a year ago. The efficiency ratio was 67.42% in the quarter ended March 31, 2006, versus 72.89% a year earlier.

Balance Sheet Review

Net loans increased $407 million, or 19%, to $2.54 billion at March 31, 2006, compared to $2.13 billion a year earlier. "Loan production for the quarter was strong and the major components of the loan portfolio showed significant growth over the prior year's balances," said Jones. "Compared to a year ago, we increased commercial and multifamily real estate loans 6%, construction and land loans 43%, commercial and agricultural business loans 9% and consumer loans 21%. In addition, our credit quality continues to improve."

Total deposits increased $422 million, or 21%, to $2.42 billion at March 31, 2006, compared to $1.99 billion at the end of March 2005. Non-interest bearing deposits increased 26% at quarter-end compared to a year earlier. Total transaction and savings accounts increased 20% during the twelve months ending March 31, 2006, while certificates of deposit increased 22%. "We have seen a shift towards certificates of deposits as interest rates have risen to a level customers find attractive; however, we continue to have significant success in adding transaction and savings accounts as well," noted Jones. "As we continue to expand our delivery system, we are adding customers and account totals, as well as deposit balances, which should contribute to continued earnings growth in future periods."

Largely as a result of the restructuring transactions in the fourth quarter of 2005, but also reflecting maturities and principal prepayments, the securities portfolio declined by 49% to $299 million at March 31, 2006, from $591 million a year earlier. Similarly, FHLB borrowings declined by 55% to $269 million at March 31, 2006, from $595 million a year earlier and were nearly unchanged from the level at December 31, 2005.

Assets were $3.12 billion at March 31, 2006, a 5% increase from $2.97 billion a year earlier. Book value per share improved to $19.05 at March 31, 2006, from $18.55 a year earlier, and tangible book value per share was $15.99 at quarter-end, compared to $15.40 a year earlier.

Credit Quality

Non-performing assets decreased 54% to $8.6 million, or 0.28% of total assets, at March 31, 2006, compared to $18.9 million, or 0.64% of total assets, a year ago, reflecting significant progress in reducing credit risk. Non-performing assets decreased 21% compared to the previous quarter. "We successfully resolved one of our largest problem credit issues during the quarter, which resulted in a substantial decrease in non-performing loans and the collection of more than $550,000 in delinquent interest and attorneys' fees," said Jones. The provision for loan losses for the first quarter was $1.2 million, relatively unchanged from the provision in the first quarter of 2005. Net loan charge-offs in the first quarter of 2006 were $204,000, or 0.01% of average loans outstanding, compared to $1.1 million, or 0.05% of average loans outstanding in the first quarter of 2005. At March 31, 2006, the allowance for loan losses totaled $31.9 million, representing 1.24% of total loans outstanding.

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BANR-First Quarter 2006 Results
April 25, 2006
Page 3

Conference Call

The Company will host a conference call on Wednesday, April 26, 2006, at 8:00 a.m. PDT, to discuss first quarter results. The conference call can be accessed live by telephone at 303-262-2139. To listen to the call online, go to the Company's website at www.bannerbank.com or to www.fulldisclosure.com. Institutional investors may access the call via the subscriber-only site, www.streetevents.com. An archived recording of the call can be accessed by dialing 303-590-3000, passcode 11057624# until Wednesday, May 3, 2006 or via the Internet at www.fulldisclosure.com.

About the Company

Banner Corporation is the parent company of Banner Bank, a commercial bank that operates a total of 58 branch offices and 12 loan offices in 24 counties in Washington, Oregon and Idaho. Banner Bank serves the Pacific Northwest region with a full range of deposit services and business, commercial real estate, construction, residential, agricultural and consumer loans. Visit Banner Bank on the Web at www.bannerbank.com.

Statements concerning future performance, developments or events, expectations for earnings, growth and market forecasts, and any other guidance on future periods, constitute forward-looking statements, which are subject to a number of risks and uncertainties that are beyond Banner's control and might cause actual results to differ materially from the expectations and stated objectives. Factors which could cause actual results to differ materially include, but are not limited to, regional and general economic conditions, management's ability to generate continued improvement in asset quality and profitability, changes in interest rates, deposit flows, demand for mortgages and other loans, real estate values, competition, loan delinquency rates, the successful operation of the newly-opened branches and loan offices, changes in accounting principles, practices, policies or guidelines, changes in legislation or regulation, other economic, competitive, governmental, regulatory and technological factors affecting operations, pricing, products and services and Banner's ability to successfully resolve outstanding credit issues and/or recover check kiting losses 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 fiscal year ended December 31, 2005. Accordingly, these factors should be considered in evaluating the forward-looking statements, and undue reliance should not be placed on such statements. Banner undertakes no responsibility to update or revise any forward-looking statements.

 

(tables follow)

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BANR-First Quarter 2006 Results
April 25, 2006
Page 4

RESULTS OF OPERATIONS   Quarters Ended
( In thousands except share and per share data )  

Mar 31, 2006


  Dec 31, 2005
  Mar 31, 2005
 
INTEREST INCOME:  
Loans receivable   $ 49,126   $ 45,773   $ 36,137  
  Mortgage-backed securities   2,083     2,747     3,673  
  Securities and cash equivalents   1,778  
  2,644   
  2,849  
 
52,987     51,164     42,659  
INTEREST EXPENSE:  
Deposits   17,431     15,607     10,414  
  Federal Home Loan Bank advances   3,126     4,442     5,617  
  Other borrowings   698     569     332  
  Junior subordinated debentures   1,828  
  1,788  
  1,067  
23,083  
  22,406  
  17,430  

Net interest income before provision for loan losses

  29,904     28,758     25,229  
PROVISION FOR LOAN LOSSES   1,200  
  1,100  
  1,203  

Net interest income

  28,704     27,658     24,026  
 
OTHER OPERATING INCOME:  
Deposit fees and other service charges   2,492     2,516     2,004  
  Mortgage banking operations   1,152     1,099     1,231  
  Loan servicing fees   390     315     439  
  Miscellaneous   468  
  321  
  323  
4,502     4,251     3,997  
  Gain (loss) on sale of securities   - -  
  (7,310) 
  - -   
Total other operating income (loss)   4,502     (3,059)    3,997  
 
OTHER OPERATING EXPENSE:  
Salary and employee benefits   15,489     15,337     13,793  
  Less capitalized loan origination costs   (2,592)    (2,342)    (2,041) 
  Occupancy and equipment   3,794     3,623     3,227  
  Information / computer data services   1,300     1,214     1,117  
  Miscellaneous   5,207  
  5,975  
  5,207  
23,198     23,807     21,303  
  FHLB prepayment penalties   - -  
  6,077  
  - -  
Total other operating expense   23,198  
  29,884  
  21,303  
Income (loss) before provision for income taxes   10,008     (5,285)    6,720  
PROVISION (BENEFIT) FOR INCOME TAXES   3,220  
  (2,340)
  2,013  
NET INCOME (LOSS)   $ 6,788  
$ (2,945)
$ 4,707  
Earnings (loss) per share  
Basic   $ 0.58   $ (0.25)  $ 0.41  
  Diluted   $ 0.56   $ (0.25)  $ 0.39  
Cumulative dividends declared per common share   $ 0.18   $ 0.18   $ 0.17  
Weighted average shares outstanding  
Basic   11,789,858     11,635,243     11,470,028  
  Diluted   12,124,533     12,006,686     11,920,812  
Shares repurchased during the period   8,068     24,924     8,028  

PROFORMA DISCLOSURES OF FOURTH QUARTER 2005 RESTRUCTURING CHARGES
NET INCOME (LOSS) from above   $ 6,788   $ (2,945)  $ 4,707  
  ADJUSTMENTS FOR BALANCE-SHEET  
RESTRUCTURING CHARGES  
Loss on sale of securities   - -     7,310     - -  
  FHLB prepayment penalties   - -     6,077    - -  
  Income tax benefit related to restructuring charges   - -  
  (4,819) 
  - -  

Restructuring charges net of income tax benefit

  - -  
  8,568  
  - -  
 
NET INCOME FROM RECURRING OPERATIONS   $ 6,788  
$ 5,623  
$ 4,707  
Earnings per share EXCLUDING restructuring charges  
Basic   $ 0.58   $ 0.48   $ 0.41  
  Diluted   $ 0.56   $ 0.47   $ 0.39  
 




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BANR-First Quarter 2006 Results
April 25, 2006
Page 5

FINANCIAL CONDITION  
( In thousands except share and per share data )   Mar 31, 2006
  Dec 31, 2005
  Mar 31, 2005
 
ASSETS  
Cash and due from banks   $ 82,923    $ 116,448   $ 57,994   
Securities available for sale   249,012      260,284     540,706   
Securities held to maturity   49,993      50,949     50,515   
Federal Home Loan Bank stock   35,844      35,844     35,844   
Loans receivable:  
Held for sale   4,208      4,779     3,217   
  Held for portfolio   2,566,323     2,434,952     2,158,620   
  Allowance for loan losses   (31,894) 
  (30,898) 
  (29,736)    
2,538,637     2,408,833      2,132,101   
Accrued interest receivable   16,881     17,395      15,982   
Real estate owned held for sale, net   287     315      1,034   
Property and equipment, net   51,136     50,205      42,261   
Goodwill and other intangibles, net   36,306     36,280      36,347   
Deferred income tax asset, net   8,488     7,606      7,964   
Bank-owned life insurance   37,313     36,930      35,773   
Other assets   15,137  
  19,466   
  16,261   
$ 3,121,957  
$ 3,040,555   
$ 2,972,782   
LIABILITIES  
Deposits:  
Non-interest-bearing   $ 325,265   $ 328,840    $ 257,437   
  Interest-bearing transaction and savings accounts   801,048     792,370      678,483   
  Interest-bearing certificates   1,290,143  
  1,202,103   
  1,058,610   
2,416,456      2,323,313      1,994,530   
Advances from Federal Home Loan Bank   268,930      265,030      594,958   
Other borrowings   78,900      96,849      63,263   
 
Junior subordinated debentures   97,942      97,942      72,168   
 
Accrued expenses and other liabilities   26,907      29,503      25,294   
Deferred compensation   6,546      6,253      5,531   
Income taxes payable   591   
  - -   
  3,375    
2,896,272      2,818,890      2,759,119   
STOCKHOLDERS' EQUITY  
Common stock   131,574      130,573     127,829   
Retained earnings   101,417     96,783     95,082   
Accumulated other comprehensive income ( loss )   (4,384)    (2,736)    (5,613)   
Unearned shares of common stock issued to Employee Stock  

Ownership Plan ( ESOP ) trust: at cost

  (2,494)    (2,480)    (3,096)   
Net carrying value of stock related deferred compensation plans   (428) 
  (475) 
  (539)  
225,685   
  221,665   
  213,663  
$ 3,121,957   
$ 3,040,555   
$ 2,972,782  
Shares Issued:  
Shares outstanding at end of period   12,146,992      12,082,476      11,890,541  
 

Less unearned ESOP shares at end of period

  301,786   
  300,120   
  374,595  
Shares outstanding at end of period excluding unearned ESOP shares   11,845,206   
  11,782,356   
  11,515,946  
Book value per share (1)   $ 19.05    $ 18.81    $ 18.55  
Tangible book value per share (1)   $ 15.99    $ 15.73    $ 15.40  
 
Consolidated Tier 1 leverage capital ratio   8.96%   8.59%   8.72% 
 
(1)

-   Calculation is based on number of shares outstanding at the end of the period rather than weighted  
     average shares outstanding and excludes unallocated shares in the employee stock ownership plan
    ( ESOP ).

 
 

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BANR-First Quarter 2006 Results
April 25, 2006
Page 6

ADDITIONAL FINANCIAL INFORMATION

 

( Dollars in thousands )

 
Mar 31, 2006
  Dec 31, 2005
 

Mar 31, 2005


  LOANS ( including loans held for sale ):  
Commercial real estate   $ 565,752      $ 555,889      $ 559,195     
  Multifamily real estate   144,354       144,512        113,205     
  Commercial construction   73,514        51,931        39,468     
  Multifamily construction   62,990        62,624        78,236     
  One- to four-family construction   412,046        348,661        274,868     
  Land and land development   246,765        228,436        161,988     
  Commercial business   447,582       442,232        406,948     
  Agricultural business including secured by farmland   137,747       147,562        130,776    
  One- to four-family real estate   382,007       365,903       316,345    
  Consumer   97,774     
  91,981    
  80,808    
Total loans outstanding   $ 2,570,531    
$ 2,439,731   
$ 2,161,837    
 
NON-PERFORMING ASSETS:   Mar 31, 2006
  Dec 31, 2005
 

Mar 31, 2005


 
Loans on non-accrual status   $ 8,225      $ 10,349    $ 17,718    
  Loans more than 90 days delinquent, still on accrual   64     
  104    
  108    
  Total non-performing loans   8,289        10,453      17,826    
  Real estate owned ( REO ) / Repossessed assets   328     
  506   
  1,072    
Total non-performing assets   $ 8,617     
$ 10,959   
$ 18,898    
Total non-performing assets / Total assets   0.28%     0.36%    0.64% 
 
Quarters Ended
CHANGE IN THE   Mar 31, 2006
  Dec 31, 2005
 

Mar 31, 2005


  ALLOWANCE FOR LOAN LOSSES:  
Balance, beginning of period   $ 30,898       $ 30,561      $ 29,610     
  Provision   1,200         1,100       1,203    
Recoveries of loans previously charged off   156        269       373    
  Loans charged-off   (360)    
  (1,032)   
  (1,450)   
  Net ( charge-offs ) recoveries   (204)    
  (763)   
  (1,077)   
 
Balance, end of period   $ 31,894     
$ 30,898    
$ 29,736     
 
Net charge-offs / Average loans outstanding   0.01%   0.03%    0.05% 
  Allowance for loan losses / Total loans outstanding   1.24%   1.27%    1.38% 
 
DEPOSITS   Mar 31, 2006
  Dec 31, 2005
 

Mar 31, 2005


 
Non-interest-bearing   $ 325,265    
$ 328,840    
$ 257,437    
Interest-bearing checking   306,706       293,395       246,201    
  Regular savings accounts   141,000       153,218       159,102    
  Money market accounts   353,342    
  345,757     
  273,180     
Interest-bearing transaction & savings accounts   801,048    
  792,370     
  678,483     
Three-month maturity money market certificates   188,672       151,515       132,187    
  Other certificates   1,101,471    
  1,050,588     
  926,423    
Interest-bearing certificates   1,290,143    
1,202,103    
1,058,610    
Total deposits   $ 2,416,456    
$ 2,323,313    
$ 1,994,530    
Included in other borrowings  
Retail repurchase agreements / "Sweep accounts" $ 61,086    
$ 52,166    
$ 36,057    
 


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BANR-First Quarter 2006 Results
April 25, 2006
Page 7

ADDITIONAL FINANCIAL INFORMATION  
( Dollars in thousands )  
( Rates / Ratios Annualized )  
Quarters Ended
OPERATING PERFORMANCE:  

Mar 31, 2006


 

Dec 31, 2005


 

Mar 31, 2005


 
Average loans   $ 2,509,552     $ 2,394,069       $ 2,125,833      
Average securities and deposits   349,197       510,808         633,420      
Average non-interest-earning assets   190,350    
  189,087      
  169,633    
 
Total average assets   $ 3,049,099    
$ 3,093,964      
$ 2,928,886    
 
Average deposits   $ 2,321,217     $ 2,272,710       $ 1,960,545      
Average borrowings   468,540       562,239         719,544      
Average non-interest-earning liabilities   31,260    
  36,739      
  29,163    
 
Total average liabilities   2,821,017       2,871,688         2,709,252      
Total average stockholders' equity   228,082     
  222,276      
  219,634    
 
`  
Total average liabilities and equity   $ 3,049,099    

   

$ 3,093,964      

   

$ 2,928,886    

  

 
Interest rate yield on loans   7.94%    7.59%    6.89%  
Interest rate yield on securities and deposits   4.48% 
  4.19% 
  4.18%
 
Interest rate yield on interest-earning assets   7.52% 
  6.99%
  6.27%
 
Interest rate expense on deposits   3.05%    2.72%    2.15%   
Interest rate expense on borrowings   4.89% 
  4.80%
  3.95%
 
Interest rate expense on interest-bearing liabilities   3.36% 
  3.14%
  2.64%
 
Interest rate spread   4.16%
  3.85%
  3.63%
 
Net interest margin   4.24% 
  3.93%
  3.71%
 
 
Other operating income / Average assets   0.60%    (0.39%)    0.55%   
Other operating expense / Average assets   3.09%    3.83%     2.95%   
Efficiency ratio ( other operating expense / revenue )   67.42%    116.28%     72.89%   
Return on average assets   0.90%    (0.38%)    0.65%   
Return on average equity   12.07%    (5.26%)    8.69%   
Average equity / Average assets   7.48%    7.18%     7.50%   

Operating performance for the quarter ended December 31, 2005 EXCLUDING the effects of the BALANCE-SHEET RESTRUCTURING CHARGES
 
Other operating income EXCLUDING restructuring loss  
/ Average assets   0.55%    
Other operating expense EXCLUDING restructuring expense  
/ Average assets   3.05%    
Efficiency ratio ( other operating expense / revenue  
EXCLUDING effects of restructuring charges )   72.12%    
Return on average assets EXCLUDING net restructuring charges   0.72%    
Return on average equity EXCLUDING net restructuring charges   10.04%    

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