WCBO / West Coast Bancorp - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

West Coast Bancorp
US
HINDI NA ACTIVE ANG SIMBONG ITO

Mga Batayang Estadistika
CIK 717059
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to West Coast Bancorp
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
February 11, 2014 SC 13G/A

WCBO / West Coast Bancorp / AQR CAPITAL MANAGEMENT LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* West Coast Bancorp (Name of Issuer) Common Stock (Title of Class of Securities) 952145209 (CUSIP Number) December 31, 2013 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sche

April 10, 2013 SC 13D/A

WCBO / West Coast Bancorp / GF Financial, LLC - AMENDMENT NO. 2 TO SCHEDULE 13D Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO §240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO §240.13d-2(a). UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2) WEST COAST BANCORP (Name of Issuer) Common Stock, no par value (Title of Class of Securities) 952145100 (CUSIP Number) SIMON

April 10, 2013 EX-99.1

JOINT FILING AGREEMENT

EXHIBIT 1 JOINT FILING AGREEMENT Pursuant to Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing of this Statement on Schedule 13D including any amendments thereto.

April 4, 2013 SC 13D/A

WCBO / West Coast Bancorp / MFP Investors LLC Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO §240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO §240.13d-2(a). UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) (Final Amendment) WEST COAST BANCORP (Name of Issuer) Common Stock, no par value (Title of Class of Securities) 952145100 (CU

April 1, 2013 15-12B

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March 19, 2013 8-K

Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders - FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 18, 2013 WEST COAST BANCORP (Exact name of registrant as specified in its charter) Oregon 001-34509 93-0810577 (State or Other Jurisdiction of Incorporation) (Commissio

March 19, 2013 EX-99.1

COLUMBIA BANKING SYSTEM AND WEST COAST BANCORP ANNOUNCE SHAREHOLDER APPROVAL OF MERGER AND ELECTION DEADLINE

EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE March 18, 2013 Columbia Contacts: Melanie J. Dressel, President and Chief Executive Officer (253) 305-1911 Clint E. Stein, Executive Vice President and Chief Financial Officer (253) 593-8304 West Coast Contact: Robert D. Sznewajs, President and Chief Executive Officer (503) 598-3243 COLUMBIA BANKING SYSTEM AND WEST COAST BANCORP ANNOUNCE SHAREHOLDER APPRO

March 19, 2013 425

Merger Prospectus - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 18, 2013 WEST COAST BANCORP (Exact name of registrant as specified in its charter) Oregon 001-34509 93-0810577 (State or Other Jurisdiction of Incorporation) (Commission File Nu

March 19, 2013 EX-99.1

COLUMBIA BANKING SYSTEM AND WEST COAST BANCORP ANNOUNCE SHAREHOLDER APPROVAL OF MERGER AND ELECTION DEADLINE

EX-99.1 2 d505099dex991.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE March 18, 2013 Columbia Contacts: Melanie J. Dressel, President and Chief Executive Officer (253) 305-1911 Clint E. Stein, Executive Vice President and Chief Financial Officer (253) 593-8304 West Coast Contact: Robert D. Sznewajs, President and Chief Executive Officer (503) 598-3243 COLUMBIA BANKING SYSTEM AND WEST COAST BANCOR

March 19, 2013 EX-99.1

COLUMBIA BANKING SYSTEM AND WEST COAST BANCORP ANNOUNCE SHAREHOLDER APPROVAL OF MERGER AND ELECTION DEADLINE

EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE March 18, 2013 Columbia Contacts: Melanie J. Dressel, President and Chief Executive Officer (253) 305-1911 Clint E. Stein, Executive Vice President and Chief Financial Officer (253) 593-8304 West Coast Contact: Robert D. Sznewajs, President and Chief Executive Officer (503) 598-3243 COLUMBIA BANKING SYSTEM AND WEST COAST BANCORP ANNOUNCE SHAREHOLDER APPRO

March 19, 2013 425

Merger Prospectus - FORM 8-K

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 18, 2013 COLUMBIA BANKING SYSTEM, INC. (Exact name of registrant as specified in its charter) Washington (State or other jurisdiction of incorporation) 0-20288 91-1422237 (Commission File Num

March 8, 2013 EX-24

POWER OF ATTORNEY

Exhibit 24 POWER OF ATTORNEY Each person below designates and appoints ROBERT D. SZNEWAJS and ANDERS GILTVEDT, and each of them, his or her true and lawful attorney-in-fact and agent, with full power of substitution, to sign the Annual Report on Form 10-K for the year ended December 31, 2012, of West Coast Bancorp, an Oregon corporation, and any amendments thereto, and to file said report and amen

March 8, 2013 10-K

Annual Report - ANNUAL REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2012 Commission file number 0-10997 WEST COAST BANCORP (Exact name of registrant as specified in its charter) Oregon 93-0810577 (State or other jurisdiction (I.R.S. Employer Identification N

March 8, 2013 EX-21

SCHEDULE OF SUBSIDIARIES

Exhibit 21 SCHEDULE OF SUBSIDIARIES The following is a list of the registrant’s subsidiaries at March 8, 2013.

February 27, 2013 425

Merger Prospectus - 425

425 Filed by West Coast Bancorp Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-6 under the Securities Exchange Act of 1934 Subject Company: West Coast Bancorp (Commission File No.

February 14, 2013 SC 13G

WCBO / West Coast Bancorp / AQR CAPITAL MANAGEMENT LLC - AQR CAPITAL MANAGEMENT LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* West Coast Bancorp (Name of Issuer) Common Stock (Title of Class of Securities) 952145209 (CUSIP Number) December 31, 2012 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sched

February 12, 2013 SC 13G

WCBO / West Coast Bancorp / VANGUARD GROUP INC Passive Investment

westcoastbancorpor.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 0 )* Name of issuer: West Coast Bancorp/OR Title of Class of Securities: Common Stock CUSIP Number: 952145209 Date of Event Which Requires Filing of this Statement: December 31, 2012 Check the appropriate

February 6, 2013 DEFM14A

- NOTICE OF SPECIAL MEETING REGARDING MERGER

DEFM14A 1 d418437ddefm14a.htm NOTICE OF SPECIAL MEETING REGARDING MERGER Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Regis

February 1, 2013 8-K

Financial Statements and Exhibits, Other Events - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 31, 2013 WEST COAST BANCORP (Exact name of registrant as specified in charter) Oregon (State or other jurisdiction of incorporation) 0-10997 (SEC File Number) 93-0810577 (IRS

February 1, 2013 425

Merger Prospectus - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 31, 2013 WEST COAST BANCORP (Exact name of registrant as specified in charter) Oregon (State or other jurisdiction of incorporation) 0-10997 (SEC File Number) 93-0810577 (IRS

February 1, 2013 EX-99.1

West Coast Bancorp Reports Net Income of $5.7 Million for Fourth Quarter 2012 and $23.5 million for Full Year 2012

For more information, contact Robert D. Sznewajs President & CEO (503) 598-3243 Anders Giltvedt Executive Vice President & CFO (503) 598-3250 West Coast Bancorp Reports Net Income of $5.7 Million for Fourth Quarter 2012 and $23.5 million for Full Year 2012 · Net income for the fourth quarter 2012 was $5.7 million or $0.26 per diluted share and $6.5 million or $0.30 per diluted share excluding afte

February 1, 2013 EX-99.1

West Coast Bancorp Reports Net Income of $5.7 Million for Fourth Quarter 2012 and $23.5 million for Full Year 2012

For more information, contact Robert D. Sznewajs President & CEO (503) 598-3243 Anders Giltvedt Executive Vice President & CFO (503) 598-3250 West Coast Bancorp Reports Net Income of $5.7 Million for Fourth Quarter 2012 and $23.5 million for Full Year 2012 · Net income for the fourth quarter 2012 was $5.7 million or $0.26 per diluted share and $6.5 million or $0.30 per diluted share excluding afte

January 30, 2013 EX-99.1

West Coast Bancorp Reports Net Income of $5.7 Million for Fourth Quarter 2012 and $23.5 million for Full Year 2012

For more information, contact Robert D. Sznewajs President & CEO (503) 598-3243 Anders Giltvedt Executive Vice President & CFO (503) 598-3250 West Coast Bancorp Reports Net Income of $5.7 Million for Fourth Quarter 2012 and $23.5 million for Full Year 2012 · Net income for the fourth quarter 2012 was $5.7 million or $0.26 per diluted share and $6.5 million or $0.30 per diluted share excluding afte

January 30, 2013 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 24, 2013 WEST COAST BANCORP (Exact name of registrant as specified in charter) Oregon (State or other jurisdiction of incorporation) 0-10997 (SEC File Number) 93-0810577 (IRS

November 2, 2012 10-Q

Quarterly Report - QUARTERLY REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended: September 30, 2012 Commission file number: 0-10997 WEST COAST BANCORP (Exact name of registrant as specified in its charter) Oregon 93-0810577 (State or other jurisdiction I.R.S. Employer Identi

October 26, 2012 EX-99.1

West Coast Bancorp Reports Results for Third Quarter and Year To Date 2012

EXHIBIT 99.1 For more information, contact Robert D. Sznewajs President & CEO (503) 598-3243 Anders Giltvedt Executive Vice President & CFO (503) 598-3250 West Coast Bancorp Reports Results for Third Quarter and Year To Date 2012 · On September 25, 2012, the Company declared a cash dividend of $.05 per common share, payable on October 31, 2012, to shareholders of record as of October 10, 2012, wit

October 26, 2012 425

Merger Prospectus - FORM 425

Filed by Columbia Banking System, Inc. Pursuant to Rule 425 under the Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Commission File No.: 000-20288 Subject Company: West Coast Bancorp Commission File No.: 001-34509 The following document is filed herewith pursuant to Rule 425 under the Securities Act of 1933: • Portions of transcript of ea

October 26, 2012 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 25, 2012 WEST COAST BANCORP (Exact name of registrant as specified in charter) Oregon (State or other jurisdiction of incorporation) 0-10997 (SEC File Number) 93-0810577 (IRS

October 26, 2012 425

Merger Prospectus - FORM 425

Filed by West Coast Bancorp Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: West Coast Bancorp (Commission File No.

October 5, 2012 SC 13D

WCBO / West Coast Bancorp / MFP Investors LLC - MFP INVESTORS LLC SC 13D Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO §240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO §240.13d-2(a). UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. ) WEST COAST BANCORP (Name of Issuer) Common Stock, no par value (Title of Class of Securities) 952145100 (CUSIP Number) TIMOTHY

October 5, 2012 EX-99.1

JOINT FILING AGREEMENT

EXHIBIT 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G) on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the stock of the issuer, and that this Joint Filing Agreement may be included as an exhibit to such joint filing.

October 5, 2012 EX-99.11

WAIVER AGREEMENT

EXHIBIT 11 Execution Version WAIVER AGREEMENT THIS WAIVER AGREEMENT (the “Waiver Agreement”), dated September 25, 2012, is entered into by and between West Coast Bancorp, an Oregon corporation (the “Company”), and MFP Partners, L.

October 5, 2012 EX-99.9

October 23, 2009

EXHIBIT 9 October 23, 2009 CONFIDENTIAL TREATMENT REQUESTED Board of Governors of the Federal Reserve System 20th Street and Constitution Avenue NW Washington, D.

October 5, 2012 EX-99.10

STOCK CONVERSION, VOTING AND SUPPORT AGREEMENT

EXHIBIT 10 STOCK CONVERSION, VOTING AND SUPPORT AGREEMENT This Stock Conversion, Voting and Support Agreement (“Agreement”) is made and entered into by and between Columbia Banking System, Inc.

October 1, 2012 425

Merger Prospectus - FORM 8-K

425 1 d418437d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): September 25, 2012 WEST COAST BANCORP (Exact name of registrant as specified in its charter) Oregon 001-34509 93-0810577 (State or Other Jurisdiction of

October 1, 2012 EX-99.3

STOCK CONVERSION, VOTING AND SUPPORT AGREEMENT

Stock Conversion, Voting and Support Agreement Exhibit 99.3 Execution Version STOCK CONVERSION, VOTING AND SUPPORT AGREEMENT This Stock Conversion, Voting and Support Agreement (“Agreement”) is made and entered into by and between Columbia Banking System, Inc., a Washington corporation (“Purchaser”), and MFP Partners, L.P. (“Shareholder”). Capitalized terms used but not defined herein shall have t

October 1, 2012 EX-99.1

STOCK CONVERSION, VOTING AND SUPPORT AGREEMENT

Stock Conversion, Voting and Support Agreement Exhibit 99.1 Execution Version STOCK CONVERSION, VOTING AND SUPPORT AGREEMENT This Stock Conversion, Voting and Support Agreement (“Agreement”) is made and entered into by and between Columbia Banking System, Inc., a Washington corporation (“Purchaser”), and Castle Creek Capital Partners IV, LP (“Shareholder”). Capitalized terms used but not defined h

October 1, 2012 EX-2.1

AGREEMENT AND PLAN OF MERGER by and among COLUMBIA BANKING SYSTEM, INC. WEST COAST BANCORP SUB (as defined herein) Dated as of September 25, 2012 TABLE OF CONTENTS Page ARTICLE I. MERGER 2 1.1 The Merger 2 1.2 Effective Time 2 1.3 Effects of the Merg

Agreeement and Plan of Merger Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and among COLUMBIA BANKING SYSTEM, INC. WEST COAST BANCORP and SUB (as defined herein) Dated as of September 25, 2012 TABLE OF CONTENTS Page ARTICLE I. MERGER 2 1.1 The Merger 2 1.2 Effective Time 2 1.3 Effects of the Merger 2 1.4 Conversion of Stock 2 1.5 Company Stock Options 5 1.6 Restricted Shares 6 1.7 Company Board Act

October 1, 2012 EX-2.1

AGREEMENT AND PLAN OF MERGER by and among COLUMBIA BANKING SYSTEM, INC. WEST COAST BANCORP SUB (as defined herein) Dated as of September 25, 2012 TABLE OF CONTENTS Page ARTICLE I. MERGER 2 1.1 The Merger 2 1.2 Effective Time 2 1.3 Effects of the Merg

Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and among COLUMBIA BANKING SYSTEM, INC. WEST COAST BANCORP and SUB (as defined herein) Dated as of September 25, 2012 TABLE OF CONTENTS Page ARTICLE I. MERGER 2 1.1 The Merger 2 1.2 Effective Time 2 1.3 Effects of the Merger 2 1.4 Conversion of Stock 2 1.5 Company Stock Options 5 1.6 Restricted Shares 6 1.7 Company Board Action 6 1.8 Converted Options, a

October 1, 2012 EX-99.9

STOCK CONVERSION, VOTING AND SUPPORT AGREEMENT

Execution Version STOCK CONVERSION, VOTING AND SUPPORT AGREEMENT This Stock Conversion, Voting and Support Agreement (“Agreement”) is made and entered into by and between Columbia Banking System, Inc.

October 1, 2012 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): September 25, 2012 WEST COAST BANCORP (Exact name of registrant as specified in its charter) Oregon 001-34509 93-0810577 (State or Other Jurisdiction of Incorporation) (Commission Fil

October 1, 2012 EX-3.1

Amendment to Amended and Restated Bylaws of West Coast Bancorp (effective as of September 25, 2012)

Amendment to the Amended and Restated Bylaws of West Coast Bancorp Exhibit 3.1 Amendment to Amended and Restated Bylaws of West Coast Bancorp (effective as of September 25, 2012) 6.7. OBCA 60.804 Opt-Out. Pursuant to Section 60.804(1) of the Oregon Business Corporation Act, Sections 60.801 to 60.816 of such Act shall not apply to acquisitions of the Company’s voting shares.

October 1, 2012 EX-99.2

STOCK CONVERSION, VOTING AND SUPPORT AGREEMENT

Stock Conversion, Voting and Support Agreement Exhibit 99.2 Execution Version STOCK CONVERSION, VOTING AND SUPPORT AGREEMENT This Stock Conversion, Voting and Support Agreement (“Agreement”) is made and entered into by and between Columbia Banking System, Inc., a Washington corporation (“Purchaser”), and GF Financial, L.L.C. (“Shareholder”). Capitalized terms used but not defined herein shall have

October 1, 2012 EX-99.5

VOTING AGREEMENT

Form of Voting Agreement by and among West Coast Bancorp Exhibit 99.5 Execution Version VOTING AGREEMENT This Voting Agreement (“Agreement”), dated as of September 25, 2012, is entered into by and among Columbia Banking System, Inc., a Washington corporation (the “Company”), West Coast Bancorp, an Oregon corporation (the “Seller”) and each person executing this Agreement or a counterpart to this A

October 1, 2012 EX-99.4

VOTING AND NON-COMPETITION AGREEMENT

Form of Voting and Non-Competition Agreement Exhibit 99.4 Execution Version VOTING AND NON-COMPETITION AGREEMENT This Voting and Non-Competition Agreement (“Agreement”), dated as of September 25, 2012, is entered into by and among Columbia Banking System, Inc., a Washington corporation (“Purchaser”), West Coast Bancorp, an Oregon corporation (“Company”), and each person executing this Agreement or

October 1, 2012 EX-99.10

WAIVER AGREEMENT

Execution Version WAIVER AGREEMENT THIS WAIVER AGREEMENT (the “Waiver Agreement”), dated September 25, 2012, is entered into by and between West Coast Bancorp, an Oregon corporation (the “Company”), and GF Financial, LLC, a Delaware limited liability company (“GF”).

October 1, 2012 EX-2.1

AGREEMENT AND PLAN OF MERGER by and among COLUMBIA BANKING SYSTEM, INC. WEST COAST BANCORP SUB (as defined herein) Dated as of September 25, 2012 TABLE OF CONTENTS Page ARTICLE I. MERGER 2 1.1 The Merger 2 1.2 Effective Time 2 1.3 Effects of the Merg

Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and among COLUMBIA BANKING SYSTEM, INC. WEST COAST BANCORP and SUB (as defined herein) Dated as of September 25, 2012 TABLE OF CONTENTS Page ARTICLE I. MERGER 2 1.1 The Merger 2 1.2 Effective Time 2 1.3 Effects of the Merger 2 1.4 Conversion of Stock 2 1.5 Company Stock Options 5 1.6 Restricted Shares 6 1.7 Company Board Action 6 1.8 Converted Options, a

October 1, 2012 SC 13D/A

WCBO / West Coast Bancorp / GF Financial, LLC - AMENDMENT NO. 1 TO SCHEDULE 13D Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO §240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO §240.13d-2(a). UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) WEST COAST BANCORP (Name of Issuer) Common Stock, no par value (Title of Class of Securities) 952145100 (CUSIP Number) SIMON

October 1, 2012 EX-4.1

Amendment No. 1 To Tax Benefit Preservation Plan

Amendment #1 to Tax Benefit Preservation Plan Exhibit 4.1 Amendment No. 1 To Tax Benefit Preservation Plan AMENDMENT NO. 1 (the “Amendment”), dated as of September 25, 2012 to the Tax Benefit Preservation Plan, dated as of October 23, 2009 (the “Plan”), between West Coast Bancorp, an Oregon corporation (the “Company”), and Wells Fargo Bank, National Association, as rights agent (the “Rights Agent”

October 1, 2012 425

Merger Prospectus - FORM 8-K

Form 8-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 25, 2012 COLUMBIA BANKING SYSTEM, INC. (Exact name of registrant as specified in its charter) Washington (State or other jurisdiction of incorporation) 0-20288 91-1422237 (Commis

October 1, 2012 EX-4.1

Amendment No. 1 To Tax Benefit Preservation Plan

Exhibit 4.1 Amendment No. 1 To Tax Benefit Preservation Plan AMENDMENT NO. 1 (the “Amendment”), dated as of September 25, 2012 to the Tax Benefit Preservation Plan, dated as of October 23, 2009 (the “Plan”), between West Coast Bancorp, an Oregon corporation (the “Company”), and Wells Fargo Bank, National Association, as rights agent (the “Rights Agent”). RECITALS WHEREAS, the Company and the Right

October 1, 2012 EX-3.1

Amendment to Amended and Restated Bylaws of West Coast Bancorp (effective as of September 25, 2012)

Amendment to the Amended and Restated Bylaws of West Coast Bancorp Exhibit 3.1 Amendment to Amended and Restated Bylaws of West Coast Bancorp (effective as of September 25, 2012) 6.7. OBCA 60.804 Opt-Out. Pursuant to Section 60.804(1) of the Oregon Business Corporation Act, Sections 60.801 to 60.816 of such Act shall not apply to acquisitions of the Company’s voting shares.

September 28, 2012 8-K

Other Events - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 25, 2012 WEST COAST BANCORP (Exact name of registrant as specified in charter) Oregon (State or other jurisdiction of incorporation) 001-34509 (SEC File Number) 93-0810577 (

September 27, 2012 425

Merger Prospectus - 425

425 Filed by West Coast Bancorp Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: West Coast Bancorp (Commission File No.

September 27, 2012 425

Merger Prospectus - 425

425 Filed by Columbia Banking System, Inc. Pursuant to Rule 425 under the Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Commission File No.: 000-20288 Subject Company: West Coast Bancorp Commission File No.: 001-34509 The following document is filed herewith pursuant to Rule 425 under the Securities Act of 1933: • Transcript of joint inve

September 26, 2012 EX-99.1

COLUMBIA BANKING SYSTEM AND WEST COAST BANCORP AGREE TO MERGE The combination will create the Premier Pacific Northwest Community Banking Franchise

Joint Press Release Exhibit 99.1 FOR IMMEDIATE RELEASE September 26, 2012 Columbia Contacts: Melanie J. Dressel, President and Chief Executive Officer (253) 305-1911 Clint E. Stein, Executive Vice President and Chief Financial Officer (253) 593-8304 West Coast Contact: Robert D. Sznewajs, President and Chief Executive Officer (503) 598-3243 COLUMBIA BANKING SYSTEM AND WEST COAST BANCORP AGREE TO M

September 26, 2012 EX-99.2

Creating the Premier Pacific Northwest

Slide Presentation Creating the Premier Pacific Northwest Community Banking Franchise Investor Presentation September 26, 2012 Exhibit 99.

September 26, 2012 425

Merger Prospectus - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): September 25, 2012 WEST COAST BANCORP (Exact name of registrant as specified in its charter) Oregon 0-10997 93-0810577 (State or Other Jurisdiction of Incorporation) (Commission File

September 26, 2012 EX-99.1

COLUMBIA BANKING SYSTEM AND WEST COAST BANCORP AGREE TO MERGE The combination will create the Premier Pacific Northwest Community Banking Franchise

Joint Press Release Exhibit 99.1 FOR IMMEDIATE RELEASE September 26, 2012 Columbia Contacts: Melanie J. Dressel, President and Chief Executive Officer (253) 305-1911 Clint E. Stein, Executive Vice President and Chief Financial Officer (253) 593-8304 West Coast Contact: Robert D. Sznewajs, President and Chief Executive Officer (503) 598-3243 COLUMBIA BANKING SYSTEM AND WEST COAST BANCORP AGREE TO M

September 26, 2012 EX-99.2

Creating the Premier Pacific Northwest

EX-99.2 3 d415859dex992.htm SLIDE PRESENTATION MATERIALS TO BE MADE AVAILABLE IN CONNECTION Creating the Premier Pacific Northwest Community Banking Franchise Investor Presentation September 26, 2012 Exhibit 99.2 2 Cautionary Note: Forward Looking Statements This presentation includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statem

September 26, 2012 EX-99.2

Creating the Premier Pacific Northwest

Creating the Premier Pacific Northwest Community Banking Franchise Investor Presentation September 26, 2012 Exhibit 99.

September 26, 2012 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): September 25, 2012 WEST COAST BANCORP (Exact name of registrant as specified in its charter) Oregon 0-10997 93-0810577 (State or Other Jurisdiction of Incorporation) (Commission File

September 26, 2012 EX-99.1

COLUMBIA BANKING SYSTEM AND WEST COAST BANCORP AGREE TO MERGE The combination will create the Premier Pacific Northwest Community Banking Franchise

Joint Press Release issued September 26, 2012 Exhibit 99.1 FOR IMMEDIATE RELEASE September 26, 2012 Columbia Contacts: Melanie J. Dressel, President and Chief Executive Officer (253) 305-1911 Clint E. Stein, Executive Vice President and Chief Financial Officer (253) 593-8304 West Coast Contact: Robert D. Sznewajs, President and Chief Executive Officer (503) 598-3243 COLUMBIA BANKING SYSTEM AND WES

September 26, 2012 425

Merger Prospectus - FORM 8-K

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 25, 2012 COLUMBIA BANKING SYSTEM, INC. (Exact name of registrant as specified in its charter) Washington (State or other jurisdiction of incorporation) 0-20288 91-1422237 (Commission File

August 8, 2012 EX-3.2

AMENDED AND RESTATED BYLAWS OF WEST COAST BANCORP (As amended through February 23, 2012) TABLE OF CONTENTS

Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF WEST COAST BANCORP (As amended through February 23, 2012) TABLE OF CONTENTS Page SECTION 1 Shareholders’ Meetings 1 1.1 Place 1 1.2 Annual Meeting 1 1.3 Special Meetings 1 1.4 Notices of Meetings 1 1.5 Waiver of Notice 1 1.6 Adjourned Meetings 2 1.7 Quorum of Shareholders 2 1.8 Voting of Shares 2 1.9 Action Without Meeting 2 1.10 Stockholder Business 2 SE

August 8, 2012 10-Q

Quarterly Report - QUARTERLY REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended: June 30, 2012 Commission file number: 0-10997 WEST COAST BANCORP (Exact name of registrant as specified in its charter) Oregon 93-0810577 (State or other jurisdiction I.R.S. Employer Identificat

July 23, 2012 EX-99.1

West Coast Bancorp Reports Second Quarter 2012 Net Income of $6.0 million, a 30% Increase From The Same Quarter a Year Ago

For more information, contact Final Robert D. Sznewajs President & CEO (503) 598-3243 Anders Giltvedt Executive Vice President & CFO (503) 598-3250 West Coast Bancorp Reports Second Quarter 2012 Net Income of $6.0 million, a 30% Increase From The Same Quarter a Year Ago · Return on average assets was 1.01% in the second quarter 2012, an improvement from .76% in the same quarter last year. · Net in

July 23, 2012 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - CURRENT REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 23, 2012 WEST COAST BANCORP (Exact name of registrant as specified in charter) Oregon (State or other jurisdiction of incorporation) 0-10997 (SEC File Number) 93-0810577 (IRS Emp

June 27, 2012 11-K

- ANNUAL REPORT OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) /X/ Annual report pursuant to Section 15(d) of the Securities Exchange Act of 1934 for the fiscal year ended December 31, 2011 Or / / Transition report pursuant to Section 15(d) of the Securities Exchange Act of 1934 for the transition period

May 29, 2012 EX-24

POWER OF ATTORNEY

Exhibit 24 POWER OF ATTORNEY Each signing person below designates and appoints ROBERT D.

May 29, 2012 EX-99.1

DESCRIPTION OF COMMON STOCK

Exhibit 99.1 DESCRIPTION OF COMMON STOCK The following description of the Common Stock of West Coast Bancorp (the "Company") summarizes important provisions of the Restated Articles of Incorporation, as amended ("Articles"), and Bylaws of the Company, and the Tax Benefit Preservation Plan by and between the Company and Wells Fargo Bank, National Association, as Rights Agent. This summary does not

May 29, 2012 S-8

- FORM S-8

Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 WEST COAST BANCORP (Exact name of registrant as specified in its charter) Oregon 93-0810577 (State of incorporation) (IRS Employer Identification No.) 5335 Meadows Road, Suite 201 Lake Oswego, Oregon 97035 (Address of principal executive off

May 8, 2012 10-Q

Quarterly Report - QUARTERLY REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended: March 31, 2012 Commission file number: 0-10997 WEST COAST BANCORP (Exact name of registrant as specified in its charter) Oregon 93-0810577 (State or other jurisdiction I.R.S. Employer Identifica

May 8, 2012 EX-10.1

WEST COAST BANCORP 2012 OMNIBUS INCENTIVE PLAN

Exhibit 10.1 WEST COAST BANCORP 2012 OMNIBUS INCENTIVE PLAN SECTION 1. Purpose; Definitions The purpose of this Plan is to give the Company a competitive advantage in attracting, retaining and motivating officers, employees, directors and/or consultants and to provide the Company and its Subsidiaries and Affiliates with a stock plan providing incentives for future performance of services directly

April 30, 2012 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 24, 2012 WEST COAST BANCORP (Exact name of registrant as specified in charter) Oregon (State or other jurisdiction of incorporation) 0-10997 (SEC File Number) 93-0810577 (IRS Em

April 23, 2012 EX-99.1

West Coast Bancorp First Quarter 2012 Net Income of $5.8 Million Increases by 13% From First Quarter of 2011

Exhibit 99.1 For more information, contact Final Robert D. Sznewajs President & CEO (503) 598-3243 Anders Giltvedt Executive Vice President & CFO (503) 598-3250 West Coast Bancorp First Quarter 2012 Net Income of $5.8 Million Increases by 13% From First Quarter of 2011 · Return on average assets was .98% in the first quarter 2012, an increase from .84% in the same quarter last year. · Pre-tax inco

April 23, 2012 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - CURRENT REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 23, 2012 WEST COAST BANCORP (Exact name of registrant as specified in charter) Oregon (State or other jurisdiction of incorporation) 0-10997 (SEC File Number) 93-0810577 (IRS Em

March 13, 2012 DEFA14A

- DEFINITIVE ADDITIONAL PROXY SOLICITING MATERIALS

DEFA14A 1 westcoastdefa14a.htm DEFINITIVE ADDITIONAL PROXY SOLICITING MATERIALS SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy State

March 13, 2012 DEF 14A

- DEFINITIVE PROXY STATEMENT

DEF 14A 1 westcoastdef14a.htm DEFINITIVE PROXY STATEMENT SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Soliciting Mat

March 13, 2012 COVER

-

March 13, 2012 Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549 Subject: West Coast Bancorp Definitive Proxy Materials for Annual Meeting Ladies and Gentlemen: On behalf of West Coast Bancorp, an Oregon corporation (the "Company"), submitted for filing pursuant to Rule 14a-6(h) are copies of the following: 1. Schedule 14A; 2. Notice of annual meeting of shareholders

February 28, 2012 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 23, 2012 WEST COAST BANCORP (Exact name of registrant as specified in charter) Oregon (State or other jurisdiction of incorporation) 0-10997 (SEC File Number) 93-0810577 (IRS

February 28, 2012 EX-3.1

West Coast Bancorp Amendment to Bylaws (Approved February 23, 2012)

Exhibit 3.1 West Coast Bancorp Amendment to Bylaws (Approved February 23, 2012) The last sentence of Section 2.2 of the Amended and Restated Bylaws of West Coast Bancorp is hereby amended to provide as follows: “Unless waived by the Board on a case-by-case basis, no person may stand for election or reelection for director if such person has attained the age of seventy five (75).”

February 24, 2012 EX-21

SCHEDULE OF SUBSIDIARIES

Exhibit 21 SCHEDULE OF SUBSIDIARIES The following is a list of the registrant’s subsidiaries at February 24, 2012.

February 24, 2012 EX-24

POWER OF ATTORNEY

Exhibit 24 POWER OF ATTORNEY Each person below designates and appoints ROBERT D. SZNEWAJS and ANDERS GILTVEDT, and each of them, his or her true and lawful attorney-in-fact and agent, with full power of substitution, to sign the Annual Report on Form 10-K for the year ended December 31, 2011, of West Coast Bancorp, an Oregon corporation, and any amendments thereto, and to file said report and amen

February 24, 2012 S-8 POS

- S-8 POS

Registration No. 333-86113 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 WEST COAST BANCORP (Exact name of registrant as specified in its charter) Oregon 93-0810577 (State of incorporation) (IRS Employer Identification No.) 5335 Meadows Road, Suite 201 Lake Oswego, Oregon 97035 (Address o

February 24, 2012 10-K

Annual Report - ANNUAL REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2011 Commission file number 0-10997 WEST COAST BANCORP (Exact name of registrant as specified in its charter) Oregon 93-0810577 (State or other jurisdiction I.R.S. Employer Identification Nu

February 24, 2012 EX-24.1

POWER OF ATTORNEY

EXHIBIT 24.1 POWER OF ATTORNEY Each person whose signature appears below designates and appoints ROBERT D. SZNEWAJS and DAVID C. BOUC, and each of them, his or her true and lawful attorneys-in-fact and agents to sign post-effective amendments to currently effective registration statements on Forms S-8 filed prior to the date below by West Coast Bancorp, an Oregon corporation, with the Securities a

February 10, 2012 SC 13G/A

WCBO / West Coast Bancorp / FRANKLIN MUTUAL ADVISERS LLC Passive Investment

SC 13G/A 1 west11a1.htm CUSIP NO. 952145209 13G Page 1 of 8 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* WEST COAST BANCORP (Name of Issuer) Common Stock (Title of Class of Securities) 952145209 (CUSIP Number) December 31, 2011 (Date of Event Which Requires Filing of this Statement) Check the appro

January 27, 2012 EX-99.1

West Coast Bancorp Reports Net Income of $ 17.8 Million for Fourth Quarter of 2011 and $33.8 million for Full Year 2011

EXHIBIT 99.1 For more information, contact Robert D. Sznewajs President & CEO (503) 598-3243 Anders Giltvedt Executive Vice President & CFO (503) 598-3250 West Coast Bancorp Reports Net Income of $ 17.8 Million for Fourth Quarter of 2011 and $33.8 million for Full Year 2011 · Return on average assets reached 1.37% for the full year 2011. · 2011 net income increased $30.6 million over 2010. · Durin

January 27, 2012 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 27, 2012 WEST COAST BANCORP (Exact name of registrant as specified in charter) Oregon (State or other jurisdiction of incorporation) 0-10997 (SEC File Number) 93-0810577 (IRS

January 17, 2012 8-K/A

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers -

wbc8ka120113.htm - Generated by SEC Publisher for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8‑K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 13, 2011 WEST COAST BANCORP (Exact name of registrant as specified in charter) Oregon (State

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