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Deal Overview

Buyer:
Columbia Banking System, Inc.
Actual Acquirer:
Columbia Banking System, Inc.
Target:
Intermountain Community Bancorp
Deal Type:
Bank & Thrift Company
Agreement Date:
7/23/2014
Announcement Date:
7/23/2014
Announced Deal Value ($ M):
125.94
Status:
Completed
Completion Date:
11/1/2014
Announced Deal Value Per Share ($ )
18.22

Consideration Breakout
Cash ($M) 15.8
Common Stock ($M) 123.4
Common Stock Issued 4,233,707

Deal Pricing Ratios

Announcement Completion
Price / Book (%) 123.4 136.4
Price / Tangible Book (%) 123.4 136.4
Price / Earnings (x) 12.1 13.3
Price / Deposits (%) 18.15 20.06
Price / Assets (%) 13.69 15.13
Tangible Book Premium/ Deposits (%) NA NA
Deal Terms
Description of Consideration

Columbia Banking System Inc. has exchanged 0.6426 shares of its common stock and paid $2.2930 in cash for each outstanding share of Intermountain Community Bancorp. Columbia Banking System Inc. also assumed $16.5 million of Trust Preferred Securities. Immediately prior to the effective Time, Intermountain Community Bancorp.'s TARP Warrant was purchased by Columbia Banking System Inc. from the United States Department of the Treasury and was cancelled.

Accounting Method Acquisition
In-State Transaction? No
Merger of Equals? No
Geographic Expansion? Partial Overlap
Goodwill Generated ($ 000) 38,810
Estimated Cost Savings (%) 27.10
Estimated Cost Savings ($ 000) 8,600
Est. Restructuring Charges ($ 000) 18,000
Maximum Termination Fee ($ 000) 5,500
Minimum Termination Fee ($ 000) 0
Exchange Ratio (Common For Common) 0.642600
Exchange Ratio (Common For Preferred) NA
Exchange Ratio (Preferred For Common) NA
Exchange Ratio (Preferred For Preferred) NA
Lockup Agreement No
Strike Price ($ ) NA
% of Shares Outstanding NA
Shares Under Option NA
Core Deposit Intangibles ($ 000) 10,900
Deal Advisers
Financial Advisers
Party Advised Adviser Hired? Firm Name
Buyer Yes Keefe Bruyette & Woods Inc.
Seller Yes Sandler O'Neill & Partners LP
Legal Counsel
Party Advised Adviser Hired? Firm Name
Buyer Yes Sullivan & Cromwell LLP
Seller Yes Graham & Dunn PC

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