Banner Corporation to Acquire Pacific Financial in All‑Stock Deal Set for Q3 2026 Close

TL;DR: Banner Corporation (NASDAQ: BANR) will acquire Pacific Financial Corporation (NASDAQ: PFBC) in an all‑stock merger, offering 0.2633 Banner shares per Pacific Financial share. The deal targets a Q3 2026 close, pending shareholder and regulatory approvals.

Banner Corp, a regional bank holding company with a market capitalization of about $3.1 billion, operates primarily in the Western United States. Pacific Financial Corp, a 55‑year‑old community bank, holds roughly $850 million in market value and is known for strong core deposits. Both firms emphasize relationship‑based banking and community focus.

Under the merger agreement, Pacific Financial shareholders will receive 0.2633 shares of Banner common stock for each share they own, based on the relative closing prices of the two stocks. Mark Grescovich, Banner's president and CEO, called Pacific Financial a "highly respected, financially strong community bank with excellent core deposits." Regulators and shareholders must approve the transaction before it can close in Q3 2026.

The all‑stock structure makes the deal a tax‑free reorganization under U.S. tax law, avoiding immediate cash outlay for either party. Banner estimates the merger will be immediately accretive to 2027 earnings per share, excluding one‑time transaction costs, by adding Pacific Financial’s deposit base and loan portfolio. Early market reaction showed Banner shares up 1.2% and Pacific Financial shares up 3.4% in premarket trading following the announcement.

Investors will monitor the shareholder vote scheduled for mid‑2026 and any regulatory filings with the Federal Reserve and state banking agencies as the Q3 2026 closure date approaches.