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Banner Corporation 2014 Annual Report Fellow Shareholders, and Strong Earnings Momentum While • 1.17% Return on Average Assets, Maintaining a Moderate Risk Profile

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Banner Corporation 2014 Annual Report Fellow Shareholders, and Strong Earnings Momentum While • 1.17% Return on Average Assets, Maintaining a Moderate Risk Profile Banner Corporation 2014 Annual Report Fellow Shareholders, and strong earnings momentum while • 1.17% return on average assets, maintaining a moderate risk profile. • $414 million increase in loans (12% In February 2014, we announced our growth), intention to purchase six branches in For the year ended December 31, 2014, • 16% growth in non-interest-bearing southwestern Oregon. It would be Banner’s Banner Corporation reported a net profit deposits, first acquisition since 2007. Although the available to common shareholders of $54.2 • 14% growth in core deposit balances intervening years saw some early setbacks, million or $2.79 per share, compared to (now at 80% of total deposits, up from Banner gradually returned to the strength $46.6 million or $2.40 per share in 2013. 76% the year before and 71% two years and profitability needed to make last Banner’s results for 2014 were augmented ago), winter’s announcement. It proved to be a by a $9.1 million bargain purchase gain • A loan loss reserve of 1.98% and a noteworthy beginning to an exciting year of in connection with the Oregon branch tangible common equity ratio of 12.30% transformational change that will, pending acquisition, offset by $4.3 million in providing one of the industry’s strongest final approvals, result in a near doubling of acquisition-related expenses. Banner’s balance sheets, and Banner’s size. before-tax income in 2014 improved 16% to • 15 consecutive quarters of profitability. $80.4 million or $4.14 per share compared to In June, we completed the purchase of those $69.1 million or $3.56 per share in the prior As shareholders, we’ve benefited directly six branches in Coos and Douglas counties year. from all of the results listed above. In from Umpqua Bank, successor to Sterling addition, our quarterly dividend has Savings Bank, expanding our franchise along Through hard work and a dedication to increased from $0.01 per share in 2012 to the Oregon coast south of Portland. We revenue growth initiatives, our revenues $0.15 per share for the first quarter of 2014 have integrated these branches into our from core operations increased 8% to $223.6 and to $0.18 per share since the second core operating system and are making great million in 2014 compared to $208.0 million quarter. And most importantly, Banner’s strides in terms of new account openings in 2013. We’ve improved our ability to stock price has appreciated substantially and client development. consistently generate revenue through: from $18.76 per share at December 31, 2009 to $43.20 per share at December 31, 2014. In August, we announced the proposed • Outstanding client acquisition and acquisition of Siuslaw Financial Group, Inc., new account growth with core deposit These results would be unattainable without the holding company for Siuslaw Bank, with accounts up 15%, the commitment and hard work of all my ten branches in Lane County (Eugene), • Strong loan growth of 12%, colleagues throughout the company. On Oregon, complementing our earlier • A strong net interest margin of 4.07% behalf of all shareholders, I congratulate and purchase. I am pleased to report that this aided by growth in non-interest-bearing thank them. acquisition has recently been completed, deposits and further reductions in non- including the core system conversion. We performing assets, Finally, the recently completed acquisition of welcome the shareholders and clients of • Strong mortgage banking revenue that Siuslaw Bank and the proposed acquisition Siuslaw Bank and look forward to serving improved as the year progressed, of AmericanWest Bank will afford us the their banking needs. • A 15% increase in deposit fees and other opportunity to deploy our super community services-based revenues, and bank model throughout a strengthened Finally, in November, we announced the • Ongoing improvements in asset quality presence in Washington, Oregon and proposed acquisition of AmericanWest Bank with non-performing assets falling to Idaho and the entry into attractive growth through the merger of its holding company, 0.43% of total assets. markets in California and Utah. This will Starbuck Bancshares, Inc., with a subsidiary bring significant benefits to our expanded of Banner and the subsequent merger of While these results include the operations group of clients, communities, shareholders AmericanWest Bank with Banner Bank. of the six new branches acquired in June, and employees. With more scale, we believe With headquarters in Spokane, Washington, these results largely come from organic we will improve our ability to perform at a AmericanWest Bank has 98 branches in growth and underscore the benefits of top quartile level. In addition to continuing Washington, Oregon, Idaho, Utah and our super community banking strategy our performance in 2015, we will be focused California. implemented in 2010: Delivering to all our on integrating these acquisitions into an clients—individuals, middle market and organization that is scalable to $10 billion The combined bank will be a super small businesses, business owners, their and beyond. community bank with over $9.7 billion in families and employees—a compelling assets, $6.8 billion in loans, $7.9 billion in value proposition of providing the financial As we go forward, we will be guided by our deposits, and approximately 190 branches. sophistication and breadth of products of strategic priorities: Banner will benefit from a diversified a regional bank while retaining the appeal, • Building sustainable revenue growth geography encompassing nine of the top responsiveness and superior service level of and profitability, 20 western Metropolitan Statistical Areas a community bank. • Retaining, attracting and developing by population. Our expanded balance talented people, sheet will have solid core deposit funding, Throughout the year we have continued to • Improving operating efficiency, excellent asset quality and a strong capital invest in our franchise by adding talented • Building and protecting the Banner base. The combination will bring together commercial and retail personnel and brand, and management teams with proven client integrating all our bankers into Banner’s • Maintaining a moderate risk profile. acquisition strategies, business banking proven credit and sales culture. Further, prowess, and the experience of successfully we have received marketplace recognition Thank you for your interest in and financial integrating 11 whole-bank and three branch of our progress as the SBA Seattle District commitment to Banner. Our task for the acquisitions over the past nine years. Office awarded Banner Bank “Community coming year has been set. In twelve months, Lender of the Year” for the Seattle and I’ll report back on 2015. I’m confident you’ll In addition to having a robust year of Spokane district for the second consecutive once again see your investment building acquisitions, we continue to successfully year. In addition, Forbes magazine ranked value. operate in a challenging economic Banner Corporation as one of the top 50 environment with exceptionally low interest most trustworthy financial institutions in the rates, fierce competition and a complex U.S. and shifting regulatory framework. Despite Mark J. Grescovich these conditions, it is gratifying to report that We’re especially pleased with these 2014 President & Chief Executive Officer Banner has sustained its strategic direction results: Banner Corporation & Banner Bank UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2014 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM __________to__________ Commission File Number 0-26584 BANNER CORPORATION (Exact name of registrant as specified in its charter) Washington 91-1691604 (State or other jurisdiction of incorporation (I.R.S. Employer or organization) Identification Number) 10 South First Avenue, Walla Walla, Washington 99362 (Address of principal executive offices and zip code) Registrant’s telephone number, including area code: (509) 527-3636 Securities registered pursuant to Section 12(b) of the Act: Common Stock, par value $.01 per share The NASDAQ Stock Market LLC (Title of Each Class) (Name of Each Exchange on Which Registered) Securities registered pursuant to section 12(g) of the Act: None. Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act Yes __ No X Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act Yes __No X Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No ____ Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files) Yes X No ____ Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulations S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. ____ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company.
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