Banner Corp (BANR) to acquire Pacific Financial in all-stock merger at 0.2633 exchange ratio

Filed June 17, 2026 · ~1 min read

Key Changes

• high

  Banner will issue approximately 2.65 million shares to Pacific Financial shareholders at a fixed 0.2633 exchange ratio with no price protection; Pacific Financial shareholders bear all Banner stock-price risk between signing and closing.

  Risk Factors verify on EDGAR →
• high

  Pacific Financial insiders holding 12.7% of outstanding shares have contractually agreed to vote for the merger, requiring 61.8% approval from remaining unaffiliated shareholders to reach the two-thirds threshold.

  Risk Factors verify on EDGAR →
• medium

  Pacific Financial trades over-the-counter with limited volume; OTC quotes may not reflect actual transaction prices, complicating shareholders' ability to assess deal fairness.

  Risk Factors verify on EDGAR →