EX-99.1 2 exhibit99112312017.htm EXHIBIT 99.1 Exhibit


pnfplogo.jpg
FOR IMMEDIATE RELEASE

 
MEDIA CONTACT:
Joe Bass, 615-743-8219
 
FINANCIAL CONTACT:
Harold Carpenter, 615-744-3742
 
WEBSITE:
www.pnfp.com

PNFP REPORTS DILUTED EARNINGS PER SHARE OF $0.35 FOR 4Q 2017
Excluding merger-related charges, deferred tax revaluation and investment securities losses,
diluted EPS was $0.97 for 4Q 2017

NASHVILLE, TN, Jan. 16, 2018 - Pinnacle Financial Partners, Inc. (Nasdaq/NGS: PNFP) reported net income per diluted common share of $0.35 for the quarter ended Dec. 31, 2017, compared to net income per diluted common share of $0.78 for the quarter ended Dec. 31, 2016, a decrease of 55.1 percent. Net income per diluted common share was $2.70 for the year ended Dec. 31, 2017, compared to net income per diluted common share of $2.91 for the year ended Dec. 31, 2016, a decrease of 7.2 percent.
There were several items negatively impacting the firm's most recent quarterly and annual results for 2017 including:
Pre-tax merger-related charges of $19.1 million and $31.8 million for the three months and year ended Dec. 31, 2017,
Pre-tax investment securities losses of $8.3 million for the three months and year ended Dec. 31, 2017 and
After-tax charges related to the revaluation of the firm’s deferred tax assets of $31.5 million for the three months and year ended Dec. 31, 2017.

Excluding the above items, net income per diluted common share was $0.97 and $3.57 for the three months and year ended Dec. 31, 2017, respectively, compared to net income per diluted common share of $0.83 and $3.07 for the three months and year ended Dec. 31, 2016, excluding pre-tax merger-related charges of $3.3 million and $11.7 million, respectively. As a result, net income per diluted common share excluding the above items increased:
16.9 percent in the three months ended Dec. 31, 2017, compared to the three months ended Dec. 31, 2016 and,
16.3 percent for the year ended Dec. 31, 2017, compared to the year ended Dec. 31, 2016.

"With asset growth of 98.4 percent, revenue growth of 54.3 percent, adjusted fully-diluted earnings per share growth of 16.3 percent and tangible book value per share growth of 18.2 percent, 2017 was likely our best year yet," said M. Terry Turner, Pinnacle's president and chief executive officer. "During 2017, we announced and closed our merger with BNC Bancorp (BNC), that expanded our high-growth franchise to what we believe are the best banking markets in the Carolinas. I could not be prouder of our associates for their tireless efforts to create what I believe is one of the country’s most dynamic regional banking franchises.
"I am particularly excited about our continued growth prospects heading into 2018," Turner said. "We have now completed the BNC brand and technology integrations and are well on our way to a common culture across our four-state

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footprint. BNC was a double-digit asset grower and remains very strong in the commercial real estate segment. Our strategy has been to continue to support BNC’s high growth commercial real estate practice while further accelerating overall growth rates with the build out of a large commercial and industrial lending practice. In addition to our ongoing hiring in our Tennessee footprint, we have previously disclosed our intent to hire 64 financial advisors in the Carolinas and Virginia over a five-year period. We are excited that hiring has been on that pace, even during this period of transition."

GROWING THE CORE EARNINGS CAPACITY OF THE FIRM:
Revenues for the quarter ended Dec. 31, 2017 were $211.2 million, an increase of $91.1 million, or 75.8 percent, from the quarter ended Dec. 31, 2016 and a decrease of $5.0 million from the $216.2 million recognized in the third quarter of 2017. Excluding investment securities losses, revenues for the quarter ended Dec. 31, 2017 were $219.5 million.
Revenue per fully-diluted share was $2.73 for the three months ended Dec. 31, 2017, compared to $2.80 for the third quarter of 2017 and $2.61 for the fourth quarter of 2016. Excluding investment securities losses, revenue per fully-diluted share was $2.83 for the three months ended Dec. 31, 2017.
Loans at Dec. 31, 2017 were a record $15.63 billion, an increase of $373.3 million from Sept. 30, 2017 and $7.18 billion from Dec. 31, 2016, reflecting year-over-year growth of 85.0 percent.
Deposits at Dec. 31, 2017 were a record $16.45 billion, an increase of $662.1 million from Sept. 30, 2017 and $7.69 billion from Dec. 31, 2016, reflecting year-over-year growth of 87.8 percent.

"We are excited to report $373.3 million in organic loan growth during the fourth quarter of 2017, or a 9.7 percent annualized rate of growth," Turner said. "Including net loan growth for BNC in 2017 prior to our merger, organic loan growth for our combined franchise amounted to $1.73 billion for 2017, representing approximately 12.4 percent growth for this year. Concurrently, we delivered strong earnings growth and impressive profitability metrics. We also added 77 revenue producers to our ranks in 2017, with 27 of these in the Carolinas and Virginia, including 13 hired since we closed our merger with BNC. We spend a lot of time talking about the Carolinas and Virginia, but our Tennessee associates produced record levels of loan and deposit growth in 2017. Loans grew $1.42 billion, or 16.8 percent, while core deposits grew $1.68 billion, or 21.5 percent, in our Tennessee markets in 2017, reflecting tremendous marketing momentum even during a period of significant transition."

FOCUSING ON PROFITABILITY:
Return on average assets was 0.48 percent for the fourth quarter of 2017, compared to 1.21 percent for the third quarter of 2017 and 1.30 percent for the fourth quarter last year. Fourth quarter 2017 return on average tangible assets amounted to 0.53 percent, compared to 1.32 percent for the third quarter of 2017 and 1.36 percent for the same quarter last year.
Excluding the aforementioned merger-related charges, investment securities losses and the revaluation of deferred tax assets, return on average assets was 1.36 percent for the fourth quarter of 2017, compared to 1.31 percent for the third quarter of 2017 and 1.36 percent for the fourth quarter of 2016.
Additionally, excluding the aforementioned merger-related charges, investment securities losses and the revaluation of deferred tax assets, return on average tangible assets was 1.48 percent for the fourth quarter of 2017, compared to 1.43 percent for the third quarter of 2017 and 1.44 percent for the fourth quarter of 2016, respectively.

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Return on average equity for the fourth quarter of 2017 amounted to 2.87 percent, compared to 6.99 percent for the third quarter of 2017 and 9.61 percent for the same quarter last year. Fourth quarter 2017 return on average tangible equity amounted to 5.76 percent, compared to 14.25 percent for the third quarter of 2017 and 15.49 percent for the same quarter last year.
Excluding the aforementioned merger-related charges, investment securities losses and the revaluation of deferred tax assets, return on average tangible equity amounted to 16.11 percent for the fourth quarter of 2017, compared to 15.43 percent for the third quarter of 2017 and 16.24 percent for the fourth quarter of 2016.

"Several years ago we announced profitability targets that we believed would produce top quartile performance for our shareholders over an extended period of time," said Harold R. Carpenter, Pinnacle's chief financial officer. "Outsized returns are critical to rapid tangible book value accretion and, ultimately, the creation of long-term shareholder value. At Dec. 31, 2017, our tangible book value per share was $23.71 per share, compared to $20.06 per share at Dec. 31, 2016, an increase of 18.2 percent despite the impact of a transformational merger and the immediate impact of a meaningful tax law change."

OTHER HIGHLIGHTS:
Revenues
Net interest income for the quarter ended Dec. 31, 2017 was $174.7 million, compared to $173.2 million for the third quarter of 2017 and $89.4 million for the fourth quarter of 2016.
Net interest margin was 3.76 percent for the fourth quarter of 2017, compared to 3.87 percent for the third quarter of 2017 and 3.72 for the fourth quarter last year. Excluding the accretion from the application of fair value accounting for net loans and deposits acquired in our completed mergers, the net interest margin in each respective period would have approximated 3.33 percent for the fourth quarter of 2017, compared to 3.42 percent for the third quarter of 2017 and 3.40 percent the fourth quarter of 2016.
Noninterest income for the quarter ended Dec. 31, 2017 was $36.5 million, compared to $43.0 million for the third quarter of 2017 and $30.7 million for the fourth quarter of 2016. Excluding investment securities losses, noninterest income for the three months ended Dec. 31, 2017, amounted to $44.8 million.
Net gains from the sale of residential mortgage loans were $3.8 million for the quarter ended Dec. 31, 2017, compared to $6.0 million for the third quarter of 2017 and $2.9 million for the quarter ended Dec. 31, 2016. For the year ended Dec. 31, 2017 net gains on the sale of residential mortgage loans increased 18.2 percent over the year ended Dec. 31, 2016.
Wealth management revenues, which include investment, trust and insurance services, were $9.3 million for the quarter ended Dec. 31, 2017, compared to $8.4 million for the third quarter of 2017 and $6.2 million for the quarter ended Dec. 31, 2016. For the year ended Dec. 31, 2017, wealth management revenues increased 35.7 percent over the year ended Dec. 31, 2016.
Income from the firm's investment in Bankers Healthcare Group, Inc. (BHG) was $12.4 million for the quarter ended Dec. 31, 2017, compared to $8.9 million for the quarter ended Sept. 30, 2017 and $8.1 million for the fourth quarter last year. Income from the firm's investment in BHG grew 20.9 percent for the year ended Dec. 31, 2017 compared to the year ended Dec. 31, 2016.


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"With the tax law change, the fourth quarter of 2017 is obviously noisy in comparison to previous periods," Carpenter said.  "During the fourth quarter, we were able to better position our balance sheet going into 2018. Late in the fourth quarter, we recognized a pre-tax loss of $8.3 million in order to reposition approximately $300 million of investment securities to take advantage of increased tax deductions in 2017 and provide our balance sheet more protection from a potentially flatter yield curve in the future. We expect to fully recoup the losses from these transactions during 2018.
"Also, during the fourth quarter of 2017, accretion from fair value adjustments contributed approximately $19.1 million to our net interest income, compared to $20.5 million during the third quarter of 2017. At Dec. 31, 2017, an estimated $163.5 million discount from loans from past acquisitions remains on our balance sheet.
"We fully expect the biggest driver of incremental revenue growth in 2018 to be the balance sheet growth associated with our hiring success. Our focus will remain on growing share in the commercial and industrial segment, particularly in the Carolinas and Virginia. Recent hires in Tennessee and in the Carolinas and Virginia, combined with our ongoing hiring pipelines, put us in a great position to enhance core revenues over the next several quarters."

Noninterest expense
Noninterest expense for the quarter ended Dec. 31, 2017 was $123.0 million, compared to $109.7 million in the third quarter of 2017 and $62.8 million in the fourth quarter last year, reflecting a year-over-year increase of 95.9 percent.
Salaries and employee benefits were $63.3 million in the fourth quarter of 2017, compared to $64.3 million in the third quarter of 2017 and $38.0 million in the fourth quarter of last year, reflecting a year-over-year increase of 66.7 percent.
Included in salaries and employee benefits are costs related to the firm’s 2017 cash incentive plan. Incentive costs for this plan amounted to $6.8 million in the fourth quarter of 2017, compared to $6.9 million in the third quarter of 2017 and $4.9 million in the fourth quarter of last year.
The efficiency ratio for the fourth quarter of 2017 increased to 58.2 percent, compared to 50.8 percent for the third quarter of 2017. The ratio of noninterest expenses to average assets increased to 2.22 percent for the fourth quarter of 2017 from 2.05 percent in the third quarter of 2017.
Excluding investment securities losses, merger-related charges and other real estate owned (ORE) expense, the efficiency ratio was 47.2 percent for the fourth quarter of 2017, compared to 46.4 percent for the third quarter of 2017, and the ratio of noninterest expense to average assets was 1.87 percent for the fourth quarter of 2017, compared to 1.88 percent for the third quarter of 2017.

"Our synergy case for the BNC merger is substantially complete," Carpenter said. "BNC cost reductions and merger expenses will continue through the first quarter of 2018, albeit at a reduced pace."

Asset quality
Nonperforming assets increased to 0.55 percent of total loans and ORE at Dec. 31, 2017, compared to 0.51 percent at Sept. 30, 2017 and 0.40 percent at Dec. 31, 2016. Nonperforming assets increased to $85.5 million at Dec. 31, 2017, compared to $78.1 million at Sept. 30, 2017 and $33.7 million at Dec. 31, 2016.

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The allowance for loan losses represented 0.43 percent of total loans at Dec. 31, 2017, compared to 0.43 percent at Sept. 30, 2017 and 0.70 percent at Dec. 31, 2016. 
The ratio of the allowance for loan losses to nonperforming loans was 117.0 percent at Dec. 31, 2017, compared to 122.0 percent at Sept. 30, 2017 and 213.9 percent at Dec. 31, 2016.
Net charge-offs were $4.2 million for the quarter ended Dec. 31, 2017, compared to $3.7 million for the quarter ended Sept. 30, 2017 and $4.3 million for the quarter ended Dec. 31, 2016. Annualized net charge-offs as a percentage of average loans for the quarter ended Dec. 31, 2017 were 0.13 percent, compared to 0.14 percent for the third quarter of 2017 and 0.21 percent for the fourth quarter of 2016.
Provision for loan losses was $6.3 million in the fourth quarter of 2017, compared to $6.9 million in the third quarter of 2017 and $3.0 million in the fourth quarter of 2016.

"Overall, asset quality for our firm remains exceptional," Carpenter said. "Our relationship managers and credit administrators have had another tremendous year in keeping credit losses in check. Our commercial real estate to total risk-based capital ratio increased during the fourth quarter of 2017, and amounts to 297 percent at year end 2017. Obviously, the previously unplanned deferred tax revaluation, the loss on the sale of our securities portfolio and merger-related charges reduced our capital positions at year end. Consequently, we believe this ratio may temporarily exceed 300% of total capital as commercial real estate fundings increase during the first half of 2018 before falling back within our long-term operating range of less than 300 percent of total capital during the last half of 2018."

Other Highlights
On Jan. 1, 2017, Pinnacle adopted FASB Accounting Standards Update (ASU) 2016-09, Stock Compensation Improvements to Employee Share-Based Payment Activity, which represented a change in accounting for the tax effects related to vesting of common shares and the exercise of stock options previously granted to the firm's employees through its various equity compensation plans. This change resulted in a reduction in fourth quarter 2017 tax expense of $758,000 and a $5.4 million reduction in tax expense for the 2017 fiscal year.
Pursuant to the Tax Cuts and Jobs Act signed by President Trump on Dec. 22, 2017, Pinnacle recorded a non-cash charge of $31.5 million related to the revaluation of net deferred tax assets due to the statutory federal income tax rate for corporate entities decreasing from 35 percent to 21 percent for 2018 and the future.

"We are pleased with the new tax law and believe it will be great for our shareholders over the long-term," Turner said. "It is our intent to fully recoup the late 2017 deferred tax revaluation during 2018, even after investing in a number of initiatives aimed at attracting and retaining associates, attracting and retaining clients and improving infrastructure compatible with operating a large and rapidly growing firm. Ultimately, the bulk of the savings should result in increased earnings for our firm."

BOARD OF DIRECTORS DECLARES DIVIDEND


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On Jan. 16, 2018, Pinnacle’s Board of Directors approved a quarterly cash dividend of $0.14 per common share to be paid on Feb. 23, 2018 to common shareholders of record as of the close of business on Feb. 2, 2018. The amount and timing of any future dividend payments to common shareholders will be subject to the discretion of Pinnacle’s Board of Directors.

WEBCAST AND CONFERENCE CALL INFORMATION

Pinnacle will host a webcast and conference call at 8:30 a.m. (CST) on Jan. 17, 2018 to discuss fourth quarter 2017 results and other matters. To access the call for audio only, please call 1-877-602-7944. For the presentation and streaming audio, please access the webcast on the investor relations page of Pinnacle's website at www.pnfp.com.
For those unable to participate in the webcast, it will be archived on the investor relations page of Pinnacle's website at www.pnfp.com for 90 days following the presentation.
Pinnacle Financial Partners provides a full range of banking, investment, trust, mortgage and insurance products and services designed for businesses and their owners and individuals interested in a comprehensive relationship with their financial institution. The firm earned a place on Fortune’s 2017 list of 100 Best Companies to Work For in the U.S., and American Banker recognized Pinnacle as the sixth-best bank to work for in 2017.
The firm began operations in a single location in downtown Nashville, TN in October 2000 and has since grown to approximately $22.2 billion in assets as of Dec. 31, 2017. As the second-largest bank holding company headquartered in Tennessee, Pinnacle operates in 11 primarily urban markets in Tennessee, the Carolinas and Virginia.
Additional information concerning Pinnacle, which is included in the NASDAQ Financial-100 Index, can be accessed at www.pnfp.com.
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Forward-Looking Statements

All statements, other than statements of historical fact, included in this press release, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act and Section 21E of the Exchange Act. The words "expect," "anticipate," "intend," "plan," "believe," "seek," "estimate" and similar expressions are intended to identify such forward-looking statements, but other statements not based on historical information may also be considered forward-looking statements. These forward-looking statements are subject to known and unknown risks, uncertainties and other factors that could cause the actual results to differ materially from the statements, including, but not limited to:  (i) deterioration in the financial condition of borrowers resulting in significant increases in loan losses and provisions for those losses; (ii) continuation of the historically low short-term interest rate environment; (iii) the inability of Pinnacle Financial, or entities in which it has significant investments, like BHG, to maintain the historical growth rate of its, or such entities', loan portfolio; (iv) changes in loan underwriting, credit review or loss reserve policies associated with economic conditions, examination conclusions, or regulatory developments; (v) effectiveness of Pinnacle Financial's asset management activities in improving, resolving or liquidating lower-quality assets; (vi) the impact of competition with other financial institutions, including pricing pressures (including those resulting from the Tax Cuts and Jobs Act) and the resulting impact on Pinnacle Financial’s results, including as a result of compression to net interest margin; (vii) greater than anticipated adverse conditions in the national or local economies including in Pinnacle Financial's markets throughout Tennessee, North Carolina, South Carolina and Virginia,  particularly in commercial and residential real estate markets; (viii) fluctuations or unanticipated changes in interest rates on loans or deposits or that affect the yield curve; (ix) the results of regulatory examinations; (x) the ability to retain large, uninsured deposits; (xi) a merger or acquisition, like Pinnacle Financial's merger with BNC; (xii) risks of expansion into new geographic or product markets; (xiii) any matter that would cause Pinnacle Financial to conclude that there was impairment of any asset, including intangible assets; (xiv) reduced ability to attract additional financial advisors (or failure of such advisors to cause their clients to switch to Pinnacle Bank), to retain financial advisors (including as a result of the competitive environment resulting from the Tax Cuts and Jobs Act) or otherwise to attract customers from other financial institutions; (xv) further deterioration in the valuation of other real estate owned and increased expenses associated therewith; (xvi) inability to comply with regulatory capital requirements, including those resulting from changes to capital calculation methodologies and required capital maintenance levels; (xvii) risks associated with litigation, including the applicability of insurance coverage; (xviii) the risk of successful integration of the businesses Pinnacle Financial has recently acquired with its business; (xix) approval of the declaration of any dividend by Pinnacle Financial's board of directors; (xx) the vulnerability of Pinnacle Bank's network and online banking portals, and the systems of parties with whom Pinnacle Financial contracts, to unauthorized access, computer viruses, phishing schemes, spam attacks, human error, natural disasters, power loss and other security breaches; (xxi) the possibility of increased compliance costs as a result of increased regulatory oversight, including oversight of companies in which Pinnacle Financial or Pinnacle Bank have significant investments, like BHG, and the development of additional banking products for Pinnacle Bank's corporate and consumer clients;  (xxii) the risks associated with Pinnacle Financial and Pinnacle Bank being a minority investor in BHG, including the risk that the owners of a majority of the equity interests in BHG decide to sell the company if not prohibited from doing so by the terms of our agreement with them; (xxii) changes in state and federal legislation, regulations or policies applicable to banks and other financial service providers, like BHG, including regulatory or legislative developments; (xxiv) the risk that the cost savings and any revenue synergies from Pinnacle Financial's merger with BNC may not be realized or take longer than anticipated to be realized; (xxv) disruption from Pinnacle Financial's merger with BNC with customers, suppliers, employee or other business partners

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relationships; (xxvi) the risk of successful integration of Pinnacle Financial's and BNC's businesses; (xxvii) the amount of the costs, fees, expenses and charges related to Pinnacle Financial's merger with BNC; (xxviii) reputational risk and the reaction of the parties' customers, suppliers, employees or other business partners to Pinnacle Financial's merger with BNC; (xxix) the risk that the integration of Pinnacle Financial's and BNC's operations will be materially delayed or will be more costly or difficult than expected; (xxx) the availability and access to capital; (xxxi) adverse results (including costs, fines, reputational harm and/or other negative effects) from current or future litigation, regulatory examinations or other legal and/or regulatory actions; and (xxxii) general competitive, economic, political and market conditions. Additional factors which could affect the forward looking statements can be found in Pinnacle Financial's Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K filed with the SEC and available on the SEC's website at http://www.sec.gov. Pinnacle Financial disclaims any obligation to update or revise any forward-looking statements contained in this press release, which speak only as of the date hereof, whether as a result of new information, future events or otherwise.

Non-GAAP Financial Matters

This release contains certain non-GAAP financial measures, including, without limitation, earnings per diluted share, efficiency ratio, core net interest margin, noninterest expense and the ratio of noninterest expense to average assets and noninterest expense to the sum of net interest income and noninterest income, in each case excluding the impact of expenses related to other real estate owned, gains or losses on sale of investments, the revaluation of Pinnacle Financial’s deferred tax assets and other matters for the accounting periods presented. This release also includes non-GAAP financial measures which exclude expenses associated with Pinnacle Bank's mergers with CapitalMark Bank & Trust, Magna Bank, Avenue Financial Holdings, Inc. and BNC, as well as Pinnacle Financial's and its bank subsidiary's investments in BHG. This release may also contain certain other non-GAAP capital ratios and performance measures. These non-GAAP financial measures exclude the impact of goodwill and core deposit intangibles associated with Pinnacle Financial's acquisitions of BNC, Avenue, Magna Bank, CapitalMark Bank & Trust, Mid-America Bancshares, Inc., Cavalry Bancorp, Inc. and other acquisitions which collectively are less material to the non-GAAP measure. The presentation of the non-GAAP financial information is not intended to be considered in isolation or as a substitute for any measure prepared in accordance with GAAP. Because non-GAAP financial measures presented in this release are not measurements determined in accordance with GAAP and are susceptible to varying calculations, these non-GAAP financial measures, as presented, may not be comparable to other similarly titled measures presented by other companies.

Pinnacle Financial believes that these non-GAAP financial measures facilitate making period-to-period comparisons and are meaningful indications of its operating performance. In addition, because intangible assets such as goodwill and the core deposit intangible, and the other items excluded each vary extensively from company to company, Pinnacle Financial believes that the presentation of this information allows investors to more easily compare Pinnacle Financial's results to the results of other companies. Pinnacle Financial's management utilizes this non-GAAP financial information to compare Pinnacle Financial's operating performance for 2017 versus certain periods in 2016 and to internally prepared projections.





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PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS – UNAUDITED
 
 
 
 
 
December 31, 2017
September 30, 2017
December 31, 2016
ASSETS
 
 
 
Cash and noninterest-bearing due from banks
$
176,553,466

$
132,324,313

$
84,732,291

Interest-bearing due from banks
496,911,376

270,563,317

97,529,713

Federal funds sold and other
106,132,455

5,394,587

1,383,416

Cash and cash equivalents
779,597,297

408,282,217

183,645,420

 
 
 
 
Securities available-for-sale, at fair value
2,515,283,219

2,880,180,805

1,298,546,056

Securities held-to-maturity (fair value of $20,829,978, $21,021,555, and $25,233,254 at Dec. 31, 2017, Sept. 30, 2017 and Dec. 31, 2016, respectively)
20,762,303

20,847,849

25,251,316

Consumer loans held-for-sale
103,728,658

105,031,578

47,710,120

Commercial loans held-for-sale
25,456,141

20,385,491

22,587,971

 
 
 
 
Loans
15,633,116,029

15,259,785,972

8,449,924,736

Less allowance for loan losses
(67,240,094
)
(65,159,286
)
(58,980,475
)
Loans, net
15,565,875,935

15,194,626,686

8,390,944,261

 
 
 
 
Premises and equipment, net
266,013,608

270,136,166

88,904,145

Equity method investment
221,667,490

211,501,901

205,359,844

Accrued interest receivable
57,439,656

54,286,991

28,234,826

Goodwill
1,808,001,781

1,802,534,059

551,593,796

Core deposits and other intangible assets
56,710,268

59,780,903

15,104,038

Other real estate owned
27,830,824

24,338,967

6,089,804

Other assets
757,332,667

738,437,468

330,651,002

Total assets
$
22,205,699,847

$
21,790,371,081

$
11,194,622,599

 
 
 
 
LIABILITIES AND STOCKHOLDERS' EQUITY
 
 
 

Deposits:
 

 
 

Noninterest-bearing
$
4,381,386,246

$
4,099,086,158

$
2,399,191,152

Interest-bearing
2,987,290,844

2,571,764,582

1,808,331,784

Savings and money market accounts
6,548,964,272

6,595,639,931

3,714,930,351

Time
2,534,060,910

2,523,094,175

836,853,761

Total deposits
16,451,702,272

15,789,584,846

8,759,307,048

Securities sold under agreements to repurchase
135,262,140

129,557,107

85,706,558

Federal Home Loan Bank advances
1,319,908,629

1,623,946,639

406,304,187

Subordinated debt and other borrowings
465,504,589

465,460,556

350,768,050

Accrued interest payable
10,480,426

10,715,285

5,573,377

Other liabilities
114,889,760

97,757,463

90,267,267

Total liabilities
18,497,747,816

18,117,021,896

9,697,926,487

 
 
 
 
Stockholders' equity:
 

 
  

Preferred stock, no par value; 10,000,000 shares authorized; no shares issued and outstanding



Common stock, par value $1.00; 90,000,000 shares authorized; 77,739,636, 77,652,143 shares and 46,359,377 shares issued and outstanding at Dec. 31, 2017, Sept. 30, 2017, Dec. 31, 2016, respectively
77,739,636

77,652,143

46,359,377

Additional paid-in capital
3,115,303,675

3,105,577,594

1,083,490,728

Retained earnings
519,144,543

503,270,311

381,072,505

Accumulated other comprehensive loss, net of taxes
(4,235,823
)
(13,150,863
)
(14,226,498
)
Total stockholders' equity
3,707,952,031

3,673,349,185

1,496,696,112

Total liabilities and stockholders' equity
$
22,205,699,847

$
21,790,371,081

$
11,194,622,599

 
 
 
 
This information is preliminary and based on company data available at the time of the presentation.


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PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME – UNAUDITED
 
 
 
 
 
 
 
 
 
Three months ended
 
Year ended
 
 
December 31, 2017
 
September 30, 2017
 
December 31, 2016
 
December 31, 2017
 
December 31, 2016
Interest income:
 
 
 
 
 
 
 
 
 
 
Loans, including fees
 
$
188,906,900

 
$
183,841,608

 
$
94,197,055

 
$
578,286,155

 
$
335,734,531

Securities
 
 
 
 
 
 
 
 
 
 
Taxable
 
12,295,380

 
12,066,502

 
5,128,240

 
39,060,195

 
19,179,012

Tax-exempt
 
5,178,321

 
4,620,340

 
1,532,728

 
13,711,759

 
6,014,037

Federal funds sold and other
 
1,704,323

 
1,638,704

 
635,119

 
5,080,140

 
2,681,348

Total interest income
 
208,084,924

 
202,167,154

 
101,493,142

 
636,138,249

 
363,608,928

 
 
 
 
 
 
 
 
 
 
 
Interest expense:
 
 
 
 
 
 
 
 

 
 
Deposits
 
21,367,176

 
19,103,495

 
7,302,654

 
59,583,527

 
23,917,318

Securities sold under agreements to repurchase
 
129,191

 
148,442

 
46,453

 
405,837

 
185,305

Federal Home Loan Bank advances
and other borrowings
 
11,857,840

 
9,733,510

 
4,730,661

 
32,841,874

 
14,512,024

Total interest expense
 
33,354,207

 
28,985,447

 
12,079,768

 
92,831,238

 
38,614,647

Net interest income
 
174,730,717

 
173,181,707

 
89,413,374

 
543,307,011

 
324,994,281

Provision for loan losses
 
6,280,349

 
6,920,184

 
3,046,204

 
23,663,944

 
18,328,058

Net interest income after provision for loan losses
 
168,450,368

 
166,261,523

 
86,367,170

 
519,643,067

 
306,666,223

 
 
 
 
 
 
 
 
 
 
 
Noninterest income:
 
 
 
 
 
 
 
 

 
 
Service charges on deposit accounts
 
6,077,936

 
5,920,824

 
3,849,534

 
20,032,979

 
14,500,679

Investment services
 
4,723,203

 
3,660,103

 
3,319,952

 
14,315,228

 
10,757,348

Insurance sales commissions
 
1,961,329

 
2,123,549

 
1,177,710

 
7,404,928

 
5,309,494

Gains on mortgage loans sold, net
 
3,839,216

 
5,962,916

 
2,868,783

 
18,624,621

 
15,754,473

Investment gains (losses) on sales, net
 
(8,264,639
)
 

 
395,186

 
(8,264,639
)
 
395,186

Trust fees
 
2,645,020

 
2,636,212

 
1,732,691

 
8,663,590

 
6,328,021

Income from equity method investment
 
12,443,611

 
8,936,626

 
8,136,190

 
37,957,692

 
31,402,923

Other noninterest income
 
13,061,979

 
13,736,779

 
9,262,461

 
46,168,416

 
36,554,938

Total noninterest income
 
36,487,655

 
42,977,009

 
30,742,507

 
144,902,815

 
121,003,062

 
 
 
 
 
 
 
 
 
 
 
Noninterest expense:
 
 
 
 
 
 
 
 

 
 
Salaries and employee benefits
 
63,346,091

 
64,287,986

 
37,994,096

 
209,661,812

 
140,818,772

Equipment and occupancy
 
17,114,476

 
16,590,119

 
9,227,917

 
54,091,964

 
35,071,654

Other real estate, net
 
251,770

 
512,490

 
43,784

 
1,079,193

 
395,561

Marketing and other business development
 
2,092,884

 
2,222,290

 
2,385,723

 
8,321,073

 
6,536,484

Postage and supplies
 
1,662,231

 
1,754,789

 
1,000,316

 
5,735,716

 
3,929,323

Amortization of intangibles
 
3,070,635

 
3,077,277

 
1,136,673

 
8,815,609

 
4,281,459

Merger-related expenses
 
19,103,031

 
8,847,306

 
3,264,199

 
31,843,413

 
11,746,584

Other noninterest expense
 
16,331,900

 
12,443,659

 
7,711,986

 
47,011,079

 
33,505,586

Total noninterest expense
 
122,973,018

 
109,735,916

 
62,764,694

 
366,559,859

 
236,285,423

Income before income taxes
 
81,965,005

 
99,502,616

 
54,344,983

 
297,986,023

 
191,383,862

Income tax expense
 
55,167,231

 
35,060,471

 
18,248,519

 
124,006,536

 
64,159,167

Net income
 
$
26,797,774

 
$
64,442,145

 
$
36,096,464

 
$
173,979,487

 
$
127,224,695

 
 
 
 
 
 
 
 
 
 
 
Per share information:
 
 
 
 
 
 
 
 

 
 
Basic net income per common share
 
$
0.35

 
$
0.84

 
$
0.79

 
$
2.73

 
$
2.96

Diluted net income per common share
 
$
0.35

 
$
0.83

 
$
0.78

 
$
2.70

 
$
2.91

 
 
 
 
 
 
 
 
 
 
 
Weighted average shares outstanding:
 
 
 
 
 
 
 
 

 
 
Basic
 
76,785,573

 
76,678,584

 
45,445,910

 
63,760,578

 
43,037,083

Diluted
 
77,437,013

 
77,232,098

 
46,098,020

 
64,328,189

 
43,731,992

 
 
 
 
 
 
 
 
 
 
 
This information is preliminary and based on company data available at the time of the presentation.

10



PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
SELECTED QUARTERLY FINANCIAL DATA – UNAUDITED
 
 
 
 
 
 
 
(dollars in thousands)
December
September
June
March
December
September
2017
2017
2017
2017
2016
2016
 
 
 
 
 
 
 
Balance sheet data, at quarter end:
 
 
 
 
 
 
Commercial real estate - mortgage loans
$
6,669,610

6,450,042

6,387,372

3,181,584

3,193,496

2,991,940

Consumer real estate  - mortgage loans
2,561,214

2,541,180

2,552,927

1,196,375

1,185,917

1,185,966

Construction and land development loans
1,908,288

1,939,809

1,772,799

1,015,127

912,673

930,230

Commercial and industrial loans
4,141,341

3,971,227

3,688,357

2,980,840

2,891,710

2,873,643

Consumer and other
352,663

357,528

357,310

268,106

266,129

259,241

Total loans
15,633,116

15,259,786

14,758,765

8,642,032

8,449,925

8,241,020

Allowance for loan losses
(67,240
)
(65,159
)
(61,944
)
(58,350
)
(58,980
)
(60,249
)
Securities
2,536,046

2,901,029

2,448,198

1,604,774

1,323,797

1,250,357

Total assets
22,205,700

21,790,371

20,886,154

11,724,601

11,194,623

10,978,390

Noninterest-bearing deposits
4,381,386

4,099,086

3,893,603

2,508,680

2,399,191

2,369,225

Total deposits
16,451,702

15,789,585

15,757,475

9,280,597

8,759,307

8,670,146

Securities sold under agreements to repurchase
135,262

129,557

205,008

71,157

85,707

84,317

FHLB advances
1,319,909

1,623,947

725,230

181,264

406,304

382,338

Subordinated debt and other borrowings
465,505

465,461

465,419

350,849

350,768

262,507

Total stockholders' equity
3,707,952

3,673,349

3,615,327

1,723,075

1,496,696

1,475,644

 
 
 
 
 
 
 
Balance sheet data, quarterly averages:
 
 
 
 
 
 
Total loans
$
15,520,255

15,016,642

9,817,139

8,558,267

8,357,201

8,232,963

Securities
2,850,322

2,741,493

1,798,334

1,440,917

1,265,096

1,232,973

Total earning assets
18,809,744

18,137,904

11,885,118

10,261,974

9,884,701

9,794,094

Total assets
21,933,500

21,211,459

13,335,359

11,421,654

11,037,555

10,883,547

Noninterest-bearing deposits
4,165,876

3,953,855

2,746,499

2,434,875

2,445,157

2,304,533

Total deposits
16,091,700

15,828,480

10,394,267

9,099,472

8,791,206

8,454,424

Securities sold under agreements to repurchase
134,983

160,726

99,763

79,681

82,415

87,067

FHLB advances
1,465,145

1,059,032

399,083

212,951

307,039

583,724

Subordinated debt and other borrowings
477,103

473,805

375,249

355,082

319,790

266,934

Total stockholders' equity
3,706,741

3,655,029

2,057,505

1,657,072

1,493,684

1,442,440

 
 
 
 
 
 
 
Statement of operations data, for the three months ended:
Interest income
$
208,085

202,167

123,743

102,143

101,493

97,380

Interest expense
33,354

28,985

17,116

13,376

12,080

10,745

Net interest income
174,731

173,182

106,627

88,767

89,413

86,635

Provision for loan losses
6,281

6,920

6,812

3,651

3,046

6,108

Net interest income after provision for loan losses
168,450

166,262

99,815

85,116

86,367

80,527

Noninterest income
36,488

42,977

35,057

30,382

30,743

31,692

Noninterest expense
122,973

109,736

71,798

62,054

62,765

63,526

Income before taxes
81,965

99,503

63,074

53,444

54,345

48,693

Income tax expense
55,167

35,060

19,988

13,791

18,248

16,316

Net income
$
26,798

64,442

43,086

39,653

36,097

32,377

 
 
 
 
 
 
 
Profitability and other ratios:
 
 
 
 
 
 
Return on avg. assets (1)
0.48
%
1.21
%
1.30
%
1.41
%
1.30
%
1.18
%
Return on avg. equity (1)
2.87
%
6.99
%
8.40
%
9.70
%
9.61
%
8.93
%
Return on avg. tangible common equity (1)
5.76
%
14.25
%
13.58
%
14.74
%
15.49
%
14.47
%
Dividend payout ratio (16)
20.00
%
17.34
%
18.01
%
18.67
%
19.31
%
19.93
%
Net interest margin (1)  (2)
3.76
%
3.87
%
3.68
%
3.60
%
3.72
%
3.60
%
Noninterest income to total revenue (3)
17.27
%
19.88
%
24.74
%
25.50
%
25.59
%
26.78
%
Noninterest income to avg. assets (1)
0.66
%
0.80
%
1.05
%
1.08
%
1.11
%
1.16
%
Noninterest exp. to avg. assets (1)
2.22
%
2.05
%
2.16
%
2.20
%
2.26
%
2.32
%
Noninterest expense (excluding ORE expenses, and
merger-related charges) to avg. assets (1)
1.87
%
1.88
%
2.06
%
2.17
%
2.14
%
2.11
%
 Efficiency ratio (4)
58.22
%
50.77
%
50.67
%
52.08
%
52.24
%
53.69
%
Avg. loans to avg. deposits
96.45
%
94.87
%
94.45
%
94.05
%
95.06
%
97.38
%
Securities to total assets
11.42
%
13.31
%
11.72
%
13.69
%
11.82
%
11.39
%
 
 
 
 
 
 
 
This information is preliminary and based on company data available at the time of the presentation.

11



PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
ANALYSIS OF INTEREST INCOME AND EXPENSE, RATES AND YIELDS-UNAUDITED
 
 
 
 
(dollars in thousands)
Three months ended
 
Three months ended
December 31, 2017
 
December 31, 2016
 
Average Balances
Interest
Rates/ Yields
 
Average Balances
Interest
Rates/ Yields
Interest-earning assets
 
 
 
 
 
 
 
Loans (1)
$
15,520,255

$
188,907

4.87
%
 
$
8,357,201

$
94,197

4.60
%
Securities
 
 
 
 
 
 
 
Taxable
2,113,407

12,295

2.31
%
 
1,046,866

5,128

1.95
%
Tax-exempt (2)
736,915

5,178

3.74
%
 
218,230

1,533

3.75
%
Federal funds sold and other
439,167

1,705

1.54
%
 
262,404

635

0.96
%
Total interest-earning assets
18,809,744

$
208,085

4.46
%
 
9,884,701

$
101,493

4.11
%
Nonearning assets
 
 
 
 
 
 
 
Intangible assets
1,861,739

 
 
 
566,766

 
 
Other nonearning assets
1,262,017

 
 
 
586,088

 
 
Total assets
$
21,933,500

 
 
 
$
11,037,555

 
 
 
 
 
 
 
 
 
 
Interest-bearing liabilities
 
 
 
 
 
 
 
Interest-bearing deposits:
 
 
 
 
 
 
 
Interest checking
$
2,688,637

$
3,487

0.51
%
 
$
1,661,762

$
1,319

0.32
%
Savings and money market
6,679,876

11,669

0.69
%
 
3,807,287

4,314

0.45
%
Time
2,557,311

6,212

0.96
%
 
877,000

1,670

0.76
%
Total interest-bearing deposits
11,925,824

21,368

0.71
%
 
6,346,049

7,303

0.46
%
Securities sold under agreements to repurchase
134,983

129

0.38
%
 
82,415

46

0.22
%
Federal Home Loan Bank advances
1,465,145

6,052

1.64
%
 
307,039

1,064

1.38
%
Subordinated debt and other borrowings
477,103

5,805

4.83
%
 
319,790

3,667

4.56
%
Total interest-bearing liabilities
14,003,055

33,354

0.95
%
 
7,055,293

12,080

0.68
%
Noninterest-bearing deposits
4,165,876



 
2,445,157



Total deposits and interest-bearing liabilities
18,168,931

$
33,354

0.73
%
 
9,500,450

$
12,080

0.51
%
Other liabilities
57,828

 
 
 
43,421

 
 
Stockholders' equity 
3,706,741

 
 
 
1,493,684

 
 
Total liabilities and stockholders' equity
$
21,933,500

 
 
 
$
11,037,555

 
 
Net  interest  income 
 
$
174,731

 
 
 
$
89,413

 
Net interest spread (3)
 
 
3.52
%
 
 
 
3.43
%
Net interest margin (4)
 
 
3.76
%
 
 
 
3.72
%
 
 
 
 
 
 
 
 
(1) Average balances of nonperforming loans are included in the above amounts.
 

 
 

 

 

(2) Yields computed on tax-exempt instruments on a tax equivalent basis.
(3) Yields realized on interest-bearing assets less the rates paid on interest-bearing liabilities. The net interest spread calculation excludes the impact of demand deposits. Had the impact of demand deposits been included, the net interest spread for the quarter ended December 31, 2017 would have been 3.73% compared to a net interest spread of 3.60% for the quarter ended December 31, 2016.
(4) Net interest margin is the result of annualized net interest income calculated on a tax equivalent basis divided by average interest-earning assets for the period.
 
 
 
This information is preliminary and based on company data available at the time of the presentation.
 

 


12



PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
ANALYSIS OF INTEREST INCOME AND EXPENSE, RATES AND YIELDS-UNAUDITED
 
 
 
 
(dollars in thousands)
Year ended
 
Year ended
December 31, 2017
 
December 31, 2016
 
Average Balances
Interest
Rates/ Yields
 
Average Balances
Interest
Rates/ Yields
Interest-earning assets
 
 
 
 
 
 

 
Loans (1)
$
12,254,790

$
578,286

4.79
%
 
$
7,586,346

$
335,735

4.51
%
Securities
 
 
 
 
 
 
 
Taxable
1,724,612

39,060

2.26
%
 
937,710

19,179

2.05
%
Tax-exempt (2)
488,478

13,712

3.76
%
 
201,842

6,014

4.00
%
Federal funds sold and other
335,491

5,080

1.51
%
 
293,542

2,681

0.91
%
Total interest-earning assets
14,803,371

$
636,138

4.38
%
 
9,019,440

$
363,609

4.06
%
Nonearning assets
 
 
 
 
 
 
 
Intangible assets
1,273,577

 
 
 
509,899

 
 
Other nonearning assets
939,269

 
 
 
495,554

 
 
Total assets
$
17,016,217

 
 
 
$
10,024,893

 
 
 
 
 
 
 
 
 
 
Interest-bearing liabilities
 
 
 
 
 
 
 
Interest-bearing deposits:
 
 
 
 
 
 
 
Interest checking
$
2,328,350

$
11,261

0.48
%
 
$
1,464,671

$
4,140

0.28
%
Savings and money market
5,455,607

32,844

0.60
%
 
3,426,842

14,289

0.42
%
Time
1,765,089

15,479

0.88
%
 
777,343

5,489

0.71
%
Total interest-bearing deposits
9,549,046

59,584

0.62
%
 
5,668,856

23,918

0.42
%
Securities sold under agreements to repurchase
119,055

406

0.34
%
 
75,981

185

0.24
%
Federal Home Loan Bank advances
788,237

12,399

1.57
%
 
481,711

4,136

0.86
%
Subordinated debt and other borrowings
420,790

20,442

4.86
%
 
243,905

10,376

4.25
%
Total interest-bearing liabilities
10,877,128

92,831

0.85
%
 
6,470,453

38,615

0.60
%
Noninterest-bearing deposits
3,331,741



 
2,179,398



Total deposits and interest-bearing liabilities
14,208,869

$
92,831

0.65
%
 
8,649,851

$
38,615

0.45
%
Other liabilities
30,218

 
 
 
31,349

 
 
Stockholders' equity 
2,777,130

 
 
 
1,343,693

 
 
Total liabilities and stockholders' equity
$
17,016,217

 
 
 
$
10,024,893

 
 
Net  interest  income 
 
$
543,307

 
 
 
$
324,994

 
Net interest spread (3)
 
 
3.53
%
 
 
 
3.46
%
Net interest margin (4)
 
 
3.76
%
 
 
 
3.70
%
 
 
 
 
 
 
 
 
(1) Average balances of nonperforming loans are included in the above amounts.
(2) Yields computed on tax-exempt instruments on a tax equivalent basis.
(3) Yields realized on interest-bearing assets less the rates paid on interest-bearing liabilities. The net interest spread calculation excludes the impact of demand deposits. Had the impact of demand deposits been included, the net interest spread for the year ended December 31, 2017 would have been 3.73% compared to a net interest spread of 3.61% for the year ended December 31, 2016.
(4) Net interest margin is the result of annualized net interest income calculated on a tax equivalent basis divided by average interest-earning assets for the period.
 
This information is preliminary and based on company data available at the time of the presentation.


13



PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
SELECTED QUARTERLY FINANCIAL DATA – UNAUDITED
 
 
 
 
 
 
 
(dollars in thousands)
December
September
June
March
December
September
2017
2017
2017
2017
2016
2016
Asset quality information and ratios:
 
 
 
 
 
 
Nonperforming assets:
 
 
 
 
 
 
Nonaccrual loans
$
57,455

53,414

40,217

25,051

27,577

28,487

Other real estate (ORE) and
other nonperforming assets (NPAs)
28,028

24,682

25,153

6,235

6,090

5,656

Total nonperforming assets
$
85,483

$
78,096

$
65,370

$
31,286

$
33,667

$
34,143

Past due loans over 90 days and still accruing interest
$
4,139

3,010

1,691

1,110

1,134

2,093

Accruing troubled debt restructurings (5)
$
6,612

15,157

14,248

14,591

15,009

8,503

Accruing purchase credit impaired loans
$
26,719

29,254

34,874




Net loan charge-offs
$
4,200

3,705

7,499

4,282

4,314

7,271

Allowance for loan losses to nonaccrual loans
117.0
%
122.0
%
154.0
%
232.9
%
213.9
%
211.5
%
As a percentage of total loans:
 
 
 
 
 
 
Past due accruing loans over 30 days
0.38
%
0.24
%
0.20
%
0.17
%
0.26
%
0.24
%
Potential problem loans (6)
1.05
%
0.97
%
1.26
%
1.27
%
1.36
%
1.13
%
Allowance for loan losses
0.43
%
0.43
%
0.42
%
0.68
%
0.70
%
0.73
%
Nonperforming assets to total loans, ORE and other NPAs
0.55
%
0.51
%
0.44
%
0.36
%
0.40
%
0.41
%
Nonperforming assets to total assets
0.38
%
0.36
%
0.31
%
0.27
%
0.30
%
0.31
%
    Classified asset ratio (Pinnacle Bank) (8)
12.9
%
12.7
%
14.2
%
12.9
%
16.4
%
15.2
%
Annualized net loan charge-offs to avg. loans (7)
0.13
%
0.14
%
0.17
%
0.20
%
0.21
%
0.35
%
Wtd. avg. commercial loan internal risk ratings (6)
4.5

4.5

4.5

4.5

4.5

4.6

 
 
 
 
 
 
 
Interest rates and yields:
 
 
 
 
 
 
Loans
4.87
%
4.91
%
4.66
%
4.49
%
4.60
%
4.43
%
Securities
2.68
%
2.64
%
2.51
%
2.44
%
2.26
%
2.29
%
Total earning assets
4.46
%
4.50
%
4.21
%
4.06
%
4.11
%
3.98
%
Total deposits, including non-interest bearing
0.53
%
0.48
%
0.42
%
0.36
%
0.33
%
0.31
%
Securities sold under agreements to repurchase
0.38
%
0.37
%
0.32
%
0.25
%
0.22
%
0.23
%
FHLB advances
1.64
%
1.48
%
1.49
%
1.72
%
1.38
%
0.87
%
Subordinated debt and other borrowings
4.83
%
4.84
%
4.87
%
4.92
%
4.56
%
4.15
%
Total deposits and interest-bearing liabilities
0.73
%
0.66
%
0.61
%
0.56
%
0.51
%
0.46
%
 
 
 
 
 
 
 
Pinnacle Financial Partners capital ratios (8):
 
 
 
 
 
 
Stockholders' equity to total assets
16.7
%
16.9
%
17.3
%
14.7
%
13.4
%
13.4
%
Common equity Tier one
9.2
%
9.4
%
9.5
%
9.8
%
7.9
%
7.6
%
Tier one risk-based
9.2
%
9.4
%
9.5
%
10.6
%
8.6
%
8.4
%
Total risk-based
12.0
%
12.3
%
12.6
%
13.7
%
11.9
%
10.5
%
Leverage
8.7
%
8.9
%
14.5
%
10.3
%
8.6
%
8.3
%
Tangible common equity to tangible assets
9.1
%
9.1
%
9.2
%
10.4
%
8.8
%
8.7
%
Pinnacle Bank ratios:
 
 
 
 
 
 
Common equity Tier one
10.3
%
10.7
%
11.0
%
11.1
%
9.3
%
8.6
%
Tier one risk-based
10.3
%
10.7
%
11.0
%
11.1
%
9.3
%
8.6
%
Total risk-based
11.4
%
11.8
%
12.1
%
12.9
%
11.2
%
10.5
%
Leverage
9.7
%
10.1
%
16.7
%
10.9
%
9.2
%
8.6
%
Construction and land development loans
as a percent of total capital (19)
89.4
%
88.1
%
85.1
%
75.2
%
80.3
%
87.9
%
Non-owner occupied commercial real estate and
multi-family as a percent of total capital (19)
297.1
%
289.1
%
286.4
%
220.9
%
256.0
%
265.5
%
 
 
 
 
 
 
 
This information is preliminary and based on company data available at the time of the presentation.

14



PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
SELECTED QUARTERLY FINANCIAL DATA – UNAUDITED
 
 
 
 
 
 
 
 
(dollars in thousands, except per share data)
 
December
September
June
March
December
September
 
2017
2017
2017
2017
2016
2016
 
 
 
 
 
 
 
 
Per share data:
 
 
 
 
 
 
 
Earnings  – basic
$
0.35

0.84

0.81

0.83

0.79

0.71

Earnings - basic, excluding merger-related charges, gains and losses on sales of investment securities and revaluation of deferred tax assets
$
0.98

0.91

0.85

0.84

0.84

0.79

Earnings  – diluted
$
0.35

0.83

0.80

0.82

0.78

0.71

Earnings - diluted, excluding merger-related charges, gains and losses on sales of investment securities and revaluation of deferred tax assets
$
0.97

0.90

0.84

0.83

0.83

0.78

Common dividends per share
$
0.14

0.14

0.14

0.14

0.14

0.14

Book value per common share at quarter end (9)
$
47.70

47.31

46.56

34.61

32.28

31.97

Tangible book value per common share at quarter end (9)
$
23.71

23.32

22.58

23.25

20.06

19.69

 
 
 
 
 
 
 
 
Investor information:
 
 
 
 
 
 
 
Closing sales price on last trading day of quarter
$
66.30

66.95

62.80

66.45

69.30

54.08

High closing sales price during quarter
$
69.30

66.95

69.10

71.05

71.15

57.26

Low closing sales price during quarter
$
63.85

58.50

60.00

66.45

49.70

47.44

 
 
 
 
 
 
 
 
Other information:
 
 
 
 

 

 

 

Gains on mortgage loans sold:
 
 
 
 

 

 

 

Mortgage loan sales:
 
 
 
 

 

 

 

Gross loans sold
$
289,149

299,763

245,574

160,740

221,126

214,394

Gross fees (10)
$
7,364

9,050

7,361

4,427

6,535

6,702

Gross fees as a percentage of loans originated
 
2.55
%
3.02
%
3.00
%
2.75
%
2.96
%
3.13
%
Net gain on mortgage loans sold
$
3,839

5,963

4,668

4,155

2,869

5,097

Investment gains (losses) on sales of securities, net (15)
$
(8,265
)



395


Brokerage account assets, at quarter end (11)
$
3,266,936

2,979,936

2,815,501

2,280,355

2,198,334

2,090,316

Trust account managed assets, at quarter end
$
1,837,233

1,880,488

1,804,811

1,011,964

1,002,742

978,356

Core deposits (12)
$
14,257,108

13,609,194

13,529,398

8,288,247

7,834,973

7,714,552

Core deposits to total funding (12)
 
77.6
%
75.6
%
78.9
%
83.4
%
81.6
%
82.1
%
Risk-weighted assets
$
18,812,653

18,164,765

17,285,264

10,489,944

10,210,711

10,020,690

Number of offices
 
114

123

121

45

45

45

Total deposits per office
$
125,062

110,644

111,813

184,183

174,111

171,434

Total assets per full-time equivalent employee
$
10,415

9,930

9,398

9,630

9,491

9,323

Annualized revenues per full-time equivalent employee
$
393.1

390.8

255.7

396.9

405.3

399.8

Annualized expenses per full-time equivalent employee
$
228.8

198.4

129.6

206.7

211.7

214.6

Number of employees (full-time equivalent)
 
2,132.0

2,194.5

2,222.5

1,217.5

1,179.5

1,177.5

Associate retention rate (13)
 
93.5
%
98.3
%
87.1
%
92.9
%
92.7
%
93.9
%
 
 
 
 
 
 
 
 
This information is preliminary and based on company data available at the time of the presentation.

15



PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
RECONCILIATION OF NON-GAAP SELECTED QUARTERLY FINANCIAL DATA – UNAUDITED
 
 
 
 
 
 
 
 
(dollars in thousands, except per share data)
 
December
September
June
March
December
September
 
2017
2017
2017
2017
2016
2016
 
 
 
 
 
 
 
 
Net interest income
$
174,731

173,182

106,627

88,767

89,413

86,635

 
 
 
 
 
 
 
 
Noninterest income
 
36,488

42,977

35,057

30,382

30,743

31,692

 Total revenues
 
211,219

216,159

141,684

119,149

120,156

118,327

Less: Investment (gains) and losses on sales of securities, net
 
8,265




(395
)

Total revenues excluding the impact of investment
(gains) and losses on sales of securities, net
 
219,484

216,159

141,684

119,149

119,761

118,327

 
 
 
 
 
 
 
 
Noninterest expense
 
122,973

109,736

71,798

62,054

62,765

63,526

Less:   Other real estate expense
 
252

512

63

252

44

17

Merger-related charges
 
19,103

8,847

3,221

672

3,264

5,672

Noninterest expense excluding the impact of other real estate expense and merger-related charges
 
103,618

100,377

68,514

61,130

59,457

57,837

 
 
 
 
 
 
 
 
Adjusted pre-tax pre-provision income (14)
$
115,866

115,782

73,170

58,019

60,304

60,490

 
 
 
 
 
 
 
 
Efficiency ratio (4)
 
58.22
 %
50.77
 %
50.67
 %
52.08
 %
52.24
 %
53.69
 %
Adjustment due to investment gains and losses,
ORE expense and merger-related charges
 
(11.01
%)
(4.33
%)
(2.30
%)
(0.77
%)
(2.59
%)
(4.81
%)
Efficiency ratio (excluding investment gains and losses,
ORE expense, and merger-related charges)
 
47.21
 %
46.44
 %
48.37
 %
51.31
 %
49.65
 %
48.88
 %
 
 
 
 
 
 
 
 
Total average assets
$
21,933,500

21,211,459

13,335,359

11,421,654

11,037,555

10,883,547

 
 
 
 
 
 
 
 
Noninterest income to avg. assets
 
0.66
 %
0.80
 %
1.05
 %
1.08
 %
1.11
 %
1.16
 %
Adjustment due investment (gains) and losses on sales of securities, net
 
0.15
 %
 %
 %
 %
(0.02
)%
 %
Noninterest income (excluding investment (gains) losses on sales of securities, net) to avg. assets
 
0.81
 %
0.80
 %
1.05
 %
1.08
 %
1.09
 %
1.16
 %
 
 
 
 
 
 
 
 
Noninterest expense to avg. assets
 
2.22
 %
2.05
 %
2.16
 %
2.20
 %
2.26
 %
2.32
 %
Adjustment due to ORE expenses and merger-related charges
 
(0.35
%)
(0.17
%)
(0.10
%)
(0.03
%)
(0.12
%)
(0.21
%)
Noninterest expense (excluding ORE expense, and
merger-related charges) to avg. assets (1)
 
1.87
 %
1.88
 %
2.06
 %
2.17
 %
2.14
 %
2.11
 %
 
 
 
 
 
 
 
 
Net income
$
26,798

64,442

43,086

39,653

36,097

32,377

Merger-related charges
 
19,103

8,847

3,221

672

3,264

5,672

Investment (gains) losses
 
8,265




(395
)

Tax effect on merger-related charges and investment (gains) losses (18)
 
(10,736
)
(3,471
)
(1,264
)
(264
)
(1,126
)
(2,225
)
Revaluation of deferred tax assets
 
31,486






Net income excluding merger-related charges, gains and losses on sale of investment securities and revaluation of deferred tax assets
$
74,916

69,818

45,043

40,061

37,840

35,824

 
 
 
 
 
 
 
 
Basic earnings per share
$
0.35

0.84

0.81

0.83

0.79

0.71

Adjustment due to merger-related charges, gains and losses on sale of investment securities and revaluation of deferred tax assets
 
0.63

0.07

0.04

0.01

0.04

0.08

Basic earnings per share excluding merger-related charges, gains and losses on sale of investment securities and revaluation of deferred tax assets
$
0.98

0.91

0.85

0.84

0.83

0.79

 
 
 
 
 
 
 
 
Diluted earnings per share
$
0.35

0.83

0.80

0.82

0.78

0.71

Adjustment due to merger-related charges, gains and losses on sale of investment securities and revaluation of deferred tax assets
 
0.62

0.07

0.04

0.01

0.04

0.07

Diluted earnings per share excluding merger-related charges, gains and losses on sale of investment securities and revaluation of deferred tax assets
$
0.97

0.90

0.84

0.83

0.82

0.78

 
 
 
 
 
 
 
 
This information is preliminary and based on company data available at the time of the presentation.

16




PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
RECONCILIATION OF NON-GAAP SELECTED QUARTERLY FINANCIAL DATA – UNAUDITED
 
 
 
 
 
 
 
 
(dollars in thousands, except per share data)
 
December
September
June
March
December
September
 
2017
2017
2017
2017
2016
2016
 
 
 
 
 
 
 
 
Return on average assets
 
0.48
%
1.21
%
1.30
%
1.41
%
1.30
%
1.18
%
Adjustment due to merger-related charges, gains and losses on sales of investment securities and revaluation of deferred tax assets
 
0.88
%
0.10
%
0.05
%
0.01
%
0.06
%
0.13
%
Return on average assets (excluding merger-related charges, gains and losses on sales of investment securities and revaluation of deferred tax assets)
 
1.36
%
1.31
%
1.35
%
1.42
%
1.36
%
1.31
%
 
 
 
 
 
 
 
 
Tangible assets:
 
 
 
 
 
 
 
Total assets
$
22,205,700

21,790,371

20,886,154

11,724,601

11,194,623

10,978,390

Less:   Goodwill
 
(1,808,002
)
(1,802,534
)
(1,800,742
)
(551,546
)
(551,594
)
(550,580
)
Core deposit and other intangible assets
 
(56,710
)
(59,781
)
(60,964
)
(13,908
)
(15,104
)
(16,241
)
Net tangible assets
$
20,340,988

19,928,056

19,024,448

11,159,147

10,627,925

10,411,569

 
 
 
 
 
 
 
 
Tangible equity:
 
 
 
 
 
 
 
Total stockholders' equity
$
3,707,952

3,673,349

3,615,327

1,723,075

1,496,696

1,475,644

Less: Goodwill
 
(1,808,002
)
(1,802,534
)
(1,800,742
)
(551,546
)
(551,594
)
(550,580
)
Core deposit and other intangible assets
 
(56,710
)
(59,781
)
(60,964
)
(13,908
)
(15,104
)
(16,241
)
Net tangible common equity
$
1,843,240

1,811,034

1,753,621

1,157,621

929,998

908,823

 
 
 
 
 
 
 
 
Ratio of tangible common equity to tangible assets
 
9.06
%
9.09
%
9.22
%
10.37
%
8.75
%
8.73
%
 
 
 
 
 
 
 
 
Average tangible assets:
 
 
 
 
 
 
 
Average assets
$
21,933,500

21,211,459

13,335,359

11,421,654

11,037,555

10,883,547

Less: Average goodwill
 
(1,803,546
)
(1,800,761
)
(760,646
)
(551,548
)
(551,042
)
(541,153
)
Core deposit and other intangible assets
 
(58,192
)
(59,521
)
(23,957
)
(14,674
)
(15,724
)
(11,296
)
Net average tangible assets
$
20,071,762

19,351,177

12,550,756

10,855,432

10,470,789

10,331,098

 
 
 
 
 
 
 
 
Return on average assets
 
0.48
%
1.21
%
1.30
%
1.41
%
1.30
%
1.18
%
Adjustment due to goodwill, core deposit and
other intangible assets
 
0.05
%
0.11
%
0.08
%
0.06
%
0.06
%
0.09
%
Return on average tangible assets
 
0.53
%
1.32
%
1.38
%
1.47
%
1.36
%
1.27
%
Adjustment due to merger-related charges, gains and losses on sales of investment securities and revaluation of deferred tax assets
 
0.95
%
0.11
%
0.06
%
0.01
%
0.08
%
0.12
%
Return on average tangible assets (excluding merger-related charges, gains and losses on sales of investment securities and revaluation of deferred tax assets)
 
1.48
%
1.43
%
1.44
%
1.48
%
1.44
%
1.39
%
 
 
 
 
 
 
 
 
This information is preliminary and based on company data available at the time of the presentation.


17



PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
RECONCILIATION OF NON-GAAP SELECTED QUARTERLY FINANCIAL DATA – UNAUDITED
 
 
 
 
 
 
 
 
(dollars in thousands, except per share data)
 
December
September
June
March
December
September
 
2017
2017
2017
2017
2016
2016
 
 
 
 
 
 
 
 
Average tangible stockholders' equity:
 
 
 
 
 
 
 
Average stockholders' equity
$
3,706,741

3,655,029

2,057,505

1,657,072

1,493,684

1,442,440

Less:   Average goodwill
 
(1,803,546
)
(1,800,761
)
(760,646
)
(551,548
)
(551,042
)
(541,153
)
Core deposit and other intangible assets
 
(58,192
)
(59,521
)
(23,957
)
(14,674
)
(15,724
)
(11,296
)
Net average tangible common equity
$
1,845,003

1,794,747

1,272,902

1,090,850

926,918

889,991

 
 
 
 
 
 
 
 
Return on average common equity
 
2.87
%
6.99
%
8.40
%
9.70
%
9.61
%
8.93
%
Adjustment due to goodwill, core deposit and
other intangible assets
 
2.89
%
7.26
%
5.18
%
5.04
%
5.88
%
5.54
%
Return on average tangible common equity (1)
 
5.76
%
14.25
%
13.58
%
14.74
%
15.49
%
14.47
%
Adjustment due to merger-related charges, gains and losses on sales of investment securities and revaluation of deferred tax assets
 
10.35
%
1.18
%
0.61
%
0.15
%
0.75
%
1.54
%
Return on average tangible common equity (excluding merger-related charges, gains and losses on sales of investment securities and revaluation of deferred tax assets)
 
16.11
%
15.43
%
14.19
%
14.89
%
16.24
%
16.01
%
 
 
 
 
 
 
 
 
Total average assets
$
21,933,500

21,211,459

13,335,359

11,421,654

11,037,555

10,883,547

 
 
 
 
 
 
 
 
Revenue per diluted share
$
2.73

2.80

2.64

2.46

2.61

2.58

Adjustment due to investment (gains) losses on sales of securities, net
 
0.10




(0.01
)

Revenue per diluted share (excluding investment (gains) losses on sales of securities, net)
$
2.83

2.80

2.64

2.46

2.60

2.58

 
 
 
 
 
 
 
 
Net interest margin
 
3.76
%
3.87
%
3.68
%
3.60
%
3.72
%
3.60
%
Adjustment due to accretion from fair value
accounting
 
0.43
%
0.45
%
0.23
%
0.21
%
0.32
%
0.21
%
Core net interest margin
 
3.33
%
3.42
%
3.45
%
3.39
%
3.40
%
3.39
%
 
 
 
 
 
 
 
 
Equity Method Investment (17)
 
 
 
 
 
 
 
Fee income from BHG, net of amortization
$
12,444

8,937

8,755

7,823

8,136

8,475

Funding cost to support investment
 
2,034

1,951

1,844

1,775

1,797

1,760

Pre-tax impact of BHG
 
10,410

6,986

6,911

6,048

6,339

6,715

Income tax expense at statutory rates
 
4,084

2,741

2,711

2,373

2,487

2,634

Earnings attributable to BHG
$
6,326

4,245

4,200

3,675

3,852

4,081

 
 
 
 
 
 
 
 
Basic earnings per share attributable to BHG
$
0.08

0.06

0.08

0.08

0.08

0.09

Diluted earnings per share attributable to BHG
$
0.08

0.06

0.08

0.08

0.08

0.09

 
 
 
 
 
 
 
 
This information is preliminary and based on company data available at the time of the presentation.


18



PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
SELECTED QUARTERLY FINANCIAL DATA – UNAUDITED
 
1. Ratios are presented on an annualized basis.
2. Net interest margin is the result of net interest income on a tax equivalent basis divided by average interest earning assets.
3. Total revenue is equal to the sum of net interest income and noninterest income.
4. Efficiency ratios are calculated by dividing noninterest expense by the sum of net interest income and noninterest income.
5. Troubled debt prepayments include loans where the company, as a result of the borrower's financial difficulties, has granted a credit concession to the borrower (i.e., interest only payments for a significant period of time, extending the maturity of the loan, etc.).  All of these loans continue to accrue interest at the contractual rate.
6. Average risk ratings are based on an internal loan review system which assigns a numeric value of 1 to 10 to all loans to commercial entities based on their underlying risk characteristics as of the end of each quarter. A "1" risk rating is assigned to credits that exhibit Excellent risk characteristics, "2" exhibit Very Good risk characteristics, "3" Good, "4" Satisfactory, "5" Acceptable or Average, "6" Watch List, "7" Criticized, "8" Classified or Substandard, "9" Doubtful and "10" Loss (which are charged-off immediately).  Additionally, loans rated "8" or worse that are not nonperforming or restructured loans are considered potential problem loans.  Generally, consumer loans are not subjected to internal risk ratings. Data presented represents legacy Pinnacle portfolio at period end date.
7. Annualized net loan charge-offs to average loans ratios are computed by annualizing quarter-to-date net loan charge-offs and dividing the result by average loans for the quarter-to-date period.
8. Capital ratios are calculated using regulatory reporting regulations enacted for such period and are defined as follows:
Equity to total assets – End of period total stockholders' equity as a percentage of end of period assets.
Tangible common equity to total assets - End of period total stockholders' equity less end of period goodwill, core deposit and other intangibles as a percentage of end of period assets.
Leverage – Tier one capital (pursuant to risk-based capital guidelines) as a percentage of adjusted average assets.
Tier one risk-based – Tier one capital (pursuant to risk-based capital guidelines) as a percentage of total risk-weighted assets.
Total risk-based – Total capital (pursuant to risk-based capital guidelines) as a percentage of total risk-weighted assets.
Classified asset - Classified assets as a percentage of Tier 1 capital plus allowance for loan losses.
Tier one common equity to risk weighted assets - Tier 1 capital (pursuant to risk-based capital guidelines) less the amount of any preferred stock or subordinated indebtedness that is considered as a component of Tier 1 capital as a percentage of total risk-weighted assets.
9. Book value per share computed by dividing total stockholders' equity by common shares outstanding.
10. Amounts are included in the statement of operations in "Gains on mortgage loans sold, net", net of commissions paid on such amounts.
11. At fair value, based on information obtained from Pinnacle's third party broker/dealer for non-FDIC insured financial products and services.
12. Core deposits include all transaction deposit accounts, money market and savings accounts and all certificates of deposit issued in a denomination of less than $250,000. The ratio noted above represents total core deposits divided by total funding, which includes total deposits, FHLB advances, securities sold under agreements to repurchase, subordinated indebtedness and all other interest-bearing liabilities.
13. Associate retention rate is computed by dividing the number of associates employed at quarter end less the number of associates that have resigned in the last 12 months by the number of associates employed at quarter end. Associate retention rate does not include associates at acquired institutions displaced by merger.
14.  Adjusted pre-tax, pre-provision income excludes the impact of investment gains and losses on sales and impairments of securities, net, as well as other real estate owned expenses and merger-related charges.
15. Represents investment gains (losses) on sales and impairments, net occurring as a result of both credit losses and losses incurred as the result of a change in management's intention to sell a bond prior to the recovery of its amortized cost basis.
16. The dividend payout ratio is calculated as the sum of the annualized dividend rate divided by the trailing 12-months fully diluted earnings per share as of the dividend declaration date.
17. Earnings from equity method investment includes the impact of the issuance of subordinated debt as well as the funding costs of the overall franchise. Income tax expense is calculated using statutory tax rates.
18. Tax effect calculated using the blended statutory rate of 39.23% for all periods presented.
19. Calculated using the same guidelines as are used in the Federal Financial Institutions Examination Council's Uniform Bank Performance Report.



19