NASDAQ:PPBI Pacific Premier Bancorp Q1 2025 & M&A Announcement Earnings Report $21.24 +1.13 (+5.62%) As of 04/24/2025 04:00 PM Eastern Earnings HistoryForecast Pacific Premier Bancorp EPS ResultsActual EPS$0.37Consensus EPS $0.30Beat/MissBeat by +$0.07One Year Ago EPSN/APacific Premier Bancorp Revenue ResultsActual Revenue$144.83 millionExpected Revenue$143.25 millionBeat/MissBeat by +$1.58 millionYoY Revenue GrowthN/APacific Premier Bancorp Announcement DetailsQuarterQ1 2025 & M&A AnnouncementDate4/23/2025TimeBefore Market OpensConference Call DateWednesday, April 23, 2025Conference Call Time6:00PM ETConference Call ResourcesConference Call AudioConference Call TranscriptPress ReleaseEarnings HistoryCompany ProfilePowered by Pacific Premier Bancorp Q1 2025 & M&A Announcement Earnings Call TranscriptProvided by QuartrApril 23, 2025 ShareLink copied to clipboard.There are 17 speakers on the call. Operator00:00:00Good day, and thank you for standing by. Welcome to the Columbia Banking System First Quarter twenty twenty five Earnings and Pacific Premier Bancorp Acquisition Announcement Conference Call. At this time, all participants are in a listen only mode. After the speakers' presentation, there will be a question and answer session. To ask a question during the session, you will need to press 11 on your telephone. Operator00:00:23You will then hear an automated message advising your hand is raised. To withdraw your question, please press 11 again. Please be advised that today's conference is being recorded. At this time, I'd like to introduce Clint Stein, President and CEO of Columbia to begin the conference call. Please go ahead. Speaker 100:00:42Thank you, Delim. Good afternoon, everyone. Thank you for joining us as we review Columbia's first quarter results and the announced acquisition of Pacific Premier Bancorp. The news releases and corresponding presentations are available on our website at columbiabankingsystem.com. During today's call, we will make forward looking statements, which are subject to risks and uncertainties and are intended to be covered by the Safe Harbor provisions of federal securities law. Speaker 100:01:09For a list of factors that may cause actual results to differ materially from expectations, please refer to the disclosures contained within our SEC filings. We will also reference non GAAP financial measures, and I encourage you to review the non GAAP reconciliations provided in our earnings materials. I want to thank each of you again for joining us on short notice. I'm eager to get to our discussion of Pacific Premier, an acquisition which I'm excited to talk about, but we also have another solid quarter of results to share with you. Our consistent repeatable performance in 2024 carried through to the first quarter of 'twenty five. Speaker 100:01:50Our results reflect our disciplined focus on relationship banking as our teams work toward long term balanced growth in deposits, loans and core fee income. Our net interest margin contracted modestly as anticipated in the first quarter, given customer cash usage in December that carried through into January. But the positive effects of our retail and small business deposit campaigns, as well as growing commercial balances offset these impacts, defined seasonal norms with $440,000,000 in net customer deposit growth for the quarter. Loan origination volume was up 17% from the first quarter of twenty twenty four, as momentum from the fourth quarter carried through into the new year. Our banking teams continue to win new business with new and existing customers. Speaker 100:02:42However, total loan balances were relatively flat as of quarter end due to higher prepayment and payoff activity. Period end totals were also muted by our continued focus on pushing the transactional real estate loans discussed in previous quarters off our balance sheet. Beyond the non recurring items that impacted our expenses in the first quarter, Columbia maintained its disciplined cost culture while continuing to reinvest in our growing franchise. We opened our first retail branch in Colorado in March in support of the banking teams that have already been offering our full suite of products and services in the market since 2022. We'll continue to fine tune our branch footprint and expand in geographies where we see opportunities. Speaker 100:03:28On that point, today we announced our partnership with Pacific Premier. With this acquisition, Columbia will become a $70,000,000,000 in assets franchise and pick up a complementary set of products and services to support our growing customer base. Our eight state Western footprint remains intact, but as Pacific Premier's footprint is heavily weighted in Southern California, we accelerate our strategic goals in this market by a decade or more. I'm not going to take you through a page turn presentation of the deal deck, but I will reference certain key slides during my remarks. Slide four in the deck highlights the highly complementary footprints of Columbia and Pacific Premier. Speaker 100:04:11I've previously discussed Columbia's expansion plans in Arizona, Colorado, Utah, and Southern California. A de novo branching strategy accomplishes our coverage goals in the first three states, but Southern California is different. There are 13,000,000 people in the Los Angeles market alone, which is more than Washington and Oregon combined, and there are over 20,000,000 people in the broader Southern California market. Pacific Premier's Southern California footprint fills in our Western reach from Canada to Mexico, and it enhances our presence in other growth markets like Las Vegas and Phoenix. This acquisition provides the physical footprint to support our Southern California banking teams who have done a phenomenal job with limited infrastructure. Speaker 100:04:59It also provides expanded capabilities to the PPBI team through broader product offerings and the benefits of a much larger balance sheet. Columbia's deposit market share position in Southern California moves from fifty first to number 10 on a pro form a basis, as outlined on slide eight. Ron will cover the numbers behind this financially attractive acquisition in greater detail. But as part of the all stock transaction, Pacific Premier shareholders will receive a fixed exchange ratio of 0.915 of share of Columbia stock for each Pacific Premier share. Following the deal's closing, Pacific Premier shareholders will own 30% of the combined company and Columbia shareholders will own 70%. Speaker 100:05:46Notably, we expect the transaction to have minimal impact on Columbia's capital ratios and we do not need to raise additional capital to support the deal. Columbia's executive leadership team remains intact, and three Pacific Premier directors will join Columbia's board, including Steve Gardner, Pacific Premier's Chairman and CEO. The combined organization will operate under the unified brand of Columbia Bank, as Umpqua Bank will change its name to Columbia Bank later this year. The Columbia Bank name aligns with our holding company name and other brands the bank operates today, simplifying our family of brands and ensuring brand clarity as we deepen our presence throughout the West. Beyond double digit EPS accretion and a short earn back period, this transaction represents a strategically compelling partnership as slide five outlines. Speaker 100:06:39Columbia and Pacific Premier are like minded business banks that share a relationship based operating philosophy. The banks have nearly identical low cost deposit compositions, including a top quartile percentage of non interest bearing deposits. Premier's products and service offerings are additive to Columbia's as we strive toward a larger contribution of fee income to our revenue stream. Pacific Premier's custodial trust business complements our existing wealth management platform, adding new capabilities and revenue enhancing opportunities. We'll also add Pacific Premier's attractive HOA banking, escrow and ten thirty one exchange businesses, driving additional fee income and adding low cost core deposits as detailed on slide 10. Speaker 100:07:30Execution risk for this transaction is low. It is predominantly an expansion in existing markets with limited overlap, and we expect very little disruption to depositors, borrowers, and our banking teams. Companies have similar credit cultures founded on conservative underwriting, robust review processes, and relationship centric banking. Our thorough due diligence process confirms significant alignment in our credit approach, go to market strategy, operating philosophies and cultures. In addition, both companies have significant acquisition experience and integration talent, so we expect a smooth combination in every respect. Speaker 100:08:12I want to take a moment to address heightened macro uncertainty and the recent market volatility. Columbia's consistent approach to banking is a key contributor to our success through business and credit cycles. Our conservative and disciplined approach to building a diversified and granular balance sheet anchored by enduring customer relationships has historically allowed us to thrive during volatile periods. Our company has grown stronger as we have gained scale, talent, and process improvement through the mergers and acquisitions that have shaped Columbia over the years. Through it all, we have maintained our culture, supported our growing customer base, maintaining our strong credit profile and building a superior core deposit franchise. Speaker 100:08:57I want to thank our associates for their hard work in delivering another solid quarter of operational results. Their accomplishments contribute to my enthusiasm for our future. Our pending acquisition of Pacific Premier accelerates the organic opportunities in front of us as we continue to grow our customer base throughout our eight state Western footprint. Together we continue to strive toward consistent repeatable top quartile performance in support of long term shareholder value. I'll now turn the call over to Ron. Speaker 200:09:27Okay. Thank you, Clint. I'll begin with a review of the first quarter's results. We reported first quarter EPS of $0.41 per share and operating EPS of $0.67 which excludes the previously disclosed legal settlement of $55,000,000 15 million dollars in severance expense and other fair value and hedging items detailed in our non GAAP disclosures, which I encourage you to review. Our operating return on tangible equity was 15%, while operating PPNR was $212,000,000 As Clint noted, our bankers activity helped offset typical seasonal deposit contraction as customer cash usage in December carried through in January. Speaker 200:10:09Balance generation from our small business and retail campaign and other growth in commercial deposits drove $440,000,000 in customer deposit growth during the first quarter. Growth in relationship based accounts enabled us to repay $590,000,000 of wholesale funding inclusive of broker deposits and the favorable mix shift benefited our net interest margin later in the quarter. As we discussed on last quarter's call, seasonal deposit flows led to four basis points of NIM contraction to 3.6 in the first quarter. Wholesale repayments were largely executed in March. Our provision for credit loss was $27,000,000 for the quarter, and our overall allowance for credit losses remains robust at 1.17% of total loans or 1.32% when including the remaining credit discount. Speaker 200:11:05Non interest income was $66,000,000 for the quarter, with the change from Q4 mostly related to fair value swings given interest rate changes. On Page 16 of our earnings release, we detail the non operating fair value changes. Excluding those items, our operating non interest income of $56,900,000 for Q1 was up $2,000,000 as last quarter's loss on sale loans did not repeat. Total GAAP expense for the quarter was $340,000,000 while operating expenses were $270,000,000 with the variance detailed on page 16 of the earnings release. Seasonally higher payroll taxes and elevated legal expense separate from the legal settlement drove a $7,000,000 increase from the prior quarter. Speaker 200:11:53Before taking today's merger announcement into consideration, we continue to expect our operating expense excluding CDI amortization to be in the $1,000,000,000 to $1,010,000,000 range for 2025. And lastly, our tax rate was impacted by non deductible expenses during the quarter. We expect it to remain in the mid-twenty 5% range on an operating basis for the remainder of 2025. Turning now to the proposed transaction with Pacific Premier. Slides twenty one and twenty two in the deal deck detail a diversified pro form a loan portfolio and the similar deposit profiles Clint discussed. Speaker 200:12:33Slide 18 lays out key deal related financial assumptions. We begin with consensus estimates for Columbia and Pacific Premier, and we expect to realize approximately $127,000,000 in pretax cost savings, which represents 30% of Pacific Premier's noninterest expense base. We expect 75% of savings to be phased in during 2026 and 100% thereafter. As Clint outlined, we expect to realize revenue synergies given opportunities across our combined customer base, though none are included in our announced financial projections. We expect one time after tax deal related costs of $146,000,000 Fair value and interest rate marks, which will be accreted over the remaining life of the assets include rate related write downs of $449,000,000 on Pacific Premier's gross loan portfolio, dollars $327,000,000 on held to maturity securities, and $91,000,000 related to available for sale securities. Speaker 200:13:40We also anticipate a $25,000,000 reversal of existing marks on Pacific Premier's acquired loans, a $12,000,000 write up to fixed assets, and an $11,000,000 write up of time deposits, which will be amortized over approximately one year. The $96,000,000 credit mark, which is equivalent to 0.8% of Pacific Premier's gross loan portfolio, is allocated 50% to purchase credit deteriorated or PCD loans and 50% to non PCD loans. As with interest rate marks, the non PCD mark will accrete into interest income over the remaining life of the loans. We expect to realize an initial provision expense of $48,000,000 on non PCD loans immediately following the transactions closing. The core deposit intangible is estimated at 3.3% of Pacific Premier's core deposits, and it will be amortized over 10 using a sum of the year's digits calculation. Speaker 200:14:42Lastly, Pacific Premier intends to call its outstanding subordinated debt prior to the transaction closing. These assumptions drive our expectations for 14% EPS accretion in 2026 and fifteen percent in 2027 based on consensus estimates. We project 7.6% of tangible book value dilution and a three year earn back period. Please refer to the appendix for reconciliation of the metrics I just discussed. Slides fourteen and fifteen outline the significant value creation and applied equity value upside this transaction offers. Speaker 200:15:22Given Pacific Premier's excess capital position, we expect limited impact to our capital ratios at closing. And as Clint noted, we will not need to raise additional capital. I will now turn the call back over to Clint. Speaker 100:15:34Hey, thanks Ron. As you've heard me say many times before, the criteria Columbia considers in any transaction are that it makes financial sense for our shareholders, it is complementary or additive to our business model, and it needs to be culturally compatible. Our partnership with Pacific Premier is consistent with all of those criteria. Our focus remains on optimizing our financial performance to drive long term shareholder value. Our capital position continues to build and our regulatory ratios are expanding in line with our expectations. Speaker 100:16:05Our CET1 and total capital ratios were 10.612.8% at quarter end, well above our long term targets. Our operational performance continues to demonstrate our ability to organically generate capital well above what is required to support prudent organic growth and our regular dividend. We expect our acquisition of Pacific Premier to enhance our capital generation capabilities and drive additional flexibility for future return to shareholders. This concludes our prepared comments. Chris, Tore, Ron, Frank and I are happy to take your questions on our first quarter results. Speaker 100:16:41And Steve Gardner is with us for acquisition related questions. Dalim, please open the call for Q and A. Operator00:16:50Thank you, sir. And I show our first question comes from the line of Chris McGrady from KBW. Please go ahead. Speaker 300:17:13Great. Good afternoon. Clint, I got a I guess an opening question for you. You're roughly two years removed from the close of the Uncle deal. I guess I'm interested in what experience you can bring from that deal to this deal. Speaker 300:17:27I know you talked about this being a little bit a market extension, but maybe the upside potential and then maybe the risk that you're monitoring. Thanks. Speaker 100:17:37Yeah, hi Chris. You know, we have a slide in the deal deck that highlights our M and A experience, and when I say ours specifically Steve's M and A experience and my M and A experience, but also that of our teams. And since 2010, each organization has done 10, individually done 10 acquisitions. And so with each one of those, learn something and you have a playbook. What's unusual here is to have a counterparty that is as seasoned or more seasoned than what we are. Speaker 100:18:20And so when you look at that track record, it gives you a lot of confidence in your ability to adapt to whatever comes at you that's a surprise, because there's always something. But more specific to the merger integration that we wrapped up, I started talking last summer that the integration aspects, the social aspects of the Columbia EMCOR integration were largely behind us. And conventional thinking is it's a two year process for that to happen. So I feel like we accomplished it about six months ahead of time. You look at the consistent operating performance that we drove throughout '24, carried that into the first quarter here of '25. Speaker 100:19:18And so everything that we've experienced and what we've been communicating over the past several quarters is that we're in a business as usual operating mode, that the integration was fully behind us. And it was a much heavier lift, because if you think about every single individual in both companies was impacted by the Columbia Umpqua merger. Here, there's still an impact, but it's not, it doesn't impact and distract or have the potential to distract every single person doing every single job in both companies. So don't want to make light of any integration is challenging. But also, Steve and I have spent a lot of time talking about and speaking with key members of his team about how to make sure that we execute flawlessly on this and we have a great plan. Speaker 100:20:28So I'm just very confident in our ability to do this. And I think the environment is also conducive to doing that as well. Speaker 300:20:43Great. Thanks for that. And then I guess my follow-up would be a little bit of a regulatory angle, right? You're 70% you're going to be 70% in assets pro form a. I guess two part question. Speaker 300:20:55Is there any expenses, gross or net, that you're allocating to preparing for 100,000,000,000 And then secondarily, what's the CRE concentration going to be pro form a? I know that's a bigger issue once you get closer to 100 and Steve was right around 300. So I'm interested in that kind of pro form a number. Thanks. Speaker 100:21:17Yeah. So we have a roadmap in terms of preparing as we skate towards a hundred billion. And roadmap was put in place really as we cross 50,000,000,000. And it doesn't mean that we've significantly ramped up expense or that we'll need to significantly ramp up at 70,000,000,000. So there's not like an expense cliff that comes with this. Speaker 100:21:48But what it does mean is that we have to start skating to where the puck's going because there's no phase in period for the regulatory aspect of crossing 100,000,000,000. At 70,000,000,000, my argument would be we're only 70% of the way there. But I do think that we'll accelerate some of the components on roadmap, but it's nothing that will be a meaningful adjustment to your expense models or anything like that at this point in time. And then we just have to wait and see. There's a lot of moving pieces right now in the regulatory framework. Speaker 100:22:39And a hundred used to be two fifty. And I don't know if that happens again, but I think that there's just, we're in pretty consistent conversations and constant contact with our regulators at the regional office as well as nationally. And so, I think that in the time period that we're going through waiting to close this thresholds could be different, but we're not counting on that, just so you know. Speaker 300:23:13Great, and then the performance CRE if Speaker 400:23:15you have it. Thank you. Speaker 100:23:17Oh, yeah, think it's 330, 3 20 5. And if you take out the multifamily, both companies multifamily books are pretty much the same workforce housing, rock solid credit. I think that then that number drops down to 168 or somewhere in that level. Speaker 200:23:44Okay. Speaker 100:23:45Thank you. Operator00:23:47Thank you. And I show our next question comes from the line of David Feaster from Raymond James. Please go ahead. Speaker 500:23:56Hi. Good afternoon, everybody. Speaker 600:23:58Hey, David. Speaker 500:24:01Obviously, this is a very complimentary deal. It brings some nice fee income lines, which you alluded to, some some new lending verticals, expands into some markets that you were already going to. You touched on a few of those things that Pacific Premier brings. I was hoping you could elaborate maybe on where you see the most opportunity to add value utilizing some of their core competencies across the combined franchise or leveraging Columbia's expertise across their footprint? Just kind of curious where you see what are you most excited about? Speaker 100:24:36I'll start and then see if Chris and Tori want to actually give you more details. The thing that excites me the most is, and I said it in my prepared remarks is this accelerates what we had hoped to be able to achieve in Southern California in particular by over a decade. And that's not just something we're saying just because it is impactful. But it's been about a year and a half that we've been trying to solve for how do we get more infrastructure for the bankers that we already have in that market. And I said in my comments that they've done a phenomenal job, they have with very little, very very limited infrastructure south of the Grapevine. Speaker 100:25:29And so for eighteen months of work in trying to find the right places and figure out where our existing customers are and good prospective customers. We identified less than a half a dozen sites at that point in time. And so if you just roll that forward and think about how do you get and build a footprint, that's not only the sheer number of locations, but the size and scale of what Steve and his team have built in that market, it's easily a ten year push to do that. And then when you combine that with some of their businesses that you know, where they're just ahead of us in things, you know, HOA banking is one area that, you know, Chris and some of his team have been trying to unlock the secret sauce to that. And of course, Steve and PAC Premier team have a very robust platform there and there's other things. Speaker 100:26:35And then also we think about some of the things that we're doing on the small business side that have been impactful on our current operations over the past five quarters, and how we can leverage that and have that as an accelerator of growth. So I've kind of given you the appetizer now. I'm going to step back and let Tore and Chris serve up the main course on what the specifics are. Speaker 700:27:01Yeah, thanks Clint. It's Tore. I'll jump in real quick. I mean, I 've been honestly salivating over the Southern California market for a decade and just the sheer number of companies of all sizes, the density of it. It's just such a wonderful market to be able to be a part of and to be able to grow into. Speaker 700:27:22We will immediately get brand awareness and strength and just share in the market, which is just going to support both of us as we kind of come together to grow. I mean, specifically, you think about some of the product capabilities that we combine, we'll be able to expand. You've got the leasing business. I think a little different offering on the commercial card front. You've got international banking front just a little bit different as we come together. Speaker 700:27:50You've got the growth from the scale of our balance sheet. So similar to AMCO and Columbia coming together, we've got the capability to grow with those customers as they grow. And we're not going to pass on $20,000,000 30 million dollars deals as companies grow and need that from a lending standpoint. So we got the capabilities to serve the customers as they grow, so we grow with them. And so I think those things combined with inheriting a great group of bankers at Pacific Premier, I think it's just going to be a wonderful opportunity for us. Speaker 800:28:22Yeah, David, this is Chris. The acceleration of the HOA program is a that's a huge one, light years ahead of where we are today. The complementary nature of the custodial trust business and being able to look at how our fiduciary business there and the investment aspects that we put into that as well. We've been expanding into the market down there, and this just accelerates that. Clint started touching on retail small business. Speaker 800:28:53I think what we've shown in the last four campaigns of what we can do with our approach to the market, really looking forward to the opportunity of getting in there, training up the team and the relationship strategy and then seeing what we can do when we turn that loose. We've talked about the market and the potential. I think there's a lot of tremendous opportunity there. And then we'll be full service and we'll bring the mortgage business into play as well. Speaker 500:29:20That's great. And Columbia, you guys have had slide in your deck talking about longer term balance sheet optimization opportunities. Obviously, we're going to have the Pacific Premier balance sheet marked. Are you considering any asset sales or optimization efforts to help improve profitability and maybe accelerate that optimization that you've already identified, or is that just some conservatism in these numbers and optionality that you guys have? Because I don't think that's in those pro form a numbers. Speaker 100:29:53No, no, it's not. But David, as usual, you've zeroed in on some of the key aspects of, it provides flexibility. Not only does it act as a balance sheet restructure on the PAC Premier balance sheet, but then gets accreted back through earnings as opposed to being a hard coded loss. But it also creates flexibility for us to do some of the things that we've been talking about for the past year or fifteen months on optimizing our balance sheet. Just the expanded earnings capability of pro form a company also gives us the potential to look at things a little bit differently in that regard. Speaker 100:30:43And as we've mentioned, the deal doesn't require any additional capital. And we've already been growing capital fairly substantially over the last two years and that growth should accelerate as well. Speaker 500:31:01Okay, that's great. And then maybe just last one for me, a higher level one. You know, we've got an extremely volatile backdrop today. You know, you got the trade wars and all that going on. Just kinda high level question for you, Clint, is how do you get comfortable underwriting credit today? Speaker 500:31:18I mean, the good news is I've always looked at Pacific Premier as a very low risk balance sheet, very conservatively underwritten. Obviously, there's a healthy credit mark here too through the the marks, but I'm just curious. How did how did you get comfortable around the credit side of this deal? Speaker 100:31:33Frank Frank could hardly wait to unmute his mic. He's sitting next to me. And and and so what what what what I'll start with is is is by saying I think you hit the nail on the head that Steve and his team have demonstrated a long demonstrated track record of superb credit performance. And that was something that we dug very, very deeply into and because Frank likes to be bored and he likes to sleep well at night, and he's very conservative and has a strong track record and credit and performance. So I don't want to steal his thunder. Speaker 100:32:17So I'll go on mute here and let Frank give you some details in terms of the extent of diligence that we conducted. Speaker 900:32:27Thanks, Clint. I mean, there's no thunder to be stolen here. I was really excited to see the results of the diligence that we conducted. We looked at over 61% of their loans and was pleased to find out. I mean, they really had a really similar underwriting and credit philosophy to us here. Speaker 900:32:54Their policies were very much aligned with ours. Their application of credit policy was very close to how we apply our credit policy. And probably the most important thing in underwriting through any credit cycle and the ability to continue to underwrite through any credit cycle is to have a leverage averse credit culture within the portfolio and underwriting. And it's not P and Ls that get companies through credit cycles. It's the strength of the balance sheet. Speaker 900:33:34And time after time, we saw within the credits evaluated a low leverage posturing of these companies similar to ours. So it gave me great comfort to see all of that and not a lot of existing issues within portfolio either. So clearly, both companies stay ahead of potential credit problems by staying close to their customer base. That's really the best way to do it is stay in close contact with them. And I noticed a very active portfolio management and monitoring philosophy similar to ours. Speaker 900:34:23So I see any surprises with PAC Premier's portfolio, nor do I with ours. I think both companies are very much on top of their portfolios, and that will enable us to win through any cycle. Speaker 500:34:41That's great. Thanks everybody for all the color and congrats on the deal. Speaker 100:34:45Thanks David. Operator00:34:47Thank you. And I show our next question comes from the line of Matthew Clark from Piper Sandler. Please go ahead. Speaker 1000:34:55Hey, good afternoon, everyone. Speaker 100:34:59This Speaker 1000:35:01is my first question around your financial targets on a pro form a basis and maybe the lessons learned from the Umpqua deal. I know this is only about a thirty year size relative to Umpqua. It's a lot larger. But anything you might do differently this time around to ensure that you get these targets? Cause they look fairly strong? Speaker 100:35:27Well, we start with all of your estimates. Not yours specifically, but consensus estimates. So I guess as we look at the environment changes, we had five fifty basis points of rate increases from when we announced the Umpqua Columbia merger. Hopefully we one, I expect that we won't have a seventeen month waiting period. And two, would hope that we wouldn't see that kind of rate volatility. Speaker 100:36:03I guess that's the thing that I wanna make sure people are aware of is that consensus estimates have come down. I mean, for the industry. And so when we build these models and everybody does it, they use consensus estimates. And so there's always going to be some variability. Now in stable environment, our forecasts are probably not terribly different, maybe a little better, maybe a little worse from period to period than what consensus is. Speaker 100:36:36But there was a whole seismic shift in the operating or the rate environment. And that's what really I think led to the differences. So even despite the volatility in the markets right now, what we're seeing from customers, if you don't watch the news and you're not on social media, life's still pretty good. And so we're not seeing any type of major pullback that's causing us to rethink what our current forecasts are. I know our advisors went through our forecasts and I'm pretty certain that Steve's advisors went through his forecasts and our forecasts. Speaker 100:37:25We feel pretty good about that we're going to execute and deliver top tier performance. Now, as the market moves, maybe those ratios move around just because that's how it works. But on a relative basis, I think this is gonna make a lot of money for a lot of people. Speaker 1000:37:46That's great. And then how about the buyback? I know we were kind of warming up to one sometime this year. Does this deal put that on pause? I mean, PBBI has a ton of excess capital, you use all that capital to deliver the marks, but given that your capital on a pro form a basis isn't going to change materially, would you still consider a buyback this year? Speaker 100:38:13So what I said during our first quarter conversations was that I was pretty confident that there would be capital actions during 2025. And I consider M and A a capital action. So without this, yeah, it would have been extremely likely that we would started initiating a buyback. Right now, our biggest focus is get the deal closed, see where the capital ratios are. And then from there relative to our long term targets, make an assessment on a buyback. Speaker 100:39:01So I guess short answer is, yeah, it probably does push it out. It's probably not a '25 event, but there's still some variables in terms of is this a year end close or is it a sooner than that type of close? And then where do the final ratio shake out? Right now we expect a modest decline of twenty, thirty basis points from our current levels and our current levels are modestly above where our long term targets are. So we still would expect that we'd be above those targets. Speaker 100:39:42But I'd hate to go initiate a 300,000,000 or $400,000,000 buyback and then find out that rates move around and we needed to go out and raise $200,000,000 of capital and deliver shareholders that wouldn't do us any good. Speaker 1000:40:02Yep, fair enough. And then my last question just around any potential divestitures on PBBI's balance sheet. I know Steve has scrubbed that portfolio quite a bit over the years. But is there anything within there, maybe franchise lending or maybe even multifamily you might want to deemphasize or do you feel good about the whole portfolio? Speaker 100:40:26We feel pretty good. I mean, and team have done a good job of deemphasizing some of the things. I think that's the other piece of it is we've talked about that we've run our company, we've built our company to perform through cycles. And you know, we've been waiting for a recession for many years. I don't consider 2020 a recession because of all the stimulus that was pushed into the system. Speaker 100:41:00And I think Steve also kind of built a fortress balance sheet and tremendous amount of capital in anticipation of some form of economic slowdown. And as part of that, it wasn't just building capital, but it was also kind of pulling back from different areas of their portfolio. So it's super clean. You know, yeah, the multifamily side, we could reduce CRE exposures by selling some of those that are marked, but they're gonna be at current market rates through purchase accounting. And there's absolutely zero credit concerns on those. Speaker 100:41:43So I don't know that we would necessarily do that. There are some things in the bond portfolio that I think we're looking at that could provide some opportunities for us. And then like I said, I think on one of my earlier responses is, I think this gives us some flexibility with our existing balance sheet to maybe look at some things as well. Speaker 1000:42:10Great. Thank you. Operator00:42:13Thank you. And I show our next question comes from the line of Timo Braziler from Wells Fargo. Please go ahead. Speaker 1100:42:23Hi, good afternoon. I'm wondering how long courting how long was the courting process for this transaction? And it's pretty impressive to get a deal announced in the midst of some of this volatility in the broader market. I'm just wondering more recently, did you have to update any deal terms, considerations, marks? Did you have to recalibrate any parts of the transaction just given some of the market turbulence year to date? Speaker 100:42:53We'll have all of that in the S4, but what I'll give you is that Steve and I started getting to know each other couple years ago. And you know, just trying to assess my mindset at that time was executing on the task at hand, which was the integration of Columbia and Umpqua. And I think, you know, if you ask Steve and you can because he's here in the room as a reminder, his thought process was probably around execute on the task at hand. Once we both were at a point of where I said, yeah, we've executed and he was able to witness it from an external viewpoint. Then we started talking about the possibility and when timing might be right. Speaker 100:43:51And I would say as a kind of a full on approach and endeavor really started at the first of the year. And so here we are in the fourth month. But I'll lean back into both of our experience in M and A. I think both teams and boards were able to see through the short term market noise and volatility and really focus on where the long term shareholder value could be created. And so I think we ended up remarkably close to where we originally started. Speaker 100:44:36But yeah, it was a wild ride with some of the market swings. Speaker 1100:44:45I guess in that state play Sure. Speaker 600:44:54It was a very disciplined process. And I think importantly here that as 100% stock deal, this is a reinvestment opportunity for Pacific Premier shareholders and an extremely attractive one. Because we firmly believe the upside here is significant. And so when you get two companies that have very similar cultures, operational areas, It really it makes for a relatively low risk, low execution risk in our minds. And so yes, there were certainly a lot of volatility, both in the equity markets, the debt markets, and that had an impact. Speaker 600:45:43But given that we had a long term view here, and this is a reinvestment, we thought the process throughout was very collaborative and really pleased where we ended up. Speaker 1100:46:00Okay, great. And obviously, a very different transaction from Umpqua Columbia deal. But that took longer than expected. Here you guys are expecting to close this in the second half of this year. I guess just can you privy us to some of the conversations that maybe haven't had with regulators in framing that closing timeframe? Speaker 100:46:20Yeah, there's a body of evidence that continues to build on deals getting approved quicker for banks either our size or to create banks that are our size. And so that gives us a lot of optimism. And the other thing is that we had fairly robust preflight conversations with the regulators both at the regional office level as well as in DC. And, you know, I'll say I left those meetings very encouraged that it would be a much more efficient and more transparent process than what we went through last time. The other aspect of it is, is we don't expect a DOJ review and the DOJ review cost us eleven months with the Columbia EMPWA one. Speaker 100:47:17So that right there is I think another data point that leads us to believe that getting this as close as a 2025 event is very likely. Speaker 1100:47:34Okay. And then just last for me, maybe for Frank. Just looking at the credit mark, it looks well below PBBI's allowance level. Can you just talk to kind of the methodology and coming up with that 80 basis point mark relative to what looks like almost 1.5 reserve for PVBI? Speaker 200:47:55Yes, this is Ron. As Frank mentioned earlier, obviously quite a bit of significant amount of credit diligence and reviewing ACL modeling, economic forecasts, etcetera. Given the weight of the multifamily portfolio, the losses just aren't there to support a higher level. That's how we weighted into that 80 basis points. In essence, 55% of the portfolio being multifamily is sitting at just under 60 basis points and even that's probably overstated just given the long term lack of credit issues expected in that portfolio we're seeing over the history. Speaker 900:48:30And that also jived with the due diligence activity as well looking three months, six months that also factored into that number. Speaker 800:48:43Great. Thanks. Operator00:48:46Thank you. And I show our next question comes from the line of Jon Arfstrom from RBC Capital Markets. Please go ahead. Speaker 1200:48:55Hey, thanks. Speaker 1300:48:57Evening, everyone. Speaker 100:48:59Hey, John. Speaker 1300:49:01Usually, we'd be neck deep in the nuances of your earnings, I guess. But what what would you call out in your earnings for the quarter that you think went well and what you need to work on further? Just curious your level of confidence in that '26 consensus estimate. I know it's our estimate, but what are some of the puts and takes to hitting that? Speaker 100:49:25I think the thing that I really looked at is the deposit growth that we had. And what we were expecting, as Ron said, guiding into the first quarter that our seasonality could be up to a half a billion of additional wholesale funding. And to have the growth that we had and still see the seasonal activity, we could still see the patterns that we historically would, because I mean, literally by month and by the point in time in the month, if it's bonus payments or tax payments or distributions, you can see the flows and those flows are still there. So it wasn't like we didn't experience the seasonality, but the results of our bankers both on the retail small business side, but also on the commercial side made a difference for us. And I think that as we look at and as we've said, really around the margin, which then drives a big portion of earnings, it's deposit flows that are going to determine our level of performance in that regard. Speaker 100:50:44So that's really encouraging. From my perspective, I would have liked to have seen some more C and I loan growth. But I'm encouraged by the year over year origination activity was up 17%. But unlike in the fourth quarter where the activities translated into some really strong annualized growth, first quarter it didn't. Tory and I and Chris are really watching closely. Speaker 100:51:19There's still a lot of optimism in terms of second quarter, third quarter from our bankers and things they have in their pipelines. So, but that's the area where I'm really looking. And then of course, we'd always love to have more core fee income. So I kind of hit the major ones. I'll look down the table and see if Tore or Chris want to add anything. Speaker 700:51:41This is Tore. I think the only thing I'd add to it is, as Clint talked about, the pipelines are pretty strong. Actually, there's a lot of momentum and we had some C and I growth as Clint talked about that didn't book in the first quarter that kind of got pushed last minute into the second quarter. But pipelines are strong, they're up about 10% from end of Q4. So a lot of good momentum. Speaker 700:52:06So I like to see that. And I think the fee income side, same. And we've got some really good pipelines, both loans, deposits and in core fee income. So I think things are looking pretty good for us going forward. Speaker 1300:52:18Okay, good. Fair enough. And then Clint, a follow-up on Chris McGratty's question. Just some of the feedback tonight has been that there's still more opportunity from the Umpco merger. This could be a little bit too early. Speaker 1300:52:31I know that might be unfair, but curious where you think you're going to push your people just to make sure you are ready for the merger. Speaker 100:52:41So the opportunity, the unharvested opportunity from the Umpqua merger is really around process improvement. And we have a get better everyday type of mindset, not change for the sake of change, but that do things better, simplify more efficient. And that work will never be done. I would say some of the things that we would have done maybe over a longer time horizon was the expense initiative and reorg that we did in the second quarter of last year. So rather than pacing that out, we did that over a ninety day time period. Speaker 100:53:33And so that lift was done. But really that's the it's kind of operator business, make it the best that it can be and we're never satisfied. We always think we can do something better. But in terms of having our bankers on their front foot out winning new business, competing in the marketplace, continuing to invest in the growth of our franchise, whether it's products and services or technology or our people, we're doing all of those things. And so it really is business as usual. Speaker 100:54:15So there's not a laundry list of things that we have to do and that any of those get delayed by this partnership with PAC Premier. The one other element that's there is just the balance sheet remix and that's just a matter of when rates cooperate or these things hit the maturities, hit the bid and get it done. So that's not anything that's a distraction or requiring a heavy lift on the part of any of our team members that would then inhibit our ability to execute on this deal that we're talking about today. Speaker 600:55:01Hey John, this is Steve Gardner. You bring up an important point. This was very early on one of the primary questions that we as a management team and a board had and something that we did a lot of due diligence around was exactly where was the combined entity and were they ready to take this next step. And I can tell you, we have a high level of confidence in the organization. Otherwise, we wouldn't be here today. Speaker 1300:55:37Okay, very helpful. And I would just say for the record, I'm happy about the name change. I think that's smart just to be under one brand for what it's worth. Thanks. Speaker 100:55:49Yeah, thanks, John. Operator00:55:51Thank you. And I show our next question comes from the line of Jared Shaw from Barclays. Please go ahead. Speaker 100:55:59Hey, good evening. Thanks. Speaker 1200:56:03Congratulations on the deal. I guess, as look at the CRE and the work that Clint, you all have done to bring that concentration level down, should we think that going forward you're just more comfortable sitting at a higher level of CRE with this combination or as sort of time progresses, we expect to see that come back down to where you are now? Speaker 100:56:31You're gonna see a similar trend line that you've seen over the last couple of years post Columbia Umpqua merger. You're gonna, you know, if you go back further in time and you look at deals that Columbia did, there was always a downward slope in the CRE ratio just because the banks that joined us typically had a higher level. Steve has a great slide in his IR deck that shows their history of doing the same thing of walking down those ratios over time. So I think we're in alignment and really what's got the ratio above 300 is the multifamily book. We're not opposed to multifamily. Speaker 100:57:26We've talked about stability in the quality of credit. But I'm not a fan of is transactional multifamily. And that's where we still have on our balance sheet today about 3,700,000,000.0 of transactional multifamily. And I think Steve is still working through some on his balance sheet as well. You move that down and we're comfortably below 300. Speaker 100:57:55So that's why I say you're going to see that number come down. Now we're still going to do relationship based multifamily for customers where we have a meaningful relationship. But that activity won't keep pace with the runoff that you'll see in those other portfolios. Okay. All right. Speaker 1200:58:17Thanks. Then could you just speak a little bit about the cultural integration that you anticipate going forward and what the alignment looks like with the way the two banks do business and maybe especially around some of the incentive structures for RMs, is that similar to what you have at Columbia? Speaker 100:58:39Yeah, I'm excited about some of the components that the PAC Premier has in their incentive structure, because I think it can enhance ours and not enhance from a standpoint of just pay people more money, but align closer to actual desired outcomes and results. And so I do think there's a value that's placed on performance and execution at PAC Premier. And those are the same things that we value. And so from a cultural standpoint, I think there's good alignment. One of the things that we did, we gathered our senior leadership teams, what was that, at the February, and we kind of talked through some major components of each operation and each entity. Speaker 100:59:44And Speaker 600:59:45one of Speaker 100:59:45the things that Steve walked through was a deck on their culture and the words are different, but the principles and the values are identical. And so when you start from a place like that, then I think that the nuance differences are very minor. Speaker 701:00:08This is Tore. I just want to add one piece of this because I think one of things that I'm most excited about from a cultural standpoint is, I've been doing this business for a long time. And if you think about commercial bankers in particular, you kind of get two camps. One is somebody who just likes to make loans and that's it. And the other is somebody who's really understands full relationship banking. Speaker 701:00:28And culturally both companies are completely aligned in the relationship banking aspect of that. And that is kind of simple words, but it's a much more difficult process from a sales standpoint. And the fact that we are both so aligned, I think is a very, very nice fit and will allow us to grow the combined company much faster and much better than if it wasn't that way. Speaker 801:00:53And this is Chris. I'll add to that, Tore, that when you look at the cost of funds, you can tell a lot about how bankers go to market. And very similar to the way that we've done it, it's not leading with rate, it's leading with value, it's leading with relationship. And that, like I said, that comes through in the total cost of funds that you see on their Pacific Premier's books. Speaker 101:01:17It inspired Chris to sharpen his pencil on deposit pricing when he saw at Premier's cost was lower than ours by a few basis points. Speaker 1201:01:27Yes. And just finally for me, when you look at LA and Southern California, is this the platform you sort of need to get to where you want to be? Or do you think that there will be additional hiring? Or is there an opportunity to take advantage of some of that market disruption from the last few years to grow the team beyond what it will be now? Speaker 101:01:52I think it's, I can answer that, that it's a little bit of both. So, you know, a $70,000,000,000 franchise that has coverage from the Canadian border to the Mexican border has the density that we will have in, you know, what's the world's fifth largest economy, top 10 pro form a deposit market share. And then our position just broadly in the eight western states of there's a before of us that are 70 to 80,000,000,000. But the way that we go to the market is down the middle of the fairway commercial, commercially oriented bank. I think that creates a tremendous amount of opportunity and we've seen it even with limited infrastructure in that market that we've seen the power of that market and we've seen the power of being a $50,000,000,000 bank in that market. Speaker 101:02:52So I think it just acts as an accelerant for what we've done. And then you take what the talent and the experience in the market of Steve's people And I think that it also kind of supercharges what they've been able to do. So I don't know that it's going to be a pretty dynamic company. It's going to I mean, it's tremendous scarcity value and we're going to be able to drive additional value in that, particularly in Southern California, but also, you know, throughout the eight states that we have. Interesting and even when we were going through the merger and why we're in the waiting period for the Columbia Encore merger, the level of talent that sought us out that wanted to come and be a part of what we were going to create. Speaker 101:04:00And all we had at that point was a promise to create the premier business bank throughout the West. This solidifies that and I think then again, become the employer of choice in all of our markets. Speaker 701:04:17This is Tore. I'm just going to add one other thing here. There is so much disruption in Southern California market and we will continue. We're going to get 40 plus new RMs. They're going be great teammates and we'll just we'll keep looking for talent. Speaker 701:04:33And when we find talent that we think is accretive to the company and helps take market share and grow, we're going to bring them into the bank. We just recently hired a couple of folks in Arizona. Think they're going to be fantastic for the bank to Clint's point. We just keep looking for people that want a really good home to have careers. And I think that's going to help us even further in Southern California. Speaker 201:04:57Thanks. Operator01:04:59Thank you. And I show our next question comes from the line of Jeff Rulis from D. A. Davidson. Please go ahead. Speaker 401:05:07Thanks. Good afternoon. I guess checking in on kind of the plan to open more branches. I guess the first part of that question is, is that someone on hold with this deal? Do you see that through? Speaker 401:05:26You've got too much to juggle or not? And then maybe the second question, and I know Clint, you're fairly conservative and you're going to take care of one thing before the next. But I guess it begs the question, some of these states in the Rocky Mountain SWAT, you say you're accelerating Southern California expansion by ten years with this transaction. Does that open up the discussion to look for M and A to accelerate the Utah, Colorado, Arizona expansion through M and A. So that's part two. Speaker 401:06:02Thanks. Speaker 101:06:04So hi, Jeff. It doesn't put our De Novo branch expansion strategy on hold. We have two locations in the Phoenix area right now that are under construction. We have one in LA that I think also it's a nice fit with Steve's existing footprint and that will move forward. We just opened Denver last month. Speaker 101:06:43We have Colorado Springs coming online. So those things will continue to move forward. And that's really a different, mostly a different group in a different part of our company that executes on those de novo branch openings. What this does is it allows us to pivot our focus from a de novo strategy in Southern California to the Intermountain States and looking at some opportunities there. Because again, we see some disruption and we've seen what our bankers have been able to achieve with limited infrastructure in those newer markets for us. Speaker 101:07:27And as I always say, they're earning the right for us to reinvest in them and help them grow their franchise. And so I don't want to give the keys to the strategic roadmap out across the conference call. But what I will say is your line of questioning aligns with our way of thinking is that it allows us to pivot those other resources that are not necessarily involved in M and A type stuff towards those newer markets and figure out some opportunities there to capitalize on what we're already seeing. Speaker 401:08:08Okay. Thanks, Quinn. Operator01:08:12Thank you. And I show our next question comes from the line of Anthony Elion from JPMorgan. Please go ahead. Speaker 1401:08:21Hi, everyone. Clint, I'm curious what type of balance sheet growth you expect from the combined franchise, right? If I look at Columbia standalone, it's been pretty much a low single digit score over the past couple of years. But you're adding Pacific Premier now, which is in higher growth markets. So what level of balance sheet growth do you envision the combined company to eventually generate? Speaker 601:08:45I think one of Speaker 101:08:46the things we'll have to work through is this rundown in those transactional real estate portfolios. And so that's both the multifamily as well as the single family resi book. I've said publicly that single family resi was too big of a portion of our portfolio by virtue of being a bigger bank that helps us kind of start to right size that it gets us about halfway to where we want to be, which is 10% or less of the book. So bottom line loan growth will be muted some as those portfolios run off. I would say that if we're not on, I would zero in on the C and I and the owner occupied real estate portfolios. Speaker 101:09:45And if we're not growing at least the rate of double GDP, then I'll be disappointed. So I guess if you have your crystal ball and you can tell me what GDP is and I can tell you in two years and three years what I would expect for loan growth. But right now, GDP is expected to be pretty muted. So I'd say it translates into kind of low to mid single digits. Speaker 1401:10:12Okay. And then my follow-up for Steve. I'm curious why Pac Premier is not going at this alone. Clint outlined the attractiveness of Southern California in his prepared remarks. And I would just think that there's already a ton of growth opportunities for you available given the number of banks that have exited that market in recent years. Speaker 1401:10:33Thank you. Speaker 601:10:34Yeah, it's a good question. Mean, it's certainly one of the important areas that the board has been considering for some time is that what is the best use of the excess capital that we have in looking at organic growth, potentially doing some tactical things around the balance sheet and the like. And ultimately, when we look at it and in particular this opportunity, it was readily apparent that this was would accelerate the returns that we generate for our shareholders in a very significant fashion. And I'll maybe fall back on one of Clint's comments earlier. Certainly get a hold of the S4 proxy registration statement and read through it. Speaker 601:11:32But really it's the reinvestment that we have here is very attractive. Speaker 1401:11:42That's great. Thank you. Operator01:11:46Thank you. And I show our next question comes from the line of Andrew Terrell from Stephens. Please go ahead. Speaker 1501:11:55Hey, good afternoon. If I could just ask maybe for Ron on the margin, just the from an organic standpoint, you had a big drop in the securities purchase accounting this quarter. I would assume that's mostly due to rate volatility that we saw intra quarter. But if I step that back up from here, seems like you could pretty easily get above your kind of margin guidance over the near term. Just maybe wanted to get a sense of where the purchase accounting is going go or where you're expecting it to go? Speaker 1501:12:24And then just your thoughts on the organic margin going forward. Speaker 201:12:28Yes. Thanks. It's a great question on the bond portfolio. And it is interesting when you get a CPR that potentially is at zero, if not below. So it's just a complete slowdown in prepays. Speaker 201:12:37It could be related to the overall volatility in the markets. And that in essence pushed out the discount accretion. It didn't go away. It just delayed the recognition over time. So all else being equal, if there's stability, then yeah, we would see potentially some additional discount accretion back between the last couple of quarters levels, which would help on that front. Speaker 201:12:56But if it continues, I'd expect that to be continued to be safe as depressed level for at least a couple of quarters. Overall though, back to the NIM question, we're pleased with the results in Q1. And like I said, we did pay down the $590,000,000 of wholesale later in the quarter. So we'll see the benefit of that on them in Q2. But all else being equal seasonally historically, we're usually weaker in the first half of Q2 tax time, etcetera. Speaker 201:13:22It starts to build back up late in the second quarter. Third quarter is always the best month. So overall, in terms of the NIM in the last couple of quarters levels, it's going to be subject to how deposits flow over that time period and we're able to continue to reduce wholesale. Speaker 1501:13:39Any change to I think you guys last quarter I think we were talking about a margin in the range of three fifty five to three sixty five kind of trying to that level. Any refresh to that? Speaker 201:13:51This is what I just covered. Yes. So subject to deposit flows over the coming couple of quarters, if those are better, we're able to reduce wholesale seasonally as would show maybe in Q3, then that's definitely potential be in the upper end of that range. Speaker 1501:14:05Understood. Okay. The rest of mine were addressed and congrats to both parties in the deal. Speaker 601:14:10Thank you. Operator01:14:12Thank you. And I show our last question in the queue comes from the line of Nick Coloco from UBS. Please go ahead. Speaker 1601:14:21Hi, thanks for taking my question. Clint, just thinking about the CRE concentration conversation and the tendency for that to drift lower on the other side of deals that you've done in the past, along with your increased focus on growing relationship type C and I lending. As you were thinking about potential M and A activity, how did you weigh a deal of this nature versus potentially something that might have been more C and I focused that could accelerate your efforts, your growth efforts there? Speaker 101:14:52I think PAC Premier is C and I focused and I think it gets back to if you look at, zero back in on the comment that Chris Merriweather said earlier about the deposit composition and the pricing and the similarities. And so you look at the activities that the PAC Premier teams are engaged in today and they very much align with a lot of what we do across our footprint today. So the multifamily is a work walk down position for Steve and I'm sure will chime in on what their focus has been. But I think that it's similar to the multi year kind of process I've talked about with what we'll do with some of the legacy on qual portfolio of in multifamily and single family resi is it takes time to burn that stuff off your balance sheet. And I think a lot of this that Steve has came through the prior acquisition that he did and that's why I referenced the chart in his investor presentation where it shows over the years how they've walked that down. Speaker 101:16:28So, and I don't know that maybe there's one or two other franchises that would be similar in terms of what PAC Premier brings from a C and I perspective. But there's nobody that brings the density and the core density in the LA and Southern California markets. I mean, this is like this is such a natural fit that you know and I hate to index too much on the dots on the map. But when you go and you look at the slide deck and you see the complementary nature of our footprints and where Steve has a little bit here in the Northwest. We have a little bit Southern California and together it just fits. Speaker 101:17:20So probably not the answer you're looking for, but to me I think this was deal to do. I think it creates the most value long term for both sets of shareholders and that's I'm not worried about the activities. What I want to do is make sure that we keep the great customers that Pacific Premier has and keep their talent. And you know, as we say our focus is keep our people, keep our customers and drive value for the shareholders. And that's what we're going be zeroing in on for the next twenty four months. Speaker 601:17:59Yeah, Nick, this is Steve Yarger. You may not be familiar with our institution, similar to Columbia over the years, when we do acquisitions, it typically does take our CRE ratio above 300%. It was well below that prior to the Opus acquisition that we did in 2020, and took us up to 385%. We've been working that down, probably just given the nature of the what occurred with through the pandemic and in the subsequent years, it's come down a bit more slowly than we have anticipated. But we are historically a C and I focused bank. Speaker 601:18:38And you'd really see that in spades through the deposit franchise. Speaker 1601:18:47Understood. Thank you both very much for that. And then maybe just one final question on the regulatory front. And just thinking from the perspective of the Umpqua deal not having been that far in the distant past, Did you feel any sense of urgency to get a deal done in this more favorable regulatory backdrop that we're in? Did the stars just really align for the deal to come to fruition? Speaker 1601:19:11Thank you both for your questions for your answers again. Speaker 101:19:15Yeah, I'm going to say it's the latter. The stars just aligned. I'll go back to Steve and I are very experienced in M and A and we know and understand the importance of developing a relationship with your counterparts at these different institutions so that when the stars appear that they may be aligning that there's already a familiarity and you can have good candid honest dialogue and determine if the timing is right. And so, as I said earlier in the call, it's been a couple of years that we've been talking and developing that relationship. And if it would have been 2026 that the stars aligned, I think we would have done this in 2026. Speaker 101:20:12It was 2027, we would have done it in 2027. But the fact is that everything just kind of aligned and now is as good of a time as any and we believe that, you know, rather you want however you want to think about it, where we ended up from a go forward pro form a ownership standpoint is kind of where we would have ended up regardless of when we did the deal. Speaker 1601:20:43Understood. Thank you and congrats on the deal. Speaker 101:20:46Thank you. Operator01:20:47Thank you. I show no further questions in the queue. At this time, I'd like to turn the conference back to Jackie Bolan, Investor Relations Director, for closing remarks. Speaker 201:20:59Thank you, Tulum. Thank you for joining this afternoon's call. Since we will not be hosting our traditional earnings call originally scheduled for tomorrow, please contact me if you have any questions or would like to schedule a follow-up discussion with members of management. Have a good rest of the day. Operator01:21:15This concludes today's conference call. Thank you for participating. You may now disconnect.Read morePowered by Conference Call Audio Live Call not available Earnings Conference CallPacific Premier Bancorp Q1 2025 & M&A Announcement00:00 / 00:00Speed:1x1.25x1.5x2x Earnings DocumentsPress release Pacific Premier Bancorp Earnings HeadlinesPacific Premier Bancorp (NASDAQ:PPBI) Sees Large Volume Increase Following Earnings BeatApril 25 at 1:55 AM | americanbankingnews.comQ1 2025 Columbia Banking System Inc Earnings Call & PPBI Acquisition Announcement CallApril 25 at 12:43 AM | finance.yahoo.comTrump to unlock 15-figure fortune for America (May 3rd) ?We were shown this map by former Presidential Advisor, Jim Rickards, one of the most politically connected men in America. Rickards has spent his fifty-year career in the innermost circles of the U.S. government and banking. And he believes Trump could soon release this frozen asset to the public. April 25, 2025 | Paradigm Press (Ad)Pacific Premier price target lowered to $14.50 from $15.50 at Keefe BruyetteApril 24 at 7:41 PM | markets.businessinsider.comSHAREHOLDER ALERT: The M&A Class Action Firm Investigates the Merger of Pacific Premier Bancorp, Inc. - PPBIApril 24 at 3:58 PM | prnewswire.comSHAREHOLDER ALERT: Rigrodsky Law, P.A. Is Investigating Pacific Premier Bancorp, Inc. BuyoutApril 24 at 11:54 AM | investing.comSee More Pacific Premier Bancorp Headlines Get Earnings Announcements in your inboxWant to stay updated on the latest earnings announcements and upcoming reports for companies like Pacific Premier Bancorp? Sign up for Earnings360's daily newsletter to receive timely earnings updates on Pacific Premier Bancorp and other key companies, straight to your email. Email Address About Pacific Premier BancorpPacific Premier Bancorp (NASDAQ:PPBI) operates as the bank holding company for Pacific Premier Bank that provides various banking products and services in the United States. The company accepts deposit products, which includes checking, money market, savings accounts, and certificates of deposit. Its loan portfolio includes commercial real estate owner and non-owner-occupied, multifamily, construction and land, franchise real estate secured, and small business administration (SBA); revolving lines of credit, term loans, seasonal loans, and loans secured by liquid collateral; one-to-four family and home equity lines of credit loans; and small balance personal unsecured loans and savings account secured loans. It also offers cash management, online and mobile banking, and treasury management services, as well as payment processing, remote capture, and automated clearing house payment capabilities. In addition, it operates as a custodian for alternative assets held in qualified self-directed IRA accounts, including investments in private equity, real estate, notes, cash, and other non-exchange traded assets; and provides real-property and non-real property escrow services. The company serves small and middle-market businesses, corporations, professionals, real estate investors, non-profit organizations, and consumers. The company was founded in 1983 and is headquartered in Irvine, California.View Pacific Premier Bancorp ProfileRead more More Earnings Resources from MarketBeat Earnings Tools Today's Earnings Tomorrow's Earnings Next Week's Earnings Upcoming Earnings Calls Earnings Newsletter Earnings Call Transcripts Earnings Beats & Misses Corporate Guidance Earnings Screener Earnings By Country U.S. Earnings Reports Canadian Earnings Reports U.K. Earnings Reports Latest Articles Seismic Shift at Intel: Massive Layoffs Precede Crucial EarningsRocket Lab Lands New Contract, Builds Momentum Ahead of EarningsAmazon's Earnings Could Fuel a Rapid Breakout Tesla Earnings Miss, But Musk Refocuses and Bulls ReactQualcomm’s Range Narrows Ahead of Earnings as Bulls Step InWhy It May Be Time to Buy CrowdStrike Stock Heading Into EarningsCan IBM’s Q1 Earnings Spark a Breakout for the Stock? 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There are 17 speakers on the call. Operator00:00:00Good day, and thank you for standing by. Welcome to the Columbia Banking System First Quarter twenty twenty five Earnings and Pacific Premier Bancorp Acquisition Announcement Conference Call. At this time, all participants are in a listen only mode. After the speakers' presentation, there will be a question and answer session. To ask a question during the session, you will need to press 11 on your telephone. Operator00:00:23You will then hear an automated message advising your hand is raised. To withdraw your question, please press 11 again. Please be advised that today's conference is being recorded. At this time, I'd like to introduce Clint Stein, President and CEO of Columbia to begin the conference call. Please go ahead. Speaker 100:00:42Thank you, Delim. Good afternoon, everyone. Thank you for joining us as we review Columbia's first quarter results and the announced acquisition of Pacific Premier Bancorp. The news releases and corresponding presentations are available on our website at columbiabankingsystem.com. During today's call, we will make forward looking statements, which are subject to risks and uncertainties and are intended to be covered by the Safe Harbor provisions of federal securities law. Speaker 100:01:09For a list of factors that may cause actual results to differ materially from expectations, please refer to the disclosures contained within our SEC filings. We will also reference non GAAP financial measures, and I encourage you to review the non GAAP reconciliations provided in our earnings materials. I want to thank each of you again for joining us on short notice. I'm eager to get to our discussion of Pacific Premier, an acquisition which I'm excited to talk about, but we also have another solid quarter of results to share with you. Our consistent repeatable performance in 2024 carried through to the first quarter of 'twenty five. Speaker 100:01:50Our results reflect our disciplined focus on relationship banking as our teams work toward long term balanced growth in deposits, loans and core fee income. Our net interest margin contracted modestly as anticipated in the first quarter, given customer cash usage in December that carried through into January. But the positive effects of our retail and small business deposit campaigns, as well as growing commercial balances offset these impacts, defined seasonal norms with $440,000,000 in net customer deposit growth for the quarter. Loan origination volume was up 17% from the first quarter of twenty twenty four, as momentum from the fourth quarter carried through into the new year. Our banking teams continue to win new business with new and existing customers. Speaker 100:02:42However, total loan balances were relatively flat as of quarter end due to higher prepayment and payoff activity. Period end totals were also muted by our continued focus on pushing the transactional real estate loans discussed in previous quarters off our balance sheet. Beyond the non recurring items that impacted our expenses in the first quarter, Columbia maintained its disciplined cost culture while continuing to reinvest in our growing franchise. We opened our first retail branch in Colorado in March in support of the banking teams that have already been offering our full suite of products and services in the market since 2022. We'll continue to fine tune our branch footprint and expand in geographies where we see opportunities. Speaker 100:03:28On that point, today we announced our partnership with Pacific Premier. With this acquisition, Columbia will become a $70,000,000,000 in assets franchise and pick up a complementary set of products and services to support our growing customer base. Our eight state Western footprint remains intact, but as Pacific Premier's footprint is heavily weighted in Southern California, we accelerate our strategic goals in this market by a decade or more. I'm not going to take you through a page turn presentation of the deal deck, but I will reference certain key slides during my remarks. Slide four in the deck highlights the highly complementary footprints of Columbia and Pacific Premier. Speaker 100:04:11I've previously discussed Columbia's expansion plans in Arizona, Colorado, Utah, and Southern California. A de novo branching strategy accomplishes our coverage goals in the first three states, but Southern California is different. There are 13,000,000 people in the Los Angeles market alone, which is more than Washington and Oregon combined, and there are over 20,000,000 people in the broader Southern California market. Pacific Premier's Southern California footprint fills in our Western reach from Canada to Mexico, and it enhances our presence in other growth markets like Las Vegas and Phoenix. This acquisition provides the physical footprint to support our Southern California banking teams who have done a phenomenal job with limited infrastructure. Speaker 100:04:59It also provides expanded capabilities to the PPBI team through broader product offerings and the benefits of a much larger balance sheet. Columbia's deposit market share position in Southern California moves from fifty first to number 10 on a pro form a basis, as outlined on slide eight. Ron will cover the numbers behind this financially attractive acquisition in greater detail. But as part of the all stock transaction, Pacific Premier shareholders will receive a fixed exchange ratio of 0.915 of share of Columbia stock for each Pacific Premier share. Following the deal's closing, Pacific Premier shareholders will own 30% of the combined company and Columbia shareholders will own 70%. Speaker 100:05:46Notably, we expect the transaction to have minimal impact on Columbia's capital ratios and we do not need to raise additional capital to support the deal. Columbia's executive leadership team remains intact, and three Pacific Premier directors will join Columbia's board, including Steve Gardner, Pacific Premier's Chairman and CEO. The combined organization will operate under the unified brand of Columbia Bank, as Umpqua Bank will change its name to Columbia Bank later this year. The Columbia Bank name aligns with our holding company name and other brands the bank operates today, simplifying our family of brands and ensuring brand clarity as we deepen our presence throughout the West. Beyond double digit EPS accretion and a short earn back period, this transaction represents a strategically compelling partnership as slide five outlines. Speaker 100:06:39Columbia and Pacific Premier are like minded business banks that share a relationship based operating philosophy. The banks have nearly identical low cost deposit compositions, including a top quartile percentage of non interest bearing deposits. Premier's products and service offerings are additive to Columbia's as we strive toward a larger contribution of fee income to our revenue stream. Pacific Premier's custodial trust business complements our existing wealth management platform, adding new capabilities and revenue enhancing opportunities. We'll also add Pacific Premier's attractive HOA banking, escrow and ten thirty one exchange businesses, driving additional fee income and adding low cost core deposits as detailed on slide 10. Speaker 100:07:30Execution risk for this transaction is low. It is predominantly an expansion in existing markets with limited overlap, and we expect very little disruption to depositors, borrowers, and our banking teams. Companies have similar credit cultures founded on conservative underwriting, robust review processes, and relationship centric banking. Our thorough due diligence process confirms significant alignment in our credit approach, go to market strategy, operating philosophies and cultures. In addition, both companies have significant acquisition experience and integration talent, so we expect a smooth combination in every respect. Speaker 100:08:12I want to take a moment to address heightened macro uncertainty and the recent market volatility. Columbia's consistent approach to banking is a key contributor to our success through business and credit cycles. Our conservative and disciplined approach to building a diversified and granular balance sheet anchored by enduring customer relationships has historically allowed us to thrive during volatile periods. Our company has grown stronger as we have gained scale, talent, and process improvement through the mergers and acquisitions that have shaped Columbia over the years. Through it all, we have maintained our culture, supported our growing customer base, maintaining our strong credit profile and building a superior core deposit franchise. Speaker 100:08:57I want to thank our associates for their hard work in delivering another solid quarter of operational results. Their accomplishments contribute to my enthusiasm for our future. Our pending acquisition of Pacific Premier accelerates the organic opportunities in front of us as we continue to grow our customer base throughout our eight state Western footprint. Together we continue to strive toward consistent repeatable top quartile performance in support of long term shareholder value. I'll now turn the call over to Ron. Speaker 200:09:27Okay. Thank you, Clint. I'll begin with a review of the first quarter's results. We reported first quarter EPS of $0.41 per share and operating EPS of $0.67 which excludes the previously disclosed legal settlement of $55,000,000 15 million dollars in severance expense and other fair value and hedging items detailed in our non GAAP disclosures, which I encourage you to review. Our operating return on tangible equity was 15%, while operating PPNR was $212,000,000 As Clint noted, our bankers activity helped offset typical seasonal deposit contraction as customer cash usage in December carried through in January. Speaker 200:10:09Balance generation from our small business and retail campaign and other growth in commercial deposits drove $440,000,000 in customer deposit growth during the first quarter. Growth in relationship based accounts enabled us to repay $590,000,000 of wholesale funding inclusive of broker deposits and the favorable mix shift benefited our net interest margin later in the quarter. As we discussed on last quarter's call, seasonal deposit flows led to four basis points of NIM contraction to 3.6 in the first quarter. Wholesale repayments were largely executed in March. Our provision for credit loss was $27,000,000 for the quarter, and our overall allowance for credit losses remains robust at 1.17% of total loans or 1.32% when including the remaining credit discount. Speaker 200:11:05Non interest income was $66,000,000 for the quarter, with the change from Q4 mostly related to fair value swings given interest rate changes. On Page 16 of our earnings release, we detail the non operating fair value changes. Excluding those items, our operating non interest income of $56,900,000 for Q1 was up $2,000,000 as last quarter's loss on sale loans did not repeat. Total GAAP expense for the quarter was $340,000,000 while operating expenses were $270,000,000 with the variance detailed on page 16 of the earnings release. Seasonally higher payroll taxes and elevated legal expense separate from the legal settlement drove a $7,000,000 increase from the prior quarter. Speaker 200:11:53Before taking today's merger announcement into consideration, we continue to expect our operating expense excluding CDI amortization to be in the $1,000,000,000 to $1,010,000,000 range for 2025. And lastly, our tax rate was impacted by non deductible expenses during the quarter. We expect it to remain in the mid-twenty 5% range on an operating basis for the remainder of 2025. Turning now to the proposed transaction with Pacific Premier. Slides twenty one and twenty two in the deal deck detail a diversified pro form a loan portfolio and the similar deposit profiles Clint discussed. Speaker 200:12:33Slide 18 lays out key deal related financial assumptions. We begin with consensus estimates for Columbia and Pacific Premier, and we expect to realize approximately $127,000,000 in pretax cost savings, which represents 30% of Pacific Premier's noninterest expense base. We expect 75% of savings to be phased in during 2026 and 100% thereafter. As Clint outlined, we expect to realize revenue synergies given opportunities across our combined customer base, though none are included in our announced financial projections. We expect one time after tax deal related costs of $146,000,000 Fair value and interest rate marks, which will be accreted over the remaining life of the assets include rate related write downs of $449,000,000 on Pacific Premier's gross loan portfolio, dollars $327,000,000 on held to maturity securities, and $91,000,000 related to available for sale securities. Speaker 200:13:40We also anticipate a $25,000,000 reversal of existing marks on Pacific Premier's acquired loans, a $12,000,000 write up to fixed assets, and an $11,000,000 write up of time deposits, which will be amortized over approximately one year. The $96,000,000 credit mark, which is equivalent to 0.8% of Pacific Premier's gross loan portfolio, is allocated 50% to purchase credit deteriorated or PCD loans and 50% to non PCD loans. As with interest rate marks, the non PCD mark will accrete into interest income over the remaining life of the loans. We expect to realize an initial provision expense of $48,000,000 on non PCD loans immediately following the transactions closing. The core deposit intangible is estimated at 3.3% of Pacific Premier's core deposits, and it will be amortized over 10 using a sum of the year's digits calculation. Speaker 200:14:42Lastly, Pacific Premier intends to call its outstanding subordinated debt prior to the transaction closing. These assumptions drive our expectations for 14% EPS accretion in 2026 and fifteen percent in 2027 based on consensus estimates. We project 7.6% of tangible book value dilution and a three year earn back period. Please refer to the appendix for reconciliation of the metrics I just discussed. Slides fourteen and fifteen outline the significant value creation and applied equity value upside this transaction offers. Speaker 200:15:22Given Pacific Premier's excess capital position, we expect limited impact to our capital ratios at closing. And as Clint noted, we will not need to raise additional capital. I will now turn the call back over to Clint. Speaker 100:15:34Hey, thanks Ron. As you've heard me say many times before, the criteria Columbia considers in any transaction are that it makes financial sense for our shareholders, it is complementary or additive to our business model, and it needs to be culturally compatible. Our partnership with Pacific Premier is consistent with all of those criteria. Our focus remains on optimizing our financial performance to drive long term shareholder value. Our capital position continues to build and our regulatory ratios are expanding in line with our expectations. Speaker 100:16:05Our CET1 and total capital ratios were 10.612.8% at quarter end, well above our long term targets. Our operational performance continues to demonstrate our ability to organically generate capital well above what is required to support prudent organic growth and our regular dividend. We expect our acquisition of Pacific Premier to enhance our capital generation capabilities and drive additional flexibility for future return to shareholders. This concludes our prepared comments. Chris, Tore, Ron, Frank and I are happy to take your questions on our first quarter results. Speaker 100:16:41And Steve Gardner is with us for acquisition related questions. Dalim, please open the call for Q and A. Operator00:16:50Thank you, sir. And I show our first question comes from the line of Chris McGrady from KBW. Please go ahead. Speaker 300:17:13Great. Good afternoon. Clint, I got a I guess an opening question for you. You're roughly two years removed from the close of the Uncle deal. I guess I'm interested in what experience you can bring from that deal to this deal. Speaker 300:17:27I know you talked about this being a little bit a market extension, but maybe the upside potential and then maybe the risk that you're monitoring. Thanks. Speaker 100:17:37Yeah, hi Chris. You know, we have a slide in the deal deck that highlights our M and A experience, and when I say ours specifically Steve's M and A experience and my M and A experience, but also that of our teams. And since 2010, each organization has done 10, individually done 10 acquisitions. And so with each one of those, learn something and you have a playbook. What's unusual here is to have a counterparty that is as seasoned or more seasoned than what we are. Speaker 100:18:20And so when you look at that track record, it gives you a lot of confidence in your ability to adapt to whatever comes at you that's a surprise, because there's always something. But more specific to the merger integration that we wrapped up, I started talking last summer that the integration aspects, the social aspects of the Columbia EMCOR integration were largely behind us. And conventional thinking is it's a two year process for that to happen. So I feel like we accomplished it about six months ahead of time. You look at the consistent operating performance that we drove throughout '24, carried that into the first quarter here of '25. Speaker 100:19:18And so everything that we've experienced and what we've been communicating over the past several quarters is that we're in a business as usual operating mode, that the integration was fully behind us. And it was a much heavier lift, because if you think about every single individual in both companies was impacted by the Columbia Umpqua merger. Here, there's still an impact, but it's not, it doesn't impact and distract or have the potential to distract every single person doing every single job in both companies. So don't want to make light of any integration is challenging. But also, Steve and I have spent a lot of time talking about and speaking with key members of his team about how to make sure that we execute flawlessly on this and we have a great plan. Speaker 100:20:28So I'm just very confident in our ability to do this. And I think the environment is also conducive to doing that as well. Speaker 300:20:43Great. Thanks for that. And then I guess my follow-up would be a little bit of a regulatory angle, right? You're 70% you're going to be 70% in assets pro form a. I guess two part question. Speaker 300:20:55Is there any expenses, gross or net, that you're allocating to preparing for 100,000,000,000 And then secondarily, what's the CRE concentration going to be pro form a? I know that's a bigger issue once you get closer to 100 and Steve was right around 300. So I'm interested in that kind of pro form a number. Thanks. Speaker 100:21:17Yeah. So we have a roadmap in terms of preparing as we skate towards a hundred billion. And roadmap was put in place really as we cross 50,000,000,000. And it doesn't mean that we've significantly ramped up expense or that we'll need to significantly ramp up at 70,000,000,000. So there's not like an expense cliff that comes with this. Speaker 100:21:48But what it does mean is that we have to start skating to where the puck's going because there's no phase in period for the regulatory aspect of crossing 100,000,000,000. At 70,000,000,000, my argument would be we're only 70% of the way there. But I do think that we'll accelerate some of the components on roadmap, but it's nothing that will be a meaningful adjustment to your expense models or anything like that at this point in time. And then we just have to wait and see. There's a lot of moving pieces right now in the regulatory framework. Speaker 100:22:39And a hundred used to be two fifty. And I don't know if that happens again, but I think that there's just, we're in pretty consistent conversations and constant contact with our regulators at the regional office as well as nationally. And so, I think that in the time period that we're going through waiting to close this thresholds could be different, but we're not counting on that, just so you know. Speaker 300:23:13Great, and then the performance CRE if Speaker 400:23:15you have it. Thank you. Speaker 100:23:17Oh, yeah, think it's 330, 3 20 5. And if you take out the multifamily, both companies multifamily books are pretty much the same workforce housing, rock solid credit. I think that then that number drops down to 168 or somewhere in that level. Speaker 200:23:44Okay. Speaker 100:23:45Thank you. Operator00:23:47Thank you. And I show our next question comes from the line of David Feaster from Raymond James. Please go ahead. Speaker 500:23:56Hi. Good afternoon, everybody. Speaker 600:23:58Hey, David. Speaker 500:24:01Obviously, this is a very complimentary deal. It brings some nice fee income lines, which you alluded to, some some new lending verticals, expands into some markets that you were already going to. You touched on a few of those things that Pacific Premier brings. I was hoping you could elaborate maybe on where you see the most opportunity to add value utilizing some of their core competencies across the combined franchise or leveraging Columbia's expertise across their footprint? Just kind of curious where you see what are you most excited about? Speaker 100:24:36I'll start and then see if Chris and Tori want to actually give you more details. The thing that excites me the most is, and I said it in my prepared remarks is this accelerates what we had hoped to be able to achieve in Southern California in particular by over a decade. And that's not just something we're saying just because it is impactful. But it's been about a year and a half that we've been trying to solve for how do we get more infrastructure for the bankers that we already have in that market. And I said in my comments that they've done a phenomenal job, they have with very little, very very limited infrastructure south of the Grapevine. Speaker 100:25:29And so for eighteen months of work in trying to find the right places and figure out where our existing customers are and good prospective customers. We identified less than a half a dozen sites at that point in time. And so if you just roll that forward and think about how do you get and build a footprint, that's not only the sheer number of locations, but the size and scale of what Steve and his team have built in that market, it's easily a ten year push to do that. And then when you combine that with some of their businesses that you know, where they're just ahead of us in things, you know, HOA banking is one area that, you know, Chris and some of his team have been trying to unlock the secret sauce to that. And of course, Steve and PAC Premier team have a very robust platform there and there's other things. Speaker 100:26:35And then also we think about some of the things that we're doing on the small business side that have been impactful on our current operations over the past five quarters, and how we can leverage that and have that as an accelerator of growth. So I've kind of given you the appetizer now. I'm going to step back and let Tore and Chris serve up the main course on what the specifics are. Speaker 700:27:01Yeah, thanks Clint. It's Tore. I'll jump in real quick. I mean, I 've been honestly salivating over the Southern California market for a decade and just the sheer number of companies of all sizes, the density of it. It's just such a wonderful market to be able to be a part of and to be able to grow into. Speaker 700:27:22We will immediately get brand awareness and strength and just share in the market, which is just going to support both of us as we kind of come together to grow. I mean, specifically, you think about some of the product capabilities that we combine, we'll be able to expand. You've got the leasing business. I think a little different offering on the commercial card front. You've got international banking front just a little bit different as we come together. Speaker 700:27:50You've got the growth from the scale of our balance sheet. So similar to AMCO and Columbia coming together, we've got the capability to grow with those customers as they grow. And we're not going to pass on $20,000,000 30 million dollars deals as companies grow and need that from a lending standpoint. So we got the capabilities to serve the customers as they grow, so we grow with them. And so I think those things combined with inheriting a great group of bankers at Pacific Premier, I think it's just going to be a wonderful opportunity for us. Speaker 800:28:22Yeah, David, this is Chris. The acceleration of the HOA program is a that's a huge one, light years ahead of where we are today. The complementary nature of the custodial trust business and being able to look at how our fiduciary business there and the investment aspects that we put into that as well. We've been expanding into the market down there, and this just accelerates that. Clint started touching on retail small business. Speaker 800:28:53I think what we've shown in the last four campaigns of what we can do with our approach to the market, really looking forward to the opportunity of getting in there, training up the team and the relationship strategy and then seeing what we can do when we turn that loose. We've talked about the market and the potential. I think there's a lot of tremendous opportunity there. And then we'll be full service and we'll bring the mortgage business into play as well. Speaker 500:29:20That's great. And Columbia, you guys have had slide in your deck talking about longer term balance sheet optimization opportunities. Obviously, we're going to have the Pacific Premier balance sheet marked. Are you considering any asset sales or optimization efforts to help improve profitability and maybe accelerate that optimization that you've already identified, or is that just some conservatism in these numbers and optionality that you guys have? Because I don't think that's in those pro form a numbers. Speaker 100:29:53No, no, it's not. But David, as usual, you've zeroed in on some of the key aspects of, it provides flexibility. Not only does it act as a balance sheet restructure on the PAC Premier balance sheet, but then gets accreted back through earnings as opposed to being a hard coded loss. But it also creates flexibility for us to do some of the things that we've been talking about for the past year or fifteen months on optimizing our balance sheet. Just the expanded earnings capability of pro form a company also gives us the potential to look at things a little bit differently in that regard. Speaker 100:30:43And as we've mentioned, the deal doesn't require any additional capital. And we've already been growing capital fairly substantially over the last two years and that growth should accelerate as well. Speaker 500:31:01Okay, that's great. And then maybe just last one for me, a higher level one. You know, we've got an extremely volatile backdrop today. You know, you got the trade wars and all that going on. Just kinda high level question for you, Clint, is how do you get comfortable underwriting credit today? Speaker 500:31:18I mean, the good news is I've always looked at Pacific Premier as a very low risk balance sheet, very conservatively underwritten. Obviously, there's a healthy credit mark here too through the the marks, but I'm just curious. How did how did you get comfortable around the credit side of this deal? Speaker 100:31:33Frank Frank could hardly wait to unmute his mic. He's sitting next to me. And and and so what what what what I'll start with is is is by saying I think you hit the nail on the head that Steve and his team have demonstrated a long demonstrated track record of superb credit performance. And that was something that we dug very, very deeply into and because Frank likes to be bored and he likes to sleep well at night, and he's very conservative and has a strong track record and credit and performance. So I don't want to steal his thunder. Speaker 100:32:17So I'll go on mute here and let Frank give you some details in terms of the extent of diligence that we conducted. Speaker 900:32:27Thanks, Clint. I mean, there's no thunder to be stolen here. I was really excited to see the results of the diligence that we conducted. We looked at over 61% of their loans and was pleased to find out. I mean, they really had a really similar underwriting and credit philosophy to us here. Speaker 900:32:54Their policies were very much aligned with ours. Their application of credit policy was very close to how we apply our credit policy. And probably the most important thing in underwriting through any credit cycle and the ability to continue to underwrite through any credit cycle is to have a leverage averse credit culture within the portfolio and underwriting. And it's not P and Ls that get companies through credit cycles. It's the strength of the balance sheet. Speaker 900:33:34And time after time, we saw within the credits evaluated a low leverage posturing of these companies similar to ours. So it gave me great comfort to see all of that and not a lot of existing issues within portfolio either. So clearly, both companies stay ahead of potential credit problems by staying close to their customer base. That's really the best way to do it is stay in close contact with them. And I noticed a very active portfolio management and monitoring philosophy similar to ours. Speaker 900:34:23So I see any surprises with PAC Premier's portfolio, nor do I with ours. I think both companies are very much on top of their portfolios, and that will enable us to win through any cycle. Speaker 500:34:41That's great. Thanks everybody for all the color and congrats on the deal. Speaker 100:34:45Thanks David. Operator00:34:47Thank you. And I show our next question comes from the line of Matthew Clark from Piper Sandler. Please go ahead. Speaker 1000:34:55Hey, good afternoon, everyone. Speaker 100:34:59This Speaker 1000:35:01is my first question around your financial targets on a pro form a basis and maybe the lessons learned from the Umpqua deal. I know this is only about a thirty year size relative to Umpqua. It's a lot larger. But anything you might do differently this time around to ensure that you get these targets? Cause they look fairly strong? Speaker 100:35:27Well, we start with all of your estimates. Not yours specifically, but consensus estimates. So I guess as we look at the environment changes, we had five fifty basis points of rate increases from when we announced the Umpqua Columbia merger. Hopefully we one, I expect that we won't have a seventeen month waiting period. And two, would hope that we wouldn't see that kind of rate volatility. Speaker 100:36:03I guess that's the thing that I wanna make sure people are aware of is that consensus estimates have come down. I mean, for the industry. And so when we build these models and everybody does it, they use consensus estimates. And so there's always going to be some variability. Now in stable environment, our forecasts are probably not terribly different, maybe a little better, maybe a little worse from period to period than what consensus is. Speaker 100:36:36But there was a whole seismic shift in the operating or the rate environment. And that's what really I think led to the differences. So even despite the volatility in the markets right now, what we're seeing from customers, if you don't watch the news and you're not on social media, life's still pretty good. And so we're not seeing any type of major pullback that's causing us to rethink what our current forecasts are. I know our advisors went through our forecasts and I'm pretty certain that Steve's advisors went through his forecasts and our forecasts. Speaker 100:37:25We feel pretty good about that we're going to execute and deliver top tier performance. Now, as the market moves, maybe those ratios move around just because that's how it works. But on a relative basis, I think this is gonna make a lot of money for a lot of people. Speaker 1000:37:46That's great. And then how about the buyback? I know we were kind of warming up to one sometime this year. Does this deal put that on pause? I mean, PBBI has a ton of excess capital, you use all that capital to deliver the marks, but given that your capital on a pro form a basis isn't going to change materially, would you still consider a buyback this year? Speaker 100:38:13So what I said during our first quarter conversations was that I was pretty confident that there would be capital actions during 2025. And I consider M and A a capital action. So without this, yeah, it would have been extremely likely that we would started initiating a buyback. Right now, our biggest focus is get the deal closed, see where the capital ratios are. And then from there relative to our long term targets, make an assessment on a buyback. Speaker 100:39:01So I guess short answer is, yeah, it probably does push it out. It's probably not a '25 event, but there's still some variables in terms of is this a year end close or is it a sooner than that type of close? And then where do the final ratio shake out? Right now we expect a modest decline of twenty, thirty basis points from our current levels and our current levels are modestly above where our long term targets are. So we still would expect that we'd be above those targets. Speaker 100:39:42But I'd hate to go initiate a 300,000,000 or $400,000,000 buyback and then find out that rates move around and we needed to go out and raise $200,000,000 of capital and deliver shareholders that wouldn't do us any good. Speaker 1000:40:02Yep, fair enough. And then my last question just around any potential divestitures on PBBI's balance sheet. I know Steve has scrubbed that portfolio quite a bit over the years. But is there anything within there, maybe franchise lending or maybe even multifamily you might want to deemphasize or do you feel good about the whole portfolio? Speaker 100:40:26We feel pretty good. I mean, and team have done a good job of deemphasizing some of the things. I think that's the other piece of it is we've talked about that we've run our company, we've built our company to perform through cycles. And you know, we've been waiting for a recession for many years. I don't consider 2020 a recession because of all the stimulus that was pushed into the system. Speaker 100:41:00And I think Steve also kind of built a fortress balance sheet and tremendous amount of capital in anticipation of some form of economic slowdown. And as part of that, it wasn't just building capital, but it was also kind of pulling back from different areas of their portfolio. So it's super clean. You know, yeah, the multifamily side, we could reduce CRE exposures by selling some of those that are marked, but they're gonna be at current market rates through purchase accounting. And there's absolutely zero credit concerns on those. Speaker 100:41:43So I don't know that we would necessarily do that. There are some things in the bond portfolio that I think we're looking at that could provide some opportunities for us. And then like I said, I think on one of my earlier responses is, I think this gives us some flexibility with our existing balance sheet to maybe look at some things as well. Speaker 1000:42:10Great. Thank you. Operator00:42:13Thank you. And I show our next question comes from the line of Timo Braziler from Wells Fargo. Please go ahead. Speaker 1100:42:23Hi, good afternoon. I'm wondering how long courting how long was the courting process for this transaction? And it's pretty impressive to get a deal announced in the midst of some of this volatility in the broader market. I'm just wondering more recently, did you have to update any deal terms, considerations, marks? Did you have to recalibrate any parts of the transaction just given some of the market turbulence year to date? Speaker 100:42:53We'll have all of that in the S4, but what I'll give you is that Steve and I started getting to know each other couple years ago. And you know, just trying to assess my mindset at that time was executing on the task at hand, which was the integration of Columbia and Umpqua. And I think, you know, if you ask Steve and you can because he's here in the room as a reminder, his thought process was probably around execute on the task at hand. Once we both were at a point of where I said, yeah, we've executed and he was able to witness it from an external viewpoint. Then we started talking about the possibility and when timing might be right. Speaker 100:43:51And I would say as a kind of a full on approach and endeavor really started at the first of the year. And so here we are in the fourth month. But I'll lean back into both of our experience in M and A. I think both teams and boards were able to see through the short term market noise and volatility and really focus on where the long term shareholder value could be created. And so I think we ended up remarkably close to where we originally started. Speaker 100:44:36But yeah, it was a wild ride with some of the market swings. Speaker 1100:44:45I guess in that state play Sure. Speaker 600:44:54It was a very disciplined process. And I think importantly here that as 100% stock deal, this is a reinvestment opportunity for Pacific Premier shareholders and an extremely attractive one. Because we firmly believe the upside here is significant. And so when you get two companies that have very similar cultures, operational areas, It really it makes for a relatively low risk, low execution risk in our minds. And so yes, there were certainly a lot of volatility, both in the equity markets, the debt markets, and that had an impact. Speaker 600:45:43But given that we had a long term view here, and this is a reinvestment, we thought the process throughout was very collaborative and really pleased where we ended up. Speaker 1100:46:00Okay, great. And obviously, a very different transaction from Umpqua Columbia deal. But that took longer than expected. Here you guys are expecting to close this in the second half of this year. I guess just can you privy us to some of the conversations that maybe haven't had with regulators in framing that closing timeframe? Speaker 100:46:20Yeah, there's a body of evidence that continues to build on deals getting approved quicker for banks either our size or to create banks that are our size. And so that gives us a lot of optimism. And the other thing is that we had fairly robust preflight conversations with the regulators both at the regional office level as well as in DC. And, you know, I'll say I left those meetings very encouraged that it would be a much more efficient and more transparent process than what we went through last time. The other aspect of it is, is we don't expect a DOJ review and the DOJ review cost us eleven months with the Columbia EMPWA one. Speaker 100:47:17So that right there is I think another data point that leads us to believe that getting this as close as a 2025 event is very likely. Speaker 1100:47:34Okay. And then just last for me, maybe for Frank. Just looking at the credit mark, it looks well below PBBI's allowance level. Can you just talk to kind of the methodology and coming up with that 80 basis point mark relative to what looks like almost 1.5 reserve for PVBI? Speaker 200:47:55Yes, this is Ron. As Frank mentioned earlier, obviously quite a bit of significant amount of credit diligence and reviewing ACL modeling, economic forecasts, etcetera. Given the weight of the multifamily portfolio, the losses just aren't there to support a higher level. That's how we weighted into that 80 basis points. In essence, 55% of the portfolio being multifamily is sitting at just under 60 basis points and even that's probably overstated just given the long term lack of credit issues expected in that portfolio we're seeing over the history. Speaker 900:48:30And that also jived with the due diligence activity as well looking three months, six months that also factored into that number. Speaker 800:48:43Great. Thanks. Operator00:48:46Thank you. And I show our next question comes from the line of Jon Arfstrom from RBC Capital Markets. Please go ahead. Speaker 1200:48:55Hey, thanks. Speaker 1300:48:57Evening, everyone. Speaker 100:48:59Hey, John. Speaker 1300:49:01Usually, we'd be neck deep in the nuances of your earnings, I guess. But what what would you call out in your earnings for the quarter that you think went well and what you need to work on further? Just curious your level of confidence in that '26 consensus estimate. I know it's our estimate, but what are some of the puts and takes to hitting that? Speaker 100:49:25I think the thing that I really looked at is the deposit growth that we had. And what we were expecting, as Ron said, guiding into the first quarter that our seasonality could be up to a half a billion of additional wholesale funding. And to have the growth that we had and still see the seasonal activity, we could still see the patterns that we historically would, because I mean, literally by month and by the point in time in the month, if it's bonus payments or tax payments or distributions, you can see the flows and those flows are still there. So it wasn't like we didn't experience the seasonality, but the results of our bankers both on the retail small business side, but also on the commercial side made a difference for us. And I think that as we look at and as we've said, really around the margin, which then drives a big portion of earnings, it's deposit flows that are going to determine our level of performance in that regard. Speaker 100:50:44So that's really encouraging. From my perspective, I would have liked to have seen some more C and I loan growth. But I'm encouraged by the year over year origination activity was up 17%. But unlike in the fourth quarter where the activities translated into some really strong annualized growth, first quarter it didn't. Tory and I and Chris are really watching closely. Speaker 100:51:19There's still a lot of optimism in terms of second quarter, third quarter from our bankers and things they have in their pipelines. So, but that's the area where I'm really looking. And then of course, we'd always love to have more core fee income. So I kind of hit the major ones. I'll look down the table and see if Tore or Chris want to add anything. Speaker 700:51:41This is Tore. I think the only thing I'd add to it is, as Clint talked about, the pipelines are pretty strong. Actually, there's a lot of momentum and we had some C and I growth as Clint talked about that didn't book in the first quarter that kind of got pushed last minute into the second quarter. But pipelines are strong, they're up about 10% from end of Q4. So a lot of good momentum. Speaker 700:52:06So I like to see that. And I think the fee income side, same. And we've got some really good pipelines, both loans, deposits and in core fee income. So I think things are looking pretty good for us going forward. Speaker 1300:52:18Okay, good. Fair enough. And then Clint, a follow-up on Chris McGratty's question. Just some of the feedback tonight has been that there's still more opportunity from the Umpco merger. This could be a little bit too early. Speaker 1300:52:31I know that might be unfair, but curious where you think you're going to push your people just to make sure you are ready for the merger. Speaker 100:52:41So the opportunity, the unharvested opportunity from the Umpqua merger is really around process improvement. And we have a get better everyday type of mindset, not change for the sake of change, but that do things better, simplify more efficient. And that work will never be done. I would say some of the things that we would have done maybe over a longer time horizon was the expense initiative and reorg that we did in the second quarter of last year. So rather than pacing that out, we did that over a ninety day time period. Speaker 100:53:33And so that lift was done. But really that's the it's kind of operator business, make it the best that it can be and we're never satisfied. We always think we can do something better. But in terms of having our bankers on their front foot out winning new business, competing in the marketplace, continuing to invest in the growth of our franchise, whether it's products and services or technology or our people, we're doing all of those things. And so it really is business as usual. Speaker 100:54:15So there's not a laundry list of things that we have to do and that any of those get delayed by this partnership with PAC Premier. The one other element that's there is just the balance sheet remix and that's just a matter of when rates cooperate or these things hit the maturities, hit the bid and get it done. So that's not anything that's a distraction or requiring a heavy lift on the part of any of our team members that would then inhibit our ability to execute on this deal that we're talking about today. Speaker 600:55:01Hey John, this is Steve Gardner. You bring up an important point. This was very early on one of the primary questions that we as a management team and a board had and something that we did a lot of due diligence around was exactly where was the combined entity and were they ready to take this next step. And I can tell you, we have a high level of confidence in the organization. Otherwise, we wouldn't be here today. Speaker 1300:55:37Okay, very helpful. And I would just say for the record, I'm happy about the name change. I think that's smart just to be under one brand for what it's worth. Thanks. Speaker 100:55:49Yeah, thanks, John. Operator00:55:51Thank you. And I show our next question comes from the line of Jared Shaw from Barclays. Please go ahead. Speaker 100:55:59Hey, good evening. Thanks. Speaker 1200:56:03Congratulations on the deal. I guess, as look at the CRE and the work that Clint, you all have done to bring that concentration level down, should we think that going forward you're just more comfortable sitting at a higher level of CRE with this combination or as sort of time progresses, we expect to see that come back down to where you are now? Speaker 100:56:31You're gonna see a similar trend line that you've seen over the last couple of years post Columbia Umpqua merger. You're gonna, you know, if you go back further in time and you look at deals that Columbia did, there was always a downward slope in the CRE ratio just because the banks that joined us typically had a higher level. Steve has a great slide in his IR deck that shows their history of doing the same thing of walking down those ratios over time. So I think we're in alignment and really what's got the ratio above 300 is the multifamily book. We're not opposed to multifamily. Speaker 100:57:26We've talked about stability in the quality of credit. But I'm not a fan of is transactional multifamily. And that's where we still have on our balance sheet today about 3,700,000,000.0 of transactional multifamily. And I think Steve is still working through some on his balance sheet as well. You move that down and we're comfortably below 300. Speaker 100:57:55So that's why I say you're going to see that number come down. Now we're still going to do relationship based multifamily for customers where we have a meaningful relationship. But that activity won't keep pace with the runoff that you'll see in those other portfolios. Okay. All right. Speaker 1200:58:17Thanks. Then could you just speak a little bit about the cultural integration that you anticipate going forward and what the alignment looks like with the way the two banks do business and maybe especially around some of the incentive structures for RMs, is that similar to what you have at Columbia? Speaker 100:58:39Yeah, I'm excited about some of the components that the PAC Premier has in their incentive structure, because I think it can enhance ours and not enhance from a standpoint of just pay people more money, but align closer to actual desired outcomes and results. And so I do think there's a value that's placed on performance and execution at PAC Premier. And those are the same things that we value. And so from a cultural standpoint, I think there's good alignment. One of the things that we did, we gathered our senior leadership teams, what was that, at the February, and we kind of talked through some major components of each operation and each entity. Speaker 100:59:44And Speaker 600:59:45one of Speaker 100:59:45the things that Steve walked through was a deck on their culture and the words are different, but the principles and the values are identical. And so when you start from a place like that, then I think that the nuance differences are very minor. Speaker 701:00:08This is Tore. I just want to add one piece of this because I think one of things that I'm most excited about from a cultural standpoint is, I've been doing this business for a long time. And if you think about commercial bankers in particular, you kind of get two camps. One is somebody who just likes to make loans and that's it. And the other is somebody who's really understands full relationship banking. Speaker 701:00:28And culturally both companies are completely aligned in the relationship banking aspect of that. And that is kind of simple words, but it's a much more difficult process from a sales standpoint. And the fact that we are both so aligned, I think is a very, very nice fit and will allow us to grow the combined company much faster and much better than if it wasn't that way. Speaker 801:00:53And this is Chris. I'll add to that, Tore, that when you look at the cost of funds, you can tell a lot about how bankers go to market. And very similar to the way that we've done it, it's not leading with rate, it's leading with value, it's leading with relationship. And that, like I said, that comes through in the total cost of funds that you see on their Pacific Premier's books. Speaker 101:01:17It inspired Chris to sharpen his pencil on deposit pricing when he saw at Premier's cost was lower than ours by a few basis points. Speaker 1201:01:27Yes. And just finally for me, when you look at LA and Southern California, is this the platform you sort of need to get to where you want to be? Or do you think that there will be additional hiring? Or is there an opportunity to take advantage of some of that market disruption from the last few years to grow the team beyond what it will be now? Speaker 101:01:52I think it's, I can answer that, that it's a little bit of both. So, you know, a $70,000,000,000 franchise that has coverage from the Canadian border to the Mexican border has the density that we will have in, you know, what's the world's fifth largest economy, top 10 pro form a deposit market share. And then our position just broadly in the eight western states of there's a before of us that are 70 to 80,000,000,000. But the way that we go to the market is down the middle of the fairway commercial, commercially oriented bank. I think that creates a tremendous amount of opportunity and we've seen it even with limited infrastructure in that market that we've seen the power of that market and we've seen the power of being a $50,000,000,000 bank in that market. Speaker 101:02:52So I think it just acts as an accelerant for what we've done. And then you take what the talent and the experience in the market of Steve's people And I think that it also kind of supercharges what they've been able to do. So I don't know that it's going to be a pretty dynamic company. It's going to I mean, it's tremendous scarcity value and we're going to be able to drive additional value in that, particularly in Southern California, but also, you know, throughout the eight states that we have. Interesting and even when we were going through the merger and why we're in the waiting period for the Columbia Encore merger, the level of talent that sought us out that wanted to come and be a part of what we were going to create. Speaker 101:04:00And all we had at that point was a promise to create the premier business bank throughout the West. This solidifies that and I think then again, become the employer of choice in all of our markets. Speaker 701:04:17This is Tore. I'm just going to add one other thing here. There is so much disruption in Southern California market and we will continue. We're going to get 40 plus new RMs. They're going be great teammates and we'll just we'll keep looking for talent. Speaker 701:04:33And when we find talent that we think is accretive to the company and helps take market share and grow, we're going to bring them into the bank. We just recently hired a couple of folks in Arizona. Think they're going to be fantastic for the bank to Clint's point. We just keep looking for people that want a really good home to have careers. And I think that's going to help us even further in Southern California. Speaker 201:04:57Thanks. Operator01:04:59Thank you. And I show our next question comes from the line of Jeff Rulis from D. A. Davidson. Please go ahead. Speaker 401:05:07Thanks. Good afternoon. I guess checking in on kind of the plan to open more branches. I guess the first part of that question is, is that someone on hold with this deal? Do you see that through? Speaker 401:05:26You've got too much to juggle or not? And then maybe the second question, and I know Clint, you're fairly conservative and you're going to take care of one thing before the next. But I guess it begs the question, some of these states in the Rocky Mountain SWAT, you say you're accelerating Southern California expansion by ten years with this transaction. Does that open up the discussion to look for M and A to accelerate the Utah, Colorado, Arizona expansion through M and A. So that's part two. Speaker 401:06:02Thanks. Speaker 101:06:04So hi, Jeff. It doesn't put our De Novo branch expansion strategy on hold. We have two locations in the Phoenix area right now that are under construction. We have one in LA that I think also it's a nice fit with Steve's existing footprint and that will move forward. We just opened Denver last month. Speaker 101:06:43We have Colorado Springs coming online. So those things will continue to move forward. And that's really a different, mostly a different group in a different part of our company that executes on those de novo branch openings. What this does is it allows us to pivot our focus from a de novo strategy in Southern California to the Intermountain States and looking at some opportunities there. Because again, we see some disruption and we've seen what our bankers have been able to achieve with limited infrastructure in those newer markets for us. Speaker 101:07:27And as I always say, they're earning the right for us to reinvest in them and help them grow their franchise. And so I don't want to give the keys to the strategic roadmap out across the conference call. But what I will say is your line of questioning aligns with our way of thinking is that it allows us to pivot those other resources that are not necessarily involved in M and A type stuff towards those newer markets and figure out some opportunities there to capitalize on what we're already seeing. Speaker 401:08:08Okay. Thanks, Quinn. Operator01:08:12Thank you. And I show our next question comes from the line of Anthony Elion from JPMorgan. Please go ahead. Speaker 1401:08:21Hi, everyone. Clint, I'm curious what type of balance sheet growth you expect from the combined franchise, right? If I look at Columbia standalone, it's been pretty much a low single digit score over the past couple of years. But you're adding Pacific Premier now, which is in higher growth markets. So what level of balance sheet growth do you envision the combined company to eventually generate? Speaker 601:08:45I think one of Speaker 101:08:46the things we'll have to work through is this rundown in those transactional real estate portfolios. And so that's both the multifamily as well as the single family resi book. I've said publicly that single family resi was too big of a portion of our portfolio by virtue of being a bigger bank that helps us kind of start to right size that it gets us about halfway to where we want to be, which is 10% or less of the book. So bottom line loan growth will be muted some as those portfolios run off. I would say that if we're not on, I would zero in on the C and I and the owner occupied real estate portfolios. Speaker 101:09:45And if we're not growing at least the rate of double GDP, then I'll be disappointed. So I guess if you have your crystal ball and you can tell me what GDP is and I can tell you in two years and three years what I would expect for loan growth. But right now, GDP is expected to be pretty muted. So I'd say it translates into kind of low to mid single digits. Speaker 1401:10:12Okay. And then my follow-up for Steve. I'm curious why Pac Premier is not going at this alone. Clint outlined the attractiveness of Southern California in his prepared remarks. And I would just think that there's already a ton of growth opportunities for you available given the number of banks that have exited that market in recent years. Speaker 1401:10:33Thank you. Speaker 601:10:34Yeah, it's a good question. Mean, it's certainly one of the important areas that the board has been considering for some time is that what is the best use of the excess capital that we have in looking at organic growth, potentially doing some tactical things around the balance sheet and the like. And ultimately, when we look at it and in particular this opportunity, it was readily apparent that this was would accelerate the returns that we generate for our shareholders in a very significant fashion. And I'll maybe fall back on one of Clint's comments earlier. Certainly get a hold of the S4 proxy registration statement and read through it. Speaker 601:11:32But really it's the reinvestment that we have here is very attractive. Speaker 1401:11:42That's great. Thank you. Operator01:11:46Thank you. And I show our next question comes from the line of Andrew Terrell from Stephens. Please go ahead. Speaker 1501:11:55Hey, good afternoon. If I could just ask maybe for Ron on the margin, just the from an organic standpoint, you had a big drop in the securities purchase accounting this quarter. I would assume that's mostly due to rate volatility that we saw intra quarter. But if I step that back up from here, seems like you could pretty easily get above your kind of margin guidance over the near term. Just maybe wanted to get a sense of where the purchase accounting is going go or where you're expecting it to go? Speaker 1501:12:24And then just your thoughts on the organic margin going forward. Speaker 201:12:28Yes. Thanks. It's a great question on the bond portfolio. And it is interesting when you get a CPR that potentially is at zero, if not below. So it's just a complete slowdown in prepays. Speaker 201:12:37It could be related to the overall volatility in the markets. And that in essence pushed out the discount accretion. It didn't go away. It just delayed the recognition over time. So all else being equal, if there's stability, then yeah, we would see potentially some additional discount accretion back between the last couple of quarters levels, which would help on that front. Speaker 201:12:56But if it continues, I'd expect that to be continued to be safe as depressed level for at least a couple of quarters. Overall though, back to the NIM question, we're pleased with the results in Q1. And like I said, we did pay down the $590,000,000 of wholesale later in the quarter. So we'll see the benefit of that on them in Q2. But all else being equal seasonally historically, we're usually weaker in the first half of Q2 tax time, etcetera. Speaker 201:13:22It starts to build back up late in the second quarter. Third quarter is always the best month. So overall, in terms of the NIM in the last couple of quarters levels, it's going to be subject to how deposits flow over that time period and we're able to continue to reduce wholesale. Speaker 1501:13:39Any change to I think you guys last quarter I think we were talking about a margin in the range of three fifty five to three sixty five kind of trying to that level. Any refresh to that? Speaker 201:13:51This is what I just covered. Yes. So subject to deposit flows over the coming couple of quarters, if those are better, we're able to reduce wholesale seasonally as would show maybe in Q3, then that's definitely potential be in the upper end of that range. Speaker 1501:14:05Understood. Okay. The rest of mine were addressed and congrats to both parties in the deal. Speaker 601:14:10Thank you. Operator01:14:12Thank you. And I show our last question in the queue comes from the line of Nick Coloco from UBS. Please go ahead. Speaker 1601:14:21Hi, thanks for taking my question. Clint, just thinking about the CRE concentration conversation and the tendency for that to drift lower on the other side of deals that you've done in the past, along with your increased focus on growing relationship type C and I lending. As you were thinking about potential M and A activity, how did you weigh a deal of this nature versus potentially something that might have been more C and I focused that could accelerate your efforts, your growth efforts there? Speaker 101:14:52I think PAC Premier is C and I focused and I think it gets back to if you look at, zero back in on the comment that Chris Merriweather said earlier about the deposit composition and the pricing and the similarities. And so you look at the activities that the PAC Premier teams are engaged in today and they very much align with a lot of what we do across our footprint today. So the multifamily is a work walk down position for Steve and I'm sure will chime in on what their focus has been. But I think that it's similar to the multi year kind of process I've talked about with what we'll do with some of the legacy on qual portfolio of in multifamily and single family resi is it takes time to burn that stuff off your balance sheet. And I think a lot of this that Steve has came through the prior acquisition that he did and that's why I referenced the chart in his investor presentation where it shows over the years how they've walked that down. Speaker 101:16:28So, and I don't know that maybe there's one or two other franchises that would be similar in terms of what PAC Premier brings from a C and I perspective. But there's nobody that brings the density and the core density in the LA and Southern California markets. I mean, this is like this is such a natural fit that you know and I hate to index too much on the dots on the map. But when you go and you look at the slide deck and you see the complementary nature of our footprints and where Steve has a little bit here in the Northwest. We have a little bit Southern California and together it just fits. Speaker 101:17:20So probably not the answer you're looking for, but to me I think this was deal to do. I think it creates the most value long term for both sets of shareholders and that's I'm not worried about the activities. What I want to do is make sure that we keep the great customers that Pacific Premier has and keep their talent. And you know, as we say our focus is keep our people, keep our customers and drive value for the shareholders. And that's what we're going be zeroing in on for the next twenty four months. Speaker 601:17:59Yeah, Nick, this is Steve Yarger. You may not be familiar with our institution, similar to Columbia over the years, when we do acquisitions, it typically does take our CRE ratio above 300%. It was well below that prior to the Opus acquisition that we did in 2020, and took us up to 385%. We've been working that down, probably just given the nature of the what occurred with through the pandemic and in the subsequent years, it's come down a bit more slowly than we have anticipated. But we are historically a C and I focused bank. Speaker 601:18:38And you'd really see that in spades through the deposit franchise. Speaker 1601:18:47Understood. Thank you both very much for that. And then maybe just one final question on the regulatory front. And just thinking from the perspective of the Umpqua deal not having been that far in the distant past, Did you feel any sense of urgency to get a deal done in this more favorable regulatory backdrop that we're in? Did the stars just really align for the deal to come to fruition? Speaker 1601:19:11Thank you both for your questions for your answers again. Speaker 101:19:15Yeah, I'm going to say it's the latter. The stars just aligned. I'll go back to Steve and I are very experienced in M and A and we know and understand the importance of developing a relationship with your counterparts at these different institutions so that when the stars appear that they may be aligning that there's already a familiarity and you can have good candid honest dialogue and determine if the timing is right. And so, as I said earlier in the call, it's been a couple of years that we've been talking and developing that relationship. And if it would have been 2026 that the stars aligned, I think we would have done this in 2026. Speaker 101:20:12It was 2027, we would have done it in 2027. But the fact is that everything just kind of aligned and now is as good of a time as any and we believe that, you know, rather you want however you want to think about it, where we ended up from a go forward pro form a ownership standpoint is kind of where we would have ended up regardless of when we did the deal. Speaker 1601:20:43Understood. Thank you and congrats on the deal. Speaker 101:20:46Thank you. Operator01:20:47Thank you. I show no further questions in the queue. At this time, I'd like to turn the conference back to Jackie Bolan, Investor Relations Director, for closing remarks. Speaker 201:20:59Thank you, Tulum. Thank you for joining this afternoon's call. Since we will not be hosting our traditional earnings call originally scheduled for tomorrow, please contact me if you have any questions or would like to schedule a follow-up discussion with members of management. Have a good rest of the day. Operator01:21:15This concludes today's conference call. Thank you for participating. You may now disconnect.Read morePowered by