Executive Overview
We are a bank holding company incorporated in theState of Washington which owns one subsidiary bank,Banner Bank .Banner Bank is aWashington -chartered commercial bank that conducts business from its main office inWalla Walla, Washington and, as ofSeptember 30, 2021 , it had 150 branch offices and 18 loan production offices located inWashington ,Oregon ,California ,Idaho andUtah .Banner Corporation is subject to regulation by theBoard of Governors of theFederal Reserve System (theFederal Reserve Board ).Banner Bank (the Bank) is subject to regulation by theWashington State Department of Financial Institutions ,Division of Banks and theFederal Deposit Insurance Corporation (theFDIC ). As ofSeptember 30, 2021 , we had total consolidated assets of$16.64 billion , total loans of$9.22 billion , total deposits of$14.16 billion and total shareholders' equity of$1.67 billion .Banner Bank is a regional bank which offers a wide variety of commercial banking services and financial products to individuals, businesses and public sector entities in its primary market areas. The Bank's primary business is that of traditional banking institutions, accepting deposits and originating loans in locations surrounding their offices inWashington ,Oregon ,California andIdaho .Banner Bank is also an 51 -------------------------------------------------------------------------------- active participant in secondary loan markets, engaging in mortgage banking operations largely through the origination and sale of one- to four-family and multifamily residential loans. Lending activities include commercial business and commercial real estate loans, agriculture business loans, construction and land development loans, one- to four-family and multifamily residential loans,U.S. Small Business Administration (SBA) loans and consumer loans.Banner Corporation's successful execution of its super community bank model and strategic initiatives have delivered solid core operating results and profitability over the last several years. Banner's longer term strategic initiatives continue to focus on originating high quality assets and client acquisition, which we believe will continue to generate strong revenue while maintaining the Company's moderate risk profile. Our financial results for the quarter endedSeptember 30, 2021 reflect the low interest rate environment, the unprecedented level of market liquidity and the reduction in business activity in some of our markets due the lingering impacts of the COVID-19 pandemic. AtSeptember 30, 2021 , we had 41 mortgage loans totaling$12.4 million operating under forbearance agreements due to COVID-19. Since these loans were performing loans that were current on their payments prior to the COVID-19 pandemic, these modifications are not considered to be troubled debt restructurings pursuant to applicable accounting and regulatory guidance. In addition, the SBA provided assistance to small businesses impacted by COVID-19 through the Paycheck Protection Program (PPP), which was designed to provide near-term relief to help small businesses sustain operations. As ofSeptember 30, 2021 , Banner had provided 13,293 SBA PPP loans totaling nearly$1.61 billion and received SBA forgiveness for 10,548 SBA PPP loans totaling$1.23 billion . For the quarter endedSeptember 30, 2021 , our net income was$49.9 million , or$1.44 per diluted share, compared to net income of$36.5 million , or$1.03 per diluted share, for the quarter endedSeptember 30, 2020 . The current quarter was positively impacted by increased interest income, decreased funding costs and the recapture of provision for credit losses, partially offset by a decrease in mortgage banking income and increased non-interest expense. After a comprehensive review of our business, we implemented Banner Forward, a bank-wide initiative to accelerate revenue growth and reduce operating expense. Implementation of this plan commenced during the third quarter of 2021 with full implementation expected by 2023, with the goal of producing meaningful results in the near term while staying true to our mission and value proposition of being connected, knowledgeable and responsive to our clients, communities and employees. The focus of Banner Forward is to accelerate growth in commercial banking, deepen relationships with retail customers, advance technology strategies to enhance our digital service channels, while streamlining underwriting and back office processes. As part of Banner Forward, we have identified potential additional opportunities to rationalize our physical footprint. During the third quarter of 2021, we incurred expenses of$7.6 million related to Banner Forward. Our operating results depend primarily on our net interest income, which is the difference between interest income on interest-earning assets, consisting primarily of loans and investment securities, and interest expense on interest-bearing liabilities, composed primarily of client deposits, FHLB advances, other borrowings, subordinated notes, and junior subordinated debentures. Net interest income is primarily a function of our interest rate spread, which is the difference between the yield earned on interest-earning assets and the rate paid on interest-bearing liabilities, as well as a function of the average balances of interest-earning assets, interest-bearing liabilities and non-interest-bearing funding sources including non-interest-bearing deposits. Our net interest income increased$9.1 million , or 8%, to$130.1 million for the quarter endedSeptember 30, 2021 , compared to$121.0 million for the same quarter one year earlier. This increase in net interest income is primarily a result of an acceleration of deferred loan fee income due to SBA PPP loan forgiveness payments from the SBA, growth in both our interest-earning assets and core deposits as well as decreases in the cost of funding liabilities, partially offset by lower yields on total interest-earning assets due declines in market rates. The growth in core deposits was largely the result of SBA PPP loan funds deposited into client accounts and an increase in general client liquidity due to reduced business investment and consumer spending during the COVID-19 pandemic. Our net income is also affected by the level of our non-interest income, including deposit fees and other service charges, results of mortgage banking operations, which includes gains and losses on the sale of loans and servicing fees, gains and losses on the sale of securities, as well as our non-interest expenses and provisions for credit losses and income taxes. In addition, our net income is affected by the net change in the value of certain financial instruments carried at fair value. Our total revenues (net interest income plus total non-interest income) for the third quarter of 2021 increased$6.2 million , or 4%, to$155.5 million , compared to$149.2 million for the same period a year earlier, largely as a result of an increase in net interest income, partially offset by a decrease in non-interest income. Our total non-interest income, which is a component of total revenue and includes the net gain on sale of securities and changes in the value of financial instruments carried at fair value, was$25.3 million for the quarter endedSeptember 30, 2021 , compared to$28.2 million for the quarter endedSeptember 30, 2020 , primarily due to the decrease in mortgage banking income, partially offset by an increase in deposit fees and other services charges. The year-over-year decrease in mortgage banking income was primarily due to a decrease in the gain on sale margin on one- to four-family held-for-sale loans, partially offset by higher gains on the sale of multifamily held-for-sale loans as well as a reduction in the volume of one- to four-family sold. Our non-interest expense increased in the third quarter of 2021, compared to a year earlier largely as a result of increases in professional and legal expense, primarily due to increased consultant expense, which included$5.8 million of expense related to the Banner Forward initiative, as well as$4.0 million recorded related to litigation and legal matters during the current quarter, and increased payment and card processing services expense, partially offset by decreased salary and employee benefits expense compared to the same quarter a year ago. Non-interest expense was$102.1 million for the quarter endedSeptember 30, 2021 and$90.0 million for the same quarter a year earlier. 52 -------------------------------------------------------------------------------- We recorded an$8.6 million recapture of provision for credit losses in the quarter endedSeptember 30, 2021 , compared to a$15.2 million provision for credit losses for the quarter endedSeptember 30, 2020 . The recapture of provision for credit losses for the current quarter primarily reflects improvement in the forecasted economic indicators and a decrease in adversely classified loans. The provision for credit losses recorded in the third quarter a year ago reflected the deterioration in forecasted economic indicators as well as risk rating downgrades on loans that were considered at risk due to the COVID-19 pandemic. The allowance for credit losses - loans atSeptember 30, 2021 was$139.9 million , representing 485% of non-performing loans compared to$167.3 million , or 470% of non-performing loans atDecember 31, 2020 . In addition to the allowance for credit losses - loans, Banner maintains an allowance for credit losses - unfunded loan commitments which was$10.1 million atSeptember 30, 2021 compared to$13.3 million atDecember 31, 2020 . Non-performing loans were$28.9 million atSeptember 30, 2021 , compared to$35.6 million atDecember 31, 2020 and$34.8 million a year earlier. (See Note 4, Loans Receivable and the Allowance for Credit Losses, as well as "Asset Quality" below in this Form 10-Q.) *Non-GAAP financial measures: Net income, revenues and other earnings and expense information excluding fair value adjustments, gains or losses on the sale of securities, merger and acquisition-related expenses, COVID-19 expenses, Banner Forward expenses, amortization of CDI, REO operations, state/municipal tax expense and the related tax benefit, are non-GAAP financial measures. Management has presented these and other non-GAAP financial measures in this discussion and analysis because it believes that they provide useful and comparative information to assess trends in our core operations and to facilitate the comparison of our performance with the performance of our peers. However, these non-GAAP financial measures are supplemental and are not a substitute for any analysis based on GAAP. Where applicable, we have also presented comparable earnings information using GAAP financial measures. For a reconciliation of these non-GAAP financial measures, see the tables below. Because not all companies use the same calculations, our presentation may not be comparable to other similarly titled measures as calculated by other companies. See "Comparison of Results of Operations for the Three and Nine Months EndedSeptember 30, 2021 and 2020" for more detailed information about our financial performance.
The following tables set forth reconciliations of non-GAAP financial measures discussed in this report (dollars in thousands except per share data):
For the Three Months Ended For the Nine Months Ended September 30, September 30, 2021 2020 2021 2020 ADJUSTED REVENUE Net interest income (GAAP)$ 130,146 $
121,026
25,334 28,222 71,942 75,107 Total GAAP revenue 155,480 149,248 447,303 434,971 Exclude net gain on sale of securities (56) (644) (618) (815) Exclude change in valuation of financial instruments carried at fair value (1,778) (37) (1,895) 2,360 Adjusted Revenue (non-GAAP)$ 153,646 $ 148,567 $ 444,790 $ 436,516 For the Three Months Ended For the Nine Months Ended September 30, September 30, 2021 2020 2021 2020 ADJUSTED EARNINGS Net income (GAAP)$ 49,884
(56) (644) (618) (815)
Exclude change in valuation of financial instruments carried at fair value
(1,778) (37) (1,895) 2,360 Exclude merger and acquisition-related costs 10 5 660 1,483 Exclude COVID-19 expenses 44 778 309 3,169 Exclude Banner Forward expenses 7,592 - 10,447 - Exclude related tax (benefit) expense (1,395) (24) (2,137) (1,476) Total adjusted earnings (non-GAAP)$ 54,301
$ 1.44
53 --------------------------------------------------------------------------------
For the Three Months Ended For the Nine Months Ended September 30, September 30, 2021 2020 2021 2020 ADJUSTED EFFICIENCY RATIO Non-interest expense (GAAP)$ 102,145 $ 90,028 $ 288,296 $ 274,033 Exclude merger and acquisition-related costs (10) (5) (660) (1,483) Exclude COVID-19 expenses (44) (778) (309) (3,169) Exclude Banner forward expenses (7,592) - (10,447) - Exclude CDI amortization (1,575) (1,864) (4,997) (5,867) Exclude state/municipal tax expense (1,219) (1,196) (3,367) (3,284) Exclude REO operations (53) 11 71 (93) Adjusted non-interest expense (non-GAAP)$ 91,652 $ 86,196 $ 268,587 $ 260,137 Net interest income (GAAP)$ 130,146 $ 121,026 $ 375,361 $ 359,864 Non-interest income (GAAP) 25,334 28,222 71,942 75,107 Total revenue 155,480 149,248 447,303 434,971 Exclude net gain on sale of securities (56) (644) (618) (815) Exclude net change in valuation of financial instruments carried at fair value (1,778) (37) (1,895) 2,360 Adjusted revenue (non-GAAP)$ 153,646 $ 148,567 $ 444,790 $ 436,516 Efficiency ratio (GAAP) 65.70 % 60.32 % 64.45 % 63.00 % Adjusted efficiency ratio (non-GAAP) 59.65 % 58.02 % 60.39 % 59.59 % 54
-------------------------------------------------------------------------------- The ratio of tangible common shareholders' equity to tangible assets is also a non-GAAP financial measure. We calculate tangible common equity by excluding goodwill and other intangible assets from shareholders' equity. We calculate tangible assets by excluding the balance of goodwill and other intangible assets from total assets. We believe that this is consistent with the treatment by our bank regulatory agencies, which exclude goodwill and other intangible assets from the calculation of risk-based capital ratios. Management believes that this non-GAAP financial measure provides information to investors that is useful in understanding the basis of our capital position (dollars in thousands except per share data). TANGIBLE COMMON SHAREHOLDERS' EQUITY TO TANGIBLE ASSETS September 30, 2021 December 31, 2020 September 30, 2020 Shareholders' equity (GAAP)$ 1,667,119
Exclude goodwill and other intangible assets, net 389,550 394,547 396,412
Tangible common shareholders' equity (non-GAAP)
$ 1,271,717 $ 1,250,117 Total assets (GAAP)$ 16,637,879
Exclude goodwill and other intangible assets, net 389,550 394,547 396,412 Total tangible assets (non-GAAP)$ 16,248,329 $ 14,637,076 $ 14,245,663 Common shareholders' equity to total assets (GAAP) 10.02 % 11.09 % 11.25 % Tangible common shareholders' equity to tangible assets (non-GAAP) 7.86 % 8.69 % 8.78 % TANGIBLE COMMON SHAREHOLDERS' EQUITY PER SHARE Tangible common shareholders' equity (non-GAAP)$ 1,277,569 $ 1,271,717 $ 1,250,117 Common shares outstanding at end of period 34,251,991 35,159,200 35,158,568 Common shareholders' equity (book value) per share (GAAP) $ 48.67 $ 47.39 $ 46.83 Tangible common shareholders' equity (tangible book value) per share (non-GAAP) $ 37.30 $ 36.17 $ 35.56 Management's Discussion and Analysis of Financial Condition and Results of Operations is intended to assist in understanding our financial condition and results of operations. The information contained in this section should be read in conjunction with the Consolidated Financial Statements and accompanying Selected Notes to the Consolidated Financial Statements contained in Item 1 of this Form 10-Q.
Summary of Critical Accounting Policies and Estimates
In the opinion of management, the accompanying Consolidated Statements of Financial Condition and related Consolidated Statements of Operations, Comprehensive Income, Changes in Shareholders' Equity and Cash Flows reflect all adjustments (which include reclassification and normal recurring adjustments) that are necessary for a fair presentation in conformity with GAAP. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect amounts reported in the financial statements. Various elements of our accounting policies, by their nature, are inherently subject to estimation techniques, valuation assumptions and other subjective assessments. In particular, management has identified several accounting policies that, due to the judgments, estimates and assumptions inherent in those policies, are critical to an understanding of our financial statements. These policies relate to (i) the methodology for the recognition of interest income, (ii) determination of the provision and allowance for credit losses, (iii) the valuation of financial assets and liabilities recorded at fair value, (iv) the valuation of intangibles, such as goodwill, core deposit intangibles and mortgage servicing rights, (v) the valuation of real estate held for sale, (vi) the valuation of assets and liabilities acquired in business combinations and subsequent recognition of related income and expense, and (vii) the valuation of or recognition of deferred tax assets and liabilities. These policies and judgments, estimates and assumptions are described in greater detail below. Management believes the judgments, estimates and assumptions used in the preparation of the financial statements are appropriate based on the factual circumstances at the time. However, given the sensitivity of the financial statements to these critical accounting policies, the use of other judgments, estimates and assumptions could result in material differences in our results of operations or financial condition. Further, subsequent changes in economic or market conditions could have a material impact on these estimates and our financial condition and operating results in future periods. There have been no significant changes in our application of accounting policies sinceDecember 31, 2020 . For additional information concerning critical accounting policies, see the Selected Notes to the Consolidated Financial Statements and the following: Interest Income: (Notes 3 and 4) Interest on loans and securities is accrued as earned unless management doubts the collectability of the asset or the unpaid interest. Interest accruals on loans are generally discontinued when loans become 90 days past due for payment of interest and 55 -------------------------------------------------------------------------------- the loans are then placed on nonaccrual status. All previously accrued but uncollected interest is deducted from interest income upon transfer to nonaccrual status. For any future payments collected, interest income is recognized only upon management's assessment that there is a strong likelihood that the full amount of a loan will be repaid or recovered. Management's assessment of the likelihood of full repayment involves judgment including determining the fair value of the underlying collateral which can be impacted by the economic environment. A loan may be put on nonaccrual status sooner than this policy would dictate if, in management's judgment, the amounts owed, principal or interest, may be uncollectable. While less common, similar interest reversal and nonaccrual treatment is applied to investment securities if their ultimate collectability becomes questionable. Loans modified due to the COVID-19 pandemic are considered current if they are less than 30 days past due on the contractual payments at the time the loan modification program was put in place and therefore continue to accrue interest unless the interest is being waived. Provision and Allowance for Credit Losses - Loans: (Note 4) The methodology for determining the allowance for credit losses - loans is considered a critical accounting policy by management because of the high degree of judgment involved, the subjectivity of the assumptions used, and the potential for changes in the economic environment that could result in changes to the amount of the recorded allowance for credit losses. Among the material estimates required to establish the allowance for credit losses - loans are: a reasonable and supportable forecast; a reasonable and supportable forecast period and the reversion period; value of collateral; strength of guarantors; the amount and timing of future cash flows for loans individually evaluated; and determination of the qualitative loss factors. All of these estimates are susceptible to significant change. The allowance for credit losses is a valuation account that is deducted from the amortized cost basis of loans to present the net amount expected to be collected on the loans. The Bank has elected to exclude accrued interest receivable from the amortized cost basis in their estimate of the allowance for credit losses. The provision for credit losses reflects the amount required to maintain the allowance for credit losses at an appropriate level based upon management's evaluation of the adequacy of collective and individual loss reserves. The Company has established systematic methodologies for the determination of the adequacy of the Company's allowance for credit losses. The methodologies are set forth in a formal policy and take into consideration the need for a valuation allowance for loans evaluated on a collective (pool) basis which have similar risk characteristics as well as allowances that are tied to individual loans that do not share risk characteristics. The Company increases its allowance for credit losses by charging provisions for credit losses on its consolidated statement of operations. Losses related to specific assets are applied as a reduction of the carrying value of the assets and charged against the allowance for credit loss reserve when management believes the uncollectibility of a loan balance is confirmed. Recoveries on previously charged off loans are credited to the allowance for credit losses. Management estimates the allowance for credit losses - loans using relevant information, from internal and external sources, relating to past events, current conditions, and reasonable and supportable forecasts. The allowance for credit losses is maintained at a level sufficient to provide for expected credit losses over the life of the loan based on evaluating historical credit loss experience and making adjustments to historical loss information for differences in the specific risk characteristics in the current loan portfolio. These factors include, among others, changes in the size and composition of the loan portfolio, differences in underwriting standards, delinquency rates, actual loss experience and current economic conditions. The allowance for credit losses - loans is measured on a collective (pool) basis when similar risk characteristics exist. In estimating the component of the allowance for credit losses for loans that share common risk characteristics, loans are pooled based on loan type and areas of risk concentration. For loans evaluated collectively, the allowance for credit losses is calculated using life of loan historical losses adjusted for economic forecasts and current conditions. For commercial real estate, multifamily real estate, construction and land, commercial business and agricultural loans with risk rating segmentation, historical credit loss assumptions are estimated using a model that categorizes loan pools based on loan type and risk rating. For one- to four- family residential loans, consumer loans, home equity lines of credit, small business loans, and small balance commercial real estate loans, historical credit loss assumptions are estimated using a model that categorizes loan pools based on loan type and delinquency status. These models calculate an expected life-of-loan loss percentage for each loan category by calculating the probability of default, based on the migration of loans from performing to loss by risk rating or delinquency categories using historical life-of-loan analysis and the severity of loss, based on the aggregate net lifetime losses incurred for each loan pool. For credit cards, historical credit loss assumptions are estimated using a model that calculates an expected life-of-loan loss percentage for each loan category by considering the historical cumulative losses based on the aggregate net lifetime losses incurred for each loan pool. The model captures historical loss data back to the first quarter of 2008. For loans evaluated collectively, management uses economic indicators to adjust the historical loss rates so that they better reflect management's expectations of future conditions over the remaining lives of the loans in the portfolio based on reasonable and supportable forecasts. These economic indicators are selected based on correlation to the Company's historical credit loss experience and are evaluated for each loan category. The economic indicators evaluated include the unemployment rate, gross domestic product, real estate price indices and growth, industrial employment, corporate profits, the household consumer debt service ratio, the household mortgage debt service ratio, and single family median home price growth. Management considers various economic scenarios and forecasts when evaluating the economic indicators and probability weights the various scenarios to arrive at the forecast that most reflects management's expectations of future conditions. The allowance for credit losses is then adjusted for the period in which those forecasts are considered to be reasonable and supportable. To the extent the lives of the loans in the portfolio extend beyond the period for which a reasonable and supportable forecast can be made, the adjustments discontinue to be applied so that the model reverts back to the historical loss rates using a straight line reversion method. Management selected an initial reasonable and supportable forecast period of 12 months with a reversion period of 12 months. Both the reasonable and supportable forecast period and the reversion period are periodically reviewed by management. Further, for loans evaluated collectively, management also considers qualitative and environmental factors for each loan category to adjust for differences between the historical periods used to calculate historical loss rates and expected conditions over the remaining lives of the loans in the portfolio. In determining the aggregate adjustment needed management considers the financial condition of the borrowers, the nature 56 -------------------------------------------------------------------------------- and volume of the loans, the remaining terms and the extent of prepayments on the loans, the volume and severity of past due and classified loans as well as the value of the underlying collateral on loans in which the collateral dependent practical expedient has not been used. Management also considers the Company's lending policies, the quality of the Company's credit review system, the quality of the Company's management and lending staff, and the regulatory and economic environments in the areas in which the Company's lending activities are concentrated. Loans that do not share risk characteristics with other loans in the portfolio are individually evaluated for impairment and are not included in the collective evaluation. Factors involved in determining whether a loan should be individually evaluated include, but are not limited to, the financial condition of the borrower and the value of the underlying collateral. Expected credit losses for loans evaluated individually are measured based on the present value of expected future cash flows discounted at the loan's original effective interest rate or when the Bank determines that foreclosure is probable, the expected credit loss is measured based on the fair value of the collateral as of the reporting date, less estimated selling costs, as applicable. As a practical expedient, the Bank measures the expected credit loss for a loan using the fair value of the collateral, if repayment is expected to be provided substantially through the operation or sale of the collateral when the borrower is experiencing financial difficulty based on the Bank's assessment as of the reporting date. In both cases, if the fair value of the collateral is less than the amortized cost basis of the loan, the Bank will recognize an allowance as the difference between the fair value of the collateral, less costs to sell (if applicable) at the reporting date and the amortized cost basis of the loan. If the fair value of the collateral exceeds the amortized cost basis of the loan, any expected recovery added to the amortized cost basis will be limited to the amount previously charged-off. Subsequent changes in the expected credit losses for loans evaluated individually are included within the provision for credit losses in the same manner in which the expected credit loss initially was recognized or as a reduction in the provision that would otherwise be reported. Expected credit losses are estimated over the contractual term of the loans, adjusted for expected prepayments when appropriate. The contractual term excludes expected extensions, renewals, and modifications unless either management has a reasonable expectation at the reporting date that a troubled debt restructuring will be executed with an individual borrower or the extension or renewal options are included in the original or modified contract at the reporting date and are not unconditionally cancellable by the Bank. Some of the Bank's loans are reported as troubled debt restructures (TDRs). Loans are reported as TDRs when the Bank grants a concession(s) to a borrower experiencing financial difficulties that it would not otherwise consider. Examples of such concessions include forgiveness of principal or accrued interest, extending the maturity date(s) or providing a lower interest rate than would be normally available for a transaction of similar risk. The allowance for credit losses on a TDR is determined using the same method as all other loans held for investment, except when the value of the concession cannot be measured using a method other than the discounted cash flow method. When the value of a concession is measured using the discounted cash flow method the allowance for credit losses is determined by discounting the expected future cash flows at the original interest rate of the loan. The Coronavirus Aid, Relief, and Economic Security Act of 2020 (CARES Act) and the Consolidated Appropriations Act, 2021 (CAA) provided guidance around the modification of loans as a result of the COVID-19 pandemic, which outlined, among other criteria, that short-term modifications made on a good faith basis to borrowers who were current as defined under the CARES Act prior to any relief, are not TDRs. This includes short-term (e.g. six months) modifications such as payment deferrals, fee waivers, extensions of repayment terms, or other delays in payment that are insignificant. Borrowers are considered current under the CARES Act and regulatory guidance if they are less than 30 days past due on their contractual payments at the time a modification program is implemented. The CAA extends relief offered under the CARES Act related to TDRs as a result of COVID-19 throughJanuary 1, 2022 or 60 days after the end of the national emergency declared by the President, whichever is earlier. Fair Value Accounting and Measurement: (Note 8) We use fair value measurements to record fair value adjustments to certain financial assets and liabilities and to determine fair value disclosures. We include in the Notes to the Consolidated Financial Statements information about the extent to which fair value is used to measure financial assets and liabilities, the valuation methodologies used and the impact on our results of operations and financial condition. Additionally, for financial instruments not recorded at fair value we disclose, where required, our estimate of their fair value. Loans Acquired in Business Combinations: (Notes 2 and 4) Loans acquired in business combinations are recorded at their fair value at the acquisition date. Establishing the fair value of acquired loans involves a significant amount of judgment, including determining the credit discount based upon historical data adjusted for current economic conditions and other factors. If any of these assumptions are inaccurate actual credit losses could vary significantly from the credit discount used to calculate the fair value of the acquired loans. Acquired loans are evaluated upon acquisition and classified as either purchased credit-deteriorated or purchased non-credit-deteriorated. Purchased credit-deteriorated (PCD) loans have experienced more than insignificant credit deterioration since origination. For PCD loans, an allowance for credit losses is determined at the acquisition date using the same methodology as other loans held for investment. The initial allowance for credit losses determined on a collective basis is allocated to individual loans. The loan's fair value grossed up for the allowance for credit losses becomes its initial amortized cost basis. The difference between the initial amortized cost basis and the par value of the loan is a noncredit discount or premium, which is amortized into interest income over the life of the loan. Subsequent changes to the allowance for credit losses are recorded through a provision for credit losses. For purchased non-credit-deteriorated loans, the difference between the fair value and unpaid principal balance of the loan at the acquisition date is amortized or accreted to interest income over the life of the loans. While credit discounts are included in the determination of the fair value for non-credit-deteriorated loans, since these discounts are expected to be accreted over the life of the loans, they cannot be used to offset the allowance for credit losses that must be recorded at the acquisition date. As a result, an allowance for credit losses is determined at 57 --------------------------------------------------------------------------------
the acquisition date using the same methodology as other loans held for investment and is recognized as a provision for credit losses. Any subsequent deterioration (improvement) in credit quality is recognized by recording (recapturing) a provision for credit losses.
Goodwill : (Note 6)Goodwill represents the excess of the purchase consideration paid over the fair value of the assets acquired, net of the fair values of liabilities assumed in a business combination and is not amortized but is reviewed annually, or more frequently as current circumstances and conditions warrant, for impairment. An assessment of qualitative factors is completed to determine if it is more likely than not that the fair value of a reporting unit is less than its carrying amount. The qualitative assessment involves judgment by management on determining whether there have been any triggering events that have occurred which would indicate potential impairment. If the qualitative analysis concludes that further analysis is required, then a quantitative impairment test would be completed. The quantitative goodwill impairment test is used to identify the existence of impairment and the amount of impairment loss and compares the reporting unit's estimated fair values, including goodwill, to its carrying amount. If the fair value exceeds the carry amount then goodwill is not considered impaired. If the carrying amount exceeds its fair value, an impairment loss would be recognized equal to the amount of excess, limited to the amount of total goodwill allocated to the reporting unit. The impairment loss would be recognized as a charge to earnings. The Company completed an assessment of qualitative factors as ofDecember 31, 2020 and as a result of the economic impact of the COVID-19 pandemic concluded further analysis was required. The Company completed a quantitative goodwill impairment test and concluded the fair value of the reporting unit,Banner Bank , exceeded the carrying value of the reporting unit including goodwill and therefore no impairment existed as ofDecember 31, 2020 . Changes in the economic environment, operations of the reporting unit or other adverse events could result in future impairment charges which could have a material adverse impact on the Company's operating results. Other Intangible Assets: (Note 6) Other intangible assets consists primarily of core deposit intangibles (CDI), which are amounts recorded in business combinations or deposit purchase transactions related to the value of transaction-related deposits and the value of the client relationships associated with the deposits. Core deposit intangibles are being amortized on an accelerated basis over a weighted average estimated useful life of eight years. The determination of the estimated useful life of the core deposit intangible involves judgment by management. The actual life of the core deposit intangible could vary significantly from the estimated life. These assets are reviewed at least annually for events or circumstances that could impact their recoverability. These events could include loss of the underlying core deposits, increased competition or adverse changes in the economy. To the extent other identifiable intangible assets are deemed unrecoverable, impairment losses are recorded in other non-interest expense to reduce the carrying amount of the assets. Mortgage Servicing Rights: (Note 6) Mortgage servicing rights (MSRs) are recognized as separate assets when rights are acquired through purchase or through sale of loans. Generally, purchased MSRs are capitalized at the cost to acquire the rights. For sales of mortgage loans, the value of the MSR is estimated and capitalized. Fair value is based on market prices for comparable mortgage servicing contracts. The fair value of the MSRs includes an estimate of the life of the underlying loans which is affected by estimated prepayment speeds. The estimate of prepayment speeds is based on current market conditions. Actual market conditions could vary significantly from current conditions which could result in the estimated life of the underlying loans being different which would change the fair value of the MSR. Capitalized MSRs are reported in other assets and are amortized into non-interest income in proportion to, and over the period of, the estimated future net servicing income of the underlying financial assets. Real Estate Owned Held for Sale: (Note 5) Property acquired by foreclosure or deed in lieu of foreclosure is recorded at the estimated fair value of the property, less expected selling costs. Development and improvement costs relating to the property may be capitalized, while other holding costs are expensed. The carrying value of the property is periodically evaluated by management. Property values are influenced by current economic and market conditions, changes in economic conditions could result in a decline in property value. To the extent that property values decline, allowances are established to reduce the carrying value to net realizable value. Gains or losses at the time the property is sold are charged or credited to operations in the period in which they are realized. The amounts the Bank will ultimately recover from real estate held for sale may differ substantially from the carrying value of the assets because of market factors beyond the Bank's control or because of changes in the Bank's strategies for recovering the investment. Income Taxes and Deferred Taxes: (Note 9) The Company and its wholly-owned subsidiaries file consolidatedU.S. federal income tax returns, as well as state income tax returns inOregon ,California ,Utah ,Idaho andMontana . Income taxes are accounted for using the asset and liability method. Under this method a deferred tax asset or liability is determined based on the enacted tax rates which are expected to be in effect when the differences between the financial statement carrying amounts and tax basis of existing assets and liabilities are expected to be reported in the Company's income tax returns. The effect on deferred taxes of a change in tax rates is recognized in income in the period that includes the enactment date. We assess the appropriate tax treatment of transactions and filing positions after considering statutes, regulations, judicial precedent and other pertinent information and maintain tax accruals consistent with our evaluation. Changes in the estimate of accrued taxes occur periodically due to changes in tax rates, interpretations of tax laws, the status of examinations by the tax authorities and newly enacted statutory, judicial and regulatory guidance that could impact the relative merits of tax positions. These changes, when they occur, impact accrued taxes and can materially affect our operating results. A valuation allowance is required to be recognized if it is more likely than not that all or a portion of our deferred tax assets will not be realized. The evaluation pertaining to the tax expense and related deferred tax asset and liability balances involves a high degree of judgment and subjectivity around the measurement and resolution of these matters. The ultimate realization of the deferred tax assets is dependent upon the existence, or generation, of taxable income in the periods when those temporary differences and net operating loss and credit carryforwards are deductible. Legal Contingencies: In the normal course of our business, we have various legal proceedings and other contingent matters pending. We determine whether an estimated loss from a contingency should be accrued by assessing whether a loss is deemed probable and can be reasonably estimated. We assess our potential liability by analyzing our litigation and regulatory matters using available information. We develop our views on estimated losses in consultation with outside counsel handling our defense in these matters, which involves an analysis 58 --------------------------------------------------------------------------------
of potential results, assuming a combination of litigation and settlement strategies. The estimated losses often involve a level of subjectivity and usually are a range of reasonable losses and not an exact number, in those situations we accrue the best estimate within the range or the low end of the range if no estimate within the range is better than another.
59 --------------------------------------------------------------------------------
Comparison of Financial Condition at
General: Total assets increased$1.61 billion , to$16.64 billion atSeptember 30, 2021 , from$15.03 billion atDecember 31, 2020 . The increase was largely the result of excess liquidity from increases in retail deposits being invested in short term investments, including interest bearing deposits and securities, partially offset by a decrease in total loans receivable due to SBA PPP loan forgiveness during the first nine months of 2021. Loans and lending: Loans are our most significant and generally highest yielding earning assets. We attempt to maintain a portfolio of loans to total deposits ratio at a level designed to enhance our revenues, while adhering to sound underwriting practices and appropriate diversification guidelines in order to maintain a moderate risk profile. Our loan to deposit ratio atSeptember 30, 2021 was 66%, which reflects the unprecedented level of market liquidity and decrease in business activity due to the impacts of the COVID-19 pandemic and is below our historical range of 90% to 95%. We expect the loan to deposit ratio to remain below historical levels for the foreseeable future We offer a wide range of loan products to meet the demands of our clients. Our lending activities are primarily directed toward the origination of real estate and commercial loans. Total loans receivable decreased$652.6 million during the nine months endedSeptember 30, 2021 , primarily reflecting decreased commercial business loan balances due to SBA PPP loan forgiveness repayments, as well as decreased commercial construction, multifamily construction, one-to-four family residential, consumer, and agricultural business loan balances, partially offset by increased commercial real estate, multifamily real estate, one- to four-family construction, and land and land development loan balances. Excluding SBA PPP loans, total loans receivable increased$81.7 million during the nine months endedSeptember 30, 2021 . AtSeptember 30, 2021 , our loans receivable totaled$9.22 billion compared to$9.87 billion atDecember 31, 2020 and$10.16 billion atSeptember 30, 2020 .
The following table sets forth the composition of the Company's loans receivable by type of loan as of the dates indicated (dollars in thousands):
Percentage Change Sep 30, 2021 Dec 31, 2020 Sep 30, 2020 Prior Year End Prior Year Commercial real estate: Owner-occupied$ 1,122,275 $ 1,076,467 $ 1,049,877 4.3 % 6.9 % Investment properties 1,980,284 1,955,684 1,991,258 1.3 (0.6) Small balance CRE 601,751 573,849 597,971 4.9 0.6 Multifamily real estate 532,760 428,223 426,659 24.4 24.9 Construction, land and land development: Commercial construction 170,205 228,937 220,285 (25.7) (22.7) Multifamily construction 278,184 305,527 291,105 (8.9) (4.4) One- to four-family construction 571,431 507,810 518,085 12.5 10.3 Land and land development 308,164 248,915 240,803 23.8 28.0 Commercial business: Commercial business 1,039,731
1,133,989 1,193,651 (8.3) (12.9) SBA PPP 306,976 1,044,472 1,149,968 (70.6) (73.3) Small business scored 775,554 743,451 763,824 4.3
1.5
Agricultural business, including secured by farmland: Agricultural business, including secured by farmland 284,255 299,949 326,169 (5.2) (12.9) SBA PPP 3,214 - - nm nm One- to four-family residential 682,368 717,939 771,431 (5.0)
(11.5)
Consumer:
Consumer-home equity revolving lines of credit 462,819 491,812 504,523 (5.9) (8.3) Consumer-other 98,413 113,958 118,308 (13.6) (16.8) Total loans receivable$ 9,218,384 $ 9,870,982 $ 10,163,917 (6.6) % (9.3) % Our commercial real estate loans for owner-occupied, investment properties, and small balance CRE totaled$3.70 billion , or 40% of our loan portfolio atSeptember 30, 2021 . In addition, multifamily residential real estate loans totaled$532.8 million and comprised 6% of our loan portfolio. Commercial real estate loans increased by$98.3 million during the first nine months of 2021 while multifamily real estate loans increased by$104.5 million . We also originate commercial, multifamily, and one- to four-family construction, land and land development loans, which totaled$1.33 billion , or 14% of our loan portfolio atSeptember 30, 2021 , compared to$1.29 billion atDecember 31, 2020 and$1.27 billion at 60 --------------------------------------------------------------------------------September 30, 2020 . One- to four-family construction balances increased$63.6 million , or 13%, to$571.4 million atSeptember 30, 2021 compared to$507.8 million atDecember 31, 2020 and increased$53.3 million , or 10%, compared to$518.1 million atSeptember 30, 2020 . We also originate one- to four-family construction loans for owner occupants, although construction balances for these loans are modest as the loans convert to one- to four-family residential loans upon completion of the homes and are often sold in the secondary market. One- to four-family construction loans represented approximately 6% of our total loan portfolio atSeptember 30, 2021 . Our commercial business lending is directed toward meeting the credit and related deposit needs of various small- to medium-sized business and agribusiness borrowers operating in our primary market areas. Our commercial business lending, to a lesser extent, includes participation in certain syndicated loans, including shared national credits, which totaled$152.6 million atSeptember 30, 2021 . Our commercial and agricultural business loans decreased$812.1 million to$2.41 billion atSeptember 30, 2021 , compared to$3.22 billion atDecember 31, 2020 , and decreased$1.02 billion , or 30%, compared to$3.43 billion atSeptember 30, 2020 . The decrease reflects SBA PPP loan repayments from SBA loan forgiveness during the first nine months of 2021 and to a lesser extent lower line of credit usage due to decreased business activity and seasonal decreases in agricultural loan balances. SBA PPP loans decreased 70% to$310.2 million atSeptember 30, 2021 , compared to$1.04 billion atDecember 31, 2020 , and decreased 73% when compared to$1.15 billion atSeptember 30, 2020 . Commercial and agricultural business loans represented approximately 26% of our portfolio atSeptember 30, 2021 . Our one- to four-family residential loan originations have been strong, as interest rates have declined during the last year. We are active originators of one- to four-family residential loans in most communities where we have established offices inWashington ,Oregon ,California andIdaho . Most of the one- to four-family residential loans that we originate are sold in secondary markets with net gains on sales and loan servicing fees reflected in our revenues from mortgage banking. AtSeptember 30, 2021 , our outstanding balance of one- to four-family residential loans retained in our portfolio decreased$35.6 million , to$682.4 million , compared to$717.9 million atDecember 31, 2020 , and decreased$89.1 million , or 12%, compared to$771.4 million atSeptember 30, 2020 . The decrease in one-to-four family residential loans sinceSeptember 30, 2020 primarily reflects portfolio loans being refinanced and sold as held for sale loans. One- to four-family residential loans represented 7% of our loan portfolio atSeptember 30, 2021 . Our consumer loan activity is primarily directed at meeting demand from our existing deposit clients. AtSeptember 30, 2021 , consumer loans, including home equity revolving lines of credit, decreased$44.5 million to$561.2 million , compared to$605.8 million atDecember 31, 2020 , and decreased$61.6 million compared to$622.8 million atSeptember 30, 2020 . The following table shows the commitment amount for loan origination (excluding loans held for sale) activity for the three and nine months endedSeptember 30, 2021 andSeptember 30, 2020 (in thousands): Three Months Ended Nine months ended Sep 30, 2021 Sep 30, 2020 Sep 30, 2021 Sep 30, 2020 Commercial real estate$ 174,827 $ 74,400 $ 369,459 $ 262,524 Multifamily real estate 26,155 2,664 84,707 19,219 Construction and land 496,386 412,463 1,453,583 1,073,031 Commercial business: Commercial business 229,859 128,729 527,766 495,869 SBA PPP 907 24,848 485,077 1,176,018 Agricultural business 9,223 16,990 48,936 64,544 One-to four- family residential 49,594 32,733 154,411 88,311 Consumer 145,102 132,100 363,848 326,110 Total commitment amount for loan originations (excluding loans held for sale)$ 1,132,053 $ 824,927 $ 3,487,787 $ 3,505,626 The origination table above includes loan participations and loan purchases. There were$4.3 million of loan purchases during the nine months endedSeptember 30, 2021 and$18,000 of loan purchases during the nine months endedSeptember 30, 2020 . Loans held for sale decreased to$63.7 million atSeptember 30, 2021 , compared to$243.8 million atDecember 31, 2020 , as the sales of held-for-sale loans exceeded originations of held-for-sale loans during the nine months endedSeptember 30, 2021 . Loans held for sale were$185.9 million atSeptember 30, 2020 . Originations of loans held for sale decreased to$912.5 million for the nine months endedSeptember 30, 2021 compared to$1.03 billion for the same period last year, primarily due to decreased refinance activity for one- to four-family residential mortgage loans. The volume of one- to four-family residential mortgage loans sold was$799.3 million during the nine months endedSeptember 30, 2021 , compared to$824.0 million in the same period a year ago. During the nine months endedSeptember 30, 2021 , we sold$287.7 million in multifamily loans compared to$231.4 million for the same period last year. Loans held for sale atSeptember 30, 2021 included$9.7 million of multifamily loans and$54.0 million of one- to four-family residential mortgage loans compared to$60.8 million of multifamily loans and$125.2 million of one- to four-family residential mortgage loans atSeptember 30, 2020 . 61 --------------------------------------------------------------------------------
The following table presents loans by geographic concentration at
Sep 30, 2021 Dec 31, 2020 Sep 30, 2020 Percentage Change Amount Percentage Amount Amount Prior Year End Prior Year Qtr Washington$ 4,319,008 46.9 %$ 4,647,553 $ 4,767,113 (7.1) % (9.4) % California 2,160,280 23.4 2,279,749 2,316,739 (5.2) (6.8) Oregon 1,679,452 18.2 1,792,156 1,858,465 (6.3) (9.6) Idaho 536,128 5.8 537,996 576,983 (0.3) (7.1) Utah 89,620 1.0 80,704 76,314 11.0 17.4 Other 433,896 4.7 532,824 568,303 (18.6) (23.7) Total loans receivable$ 9,218,384 100.0 %$ 9,870,982 $ 10,163,917 (6.6) % (9.3) %Investment Securities : Our total investment in securities increased$1.15 billion to$3.92 billion atSeptember 30, 2021 fromDecember 31, 2020 . Securities purchased increased during the nine-month period endedSeptember 30, 2021 , as we deployed excess balance sheet liquidity. Purchases were primarily in securities issued by government-sponsored entities. The average effective duration of Banner's securities portfolio was approximately 4.4 years atSeptember 30, 2021 . Net fair value adjustments to the portfolio of securities held for trading, which were included in net income, were an increase of$1.9 million in the nine months endedSeptember 30, 2021 . In addition, fair value adjustments for securities designated as available-for-sale reflected a decrease of$62.7 million for the nine months endedSeptember 30, 2021 , which was included net of the associated tax benefit of$15.1 million as a component of other comprehensive income, and largely occurred as a result of decreased market yields and spreads on certain types of securities. (See Note 3 of the Selected Notes to the Consolidated Financial Statements in this Form 10-Q.) The Company held$300.0 million of securities purchased under resell agreements atSeptember 30, 2021 compared to none atDecember 31, 2020 . Deposits: Deposits, client retail repurchase agreements and loan repayments are the major sources of our funds for lending and other investment purposes. We compete with other financial institutions and financial intermediaries in attracting deposits and we generally attract deposits within our primary market areas. Increasing core deposits (non-interest-bearing and interest-bearing transaction and savings accounts) is a fundamental element of our business strategy. Much of the focus of our branch strategy and current marketing efforts have been directed toward attracting additional deposit client relationships and balances. This effort has been particularly directed towards emphasizing core deposit activity in non-interest-bearing and other transaction and savings accounts. The long-term success of our deposit gathering activities is reflected not only in the growth of core deposit balances, but also in the level of deposit fees, service charges and other payment processing revenues compared to prior periods.
The following table sets forth the Company's deposits by type of deposit account as of the dates indicated (dollars in thousands):
Percentage Change Prior Year Sep 30, 2021 Dec 31, 2020 Sep 30, 2020 Prior Year End Quarter Non-interest-bearing$ 6,400,864 $ 5,492,924 $ 5,412,570 16.5 % 18.3 % Interest-bearing checking 1,799,657 1,569,435 1,434,224 14.7
25.5
Regular savings accounts 2,773,995 2,398,482 2,332,287 15.7
18.9
Money market accounts 2,339,107 2,191,135 2,120,908 6.8
10.3
Interest-bearing transaction & savings accounts 6,912,759 6,159,052 5,887,419 12.2 17.4 Total core deposits 13,313,623 11,651,976 11,299,989 14.3 17.8 Interest-bearing certificates 851,054 915,320 915,352 (7.0) (7.0) Total deposits$ 14,164,677 $ 12,567,296 $ 12,215,341 12.7 % 16.0 % Total deposits were$14.16 billion atSeptember 30, 2021 , compared to$12.57 billion atDecember 31, 2020 and$12.22 billion a year ago. The$1.60 billion increase in total deposits compared toDecember 31, 2020 reflects a$1.66 billion increase in core deposits. The increase in total deposits from year end was due primarily to SBA PPP loan funds deposited into client accounts, fiscal stimulus payments, and an increase in client deposit accounts due to reduced business investment and changes in consumer spending habits during the COVID-19 pandemic. Non-interest-bearing account balances increased 17% to$6.40 billion atSeptember 30, 2021 , compared to$5.49 billion atDecember 31, 2020 , and increased 18% compared to$5.41 billion a year ago. Interest-bearing transaction and savings accounts increased 12% to$6.91 billion atSeptember 30, 2021 , compared to$6.16 billion atDecember 31, 2020 , and increased 17% compared to$5.89 billion a 62 -------------------------------------------------------------------------------- year ago. Certificates of deposit decreased 7% to$851.1 million atSeptember 30, 2021 , compared to$915.3 million atDecember 31, 2020 and decreased 7% compared to$915.4 million a year ago. We had no brokered deposits atSeptember 30, 2021 ,December 31, 2020 , orSeptember 30, 2020 . Core deposits represented 94% of total deposits atSeptember 30, 2021 , compared to 93% atDecember 31, 2020 . The following table presents deposits by geographic concentration atSeptember 30, 2021 ,December 31, 2020 andSeptember 30, 2020 (dollars in thousands): Sep 30, 2021 Dec 31, 2020 Sep 30, 2020 Percentage Change Prior Year Amount Percentage Amount Amount Prior Year End Quarter Washington$ 7,877,919 55.6 %$ 7,058,404 $ 6,820,329 11.6 % 15.5 % Oregon 3,030,109 21.4 2,604,908 2,486,760 16.3 21.8 California 2,501,521 17.7 2,237,949 2,254,681 11.8 10.9 Idaho 755,128 5.3 666,035 653,571 13.4 15.5 Total deposits$ 14,164,677 100.0 %$ 12,567,296 $ 12,215,341 12.7 % 16.0 % Borrowings: FHLB advances decreased to$50.0 million atSeptember 30, 2021 from$150.0 million atDecember 31, 2020 as increased core deposits were sufficient to fund our asset growth, primarily growth in the securities portfolio. Other borrowings, consisting of retail repurchase agreements primarily related to client cash management accounts, increased$62.6 million , or 34%, to$247.4 million atSeptember 30, 2021 , compared to$184.8 million atDecember 31, 2020 . OnJune 30, 2020 , Banner issued and sold in an underwritten offer subordinated notes, resulting in net proceeds, after underwriting discounts and offering expenses, of$98.1 million . No additional junior subordinated debentures were issued or matured during the nine months endedSeptember 30, 2021 ; however, the estimated fair value of these instruments increased by$7.9 million , reflecting tighter market spreads. Junior subordinated debentures totaled$124.9 million atSeptember 30, 2021 compared to$117.0 million atDecember 31, 2020 . Shareholders' Equity: Total shareholders' equity increased$855,000 to$1.67 billion atSeptember 30, 2021 . The increase in shareholders' equity is primarily due to the$151.1 million of year-to-date net income, partially offset by the$54.1 million decrease in accumulated other comprehensive income, primarily representing the decrease in the fair value of securities available-for-sale, net of tax, the accrual of$43.4 million of cash dividends to common shareholders and the repurchase of 1,050,000 shares of common stock at a total cost of$56.5 million . During the nine months endedSeptember 30, 2021 , no shares of restricted stock were forfeited and 59,550 shares were surrendered by employees to satisfy tax withholding obligations upon the vesting of restricted stock grants. (See Part II, Item 2, "Unregistered Sales ofEquity Securities and Use of Proceeds" in this Form 10-Q.) Tangible common shareholders' equity, which excludes goodwill and other intangible assets, increased$5.9 million to$1.28 billion , or 7.86% of tangible assets atSeptember 30, 2021 , compared to$1.27 billion , or 8.69% of tangible assets atDecember 31, 2020 . The decrease in tangible common shareholders' equity as a percentage of tangible assets was primarily due to the increase in tangible assets, due to an increase in excess liquidity primarily in the form of interest bearing deposits and securities.
Comparison of Results of Operations for the Three and Nine Months Ended
For the quarter endedSeptember 30, 2021 , our net income was$49.9 million , or$1.44 per diluted share, compared to$36.5 million , or$1.03 per diluted share, for the quarter endedSeptember 30, 2020 . For the nine months endedSeptember 30, 2021 our net income was$151.1 million , or$4.32 per diluted share, compared to net income of$77.0 million , or$2.17 per diluted share for the same period a year earlier. Our net income for the current quarter was positively impacted by increased net interest income and a recapture of provision for credit losses, partially offset by a decrease in mortgage banking income and increased non-interest expense. Our net income for the nine months endedSeptember 30, 2021 included a recapture of provision for credit losses of$28.1 million and decreased funding costs, partially offset by decreased mortgage banking income and reduced interest income due to lower yields on total interest earning assets. Our results for the nine months endedSeptember 30, 2021 included$309,000 of COVID-19 related expenses and$660,000 of acquisition-related expenses. This compares to$3.2 million of COVID-19 related expenses and$1.5 million of acquisition-related expenses for the nine months endedSeptember 30, 2020 . An acceleration of deferred loan fee income due to SBA PPP loan repayments from SBA loan forgiveness coupled with growth in the balance of average interest-earning assets and decreased funding costs, partially offset by the decline in the average yield on interest-earning assets, produced increased net interest income for the quarter and nine months endedSeptember 30, 2021 compared to the same periods a year earlier. The increase in net interest income, partially offset by decreased mortgage banking income, resulted in revenues increasing for the quarter and nine months endedSeptember 30, 2021 , compared to the same periods a year earlier. Banner recorded an$8.6 million recapture of provision for credit losses for the quarter endedSeptember 30, 2021 , compared to a$15.2 million provision for credit losses in the same quarter a year ago. The recapture of provision for credit losses for the current quarter primarily reflects an improvement in forecasted economic conditions and a decrease in adversely classified loans. Non-interest expenses increased in the quarter and nine months endedSeptember 30, 2021 compared to the same periods a year ago. The increase in non-interest expense for the quarter and nine months endedSeptember 30, 2021 , compared to the same periods a year earlier was primarily due to increases in professional and legal expenses, primarily due to increased consultant expense related to Banner Forward, expenses for litigation matters as well as increased payment and card processing services expense. 63 -------------------------------------------------------------------------------- Our adjusted earnings, which excludes net gain or loss on sales of securities, changes in the valuation of financial instruments carried at fair value, merger and acquisition-related expenses, COVID-19 expenses, Banner Forward expenses and related tax expenses or benefits, were$54.3 million , or$1.57 per diluted share, for the quarter endedSeptember 30, 2021 , compared to$36.6 million , or$1.04 per diluted share, for the quarter endedSeptember 30, 2020 . For the nine months endedSeptember 30, 2021 , our adjusted earnings were$157.9 million , or$4.51 per diluted share, compared with$81.7 million , or$2.30 per diluted share, for the same period a year earlier. Net Interest Income. Net interest income increased by$9.1 million , or 8%, to$130.1 million for the quarter endedSeptember 30, 2021 , compared to$121.0 million for the same quarter one year earlier, due to an acceleration of deferred loan fee income due to SBA PPP loan repayments from SBA loan forgiveness resulting in an increase in average loan yields, decreases in the cost of funding liabilities and an increase of$1.93 billion in the average balance of interest-earning assets, partially offset by lower yields on other average interest-earning assets. The lower yields reflect the growth in the average balance of interest-earning assets primarily being invested in short term investments including interest bearing deposits and securities available for sale. The net interest margin on a tax equivalent basis of 3.47% for the quarter endedSeptember 30, 2021 was enhanced by three basis points as a result of acquisition accounting adjustments. This compares to a net interest margin on a tax equivalent basis of 3.72% for the quarter endedSeptember 30, 2020 , which included seven basis points from acquisition accounting adjustments. The decrease in net interest margin compared to a year earlier primarily reflects lower yields on average interest-earning assets and a larger percentage of interest-earnings assets being invested in short term investments, partially offset by decreases in the cost of funding liabilities. The lower yields on average interest-earning assets compared to a year earlier were largely due to the impact of decreases to the targeted Fed Funds Rate during the first quarter of 2020, resulting in a prolonged low rate environment which resulted in the yields on adjustable rate loan repricing lower and the yields on new loan originations and security purchases being lower than the existing portfolios as well as a higher percentage of assets being invested in low yielding short term investments. The decrease in interest-earnings asset yields were partially offset by decreases in the costs of funding liabilities compared to a year earlier which were also largely due to the prolonged low rate environment. Net interest income for the nine months endedSeptember 30, 2021 increased by$15.5 million , or 4%, to$375.4 million compared to$359.9 million for the same period one year earlier, as a result of a$2.27 billion increase in average interest-earning assets and the decreases in the cost of funding liabilities. The net interest margin on a tax equivalent basis decreased to 3.48% for the nine months endedSeptember 30, 2021 compared to 3.93% for the same period in the prior year, as a result of lower yields on interest-earning assets. The net interest margin included three basis points of accretion acquisition accounting adjustments for the nine months endedSeptember 30, 2021 and eight basis points of accretion acquisition accounting adjustments for the nine months endedSeptember 30, 2020 . Interest Income. Interest income for the quarter endedSeptember 30, 2021 was$135.9 million , compared to$129.6 million for the same quarter in the prior year, an increase of$6.3 million , or 5%. The increase in interest income occurred as a result of an acceleration of deferred loan fee income due to SBA PPP loan repayments from SBA loan forgiveness, increases in the average balances of investment securities, partially offset by the decrease in the yield on total interest-earning assets. The average balance of interest-earning assets was$15.13 billion for the quarter endedSeptember 30, 2021 , compared to$13.21 billion for the same period a year earlier. The average yield on total interest-earning assets was 3.62% for the quarter endedSeptember 30, 2021 , compared to 3.98% for the same quarter one year earlier. This decrease in average yield between periods reflects a 58 basis-point decrease in the average yield on investment securities, as a larger percentage of interest earning assets were invested in low yielding short term investments partially offset by a 41 basis-point increase in the average yield on loans due to the previously mentioned acceleration of deferred loan fee income. Average loans receivable for the quarter endedSeptember 30, 2021 decreased$920.8 million , or 9%, to$9.58 billion , compared to$10.50 billion for the same quarter in the prior year reflecting the forgiveness of SBA PPP loans. Interest income on loans decreased by$229,000 to$116.5 million for the current quarter from$116.7 million for the quarter endedSeptember 30, 2020 , reflecting the impact of the previously mentioned decrease in the average balance of loans receivable. The increase in average loan yields reflects the yield on SBA PPP loans increasing to 10.80% for the quarter endedSeptember 30, 2021 , compared to 2.73% for the same quarter in the prior year, as a result of an acceleration of deferred loan fee income due to SBA PPP loan repayments from SBA loan forgiveness during the current quarter. The acquisition accounting loan discount accretion and the related balance sheet impact added five basis points to the current quarter's average loan yield, compared to nine basis points for the same quarter one year earlier. The combined average balance of mortgage-backed securities, other investment securities, equity securities, interest-bearing deposits and FHLB stock (total investment securities or combined portfolio) increased to$5.55 billion for the quarter endedSeptember 30, 2021 (excluding the effect of fair value adjustments), compared to$2.70 billion for the quarter endedSeptember 30, 2020 ; and the interest and dividend income from those investments increased by$6.5 million compared to the same quarter in the prior year. The average yield on the combined portfolio decreased to 1.46% for the quarter endedSeptember 30, 2021 , from 2.04% for the same quarter one year earlier. The decrease in average yield reflects the overall decline in market interest rates as well as the investment of excess liquidity in short term investments. Interest income for the nine months endedSeptember 30, 2021 was$394.0 million , compared to$390.0 million for the same period in the prior year, an increase of$4.0 million . The nine months results primarily reflect increases in the average balances of investment securities, partially offset by a decrease in the average yield on interest-earning assets. Interest Expense. Interest expense for the quarter endedSeptember 30, 2021 was$5.7 million , compared to$8.6 million for the same quarter in the prior year. The interest expense decrease between periods reflects an 11 basis-point decrease in the average cost of all funding liabilities, partially offset by a$1.91 billion , or 15%, increase in the average balance of funding liabilities. 64 -------------------------------------------------------------------------------- Interest expense for the nine months endedSeptember 30, 2021 was$18.6 million , compared to$30.1 million for the same period in the prior year. As with the quarterly results, the nine month results reflect a 16 basis-point decrease in the average cost of all funding liabilities, partially offset by a$2.25 billion or 19%, increase in the average balance of funding liabilities. Deposit interest expense decreased$2.4 million , or 47%, to$2.7 million for the quarter endedSeptember 30, 2021 , compared to$5.2 million for the same quarter in the prior year, primarily as a result of a decrease in the cost of deposits, partially offset by an increase in the average balances. The average rate paid on total deposits decreased to 0.08% in the third quarter of 2021 from 0.17% for the quarter endedSeptember 30, 2020 , primarily reflecting decreases in the costs of interest-bearing checking, money market, savings, and certificates of deposit accounts, as well as an increase in the percentage of non-interest bearing deposits. The cost of interest-bearing deposits decreased by 17 basis points to 0.14% for the quarter endedSeptember 30, 2021 compared to 0.31% in the same quarter a year earlier. Average deposit balances increased to$13.95 billion for the quarter endedSeptember 30, 2021 , from$12.07 billion for the quarter endedSeptember 30, 2020 . Deposit interest expense decreased$11.2 million or 54%, to$9.4 million for the nine months endedSeptember 30, 2021 , compared to$20.6 million for the same period in the prior year. Average deposit balances increased to$13.50 billion for the nine months endedSeptember 30, 2021 , from$11.23 billion for the same period a year earlier, while the average rate paid on deposits decreased to 0.09% in the nine months endedSeptember 30, 2021 from 0.25% in the nine months endedSeptember 30, 2020 . The cost of interest-bearing deposits decreased by 25 basis points to 0.17% for the nine months endedSeptember 30, 2021 compared to 0.42% in the same period a year earlier. The decrease in the cost of interest-bearing deposits between the periods was driven by market and competitive factors in response to the decreases in the target Fed Funds Rate last year as changes in market yields typically lag changes in the Fed Funds Rate. Interest expense on total borrowings decreased to$3.0 million for the quarter endedSeptember 30, 2021 from$3.4 million for the quarter endedSeptember 30, 2020 . The decrease was primarily due to decreases in the average rate paid on total borrowings and in the average balance of FHLB advances. The average rate paid on total borrowings for the quarter endedSeptember 30, 2021 decreased to 1.97% from 2.33% for the same quarter one year earlier. Average total borrowings were$599.0 million for the quarter endedSeptember 30, 2021 , compared to$575.6 million for the same quarter one year earlier. Interest expense on total borrowings decreased to$9.2 million for the nine months endedSeptember 30, 2021 from$9.5 million for the nine months endedSeptember 30, 2020 . Average total borrowings were$594.2 million for the nine months endedSeptember 30, 2021 , compared to$614.8 million for the same period a year earlier and the average rate paid on total borrowings was 2.07% for both the nine months endedSeptember 30, 2021 andSeptember 30, 2020 . Analysis of Net Interest Spread. The following tables present for the periods indicated our condensed average balance sheet information, together with interest income and yields earned on average interest-earning assets and interest expense and rates paid on average interest-bearing liabilities with additional comparative data on our operating performance (dollars in thousands): 65 -------------------------------------------------------------------------------- Three Months Ended September 30, 2021 Three Months Ended September 30, 2020 Interest and Yield/ Interest and Yield/ Average Balance Dividends Cost (3) Average Balance Dividends Cost (3) Interest-earning assets: Held for sale loans$ 114,938 $ 996 3.44 %$ 161,385 $ 1,535 3.78 % Mortgage loans 7,245,962 83,803 4.59 7,339,181 88,011 4.77 Commercial/agricultural loans 1,534,978 15,776 4.08 1,721,186 18,553 4.29 SBA PPP loans 566,515 15,421 10.80 1,141,105 7,843 2.73 Consumer and other loans 120,112 1,774 5.86 140,493 2,195 6.22 Total loans(1)(3) 9,582,505 117,770 4.88 10,503,350 118,137 4.47 Mortgage-backed securities 2,560,027 11,820 1.83 1,250,759 7,333 2.33 Other securities 1,491,035 7,873 2.09 884,916 6,036 2.71 Equity securities - - - 379,483 186 0.19 Interest-bearing deposits with banks 1,486,839 586 0.16 171,894 123 0.28 FHLB stock 13,957 135 3.84 16,363 163 3.96 Total investment securities (3) 5,551,858 20,414 1.46 2,703,415 13,841 2.04 Total interest-earning assets 15,134,363 138,184 3.62 13,206,765 131,978 3.98 Non-interest-earning assets 1,301,383 1,259,816 Total assets$ 16,435,746 $ 14,466,581 Deposits: Interest-bearing checking accounts$ 1,771,869 282 0.06$ 1,413,085 321 0.09 Savings accounts 2,721,028 458 0.07 2,251,294 813 0.14 Money market accounts 2,322,453 668 0.11 2,096,037 1,224 0.23 Certificates of deposit 863,971 1,341 0.62 966,028 2,821 1.16 Total interest-bearing deposits 7,679,321 2,749 0.14 6,726,444 5,179 0.31 Non-interest-bearing deposits 6,275,634 - - 5,340,688 - - Total deposits 13,954,955 2,749 0.08 12,067,132 5,179 0.17 Other interest-bearing liabilities: FHLB advances 98,370 655 2.64 150,000 988 2.62 Other borrowings 252,720 125 0.20 177,628 128 0.29 Subordinated debt 247,944 2,193 3.51 247,944 2,260 3.63 Total borrowings 599,034 2,973 1.97 575,572 3,376 2.33 Total funding liabilities 14,553,989 5,722 0.16 12,642,704 8,555 0.27 Other non-interest-bearing liabilities (2) 202,918 193,256 Total liabilities 14,756,907 12,835,960 Shareholders' equity 1,678,839 1,630,621
Total liabilities and shareholders' equity
$ 14,466,581 Net interest income/rate spread (tax equivalent)$ 132,462 3.46 %$ 123,423 3.71 % Net interest margin (tax equivalent) 3.47 % 3.72 % Reconciliation to reported net interest income: Adjustments for taxable equivalent basis (2,316)
(2,397)
Net interest income and margin$ 130,146 3.41 %$ 121,026 3.65 % Additional Key Financial Ratios: Return on average assets 1.20 % 1.01 % Return on average equity 11.79 8.92 Average equity / average assets 10.21 11.27 Average interest-earning assets / average interest-bearing liabilities 182.82 180.86 Average interest-earning assets / average funding liabilities 103.99 104.46 Non-interest income / average assets 0.61 0.78 Non-interest expense / average assets 2.47 2.48 Efficiency ratio (4) 65.70 60.32 Adjusted efficiency ratio (5) 59.65 58.02 (1)Average balances include loans accounted for on a nonaccrual basis and loans 90 days or more past due. Amortization of net deferred loan fees/costs is included with interest on loans. (2)Average other non-interest-bearing liabilities include fair value adjustments related to junior subordinated debentures. (3)Tax-exempt income is calculated on a tax equivalent basis. The tax equivalent yield adjustment to interest earned on loans was$1.3 million for the three months endedSeptember 30, 2021 and$1.4 million for the three months endedSeptember 30, 2020 . The tax equivalent yield adjustment to interest earned on tax exempt securities was$1.0 million and$976,000 for the three months endedSeptember 30, 2021 andSeptember 30, 2020 , respectively. (4)Non-interest expense divided by the total of net interest income and non-interest income. (5)Adjusted non-interest expense divided by adjusted revenue. These represent non-GAAP financial measures. See the non-GAAP reconciliation tables above under "Executive Overview-Non-GAAP Financial Measures." 66 -------------------------------------------------------------------------------- Nine months ended September 30, 2021 Nine months ended September 30, 2020 Average Interest and Yield/ Average Interest and Yield/ Balance Dividends Cost (3) Balance Dividends Cost (3) Interest-earning assets: Held for sale loans$ 101,380 $ 2,465 3.25 %$ 155,571 $ 4,506 3.87 % Mortgage loans 7,179,859 245,056 4.56 7,321,206 268,244 4.89 Commercial/agricultural loans 1,511,723 47,513 4.20 1,811,854 61,424 4.53 SBA PPP loans 958,848 44,009 6.14 638,380 13,131 2.75 Consumer and other loans 123,483 5,549 6.01 151,968 7,151 6.29 Total loans(1)(3) 9,875,293 344,592 4.67 10,078,979 354,456 4.70 Mortgage-backed securities 2,320,474 32,855 1.89 1,297,020 24,652 2.54 Other securities 1,265,056 21,648 2.29 710,967 15,205 2.86 Equity securities 574 - - 165,395 309 0.25 Interest-bearing deposits with banks 1,221,241 1,224 0.13 159,065 688 0.58 FHLB stock 14,629 457 4.18 19,822 785 5.29 Total investment securities (3) 4,821,974 56,184 1.56 2,352,269 41,639 2.36 Total interest-earning assets 14,697,267 400,776 3.65 12,431,248 396,095 4.26 Non-interest-earning assets 1,255,512 1,232,997 Total assets$ 15,952,779 $ 13,664,245 Deposits: Interest-bearing checking accounts$ 1,714,920 899 0.07$ 1,352,369 1,164 0.11 Savings accounts 2,611,046 1,433 0.07 2,133,780 3,566 0.22 Money market accounts 2,284,904 2,111 0.12 1,940,096 5,228 0.36 Certificates of deposit 888,502 4,943 0.74 1,069,145 10,665 1.33 Total interest-bearing deposits 7,499,372 9,386 0.17 6,495,390 20,623 0.42 Non-interest-bearing deposits 6,001,354 - - 4,738,559 - - Total deposits 13,500,726 9,386 0.09 11,233,949 20,623 0.25 Other interest-bearing liabilities: FHLB advances 114,103 2,244 2.63 236,949 4,036 2.28 Other borrowings 232,142 358 0.21 195,977 482 0.33 Junior subordinated debentures and subordinated notes 247,944 6,605 3.56 181,886 4,988 3.66 Total borrowings 594,189 9,207 2.07 614,812 9,506 2.07 Total funding liabilities 14,094,915 18,593 0.18 11,848,761 30,129 0.34 Other non-interest-bearing liabilities (2) 203,349 197,912 Total liabilities 14,298,264 12,046,673 Shareholders' equity 1,654,515 1,617,572 Total liabilities and shareholders' equity$ 15,952,779 $ 13,664,245 Net interest income/rate spread (tax equivalent)$ 382,183 3.47 %$ 365,966 3.92 % Net interest margin (tax equivalent) 3.48 % 3.93 % Reconciliation to reported net interest income: Adjustments for taxable equivalent basis (6,822) (6,102) Net interest income and margin$ 375,361 3.41 %$ 359,864 3.87 % Additional Key Financial Ratios: Return on average assets 1.27 % 0.75 % Return on average equity 12.21 6.36 Average equity / average assets 10.37 11.84 Average interest-earning assets / average interest-bearing liabilities 181.59 174.84 Average interest-earning assets / average funding liabilities 104.27 104.92 Non-interest income / average assets 0.60 0.73 Non-interest expense / average assets 2.42 2.68 Efficiency ratio (4) 64.45 63.00 Adjusted efficiency ratio (5) 60.39 59.59 (1)Average balances include loans accounted for on a nonaccrual basis and loans 90 days or more past due. Amortization of net deferred loan fees/costs is included with interest on loans. (2)Average other non-interest-bearing liabilities include fair value adjustments related to junior subordinated debentures. (3)Tax-exempt income is calculated on a tax equivalent basis. The tax equivalent yield adjustment to interest earned on loans was$3.8 million for the nine months endedSeptember 30, 2021 and$3.6 million for the nine months endedSeptember 30, 2020 . The tax equivalent yield adjustment to interest earned on tax exempt securities was$3.0 million and$2.5 million for the nine months endedSeptember 30, 2021 andSeptember 30, 2020 , respectively. (4)Non-interest expense divided by the total of net interest income and non-interest income. (5)Adjusted non-interest expense divided by adjusted revenue. These represent non-GAAP financial measures. See the non-GAAP reconciliation tables above under "Executive Overview-Non-GAAP Financial Measures." 67 -------------------------------------------------------------------------------- Provision and Allowance for Credit Losses. Management estimates the allowance for credit losses using relevant information, from internal and external sources, relating to past events, current conditions, and reasonable and supportable forecasts. The allowance for credit losses is maintained at a level sufficient to provide for expected credit losses over the life of the loan based on evaluating historical credit loss experience and making adjustments to historical loss information for differences in the specific risk characteristics in the current loan portfolio. These factors include, among others, changes in the size and composition of the loan portfolio, differences in underwriting standards, delinquency rates, actual loss experience and current economic conditions. The following table sets forth an analysis of our allowance for credit losses - loans for the periods indicated (dollars in thousands): ADDITIONAL FINANCIAL INFORMATION (dollars in thousands) Quarters Ended CHANGE IN THE Sep
30, 2021
$
148,009
(Recapture)/provision for credit losses - loans (8,850) (8,100) 13,641 Recoveries of loans previously charged off: Commercial real estate 923 147 23 One- to four-family residential 19 20 94 Commercial business 230 321 246 Agricultural business, including secured by farmland 17 8 - Consumer 227 97 82 1,416 593 445 Loans charged off: Commercial real estate - (3) (379) One- to four-family residential - - (72) Commercial business (362) (123) (1,297) Agricultural business, including secured by farmland (179) (2) (492) Consumer (119) (410) (233) (660) (538) (2,473) Net recoveries (charge-offs) 756 55 (2,028) Balance, end of period $
139,915
0.008 % 0.001 % (0.019) % The provision for credit losses - loans reflects the amount required to maintain the allowance for credit losses - loans at an appropriate level based upon management's evaluation of the adequacy of collective and individual loss reserves. During the three months endedSeptember 30, 2021 , we recorded a recapture of provision for credit losses - loans of$8.9 million , compared to a recapture of provision for credit losses - loans of$8.1 million during the prior quarter and a provision for credit losses - loans of$13.6 million during the quarter a year ago. The recapture of provision for credit losses - loans for the current quarter and prior quarter primarily reflects improvement in the forecasted economic indicators and a decrease in adversely classified loans. In addition, management has updated its assessment of qualitative factors including assessing the current conditions within the specific markets we serve compared to the nationally forecasted economic indicators. The provision for credit losses recorded in the third quarter a year ago reflected the deterioration in forecasted economic indicators, including higher forecasted unemployment rates and lower gross domestic product as a result of the COVID-19 pandemic as well as risk rating downgrades on loans that were considered at heightened risk due to the COVID-19 pandemic. Future assessments of the expected credit losses will not only be impacted by changes to the reasonable and supportable forecast, but will also include an updated assessment of qualitative factors, as well as consideration of any required changes in the reasonable and supportable forecast reversion period. No allowance for credit losses-loans was recorded on the$310.2 million balance of SBA PPP loans atSeptember 30, 2021 as these loans are fully guaranteed by the SBA. Net loan recoveries were$756,000 for the quarter endedSeptember 30, 2021 compared to net loan charge-offs of$2.0 million for the same quarter in the prior year. The allowance for credit losses - loans was$139.9 million atSeptember 30, 2021 compared to$148.0 million atJune 30, 2021 and$168.0 million atSeptember 30, 2020 . The allowance for credit losses - loans as a percentage of total loans (loans receivable excluding allowance for credit losses) was 1.52% atSeptember 30, 2021 as compared to 1.53% atJune 30, 2021 and 1.65% atSeptember 30, 2020 . The decrease in the allowance for credit losses - loans as a percentage of loans atSeptember 30, 2021 compared toSeptember 30, 2020 reflects the recapture of provision for credit losses - loans recorded during 2021, primarily as the result of the improvement in the forecasted economic indicators as well as the decrease in adversely classified loans. The provision for credit losses - unfunded loan commitments reflects the amount required to maintain the allowance for credit losses - unfunded loan commitments at an appropriate level based upon management's evaluation of the adequacy of collective and individual loss reserves. The following table sets forth an analysis of our allowance for credit losses - unfunded loan commitments for the periods indicated (dollars in thousands): 68 --------------------------------------------------------------------------------
Quarters Ended Nine Months Ended CHANGE IN THE Sep 30, 2021 Sep 30, 2020 Sep 30, 2021
$ 9,909$ 10,555 $ 13,297 $
2,716
Beginning balance adjustment for adoption of ASC 326 - - -
7,022
Provision/(recapture) for credit losses - unfunded loan commitments 218 1,539 (3,170) 2,356 Balance, end of period $ 10,127$ 12,094 $ 10,127 $ 12,094 The allowance for credit losses - unfunded loan commitments was$10.1 million atSeptember 30, 2021 compared to$12.1 million atSeptember 30, 2020 . The decrease in the allowance for credit losses - unfunded loan commitments reflects the recapture of provision for credit losses - unfunded loan commitments recorded during the nine months endedSeptember 30, 2021 . During the quarter endedSeptember 30, 2021 , we recorded a provision for credit losses - unfunded loan commitments of$218,000 , compared to a$1.5 million provision for loan losses - unfunded loan commitments during the comparable quarter a year ago. During the nine months endedSeptember 30, 2021 , we recorded a recapture of provision for credit losses - unfunded loan commitments of$3.2 million , compared to a provision for loan losses - unfunded loan commitments of$2.4 million during the same period a year earlier. The recapture of provision for credit losses - unfunded loan commitments for the nine months endedSeptember 30, 2021 was primarily the result of an improvement in the forecasted economic indicators. Non-interest Income. The following table presents the key components of non-interest income for the three and nine months endedSeptember 30, 2021 and 2020 (dollars in thousands): Three months ended September 30, Nine months ended September 30, 2021 2020 Change Amount Change Percent 2021 2020 Change Amount Change Percent Deposit fees and other service charges$ 10,457 $ 8,742 $ 1,715 19.6 %$ 29,154 $ 26,091 $ 3,063 11.7 % Mortgage banking operations 9,752 16,562 (6,810) (41.1) 28,670 40,891 (12,221) (29.9) Bank owned life insurance 1,245 1,286 (41) (3.2) 3,797 4,653 (856) (18.4) Miscellaneous 2,046 951 1,095 115.1 7,808 5,017 2,791 55.6 23,500 27,541 (4,041) (14.7) 69,429 76,652 (7,223) (9.4) Net gain on sale of securities 56 644 (588) (91.3) 618 815 (197) (24.2) Net change in valuation of financial instruments carried at fair value 1,778 37 1,741 nm 1,895 (2,360) 4,255 (180.3) Total non-interest income$ 25,334 $ 28,222 $ (2,888) (10.2)$ 71,942 $ 75,107 $ (3,165) (4.2) Non-interest income was$25.3 million for the quarter endedSeptember 30, 2021 , compared to$28.2 million for the same quarter in the prior year and$71.9 million for the nine months endedSeptember 30, 2021 , compared to$75.1 million for the same period in the prior year. Our non-interest income for the quarter endedSeptember 30, 2021 included a$1.8 million net gain for fair value adjustments and a net gain of$56,000 on sales of securities. For the quarter endedSeptember 30, 2020 , fair value adjustments resulted in a net gain of$37,000 and we had a net gain of$644,000 on sale of securities. Our non-interest income for the nine months endedSeptember 30, 2021 included a net gain of$1.9 million for fair value adjustments and a$618,000 net gain on sale of securities. During the nine months endedSeptember 30, 2020 , fair value adjustments resulted in a net loss of$2.4 million and we had a$815,000 net gain on sale of securities. For a more detailed discussion of our fair value adjustments, please refer to Note 8 in the Selected Notes to the Consolidated Financial Statements in this Form 10-Q. Deposit fees and other service charges increased by$1.7 million , or 20%, for the quarter endedSeptember 30, 2021 and increased$3.1 million , or 12%, for the nine months endedSeptember 30, 2021 , compared to the same periods a year ago. The increase in deposit fees and other service charges for the quarter and nine months endedSeptember 30, 2021 compared to the same periods a year ago is primarily a result of increased transaction deposit account activity and higher fees on certain transactions. Mortgage banking revenues, including gains on one- to four-family and multifamily loan sales and loan servicing fees, decreased$6.8 million for the quarter endedSeptember 30, 2021 and$12.2 million for the nine months endedSeptember 30, 2021 , compared to the same periods a year ago. Gains on sales of multifamily loans in the current quarter resulted in income of$2.4 million for the quarter endedSeptember 30, 2021 , compared to$1.1 million for the same period a year ago, and$5.8 million for the nine months endedSeptember 30, 2021 , compared to$1.4 million for the same period a year ago. Gains on sales of one- to four-family loans in the current quarter resulted in income of$6.9 million for the quarter endedSeptember 30, 2021 , compared to$15.7 million in the same period a year ago, and$22.3 million for the nine months endedSeptember 30, 2021 , compared to$39.6 million for the same period a year ago. The lower mortgage banking revenue reflected a decrease in the gain on sale margin on one- to four-family held-for-sale loans, as well as a reduction in the volume of one- to four-family loans sold, reflecting a decrease in refinance activity, partially offset by higher gains on the sale of multifamily held-for-sale loans. Home purchase activity accounted for 68% of one- to four-family mortgage banking loan originations during the quarter endedSeptember 30, 2021 , compared to 56% during the quarter endedSeptember 30, 2020 . The decrease in bank owned life insurance income for quarter and nine months endedSeptember 30, 2021 compared to the same periods a year ago was due to death benefit proceeds received in the second quarter of 2020. The increase in miscellaneous income for the quarter and nine months endedSeptember 30, 2021 compared to the same periods a year ago was a result of higher gains on sales of 69 --------------------------------------------------------------------------------
SBA loans during the current quarter. The increase in miscellaneous income for
the nine months ended
Non-interest Expense. The following table represents key elements of
non-interest expense for the three and nine months ended
Three months endedSeptember 30 ,
Nine months ended
2021 2020 Change Amount Change Percent 2021 2020 Change Amount Change Percent Salaries and employee benefits$ 59,799 $ 61,171 $ (1,372) (2.2) %$ 186,553 $ 184,494 $ 2,059 1.1 % Less capitalized loan origination costs (8,290) (8,517) 227 (2.7) (26,754) (25,433) (1,321) 5.2 Occupancy and equipment 13,153 13,022 131 1.0 38,965 39,114 (149) (0.4) Information/computer data services 6,110 6,090 20 0.3 17,915 17,984 (69) (0.4) Payment and card processing expenses 6,181 4,044 2,137 52.8 15,482 12,135 3,347 27.6 Professional and legal expenses 12,324 2,368 9,956 420.4 20,023 6,450 13,573 210.4 Advertising and marketing 1,521 1,105 416 37.6 3,965 3,584 381 10.6 Deposit insurance expense 1,469 1,628 (159) (9.8) 4,243 4,968 (725) (14.6) State/municipal business and use taxes 1,219 1,196 23 1.9 3,367 3,284 83 2.5 REO operations 53 (11) 64 (581.8) (71) 93 (164) (176.3) Amortization of core deposit intangibles 1,575 1,864 (289) (15.5) 4,997 5,867 (870) (14.8) Miscellaneous 6,977 5,285 1,692 32.0 18,642 16,841 1,801 10.7 102,091 89,245 12,846 14.4 287,327 269,381 17,946 6.7 COVID-19 expenses 44 778 (734) (94.3) 309 3,169 (2,860) (90.2) Merger and acquisition-related expenses 10 5 5 100.0 660 1,483 (823) (55.5) Total non-interest expense$ 102,145 $ 90,028 $ 12,117 13.5 %$ 288,296 $ 274,033 $ 14,263 5.2 % Non-interest expenses were$102.1 million for the quarter endedSeptember 30, 2021 , compared to$90.0 million for the quarter endedSeptember 30, 2020 . For the nine months endedSeptember 30, 2021 , non-interest expense increased by$14.3 million , to$288.3 million , compared to$274.0 million for the same period last year. The current quarter non-interest expense includes increased professional and legal expenses, payment and card processing services expenses, and miscellaneous non-interest expenses, partially offset by decreased salary and employee benefits. In addition, the quarter endedSeptember 30, 2021 included$44,000 of COVID-19 expenses, compared to$778,000 for the quarter endedSeptember 30, 2020 . The increase in non-interest expenses for the nine months endedSeptember 30, 2021 reflects increases in professional and legal expenses, payment and card processing services expenses, salary and employee benefits expenses, and miscellaneous expenses, partially offset by increased capitalized loan origination costs. The nine months endedSeptember 30, 2021 included$309,000 of COVID-19 expenses, compared to$3.2 million for the same period last year. Salary and employee benefits expenses decreased$1.4 million to$59.8 million for the quarter endedSeptember 30, 2021 , compared to$61.2 million for the quarter endedSeptember 30, 2020 , primarily reflecting a reduction in staffing. Salary and employee benefits expenses increased to$186.6 million for the nine months endedSeptember 30, 2021 , compared to$184.5 million for the nine months endedSeptember 30, 2020 , primarily reflecting$1.3 million of severance expense related to a reduction in staffing as well as a$1.2 million adjustment recorded in the first quarter of 2021 to increase the liability related to deferred compensation plans and normal salary and wage adjustments. Capitalized loan origination costs increased$1.3 million for the nine months endedSeptember 30, 2021 , compared to the same period in the prior year, primarily related to the origination of SBA PPP loans during the first quarter of 2021. Professional and legal expenses increased$10.0 million for the quarter endedSeptember 30, 2021 and$13.6 million for the nine months endedSeptember 30, 2021 , compared to the same periods in the prior year, primarily due to an increase in consulting expenses, which included$5.8 million of expense related to Banner Forward for the quarter endedSeptember 30, 2021 and$8.3 million of expense related to the Banner Forward initiative for the nine months endedSeptember 30, 2021 , as well as a$4.0 million accrual recorded related to pending litigation during the current quarter. Miscellaneous expenses increased$1.7 million for the quarter endedSeptember 30, 2021 and$1.8 million for the nine months endedSeptember 30, 2021 , compared to the same periods in the prior year, primarily reflecting increased loan related expenses. Banner's efficiency ratio was 65.70% for the current quarter, compared to 60.32% in the year ago quarter. Banner's adjusted efficiency ratio was 59.65% for the current quarter, compared to 58.02% in the year ago quarter. See the discussion and reconciliation of non-GAAP financial information in the Executive Overview section of Management's Discussion and Analysis of Financial Condition and Results of Operation in this Form 10-Q for more detailed information with respect to the efficiency ratio. 70 -------------------------------------------------------------------------------- Income Taxes. For the quarter endedSeptember 30, 2021 , we recognized$12.1 million in income tax expense for an effective tax rate of 19.5%, which reflects our normal statutory tax rate reduced by the effect of tax-exempt income, certain tax credits, and tax benefits related to restricted stock vesting. Our statutory income tax rate is 23.7%, representing a blend of the statutory federal income tax rate of 21.0% and apportioned effects of the state income tax rates. For the quarter endedSeptember 30, 2020 , we recognized$7.5 million in income tax expense for an effective tax rate of 17.0%. For the nine months endedSeptember 30, 2021 , we recognized$36.0 million in income tax expense for an effective tax rate of 19.3%, compared to$16.7 million in income tax expense for an effective tax rate of 17.8% for the nine months endedSeptember 30, 2020 . For more discussion on our income taxes, please refer to Note 9 in the Selected Notes to the Consolidated Financial Statements in this report on Form 10-Q.
Asset Quality
Maintaining a moderate risk profile by employing appropriate underwriting standards, avoiding excessive asset concentrations and aggressively managing troubled assets has been and will continue to be a primary focus for us. We actively engage our borrowers to resolve classified loans, problem assets and effectively manage REO as a result of foreclosures. Non-Performing Assets: Non-performing assets decreased to$29.7 million , or 0.18% of total assets, atSeptember 30, 2021 , from$36.5 million , or 0.24% of total assets, atDecember 31, 2020 , and decreased compared to$36.7 million , or 0.25% of total assets, atSeptember 30, 2020 . Our allowance for credit losses - loans was$139.9 million , or 485% of non-performing loans atSeptember 30, 2021 compared to$167.3 million , or 470% of non-performing loans atDecember 31, 2020 and$168.0 million , or 482% of non-performing loans atSeptember 30, 2020 . In addition to the allowance for credit losses - loans, the Company maintains an allowance for credit losses - unfunded loan commitments which was$10.1 million atSeptember 30, 2021 , compared to$13.3 million atDecember 31, 2020 and$12.1 million atSeptember 30, 2020 . We believe our level of non-performing loans and assets continues to be manageable atSeptember 30, 2021 . The primary components of the$29.7 million in non-performing assets were$24.0 million in nonaccrual loans,$4.8 million in loans more than 90 days delinquent and still accruing interest, and$869,000 in REO and other repossessed assets. Loans are reported as TDRs when we grant concessions to a borrower experiencing financial difficulties that we would not otherwise consider. If any TDR loan becomes delinquent or other matters call into question the borrower's ability to repay full interest and principal in accordance with the restructured terms, the TDR loan would be reclassified as nonaccrual. AtSeptember 30, 2021 , we had$5.3 million of restructured loans performing under their restructured repayment terms. 71 -------------------------------------------------------------------------------- The following table sets forth information with respect to our non-performing assets and restructured loans at the dates indicated (dollars in thousands): September 30, 2021 December 31, 2020 September 30, 2020 Nonaccrual Loans: (1) Secured by real estate: Commercial $ 14,931 $ 18,199 $ 7,824 Construction and land 354 936 937 One- to four-family 3,182 3,556 2,978 Commercial business 2,700 5,407 14,867 Agricultural business, including secured by farmland 1,022 1,743 2,066 Consumer 1,850 2,719 2,896 24,039 32,560 31,568 Loans more than 90 days delinquent, still on accrual: Secured by real estate: Commercial 3,955 - - One- to four-family 772 1,899 2,649 Commercial business 61 1,025 425 Consumer 34 130 181 4,822 3,054 3,255 Total non-performing loans 28,861 35,614 34,823 REO, net (2) 852 816 1,795 Other repossessed assets held for sale 17 51 37 Total non-performing assets $ 29,730
$ 36,481 $ 36,655
Total non-performing loans to loans before allowance for credit losses
0.31 % 0.36 % 0.34 % Total non-performing loans to total assets 0.17 % 0.24 % 0.24 % Total non-performing assets to total assets 0.18 % 0.24 % 0.25 %
Total nonaccrual loans to loans before allowance for credit losses
0.26 % 0.33 % 0.31 %
Restructured loans performing under their restructured terms (3)
$ 5,273
$ 6,673 $ 5,790
Loans 30-89 days past due and on accrual $ 6,911
$ 12,291 $ 18,158
(1)Includes$355,000 of nonaccrual TDR loans atSeptember 30, 2021 . For the nine months endedSeptember 30, 2021 , interest income was reduced by$740,000 as a result of nonaccrual loan activity, which includes the reversal of$116,000 of accrued interest as of the date the loan was placed on nonaccrual. There was no interest income recognized on nonaccrual loans for the nine months endedSeptember 30, 2021 . (2)Real estate acquired by us as a result of foreclosure or by deed-in-lieu of foreclosure is classified as REO until it is sold. When property is acquired, it is recorded at the estimated fair value of the property, less expected selling costs. Subsequent to foreclosure, the property is carried at the lower of the foreclosed amount or net realizable value. Upon receipt of a new appraisal and market analysis, the carrying value is written down through the establishment of a specific reserve to the anticipated sales price, less selling and holding costs. (3)These loans were performing under their restructured repayment terms at the dates indicated. In addition to the non-performing loans as ofSeptember 30, 2021 , we had other classified loans with an aggregate outstanding balance of$197.4 million that are not on nonaccrual status, with respect to which known information concerning possible credit problems with the borrowers or the cash flows of the properties securing the respective loans has caused management to be concerned about the ability of the borrowers to comply with present loan repayment terms. This may result in the future inclusion of such loans in the nonaccrual loan category. 72 --------------------------------------------------------------------------------
The following table presents the Company's portfolio of risk-rated loans and non-risk-rated loans by grade at the dates indicated (in thousands):
September 30, 2021 December 31, 2020 September 30, 2020 Pass $ 8,956,604$ 9,494,147 $ 9,699,098 Special Mention 36,001 36,598 41,575 Substandard 225,779 340,237 423,244 Total $ 9,218,384$ 9,870,982 $ 10,163,917 The decrease in substandard loans during the nine months endedSeptember 30, 2021 primarily reflects the payoff of substandard loans as well as risk rating upgrades as certain industries impacted by the COVID-19 pandemic have begun to stabilize. REO: REO was$852,000 atSeptember 30, 2021 compared to$816,000 atDecember 31, 2020 . The following table shows REO activity for the three and nine months endedSeptember 30, 2021 andSeptember 30, 2020 (in thousands): Three Months Ended Nine months ended Sep 30, 2021 Sep 30, 2020 Sep 30, 2021 Sep 30, 2020 Balance, beginning of period$ 763 $ 2,400 $ 816 $ 814 Additions from loan foreclosures 89 - 512 1,588 Proceeds from dispositions of REO - (707) (783) (805) Gain on sale of REO - 120 307 216 Valuation adjustments in the period - (18) - (18) Balance, end of period$ 852 $ 1,795 $ 852 $ 1,795 Non-recurring fair value adjustments to REO are recorded to reflect partial write-downs based on an observable market price or current appraised value of property. The individual carrying values of these assets are reviewed for impairment at least annually and any additional impairment charges are expensed to operations.
Liquidity and Capital Resources
Our primary sources of funds are deposits, borrowings, proceeds from loan principal and interest payments and sales of loans, and the maturity of and interest income on mortgage-backed and investment securities. While maturities and scheduled amortization of loans and mortgage-backed securities are a predictable source of funds, deposit flows and mortgage prepayments are greatly influenced by market interest rates, economic conditions, competition and our pricing strategies. Our primary investing activity is the origination of loans and, in certain periods, the purchase of securities or loans. During the nine months endedSeptember 30, 2021 andSeptember 30, 2020 , our loan originations, including originations of loans held for sale, exceeded our loan repayments by$252.5 million and$1.89 billion , respectively. There were$4.3 million of loan purchases during the nine months endedSeptember 30, 2021 and$18,000 of loan purchases during the nine months endedSeptember 30, 2020 . This activity was funded primarily by increased core deposits and the sale of loans in 2021. During the nine months endedSeptember 30, 2021 andSeptember 30, 2020 , we received proceeds of$1.15 billion and$1.10 billion , respectively, from the sale of loans. Securities purchased during the nine months endedSeptember 30, 2021 andSeptember 30, 2020 totaled$2.44 billion and$824.0 million , respectively, and securities repayments, maturities and sales in those periods were$1.22 billion and$461.4 million , respectively. Our primary financing activity is gathering deposits. Total deposits increased by$1.60 billion during the first nine months of 2021, as core deposits increased by$1.66 billion , partially offset by a$64.3 million decrease in certificates of deposits. The increase in total deposits during the first nine months of 2021 was due primarily to SBA PPP loan funds deposited into client accounts, fiscal stimulus payments, and an increase in average deposit account balances due to client's maintaining a higher level of liquidity during the COVID-19 pandemic. Certificates of deposit are generally more vulnerable to competition and more price sensitive than other retail deposits and our pricing of those deposits varies significantly based upon our liquidity management strategies at any point in time. AtSeptember 30, 2021 , certificates of deposit totaled$851.1 million , or 6% of our total deposits, including$644.9 million which were scheduled to mature within one year. While no assurance can be given as to future periods, historically, we have been able to retain a significant amount of our certificates of deposit as they mature. FHLB advances decreased$100.0 million during the first nine months of 2021 to$50.0 million atSeptember 30, 2021 . Other borrowings increased$62.6 million to$247.4 million atSeptember 30, 2021 from$184.8 million atDecember 31, 2020 . We must maintain an adequate level of liquidity to ensure the availability of sufficient funds to accommodate deposit withdrawals, to support loan growth, to satisfy financial commitments and to take advantage of investment opportunities. During the nine months ended 73 --------------------------------------------------------------------------------September 30, 2021 and 2020, we used our sources of funds primarily to fund loan commitments and purchase securities. AtSeptember 30, 2021 , we had outstanding loan commitments totaling$3.75 billion , primarily relating to undisbursed loans in process and unused credit lines. While representing potential growth in the loan portfolio and lending activities, this level of commitments is proportionally consistent with our historical experience and does not represent a departure from normal operations. We generally maintain sufficient cash and readily marketable securities to meet short-term liquidity needs; however, our primary liquidity management practice to supplement deposits is to increase or decrease short-term borrowings. We maintain credit facilities with the FHLB-Des Moines, which provided for advances that in the aggregate would equal the lesser of 45% ofBanner Bank's assets or adjusted qualifying collateral (subject to a sufficient level of ownership of FHLB stock). AtSeptember 30, 2021 , under these credit facilities based on pledged collateral,Banner Bank had$2.24 billion of available credit capacity. Advances under these credit facilities totaled$50.0 million atSeptember 30, 2021 . In addition,Banner Bank has been approved for participation in the Borrower-In-Custody (BIC) program by theFederal Reserve Bank of San Francisco (FRBSF). Under this program, based on pledged collateral,Banner Bank had available lines of credit of approximately$813.2 million as ofSeptember 30, 2021 . We had no funds borrowed from the FRBSF atSeptember 30, 2021 orDecember 31, 2020 .Banner Corporation is a separate legal entity from the Bank and, on a stand-alone level, must provide for its own liquidity and pay its own operating expenses and cash dividends.Banner Corporation's primary sources of funds consist of capital raised through dividends or capital distributions from the Bank, although there are regulatory restrictions on the ability of the Bank to pay dividends. AtSeptember 30, 2021 , the Company on an unconsolidated basis had liquid assets of$103.8 million . OnJune 30, 2020 , Banner issued and sold in an underwritten offer of subordinated notes, resulting in net proceeds, after underwriting discounts and offering expenses, of$98.1 million . The subordinated notes qualify as Tier 2 capital for regulatory capital purposes. As noted below,Banner Corporation and its subsidiary bank continued to maintain capital levels significantly in excess of the requirements to be categorized as "Well-Capitalized" under applicable regulatory standards. During the nine months endedSeptember 30, 2021 , total shareholders' equity increased$855,000 , to$1.67 billion . AtSeptember 30, 2021 , tangible common shareholders' equity, which excludes goodwill and other intangible assets, was$1.28 billion , or 7.86% of tangible assets. See the discussion and reconciliation of non-GAAP financial information in the Executive Overview section of Management's Discussion and Analysis of Financial Condition and Results of Operation in this Form 10-Q for more detailed information with respect to tangible common shareholders' equity. Also, see the capital requirements discussion and table below with respect to our regulatory capital positions.
Capital Requirements
Banner Corporation is a bank holding company registered with theFederal Reserve. Bank holding companies are subject to capital adequacy requirements of theFederal Reserve under the Bank Holding Company Act of 1956, as amended (BHCA), and the regulations of theFederal Reserve .Banner Bank , as state-chartered, federally insured commercial bank, is subject to the capital requirements established by theFDIC . The capital adequacy requirements are quantitative measures established by regulation that requireBanner Corporation and the Bank to maintain minimum amounts and ratios of capital. TheFederal Reserve requiresBanner Corporation to maintain capital adequacy that generally parallels theFDIC requirements. TheFDIC requires the Bank to maintain minimum ratios of Total Capital, Tier 1 Capital, and Common Equity Tier 1 Capital to risk-weighted assets as well as Tier 1Leverage Capital to average assets. In addition to the minimum capital ratios, bothBanner Corporation and the Bank are required to maintain a capital conservation buffer consisting of additional Common Equity Tier 1 Capital of more than 2.5% of risk-weighted assets above the required minimum levels in order to avoid limitations on paying dividends, engaging in share repurchases, and paying discretionary bonuses. AtSeptember 30, 2021 ,Banner Corporation and the Bank each exceeded all regulatory capital requirements. (See Item 1, "Business-Regulation," and Note 15 of the Notes to the Consolidated Financial Statements included in the 2020 Form 10-K for additional information regarding regulatory capital requirements forBanner Corporation and the Bank.) 74 --------------------------------------------------------------------------------
The actual regulatory capital ratios calculated for
Minimum to be Categorized as Minimum to be Categorized as Actual "Adequately Capitalized" "Well-Capitalized" Amount
Ratio Amount Ratio Amount AmountBanner Corporation -consolidated Total capital to risk-weighted assets$ 1,635,458 14.71 %$ 889,533 8.00 % $ 1,111,916 10.00 % Tier 1 capital to risk-weighted assets 1,407,993 12.66 667,149 6.00 667,149 6.00 Tier 1 leverage capital to average assets 1,407,993 8.79 640,528 4.00 n/a n/a Common equity tier 1 capital 1,264,493 11.37 500,362 4.50 n/a n/a Banner Bank Total capital to risk-weighted assets 1,524,897 13.72 889,034 8.00 1,111,292 10.00 Tier 1 capital to risk-weighted assets 1,397,432 12.57 666,775 6.00 889,034 8.00 Tier 1 leverage capital to average assets 1,397,432 8.73 640,385 4.00 800,482 5.00 Common equity tier 1 capital 1,397,432 12.57 500,081 4.50 722,340 6.50 75
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