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Columbia Banking System Announces First Quarter 2019 Results, Quarterly and Special Cash Dividends

PRNewswire 25-Apr-2019 9:00 AM

TACOMA, Wash., April 25, 2019 /PRNewswire/ -- 

Columbia Banking System Logo. (PRNewsFoto/Columbia Banking System, Inc.)

Highlights

  • Record first quarter net income of $45.9 million and diluted earnings per share of $0.63
  • Net loans increased $129.3 million, or 6.2% on an annualized basis from record first quarter loan production of $365.8 million
  • Net interest margin of 4.32%, a decrease of 4 basis points from the fourth quarter of 2018; operating net interest margin(1) remained stable at 4.33%
  • Nonperforming assets to period end assets ratio improved to 0.45%
  • Regular cash dividend and the special cash dividend declared were $0.28 and $0.14, respectively, with the ability to repurchase up to 2.9 million shares, or approximately 4% of outstanding shares

Hadley Robbins, President and Chief Executive Officer of Columbia Banking System and Columbia Bank (NASDAQ:COLB) ("Columbia"), said today upon the release of Columbia's first quarter 2019 earnings, "I would like to take this opportunity to express my appreciation for the high level of collaboration and commitment of our employees in creating value for our customers and shareholders. Their collective efforts represent the most significant catalyst in generating the record level of net income and earnings per share posted in the first quarter."

(1) Operating net interest margin (tax equivalent) is a non-GAAP measure. See the section titled "Non-GAAP Financial Measures" in this earnings release for the reconciliation of operating net interest margin (tax equivalent) to net interest margin.

Balance Sheet

Total assets at March 31, 2019 were $13.06 billion. Loans were $8.52 billion, up $129.3 million, or 6.2% annualized, from December 31, 2018 as a result of loan originations of $365.8 million. Securities available for sale were $3.03 billion at March 31, 2019, a decrease of $140.2 million from $3.17 billion at December 31, 2018 as earning assets rotated into loans. Total deposits at March 31, 2019 were $10.37 billion, a decrease of $89.1 million from December 31, 2018. Core deposits comprised 95% of total deposits and were $9.90 billion at March 31, 2019, a decrease of $74.9 million from December 31, 2018. Deposit mix remained fairly consistent from December 31, 2018 with 49% noninterest-bearing and 51% interest-bearing. The average cost of total deposits for the quarter was 18 basis points, an increase of 4 basis points from the fourth quarter of 2018, on an actual/actual basis. For additional information regarding this calculation, see the "Net Interest Margin" section.

Clint Stein, Columbia's Executive Vice President and Chief Operating Officer, stated, "We achieved record loan production for the first quarter which, coupled with moderating headwinds from pay down activity, led to very solid loan growth during the quarter. Our bankers continue to take market share and earn new relationships on both sides of the balance sheet." Mr. Stein continued, "Our typical seasonal decline in deposits masked the significant new business development wins our teams achieved."

Income Statement

Net Interest Income

Net interest income for the first quarter of 2019 was $121.0 million, a decrease of $2.9 million from the linked quarter and an increase of $5.5 million from the prior year period. The decrease from the linked quarter was primarily due to higher average Federal Home Loan Bank ("FHLB") advance balances combined with a nominal increase in the rates on our interest-bearing demand and money market accounts. The increase from the prior year period was a combination of higher rates on earning assets and higher volumes of loans and taxable securities. For additional information regarding net interest income, see the "Net Interest Margin" section and the "Average Balances and Rates" tables.

Noninterest Income

Noninterest income was $21.7 million for the first quarter of 2019, an increase of $1.3 million from the fourth quarter of 2018. The linked quarter increase was principally due to the $1.8 million gain from the sale of securities during the quarter. Compared to the first quarter of 2018, noninterest income decreased $1.4 million. The decrease from the prior year period was due to lower card revenue during the current quarter because, as of July 1, 2018, we became subject to the interchange fee cap imposed under the Dodd-Frank Act. In addition, loan revenue decreased compared to the first quarter of 2018 due to lower gains recorded on the sale of SBA loans coupled with lower interest rate swap fee income. Other noninterest income also declined as a result of a gain on the sale of a credit card portfolio that was recorded during the first quarter of 2018. Partially offsetting these decreases was the previously noted $1.8 million of investment securities gains in the current quarter.

Noninterest Expense

Total noninterest expense for the first quarter of 2019 was $84.7 million, a decrease of $2.3 million from the fourth quarter of 2018. After removing the effect of acquisition-related expenses for the linked quarter, noninterest expense decreased $1.8 million due to lower legal and professional fees and other expenses which were partially offset by an increase in compensation and benefits expense. The decrease in legal expense was due to lower expenses related to problem loans, while professional fees declined as a result of lower expenses related to corporate initiatives during the first quarter. Other expenses decreased as a result of a $550 thousand recapture of the loan loss reserve on off-balance sheet liabilities during the quarter compared to an expense of $375 thousand during the linked quarter.

Compared to the first quarter of 2018, noninterest expense decreased by $1.3 million. After removing the acquisition-related expenses of $4.3 million from the first quarter of 2018, year over year noninterest expense increased $3.0 million, or 4%. This increase was primarily driven by higher compensation and employee benefits and legal and professional expenses partially offset by a decrease in other expenses. Other expenses decreased as a result of a $550 thousand recapture of the loan loss reserves on off-balance sheet liabilities during the quarter compared to an expense of $1.2 million during the first quarter of 2018.

Net Interest Margin

Beginning first quarter 2019, net interest margin was calculated using the actual number of days and on an Actual/Actual basis. This change was done to provide more meaningful trend information, on a quarterly basis, for our net interest margin regardless of the number of days in the quarter. Prior periods, which were previously reported on a 30/360 basis, have been restated to conform to the current basis.

Columbia's net interest margin (tax equivalent) for the first quarter of 2019 was 4.32%, a decrease of 4 basis points from the linked quarter and an increase of 4 basis points from the prior year period. The decrease in the net interest margin for the current quarter as compared to the linked quarter was due to higher average FHLB advance balances combined with lower loan discount accretion income during the quarter. The increase from the prior year period was a combination of higher rates paid on loans and taxable securities and higher volumes of these interest-earning assets partially offset by higher average FHLB advances.

Columbia's operating net interest margin (tax equivalent)(2) was 4.33% for the first quarter of 2019, which was effectively flat compared to the linked quarter and increased 9 basis points from the prior year period. The increase in the operating net interest margin for the current quarter compared to the prior year quarter was due to higher rates on interest-earning assets, which more than offset the increase in rates on interest-bearing liabilities.

Greg Sigrist, Columbia's Executive Vice President and Chief Financial Officer, commented, "Our client franchise has continued to be a remarkable source of strength, as reflected in our total deposit cost."

The following table shows the impact to interest income resulting from income accretion on acquired loan portfolios as well as the net interest margin and operating net interest margin:


Three Months Ended


March 31,


December 31,


September 30,


June 30,


March 31,


2019


2018


2018


2018


2018


(dollars in thousands)

Incremental accretion income due to:










FDIC purchased credit impaired loans

$

288



$

395



$

585



$

326



$

329


Other acquired loans

1,747



2,218



2,643



2,690



3,370


Incremental accretion income

$

2,035



$

2,613



$

3,228



$

3,016



$

3,699












Net interest margin (tax equivalent) (1)

4.32

%


4.36

%


4.37

%


4.30

%


4.28

%

Operating net interest margin (tax equivalent) (1)(2)

4.33

%


4.34

%


4.34

%


4.28

%


4.24

%



(1)

Beginning January 2019, net interest margin (tax equivalent) and operating net interest margin (tax equivalent) were calculated using the actual number of days on an Actual/Actual basis. This change was done to provide more meaningful trend information, on a quarterly basis, for our net interest margin regardless of the number of days in the quarter. Prior periods, which were previously reported on a 30/360 basis, have been restated to conform to the current basis.

(2)

Operating net interest margin (tax equivalent) is a non-GAAP financial measure. See the section titled "Non-GAAP Financial Measures" in this earnings release for the reconciliation of operating net interest margin (tax equivalent) to net interest margin.

Asset Quality

At March 31, 2019, nonperforming assets to total assets were 0.45% compared to 0.46% at December 31, 2018. Total nonperforming assets decreased $2.2 million from the linked quarter due to a decrease in nonaccrual loans.

Andy McDonald, Columbia's Executive Vice President and Chief Credit Officer, commented, "It was a stable quarter for the bank from a credit perspective as nonperforming assets to total assets ticked down to 0.45% which is below our general target of 0.50%. We continued to have modest net charge-offs and provisions for loan losses."

The following table sets forth information regarding nonaccrual loans and total nonperforming assets:


March 31, 2019


December 31, 2018


(in thousands)

Nonaccrual loans:




Commercial business

$

35,577



$

35,513


Real estate:




One-to-four family residential

923



1,158


Commercial and multifamily residential

13,301



14,904


Total real estate

14,224



16,062


Real estate construction:




One-to-four family residential



318


Total real estate construction



318


Consumer

2,814



2,949


Total nonaccrual loans

52,615



54,842


Other real estate owned and other personal property owned

6,075



6,049


Total nonperforming assets

$

58,690



$

60,891


The following table provides an analysis of the Company's allowance for loan and lease losses:



Three Months Ended



March 31, 2019


December 31, 2018


March 31, 2018



(in thousands)

Beginning balance, loans excluding PCI loans


$

79,758



$

79,770



$

68,739


Beginning balance, PCI loans


3,611



4,017



6,907


Beginning balance


83,369



83,787



75,646


Charge-offs:







Commercial business


(1,249)



(2,861)



(2,477)


One-to-four family residential real estate


(2)






Commercial and multifamily residential real estate




(557)



(223)


One-to-four family residential real estate construction


(170)






Consumer


(478)



(421)



(264)


Purchased credit impaired


(1,089)



(1,076)



(1,343)


Total charge-offs


(2,988)



(4,915)



(4,307)


Recoveries:







Commercial business


480



535



802


One-to-four family residential real estate


17



19



172


Commercial and multifamily residential real estate


31



19



159


One-to-four family residential real estate construction


60



1,000



19


Consumer


238



384



260


Purchased credit impaired


705



751



1,224


Total recoveries


1,531



2,708



2,636


Net charge-offs


(1,457)



(2,207)



(1,671)


Provision for loan and lease losses, excluding PCI loans


1,344



1,870



6,975


Provision (recapture) for loan and lease losses, PCI loans


18



(81)



(1,123)


Provision for loan and lease losses


1,362



1,789



5,852


Ending balance, loans excluding PCI loans


80,029



79,758



74,162


Ending balance, PCI loans


3,245



3,611



5,665


Ending balance


$

83,274



$

83,369



$

79,827


The allowance for loan and lease losses to period end loans was 0.98% at March 31, 2019 compared to 0.99% at December 31, 2018. For the first quarter of 2019, Columbia recorded a net provision for loan and lease losses of $1.4 million compared to a net provision of $1.8 million for the linked quarter and a net provision of $5.9 million for the comparable quarter last year. The net provision for loan and lease losses recorded during the current quarter consisted of $1.3 million of provision expense for loans, excluding PCI loans and a provision of $18 thousand for PCI loans.

Organizational Update

As described in our Annual Report on Form 10-K for the year ended December 31, 2018, our Board of Directors recently approved a stock repurchase program for up to 2.9 million shares, or approximately 4% of outstanding stock.

"Columbia is committed to driving long term shareholder value, and we believe that having a share repurchase program as part of our capital strategy increases the options we have available to achieve this goal," said Hadley Robbins, President and Chief Executive Officer.

During the quarter, Columbia Bank's Board of Directors was recognized by Seattle Business Magazine with its "Governance Award" for their service to the bank and the community. In addition, we were pleased to be recognized as one of the "Best Places to Work in Idaho" by Populus Marketing Research.

Cash Dividend Announcement

Columbia will pay a regular cash dividend of $0.28 per common share and a special cash dividend of $0.14 per common share on May 22, 2019 to shareholders of record as of the close of business on May 8, 2019.

Conference Call Information

Columbia's management will discuss the first quarter 2019 financial results on a conference call scheduled for Thursday, April 25, 2019 at 10:00 a.m. Pacific Daylight Time (1:00 p.m. EDT). Interested parties may join the live-streamed event by using the site:
https://engage.vevent.com/rt/columbiabankingsysteminc~042519

The conference call can also be accessed on Thursday, April 25, 2019 at 10:00 a.m. Pacific Daylight Time (1:00 p.m. EDT) by calling 888-286-8956; Conference ID: 6052807.

A replay of the call can be accessed beginning Friday, April 26, 2019 using the site:
https://engage.vevent.com/rt/columbiabankingsysteminc~042519

About Columbia

Headquartered in Tacoma, Washington, Columbia Banking System, Inc. is the holding company of Columbia Bank, a Washington state-chartered full-service commercial bank with locations throughout Washington, Oregon and Idaho. For the 12th consecutive year, the bank was named in 2018 as one of Puget Sound Business Journal's "Washington's Best Workplaces." For the 8th consecutive year, Columbia was included in the 2019 Forbes America's Best Bank list.

More information about Columbia can be found on its website at www.columbiabank.com.

Note Regarding Forward-Looking Statements

This news release includes forward looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward looking statements include, but are not limited to, descriptions of Columbia's management's expectations regarding future events and developments such as future operating results, growth in loans and deposits, continued success of Columbia's style of banking and the strength of the local economy. The words "will," "believe," "expect," "intend," "should," and "anticipate" or the negative of these words or words of similar construction are intended in part to help identify forward looking statements. Future events are difficult to predict, and the expectations described above are necessarily subject to risks and uncertainties, many of which are outside our control, that may cause actual results to differ materially and adversely. In addition to discussions about risks and uncertainties set forth from time to time in Columbia's filings with the Securities and Exchange Commission, available at the SEC's website at www.sec.gov and the Company's website at www.columbiabank.com, include the "Risk Factors," "Business" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" sections of our annual reports on Form 10-K and quarterly reports on Form 10-Q, (as applicable), factors that may cause actual results to differ materially from those contemplated by such forward-looking statements include, among others, the following:  (1) local, national and international economic conditions may be less favorable than expected or have a more direct and pronounced effect on Columbia than expected and adversely affect Columbia's ability to continue its internal growth at historical rates and maintain the quality of its earning assets; (2) changes in interest rates could significantly reduce net interest income and negatively affect funding sources; (3) projected business increases following strategic expansion or opening or acquiring new branches may be lower than expected; (4) costs or difficulties related to the integration of acquisitions may be greater than expected; (5) competitive pressure among financial institutions may increase significantly; (6) failure to maintain effective internal controls over financial reporting or disclosure controls and procedures may adversely affect our business; (7) reliance on and cost of technology may increase; and (8) legislation or regulatory requirements or changes may adversely affect the businesses in which Columbia is engaged. We believe the expectations reflected in our forward-looking statements are reasonable, based on information available to us on the date hereof. However, given the described uncertainties and risks, we cannot guarantee our future performance or results of operations and you should not place undue reliance on these forward-looking statements which speak only as of the date hereof. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by the federal securities laws. The factors noted above and the risks and uncertainties described in our SEC filings should be considered when reading any forward-looking statements in this release.

Contacts:

Hadley S. Robbins,


President and


Chief Executive Officer




Gregory A. Sigrist,


Executive Vice President and


Chief Financial Officer




Investor Relations


InvestorRelations@columbiabank.com


253-305-1921







CONSOLIDATED BALANCE SHEETS


Columbia Banking System, Inc.


Unaudited




March 31,


December 31,





2019


2018





(in thousands)

ASSETS


Cash and due from banks




$

178,591



$

260,180


Interest-earning deposits with banks




33,482



17,407


Total cash and cash equivalents




212,073



277,587


Debt securities available for sale at fair value



3,027,270



3,167,448


Federal Home Loan Bank ("FHLB") stock at cost



25,600



25,960


Loans held for sale




4,017



3,849


Loans, net of unearned income




8,520,798



8,391,511


Less: allowance for loan and lease losses



83,274



83,369


Loans, net




8,437,524



8,308,142


Interest receivable




46,835



45,323


Premises and equipment, net




168,139



168,788


Other real estate owned




6,075



6,019


Goodwill




765,842



765,842


Other intangible assets, net




43,189



45,937


Other assets




327,872



280,250


Total assets




$

13,064,436



$

13,095,145


LIABILITIES AND SHAREHOLDERS' EQUITY




Deposits:







Noninterest-bearing




$

5,106,568



$

5,227,216


Interest-bearing




5,262,441



5,230,910


Total deposits




10,369,009



10,458,126


FHLB advances




390,510



399,523


Securities sold under agreements to repurchase



23,018



61,094


Subordinated debentures




35,416



35,462


Other liabilities




157,863



107,291


Total liabilities




10,975,816



11,061,496


Commitments and contingent liabilities








March 31,


December 31,





2019


2018





(in thousands)




Preferred stock (no par value)







Authorized shares

2,000


2,000




Common stock (no par value)







Authorized shares

115,000


115,000




Issued and outstanding

73,565


73,249

1,642,977



1,642,246


Retained earnings




442,597



426,708


Accumulated other comprehensive income (loss)




3,046



(35,305)


Total shareholders' equity




2,088,620



2,033,649


Total liabilities and shareholders' equity



$

13,064,436



$

13,095,145




















CONSOLIDATED STATEMENTS OF INCOME



Columbia Banking System, Inc.

Three Months Ended

Unaudited

March 31,


December 31,


March 31,


2019


2018


2018

Interest Income

(in thousands except per share amounts)

Loans

$

108,416



$

110,010



$

103,027


Taxable securities

17,415



16,684



12,708


Tax-exempt securities

2,969



3,005



3,064


Deposits in banks

88



102



345


Total interest income

128,888



129,801



119,144


Interest Expense






Deposits

4,498



3,831



2,509


FHLB advances

2,685



1,399



570


Subordinated debentures

468



467



468


Other borrowings

215



216



116


Total interest expense

7,866



5,913



3,663


Net Interest Income

121,022



123,888



115,481


Provision for loan and lease losses

1,362



1,789



5,852


Net interest income after provision for loan and lease losses

119,660



122,099



109,629


Noninterest Income






Deposit account and treasury management fees

8,980



9,383



8,740


Card revenue

3,662



3,576



5,813


Financial services and trust revenue

2,957



3,211



2,730


Loan revenue

2,389



2,344



3,186


Bank owned life insurance

1,519



1,467



1,426


Investment securities gains (losses), net

1,847



(16)



22


Other

342



437



1,226


Total noninterest income

21,696



20,402



23,143


Noninterest Expense






Compensation and employee benefits

52,085



51,261



50,570


Occupancy

8,809



8,858



10,121


Data processing

4,669



5,278



5,270


Legal and professional fees

4,573



5,941



3,237


Amortization of intangibles

2,748



2,890



3,188


Business and Occupation ("B&O") taxes (1)

1,876



1,410



1,317


Advertising and promotion

974



1,061



1,429


Regulatory premiums

984



932



937


Net cost (benefit) of operation of other real estate owned

113



(26)



1


Other (1)

7,869



9,414



9,917


Total noninterest expense

84,700



87,019



85,987


Income before income taxes

56,656



55,482



46,785


Provision for income taxes

10,785



10,734



6,815


Net Income

$

45,871



$

44,748



$

39,970


Earnings per common share






Basic

$

0.63



$

0.61



$

0.55


Diluted

$

0.63



$

0.61



$

0.55


Dividends declared per common share - regular

$

0.28



$

0.26



$

0.22


Dividends declared per common share - special

0.14



0.14




   Dividends declared per common share - total

$

0.42



$

0.40



$

0.22


Weighted average number of common shares outstanding

72,521



72,434



72,300


Weighted average number of diluted common shares outstanding

72,524



72,438



72,305




(1)

Beginning the first quarter of 2019, B&O taxes were reported separately from other taxes, licenses and fees, which are now reported under "other noninterest expense." Prior periods have been reclassified to conform to current period presentation.







FINANCIAL STATISTICS



Columbia Banking System, Inc.

Three Months Ended

Unaudited

March 31,


December 31,


March 31,


2019


2018


2018

Earnings

(dollars in thousands except per share amounts)

Net interest income

$

121,022



$

123,888



$

115,481


Provision for loan and lease losses

$

1,362



$

1,789



$

5,852


Noninterest income

$

21,696



$

20,402



$

23,143


Noninterest expense

$

84,700



$

87,019



$

85,987


Acquisition-related expense (included in noninterest expense)

$



$

493



$

4,265


Net income

$

45,871



$

44,748



$

39,970


Per Common Share






Earnings (basic)

$

0.63



$

0.61



$

0.55


Earnings (diluted)

$

0.63



$

0.61



$

0.55


Book value

$

28.39



$

27.76



$

26.60


Tangible book value per common share (1)

$

17.39



$

16.68



$

15.39


Averages






Total assets

$

13,048,041



$

12,957,754



$

12,603,144


Interest-earning assets

$

11,561,627



$

11,458,470



$

11,122,753


Loans

$

8,406,664



$

8,441,354



$

8,348,740


Securities, including equity securities and FHLB stock

$

3,140,201



$

2,998,638



$

2,682,250


Deposits

$

10,271,016



$

10,560,280



$

10,334,480


Interest-bearing deposits

$

5,226,396



$

5,298,590



$

5,405,730


Interest-bearing liabilities

$

5,802,965



$

5,599,646



$

5,627,853


Noninterest-bearing deposits

$

5,044,620



$

5,261,690



$

4,928,750


Shareholders' equity

$

2,044,832



$

1,988,981



$

1,949,275


Financial Ratios






Return on average assets

1.41

%


1.38

%


1.27

%

Return on average common equity

8.97

%


9.00

%


8.20

%

Return on average tangible common equity (1)

15.57

%


16.00

%


15.08

%

Average equity to average assets

15.67

%


15.35

%


15.47

%

Shareholders equity to total assets

15.99

%


15.53

%


15.55

%

Tangible common shareholders' equity to tangible assets (1)

10.44

%


9.95

%


9.63

%

Net interest margin (tax equivalent) (2)

4.32

%


4.36

%


4.28

%

Efficiency ratio (tax equivalent) (3)

58.33

%


59.31

%


61.04

%

Operating efficiency ratio (tax equivalent) (1)

57.54

%


58.10

%


57.59

%

Noninterest expense ratio

2.60

%


2.69

%


2.73

%

Core noninterest expense ratio (1)

2.60

%


2.67

%


2.59

%








March 31,


December 31,



Period end

2019


2018



Total assets

$

13,064,436



$

13,095,145




Loans, net of unearned income

$

8,520,798



$

8,391,511




Allowance for loan and lease losses

$

83,274



$

83,369




Securities, including equity securities and FHLB stock

$

3,052,870



$

3,193,408




Deposits

$

10,369,009



$

10,458,126




Core deposits

$

9,898,982



$

9,973,840




Shareholders' equity

$

2,088,620



$

2,033,649




Nonperforming assets






Nonaccrual loans

$

52,615



$

54,842




Other real estate owned ("OREO") and other personal property owned ("OPPO")

6,075



6,049




Total nonperforming assets

$

58,690



$

60,891




Nonperforming loans to period-end loans

0.62

%


0.65

%



Nonperforming assets to period-end assets

0.45

%


0.46

%



Allowance for loan and lease losses to period-end loans

0.98

%


0.99

%



Net loan charge-offs (for the three months ended)

$

1,457



$

2,207






(1)

This is a non-GAAP measure. See section titled "Non-GAAP Financial Measures" on the last three pages of this earnings release for a reconciliation to the most comparable GAAP measure.

(2)

Beginning January 2019, net interest margin was calculated using the actual number of days and on an Actual/Actual basis. This change was done to provide more meaningful trend information, on a quarterly basis, for our net interest margin regardless of the number of days in the quarter. Prior periods, which were previously reported on a 30/360 basis, have been restated to conform to the current basis.

(3)

Noninterest expense divided by the sum of net interest income on a tax equivalent basis and noninterest income on a tax equivalent basis.







QUARTERLY FINANCIAL STATISTICS





Columbia Banking System, Inc.

Three Months Ended

Unaudited

March 31,


December 31,


September 30,


June 30,


March 31,


2019


2018


2018


2018


2018

Earnings

(dollars in thousands except per share amounts)

Net interest income

$

121,022



$

123,888



$

122,796



$

116,674



$

115,481


Provision for loan and lease losses

$

1,362



$

1,789



$

3,153



$

3,975



$

5,852


Noninterest income

$

21,696



$

20,402



$

21,019



$

23,692



$

23,143


Noninterest expense

$

84,700



$

87,019



$

82,841



$

84,643



$

85,987


Acquisition-related expense (included in noninterest expense)

$



$

493



$

1,081



$

2,822



$

4,265


Net income

$

45,871



$

44,748



$

46,415



$

41,749



$

39,970


Per Common Share










Earnings (basic)

$

0.63



$

0.61



$

0.63



$

0.57



$

0.55


Earnings (diluted)

$

0.63



$

0.61



$

0.63



$

0.57



$

0.55


Book value

$

28.39



$

27.76



$

27.05



$

26.83



$

26.60


Averages










Total assets

$

13,048,041



$

12,957,754



$

12,805,131



$

12,529,540



$

12,603,144


Interest-earning assets

$

11,561,627



$

11,458,470



$

11,326,629



$

11,052,807



$

11,122,753


Loans

$

8,406,664



$

8,441,354



$

8,456,632



$

8,389,230



$

8,348,740


Securities, including equity securities and FHLB stock

$

3,140,201



$

2,998,638



$

2,849,495



$

2,628,292



$

2,682,250


Deposits

$

10,271,016



$

10,560,280



$

10,478,800



$

10,264,822



$

10,334,480


Interest-bearing deposits

$

5,226,396



$

5,298,590



$

5,376,300



$

5,390,869



$

5,405,730


Interest-bearing liabilities

$

5,802,965



$

5,599,646



$

5,620,997



$

5,611,055



$

5,627,853


Noninterest-bearing deposits

$

5,044,620



$

5,261,690



$

5,102,500



$

4,873,953



$

4,928,750


Shareholders' equity

$

2,044,832



$

1,988,981



$

1,983,317



$

1,954,552



$

1,949,275


Financial Ratios










Return on average assets

1.41

%


1.38

%


1.45

%


1.33

%


1.27

%

Return on average common equity

8.97

%


9.00

%


9.36

%


8.54

%


8.20

%

Average equity to average assets

15.67

%


15.35

%


15.49

%


15.60

%


15.47

%

Shareholders' equity to total assets

15.99

%


15.53

%


15.29

%


15.56

%


15.55

%

Net interest margin (tax equivalent) (1)

4.32

%


4.36

%


4.37

%


4.30

%


4.28

%

Period end










Total assets

$

13,064,436



$

13,095,145



$

12,956,596



$

12,628,586



$

12,530,636


Loans, net of unearned income

$

8,520,798



$

8,391,511



$

8,514,317



$

8,454,107



$

8,339,631


Allowance for loan and lease losses

$

83,274



$

83,369



$

83,787



$

80,150



$

79,827


Securities, including equity securities and FHLB stock

$

3,052,870



$

3,193,408



$

2,942,655



$

2,665,131



$

2,640,685


Deposits

$

10,369,009



$

10,458,126



$

10,603,957



$

10,384,004



$

10,395,523


Core deposits

$

9,898,982



$

9,973,840



$

10,084,687



$

9,888,696



$

9,897,185


Shareholders' equity

$

2,088,620



$

2,033,649



$

1,981,395



$

1,964,881



$

1,947,923


Goodwill

$

765,842



$

765,842



$

765,842



$

765,842



$

765,842


Other intangible assets, net

$

43,189



$

45,937



$

48,827



$

51,897



$

54,985


Nonperforming assets










Nonaccrual loans

$

52,615



$

54,842



$

60,332



$

69,504



$

78,464


OREO and OPPO

6,075



6,049



7,415



7,080



11,507


Total nonperforming assets

$

58,690



$

60,891



$

67,747



$

76,584



$

89,971


Nonperforming loans to period-end loans

0.62

%


0.65

%


0.71

%


0.82

%


0.94

%

Nonperforming assets to period-end assets

0.45

%


0.46

%


0.52

%


0.61

%


0.72

%

Allowance for loan and lease losses to period-end loans

0.98

%


0.99

%


0.98

%


0.95

%


0.96

%

Net loan charge-offs (recoveries)

$

1,457



$

2,207



$

(484)



$

3,652



$

1,671




(1)

Beginning January 2019, net interest margin was calculated using the actual number of days and on an Actual/Actual basis. This change was done to provide more meaningful trend information, on a quarterly basis, for our net interest margin regardless of the number of days in the quarter. Prior periods, which were previously reported on a 30/360 basis, have been restated to conform to the current basis.







LOAN PORTFOLIO COMPOSITION





Columbia Banking System, Inc.





Unaudited

March 31,


December 31,


September 30,


June 30,


March 31,


2019


2018


2018


2018


2018

Loan Portfolio Composition - Dollars

(dollars in thousands)

Commercial business

$

3,509,472



$

3,438,422



$

3,554,147



$

3,538,492



$

3,402,162


Real estate:










One-to-four family residential

282,673



238,367



232,924



180,522



182,302


Commercial and multifamily residential

3,917,833



3,846,027



3,786,615



3,758,207



3,776,709


Total real estate

4,200,506



4,084,394



4,019,539



3,938,729



3,959,011


Real estate construction:










One-to-four family residential

207,900



217,790



211,629



206,181



208,441


Commercial and multifamily residential

240,458



284,394



349,328



387,951



385,339


Total real estate construction

448,358



502,184



560,957



594,132



593,780


Consumer

312,886



318,945



327,863



326,402



323,631


Purchased credit impaired

88,257



89,760



95,936



101,782



109,299


Subtotal loans

8,559,479



8,433,705



8,558,442



8,499,537



8,387,883


Less:  Net unearned income

(38,681)



(42,194)



(44,125)



(45,430)



(48,252)


Loans, net of unearned income

8,520,798



8,391,511



8,514,317



8,454,107



8,339,631


Less:  Allowance for loan and lease losses

(83,274)



(83,369)



(83,787)



(80,150)



(79,827)


Total loans, net

8,437,524



8,308,142



8,430,530



8,373,957



8,259,804


Loans held for sale

$

4,017



$

3,849



$

5,275



$

6,773



$

4,312























March 31,


December 31,


September 30,


June 30,


March 31,

Loan Portfolio Composition - Percentages

2019


2018


2018


2018


2018

Commercial business

41.2

%


41.0

%


41.7

%


41.9

%


40.8

%

Real estate:










One-to-four family residential

3.3

%


2.8

%


2.7

%


2.1

%


2.2

%

Commercial and multifamily residential

46.1

%


45.8

%


44.5

%


44.4

%


45.3

%

Total real estate

49.4

%


48.6

%


47.2

%


46.5

%


47.5

%

Real estate construction:










One-to-four family residential

2.4

%


2.6

%


2.5

%


2.4

%


2.5

%

Commercial and multifamily residential

2.8

%


3.4

%


4.1

%


4.6

%


4.6

%

Total real estate construction

5.2

%


6.0

%


6.6

%


7.0

%


7.1

%

Consumer

3.7

%


3.8

%


3.9

%


3.9

%


3.9

%

Purchased credit impaired

1.0

%


1.1

%


1.1

%


1.2

%


1.3

%

Subtotal loans

100.5

%


100.5

%


100.5

%


100.5

%


100.6

%

Less:  Net unearned income

(0.5)

%


(0.5)

%


(0.5)

%


(0.5)

%


(0.6)

%

Loans, net of unearned income

100.0

%


100.0

%


100.0

%


100.0

%


100.0

%































DEPOSIT COMPOSITION










Columbia Banking System, Inc.










Unaudited











March 31,


December 31,


September 30,


June 30,


March 31,


2019


2018


2018


2018


2018

Deposit Composition - Dollars

(dollars in thousands)

Core deposits:










Demand and other noninterest-bearing

$

5,106,568



$

5,227,216



$

5,250,222



$

4,953,993



$

4,927,226


Interest-bearing demand

1,270,047



1,244,254



1,260,543



1,278,686



1,328,756


Money market

2,389,024



2,367,964



2,413,185



2,513,648



2,477,487


Savings

897,329



890,557



908,945



875,707



886,171


Certificates of deposit, less than $250,000

236,014



243,849



251,792



266,662



277,545


Total core deposits

9,898,982



9,973,840



10,084,687



9,888,696



9,897,185












Certificates of deposit, $250,000 or more

101,965



89,473



90,387



91,578



96,333


Certificates of deposit insured by CDARS®

22,890



23,580



23,841



23,492



23,191


Brokered certificates of deposit

51,375



57,930



65,476



68,870



76,931


Reciprocal money market accounts

294,096



313,692



340,044



311,935



302,544


Subtotal

10,369,308



10,458,515



10,604,435



10,384,571



10,396,184


Valuation adjustment resulting from acquisition accounting

(299)



(389)



(478)



(567)



(661)


Total deposits

$

10,369,009



$

10,458,126



$

10,603,957



$

10,384,004



$

10,395,523























March 31,


December 31,


September 30,


June 30,


March 31,

Deposit Composition - Percentages

2019


2018


2018


2018


2018

Core deposits:










Demand and other noninterest-bearing

49.2

%


50.0

%


49.5

%


47.7

%


47.4

%

Interest-bearing demand

12.2

%


11.9

%


11.9

%


12.3

%


12.8

%

Money market

23.0

%


22.6

%


22.8

%


24.2

%


23.8

%

Savings

8.7

%


8.5

%


8.6

%


8.4

%


8.5

%

Certificates of deposit, less than $250,000

2.3

%


2.3

%


2.4

%


2.6

%


2.7

%

Total core deposits

95.4

%


95.3

%


95.2

%


95.2

%


95.2

%











Certificates of deposit, $250,000 or more

1.0

%


0.9

%


0.9

%


0.9

%


0.9

%

Certificates of deposit insured by CDARS®

0.2

%


0.2

%


0.2

%


0.2

%


0.2

%

Brokered certificates of deposit

0.5

%


0.6

%


0.6

%


0.7

%


0.7

%

Reciprocal money market accounts

2.9

%


3.0

%


3.1

%


3.0

%


3.0

%

Total

100.0

%


100.0

%


100.0

%


100.0

%


100.0

%


































AVERAGE BALANCES AND RATES





Columbia Banking System, Inc.











Unaudited















Three Months Ended


Three Months Ended



March 31, 2019


March 31, 2018



Average
Balances


Interest
Earned / Paid


Average
Rate (3)


Average
Balances


Interest
Earned / Paid


Average
Rate (3)



(dollars in thousands)

ASSETS













Loans, net (1)(2)


$

8,406,664



$

109,715



5.29

%


$

8,348,740



$

104,091



5.06

%

Taxable securities


2,637,436



17,415



2.68

%


2,158,039



12,708



2.39

%

Tax exempt securities (2)


502,765



3,758



3.03

%


524,211



3,878



3.00

%

Interest-earning deposits with banks


14,762



88



2.42

%


91,763



345



1.52

%

Total interest-earning assets


11,561,627



130,976



4.59

%


11,122,753



121,022



4.41

%

Other earning assets


232,077







218,126






Noninterest-earning assets


1,254,337







1,262,265






Total assets


$

13,048,041







$

12,603,144






LIABILITIES AND SHAREHOLDERS' EQUITY

Certificates of deposit


$

406,539



$

576



0.57

%


$

479,729



$

526



0.44

%

Savings accounts


897,335



44



0.02

%


878,170



41



0.02

%

Interest-bearing demand


1,258,054



953



0.31

%


1,252,823



535



0.17

%

Money market accounts


2,664,468



2,925



0.45

%


2,795,008



1,407



0.20

%

Total interest-bearing deposits


5,226,396



4,498



0.35

%


5,405,730



2,509



0.19

%

FHLB advances


499,428



2,685



2.18

%


125,660



570



1.84

%

Subordinated debentures


35,438



468



5.36

%


35,623



468



5.33

%

Other borrowings


41,703



215



2.09

%


60,840



116



0.77

%

Total interest-bearing liabilities


5,802,965



7,866



0.55

%


5,627,853



3,663



0.26

%

Noninterest-bearing deposits


5,044,620







4,928,750






Other noninterest-bearing liabilities


155,624







97,266






Shareholders' equity


2,044,832







1,949,275






Total liabilities & shareholders' equity


$

13,048,041







$

12,603,144






Net interest income (tax equivalent)


$

123,110







$

117,359




Net interest margin (tax equivalent)


4.32

%






4.28

%



(1)

Nonaccrual loans have been included in the tables as loans carrying a zero yield. Amortized net deferred loan fees and net unearned discounts on acquired loans were included in the interest income calculations. The amortization of net deferred loan fees was $2.2 million for the three months ended March 31, 2019 and 2018. The incremental accretion on acquired loans was $2.0 million and $3.7 million for the three months ended March 31, 2019 and 2018, respectively.

(2)

Tax-exempt income is calculated on a tax equivalent basis. The tax equivalent yield adjustment to interest earned on loans was $1.3 million and $1.1 million for the three months ended March 31, 2019 and 2018, respectively. The tax equivalent yield adjustment to interest earned on tax exempt securities was $789 thousand and $814 thousand for the three months ended March 31, 2019 and 2018, respectively.

(3)

Beginning January 2019, average rates were calculated using the actual number of days and on an Actual/Actual basis. This change was done to provide more meaningful trend information, on a quarterly basis, for our net interest margin regardless of the number of days in the quarter. Prior periods, which were previously reported on a 30/360 basis, have been restated to conform to the current basis.







AVERAGE BALANCES AND RATES







Columbia Banking System, Inc.







Unaudited












Three Months Ended


Three Months Ended



March 31, 2019


December 31, 2018



Average
Balances


Interest
Earned / Paid


Average
Rate (3)


Average
Balances


Interest
Earned / Paid


Average
Rate (3)



(dollars in thousands)

ASSETS













Loans, net (1)(2)


$

8,406,664



$

109,715



5.29

%


$

8,441,354



$

111,239



5.23

%

Taxable securities


2,637,436



17,415



2.68

%


2,493,683



16,684



2.65

%

Tax exempt securities (2)


502,765



3,758



3.03

%


504,955



3,805



2.99

%

Interest-earning deposits with banks


14,762



88



2.42

%


18,478



102



2.19

%

Total interest-earning assets


11,561,627



130,976



4.59

%


11,458,470



131,830



4.56

%

Other earning assets


232,077







230,601






Noninterest-earning assets


1,254,337







1,268,683






Total assets


$

13,048,041







$

12,957,754






LIABILITIES AND SHAREHOLDERS' EQUITY

Certificates of deposit


$

406,539



$

576



0.57

%


$

427,592



$

587



0.54

%

Savings accounts


897,335



44



0.02

%


897,976



36



0.02

%

Interest-bearing demand


1,258,054



953



0.31

%


1,230,351



730



0.24

%

Money market accounts


2,664,468



2,925



0.45

%


2,742,671



2,478



0.36

%

Total interest-bearing deposits


5,226,396



4,498



0.35

%


5,298,590



3,831



0.29

%

FHLB advances


499,428



2,685



2.18

%


215,606



1,399



2.57

%

Subordinated debentures


35,438



468



5.36

%


35,484



467



5.22

%

Other borrowings


41,703



215



2.09

%


49,966



216



1.72

%

Total interest-bearing liabilities


5,802,965



7,866



0.55

%


5,599,646



5,913



0.42

%

Noninterest-bearing deposits


5,044,620







5,261,690






Other noninterest-bearing liabilities


155,624







107,437






Shareholders' equity


2,044,832







1,988,981






Total liabilities & shareholders' equity


$

13,048,041







$

12,957,754






Net interest income (tax equivalent)


$

123,110







$

125,917




Net interest margin (tax equivalent)


4.32

%






4.36

%



(1)

Nonaccrual loans have been included in the tables as loans carrying a zero yield. Amortized net deferred loan fees and net unearned discounts on acquired loans were included in the interest income calculations. The amortization of net deferred loan fees was $2.2 million and $2.5 million for the three months ended March 31, 2019 and December 31, 2018, respectively. The incremental accretion on acquired loans was $2.0 million and $2.6 million for the three months ended March 31, 2019 and December 31, 2018, respectively.

(2)

Tax-exempt income is calculated on a tax equivalent basis. The tax equivalent yield adjustment to interest earned on loans was $1.3 million and $1.2 million for the three months ended March 31, 2019 and December 31, 2018, respectively. The tax equivalent yield adjustment to interest earned on tax exempt securities was $789 thousand and $800 thousand for the three months ended March 31, 2019 and December 31, 2018, respectively.

(3)

Beginning January 2019, average rates were calculated using the actual number of days and on an Actual/Actual basis. This change was done to provide more meaningful trend information, on a quarterly basis, for our net interest margin regardless of the number of days in the quarter. Prior periods, which were previously reported on a 30/360 basis, have been restated to conform to the current basis.

Non-GAAP Financial Measures

The Company considers its operating net interest margin and operating efficiency ratios to be useful measurements as they more closely reflect the ongoing operating performance of the Company. Despite the usefulness of the operating net interest margin and operating efficiency ratio to the Company, there are no standardized definitions for them and, as a result, the Company's calculations may not be comparable with other organizations. The Company encourages readers to consider its consolidated financial statements in their entirety and not to rely on any single financial measure.

The following tables reconcile the Company's calculation of the operating net interest margin and operating efficiency ratio:


Three Months Ended


March 31,


December 31,


March 31,


2019


2018


2018

Operating net interest margin non-GAAP reconciliation:

(dollars in thousands)

Net interest income (tax equivalent) (1)

$

123,110



$

125,917



$

117,359


Adjustments to arrive at operating net interest income (tax equivalent):






Incremental accretion income on FDIC purchased credit impaired loans

(288)



(395)



(329)


Incremental accretion income on other acquired loans

(1,747)



(2,218)



(3,370)


Premium amortization on acquired securities

1,779



1,671



2,075


Interest reversals on nonaccrual loans

626



417



417


Operating net interest income (tax equivalent) (1)

$

123,480



$

125,392



$

116,152


Average interest earning assets

$

11,561,627



$

11,458,470



$

11,122,753


Net interest margin (tax equivalent) (1)(2)

4.32

%


4.36

%


4.28

%

Operating net interest margin (tax equivalent) (1)(2)

4.33

%


4.34

%


4.24

%




Three Months Ended


March 31,


December 31,


March 31,


2019


2018


2018

Operating efficiency ratio non-GAAP reconciliation:

(dollars in thousands)

Noninterest expense (numerator A)

$

84,700



$

87,019



$

85,987


Adjustments to arrive at operating noninterest expense:






Acquisition-related expenses



(493)



(4,265)


Net benefit (cost) of operation of OREO and OPPO

(114)



(23)



4


Loss on asset disposals



(166)




Business and Occupation ("B&O") taxes

(1,876)



(1,410)



(1,317)


Operating noninterest expense (numerator B)

$

82,710



$

84,927



$

80,409








Net interest income (tax equivalent) (1)

$

123,110



$

125,917



$

117,359


Noninterest income

21,696



20,402



23,143


Bank owned life insurance tax equivalent adjustment

404



390



379


Total revenue (tax equivalent) (denominator A)

$

145,210



$

146,709



$

140,881








Operating net interest income (tax equivalent) (1)

$

123,480



$

125,392



$

116,152


Adjustments to arrive at operating noninterest income (tax equivalent):






Investment securities loss (gain), net

(1,847)



16



(22)


Gain on asset disposals



(30)



(35)


Operating noninterest income (tax equivalent)

20,253



20,778



23,465


Total operating revenue (tax equivalent) (denominator B)

$

143,733



$

146,170



$

139,617


Efficiency ratio (tax equivalent) (numerator A/denominator A)

58.33

%


59.31

%


61.04

%

Operating efficiency ratio (tax equivalent) (numerator B/denominator B)

57.54

%


58.10

%


57.59

%



(1)

Tax-exempt interest income has been adjusted to a tax equivalent basis. The amount of such adjustment was an addition to net interest income of $2.1 million, $2.0 million, and $1.9 million for the three months ended March 31, 2019, December 31, 2018, and March 31, 2018.

(2)

Beginning January 2019, net interest margin (tax equivalent) and operating net interest margin (tax equivalent) were calculated using the actual number of days and on an Actual/Actual basis. This change was done to provide more meaningful trend information, on a quarterly basis, for our net interest margin regardless of the number of days in the quarter. Prior periods, which were previously reported on a 30/360 basis, have been restated to conform to the current basis.

Non-GAAP Financial Measures - Continued

The Company also considers its core noninterest expense ratio to be a useful measurement as it more closely reflects the ongoing operating performance of the Company. Despite the usefulness of the core noninterest expense ratio to the Company, there is not a standardized definition for it, as a result, the Company's calculations may not be comparable with other organizations. The Company encourages readers to consider its consolidated financial statements in their entirety and not to rely on any single financial measure.

The following table reconciles the Company's calculation of the core noninterest expense ratio:



Three Months Ended



March 31,


December 31,


March 31,



2019


2018


2018

Core noninterest expense ratio non-GAAP reconciliation:


(dollars in thousands)

Noninterest expense (numerator A)


$

84,700



$

87,019



$

85,987


Adjustments to arrive at core noninterest expense:







Acquisition-related expenses




(493)



(4,265)


Core noninterest expense (numerator B)


$

84,700



$

86,526



$

81,722


Average assets (denominator)


$

13,048,041



$

12,957,754



$

12,603,144


Noninterest expense ratio (numerator A/denominator) (1)


2.60

%


2.69

%


2.73

%

Core noninterest expense ratio (numerator B/denominator) (2)


2.60

%


2.67

%


2.59

%



(1)

For the purpose of this ratio, interim noninterest expense has been annualized.

(2)

For the purpose of this ratio, interim core noninterest expense has been annualized.

The Company considers its tangible common equity ratio and tangible book value per share ratio to be useful measurements in evaluating the capital adequacy of the Company as they provide a method to assess management's success in utilizing our tangible capital. Despite the usefulness of these ratios to the Company, there is not a standardized definition for them, as a result, the Company's calculation may not always be comparable with other organizations. The Company encourages readers to consider its consolidated financial statements in their entirety and not to rely on any single financial measure.

 The following tables reconcile the Company's calculation of the tangible common equity ratio:


March 31,


December 31,


March 31,


2019


2018


2018

Tangible common equity ratio and tangible book value per common share non-GAAP reconciliation:

(dollars in thousands except per share amounts)

Shareholders' equity (numerator A)

$

2,088,620



$

2,033,649



$

1,947,923


Adjustments to arrive at tangible common equity:






Goodwill

(765,842)



(765,842)



(765,842)


Other intangible assets, net

(43,189)



(45,937)



(54,985)


Tangible common equity (numerator B)

$

1,279,589



$

1,221,870



$

1,127,096


Total assets (denominator A)

$

13,064,436



$

13,095,145



$

12,530,636


Adjustments to arrive at tangible assets:






Goodwill

(765,842)



(765,842)



(765,842)


Other intangible assets, net

(43,189)



(45,937)



(54,985)


Tangible assets (denominator B)

$

12,255,405



$

12,283,366



$

11,709,809


Shareholders' equity to total assets (numerator A/denominator A)

15.99

%


15.53

%


15.55

%

Tangible common shareholders' equity to tangible assets (numerator B/denominator B)

10.44

%


9.95

%


9.63

%

Common shares outstanding (denominator C)

73,565



73,249



73,240


Book value per common share (numerator A/denominator C)

$

28.39



$

27.76



$

26.60


Tangible book value per common share (numerator B/denominator C)

$

17.39



$

16.68



$

15.39


Non-GAAP Financial Measures - Continued

The Company also considers its return on average tangible common equity ratio to be a useful measurement as it evaluates the Company's ongoing ability to generate returns for its common shareholders. By removing the impact of intangible assets and their related amortization and tax effects, the performance of the business can be evaluated, whether acquired or developed internally. Despite the usefulness of this ratio to the Company, there is not a standardized definition for it, and, as a result, the Company's calculation may not always be comparable with other organizations. The Company encourages readers to consider its consolidated financial statements in their entirety and not to rely on any single financial measure.

The following tables reconcile the Company's calculation of the return on average tangible common shareholders' equity ratio:



Three Months Ended



March 31,


December 31,


March 31,



2019


2018


2018

Return on average tangible common equity non-GAAP reconciliation:


(dollars in thousands)

Net income (numerator A)


$

45,871



$

44,748



$

39,970


Adjustments to arrive at tangible income applicable to common shareholders:







Amortization of intangibles


2,748



2,890



3,188


Tax effect on intangible amortization


(577)



(607)



(669)


Tangible income applicable to common shareholders (numerator B)


$

48,042



$

47,031



$

42,489


Average shareholders' equity (denominator A)


$

2,044,832



$

1,988,981



$

1,949,275


Adjustments to arrive at average tangible common equity:







Average intangibles


(810,376)



(813,145)



(822,376)


Average tangible common equity (denominator B)


$

1,234,456



$

1,175,836



$

1,126,899


Return on average common equity (numerator A/denominator A) (1)


8.97

%


9.00

%


8.20

%

Return on average tangible common equity (numerator B/denominator B) (2)


15.57

%


16.00

%


15.08

%



(1)

For the purpose of this ratio, interim net income has been annualized.

(2)

For the purpose of this ratio, interim tangible income applicable to common shareholders has been annualized.

 

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SOURCE Columbia Banking System, Inc.