Mergers & Acquisitions

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Deal Overview

Buyer:
Banner Corporation
Actual Acquirer:
Banner Bank
Target:
Siuslaw Financial Group, Inc.
Deal Type:
Bank & Thrift Company
Agreement Date:
8/7/2014
Announcement Date:
8/7/2014
Announced Deal Value ($ M):
58.14
Status:
Completed
Completion Date:
3/6/2015
Announced Deal Value Per Share ($ )
14.20

Consideration Breakout
Cash ($M) 5.7
Common Stock ($M) 56.4
Common Stock Issued 1,319,995

Deal Pricing Ratios

Announcement Completion
Price / Book (%) 151.5 159.2
Price / Tangible Book (%) 151.5 159.2
Price / Earnings (x) 17.3 16.9
Price / Deposits (%) 18.79 20.52
Price / Assets (%) 16.15 17.58
Tangible Book Premium/ Deposits (%) 6.61 7.86
Deal Terms
Description of Consideration

Banner Corp. paid $1.41622 per share in cash and exchanged 0.32231 shares of its common stock for each of the outstanding share of Siuslaw Financial Group Inc. Banner Corp. also assumed Siuslaw Financial Group Inc.'s Junior Subordinated Indenture of approximately $8.25 million.

Accounting Method Acquisition
In-State Transaction? No
Merger of Equals? No
Geographic Expansion? Market Expansion
Goodwill Generated ($ 000) 21,691
Estimated Cost Savings (%) 20.00
Estimated Cost Savings ($ 000) 2,439
Est. Restructuring Charges ($ 000) 4,308
Maximum Termination Fee ($ 000) 2,300
Minimum Termination Fee ($ 000) 0
Exchange Ratio (Common For Common) 0.322300
Exchange Ratio (Common For Preferred) NA
Exchange Ratio (Preferred For Common) NA
Exchange Ratio (Preferred For Preferred) NA
Lockup Agreement No
Strike Price ($ ) NA
% of Shares Outstanding NA
Shares Under Option NA
Core Deposit Intangibles ($ 000) 3,895
Deal Advisers
Financial Advisers
Party Advised Adviser Hired? Firm Name
Buyer Yes McAdams Wright Ragen Inc.
Seller Yes Sandler O'Neill & Partners LP
Legal Counsel
Party Advised Adviser Hired? Firm Name
Buyer Yes Breyer & Associates PC
Seller Yes Lane Powell PC