Northrim filing says Oregon bank deal would create a $4.2 billion company

Northrim BanCorp told federal securities regulators Friday that its purchase of an Oregon bank would create a company with about $4.2 billion in assets. The deal would take the Anchorage bank outside Alaska for the first time. It is expected to close on or about Jan. 1, 2027, once regulators approve it and other closing conditions are met.

The quarterly report says Northrim had $3.58 billion in assets at the end of September. Its 21 branches are all in Alaska. The filing calls the acquisition a strategic investment to diversify the company's geographic footprint while "preserving its Alaska-based community banking identity."

Northrim announced the purchase in July. Alaska News reported then that the deal was valued at about $167 million and would add 11 Oregon branches. Shareholders of both companies approved it at special meetings on Oct. 20. At Northrim's meeting, more than 15.7 million shares voted in favor and about 214,000 against, according to a Northrim filing on the vote.

In the all-stock deal, PBCO Financial Corp. shareholders will receive 1.160 Northrim shares for each PBCO share and are expected to own about 21% of the combined company. Northrim expects to issue about 5.95 million new shares. PBCO owns People's Bank of Commerce, founded in 1998 and based in Medford, Oregon. That bank will merge into Northrim Bank, the surviving bank.

The report says Northrim spent $993,000 on merger and acquisition costs tied to the deal in the third quarter, almost all of it for professional and outside services.

PBCO reported $2.6 million in third-quarter profit in an Oct. 21 earnings release. The release also listed $648,000 in one-time professional expenses related to the pending merger. Julia Beattie, president and CEO of PBCO Financial, said in the release that the results showed "the momentum we have as we continue towards completing our merger."

The companies submitted their regulatory applications Sept. 3, according to the joint proxy statement. Northrim's filings list risks tied to those approvals: they could take longer or cost more than expected, or the merger could fail to close.