Mergers & Acquisitions

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Deal Overview

Buyer:
Banner Corporation
Actual Acquirer:
Banner Bank
Target:
Starbuck Bancshares, Inc.
Deal Type:
Bank & Thrift Company
Agreement Date:
11/5/2014
Announcement Date:
11/5/2014
Announced Deal Value ($ M):
701.62
Status:
Completed
Completion Date:
10/1/2015
Announced Deal Value Per Share ($ )
NA

Consideration Breakout
Cash ($M) 130.0
Common Stock ($M) 632.0
Common Stock Issued 13,230,000

Deal Pricing Ratios

Announcement Completion
Price / Book (%) 126.3 128.3
Price / Tangible Book (%) 147.9 154.0
Price / Earnings (x) 37.5 21.2
Price / Deposits (%) 21.71 21.02
Price / Assets (%) 17.17 16.88
Tangible Book Premium/ Deposits (%) 7.84 8.29
Deal Terms
Description of Consideration

Banner Corp. paid $130.0 million in cash and issued approximately 13.23 million shares of its common stock to acquire all of the outstanding shares of Starbuck Bancshares Inc. from SKBHC Holdings LLC. Target financials are for AmericanWest Bank. Banner Corp. also assumed Starbuck Bancshares Inc.'s Junior subordinated debentures. Banner Corp. will enter California, with 32 branches to be ranked No. 53 with a 0.12% share of approximately $1.09 trillion in total market deposits, will enter Utah, with seven branches to be ranked No. 40 with a 0.03% share of approximately $448.59 billion in total market deposits, and will expand in Idaho, by six branches to be ranked No. 15 with a 1.98% share of approximately $20.57 billion in total market deposits, will expand in Oregon, by 14 branches to be ranked tenth with a 2.00% share of approximately $61.99 billion in total market deposits, and will expand in Washington, by 35 branches to be ranked eighth with a 3.28% share of approximately $122.99 billion in total market deposits.

Accounting Method Acquisition
In-State Transaction? Yes
Merger of Equals? No
Geographic Expansion? Partial Overlap
Goodwill Generated ($ 000) 222,892
Estimated Cost Savings (%) NA
Estimated Cost Savings ($ 000) NA
Est. Restructuring Charges ($ 000) 50,000
Maximum Termination Fee ($ 000) NA
Minimum Termination Fee ($ 000) 0
Exchange Ratio (Common For Common) NA
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) 33,500
Deal Advisers
Financial Advisers
Party Advised Adviser Hired? Firm Name
Buyer Yes Sandler O'Neill & Partners LP
Seller Yes Jefferies LLC
Legal Counsel
Party Advised Adviser Hired? Firm Name
Buyer Yes Cleary Gottlieb Steen Hamilton
Seller Yes Wachtell Lipton Rosen & Katz