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): January 15, 2002
Banner Corporation
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(Exact name of registrant as specified in its charter)
Washington 0-26584 91-1632900
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State or other jurisdiction Commission (I.R.S. Employer
of incorporation File Number Identification No.)
10 S. First Avenue, Walla Walla, Washington 99362
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number (including area code) (509) 527-3636
Not Applicable
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(Former name or former address, if changed since last report)
Item 5. Other Events
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On January 15, 2002, the Registrant announced that after a thorough
review of its loan portfolio and further analysis of the previously disclosed
problem credits associated with a former senior lending officer in the Seattle
area, it anticipates its fourth quarter loan loss provision will be increased
to approximately $3.5 to $4.0 million, which is $1.5 to $2.0 million more
than anticipated at the time of the third quarter earnings release on October
26, 2001.
Additionally, generally weaker economic conditions have adversely
affected the loans and, as a result, the Company anticipates an increase in
non-performing assets to approximately 1.02% of total assets as of December
31, 2001, up from 0.78% on September 30, 2001.
The Company continues to pursue aggressively all avenues available in
recovering losses sustained as a result of both the check kiting scheme and
credit problems. However, at this time no assurances can be made regarding
recovery or insurance reimbursement.
The Company also noted that certain expense reductions, primarily related
to incentive compensation and profit sharing, will mitigate a portion of the
increase in the loan poss provision and as a result, anticipated net earnings
for the year are $.60 to $.65 per diluted share.
For further information, reference is made to the Registrant's press
release dated January 15, 2002, which is attached hereto as Exhibit 99 and
incorporated herein by reference.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
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Exhibit
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99 Press Release dated January 15, 2002.
SIGNATURES
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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: January 15, 2002 By: /s/Gary Sirmon
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Gary Sirmon
President
Exhibit 99
Tuesday January 15, 6:01 am Eastern Time
Press Release
SOURCE: Banner Corporation
Banner Corporation Announces Fourth Quarter Preview, Conference Call and
Webcast
WALLA WALLA, Wash.--(BUSINESS WIRE)--Jan. 15, 2002--Banner Corporation
(Nasdaq:BANR - news), announced that after a thorough review of its loan
portfolio, which included independent third party and regulatory reviews, and
further analysis of the previously disclosed problem credits associated with a
former senior lending officer in the Seattle area, it anticipates its fourth
quarter loan loss provision will be increased to approximately $3.5 to $4.0
million. This is $1.5 to $2.0 million more than anticipated at the time of the
third quarter earnings release on October 26, 2001.
``Further analysis of the problem credits identified in September and October,
2001, as well as generally weaker economic conditions, indicate the need for
an increased provision,'' said Gary Sirmon, President and Chief Executive
Officer. ``At this time, we anticipate an increase in non-performing assets to
approximately 1.02% of total assets as of December 31, 2001, up from 0.78% on
September 30, 2001.
``We continue to pursue aggressively all avenues available in recovering the
losses sustained as a result of both the check kiting scheme and credit
problems,'' said Sirmon. Banner has filed appropriate reports with federal and
state regulators and law enforcement agencies with respect to the check kiting
and credit manipulations. At this time, no assurances can be made regarding
recovery or insurance reimbursement.
``While our year-end results have not been finalized and remain subject to
audit by our independent accountants, we expect there to be a reduction in
expenses which will partially off-set the increase in the loan loss provision.
The expense reduction will primarily relate to incentive compensation and
profit sharing,'' said Sirmon. ``We expect net earnings for the year 2001 to
be in the range of $.60 to $.65 per diluted share.''
Banner plans to report its fourth quarter results before the market opens on
Friday, January 25, 2002. This will be followed by a conference call at 7:00
a.m. PST (10:00 a.m. EST). The call will also be broadcast live via the
Internet.
The conference call can be accessed by dialing 952-556-2807, access code No.
5778567. To listen to the call online, go to the company's website at
www.banrbank.com or to www.companyboardroom.com. Institutional investors may
access the call via the subscriber-only site www.streetevents.com. An archived
recording of the call can be accessed by dialing 703-326-3020, access code No.
5778567, until February 1, 2002 or via the Internet at
www.companyboardroom.com through February 8, 2002.
Banner Corporation is the parent of Banner Bank, a Washington state chartered
commercial bank, which operates a total of 39 branch offices and six loan
offices in 18 counties in Washington, Oregon and Idaho. Banner serves the
Pacific Northwest region with a full range of deposit services and business,
commercial real estate, construction, residential, agricultural and consumer
loans. Visit Banner Bank of the web at www.banrbank.com.
Statements concerning future performance, developments or events, expectations
for earnings, growth and market forecasts, and any other guidance on future
periods, constitute forward-looking statements, which are subject to a number
of risks and uncertainties that are beyond the Company's control and might
cause actual results to differ materially from the expectations and stated
objectives. Factors which could cause actual results to differ materially
include, but are not limited to, regional and general economic conditions,
changes in interest rates, deposit flows, demand for mortgages and other
loans, real estate values, competition, loan delinquency rates, changes in
accounting principles, practices, policies or guidelines, changes in
legislation or regulation, other economic, competitive, governmental,
regulatory and technological factors affecting operations, pricing, products
and services and Banner's ability to successfully resolve the outstanding
credit issues and recover check kiting losses. Accordingly, these factors
should be considered in evaluating the forward-looking statements, and undue
reliance should not be placed on such statements. Banner undertakes no
responsibility to update or revise any forward-looking statements.
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Contact:
Banner Corporation
Gary Sirmon
President and CEO
(509) 527-3636