PNFP Reports Diluted Earnings Per Share of $0.82 for 1Q 2017
Excluding merger-related charges, diluted EPS was $0.83 for 1Q 2017
Pinnacle Financial Partners, Inc. (Nasdaq/NGS: PNFP) reported net income per diluted common share of $0.82 for the quarter ended
March 31, 2017, compared to net income per diluted common share of $0.68 for the quarter ended March 31, 2016, an increase of 20.6
percent. Excluding pre-tax merger-related charges of $672,000 and $1.8 million for the three months ended March 31, 2017 and 2016,
respectively, net income per diluted common share was $0.83 and $0.71, respectively, an increase of 16.9 percent.
“The first quarter of 2017 was a busy quarter for our firm, and one that will serve as the foundation for continued growth for
many years to come,” said M. Terry Turner, Pinnacle’s president and chief executive officer. “In January, we announced the proposed
merger of our firm with BNC Bancorp (BNC), expanding our presence into the Carolinas and Virginia. We are excited to have already
obtained the bank regulatory approvals to merge our two firms and are now focused on securing the required shareholder approvals.
We continue to anticipate a late second quarter or early third quarter 2017 merger of our two firms. Additionally, soon after the
announcement of the proposed merger, we issued 3.2 million common shares in a public offering, which reduced earnings per share for
the quarter but positions the combined firm for many years of future growth. Both we and BNC have experienced positive reaction
from our clients in response to our proposed merger, and once the transaction is consummated, our firm will be doing business in
many of the Southeast’s most admired banking markets.”
GROWING THE CORE EARNINGS CAPACITY OF THE FIRM:
- Revenues for the quarter ended March 31, 2017 were $119.1 million, an increase of $19.4 million, or
19.4 percent, from the quarter ended March 31, 2016.
- Loans at March 31, 2017 were a record $8.642 billion, an increase of $192.1 million from Dec. 31,
2016 and $1.814 billion from March 31, 2016, reflecting year-over-year growth of 26.6 percent. Annualized linked-quarter loan
growth approximated 9.1 percent when comparing balances as of March 31, 2017 to balances as of Dec. 31, 2016.
- Average deposit balances for the quarter ended March 31, 2017 were a record $9.099 billion, an
increase of $308.3 million from Dec. 31, 2016 and $2.062 billion from March 31, 2016, reflecting year-over-year growth of 29.3
percent.
“In the first quarter of 2016, our net loan growth was approximately $284.7 million, $169.2 million of which was acquired from
another financial institution in connection with the hiring of several commercial lenders in Memphis,” Turner said. “This resulted
in net organic loan growth of $115.5 million in the first quarter of last year, compared to $192.1 million in the first quarter of
2017, an increase of 66.3 percent. Also, deposits increased by $521.3 million in the first quarter of 2017, making the first
quarter of 2017 an exceptional quarter for deposit growth for our firm. Earlier today, BNC also reported strong linked-quarter loan
and deposit growth during the first quarter of 2017. Client retention as well as client growth remains strong in both franchises,
and we could not be more excited about the future opportunities for our combined firm.”
FOCUSING ON PROFITABILITY:
- Return on average assets was 1.41 percent for the first quarter of 2017, compared to 1.30 percent for
the fourth quarter of 2016 and 1.27 percent for the same quarter last year.
- Excluding merger-related charges in each respective period, return on average assets was 1.42
percent for the first quarter of 2017 compared to 1.37 percent and 1.32 percent for the fourth quarter of 2016 and the first
quarter of 2016, respectively.
- First quarter 2017 return on average common equity amounted to 9.70 percent, compared to 9.61 percent
for the fourth quarter of 2016 and 9.47 percent for the same quarter last year. First quarter 2017 return on average tangible
common equity amounted to 14.74 percent, compared to 15.49 percent for the fourth quarter of 2016 and 15.04 percent for the same
quarter last year.
- Excluding merger-related charges in each respective period, return on average tangible common
equity amounted to 14.89 percent for the first quarter of 2017, compared to 16.34 percent for the fourth quarter of 2016 and
15.64 percent for the first quarter of 2016.
“We continue to operate our firm at a high level of profitability and are pleased with our first quarter metrics,” said Harold
R. Carpenter, Pinnacle’s chief financial officer. “The first quarter is usually a slower growth quarter for our firm, given we
traditionally grant merit raises to our associates early in the year and because there are fewer days in the quarter, which
negatively impacts our net interest income and several fee category run rates.
“BNC’s results will obviously impact our profitability metrics once the merger occurs. That said, once the technology
conversions are accomplished we will begin to realize the full earnings potential of the combined firm. During the first quarter of
2017, our technology professionals, working with BNC, modified our technology conversion plan for the transaction. Our plan is to
convert Pinnacle’s client accounts to BNC’s core system during the fourth quarter of 2017 and then combine BNC’s client data with
Pinnacle’s client data in the first quarter of 2018. Our belief is that this conversion plan significantly reduces integration risk
and is a prudent way to balance near term expense with longer term benefits as our technology platform should serve the combined
firm for many years of future growth.”
OTHER HIGHLIGHTS:
-
Revenues
- Revenue per fully-diluted share was $2.46 for the quarter ended March 31, 2017, compared to $2.61
for the fourth quarter of 2016 and $2.44 for the first quarter of 2016. The aforementioned capital raise negatively impacted
revenue per fully-diluted share by approximately $0.12 for the quarter ended March 31, 2017.
- Net interest income for the quarter ended March 31, 2017 was $88.8 million, compared to $89.4
million for the fourth quarter of 2016 and $73.9 million for the first quarter of 2016.
- The firm’s net interest margin was 3.60 percent for the quarter ended March 31, 2017,
compared to 3.72 percent last quarter and 3.78 percent for the quarter ended March 31, 2016.
- Noninterest income for the quarter ended March 31, 2017 was $30.4 million, compared to $30.7
million for the fourth quarter of 2016 and $25.9 million for the first quarter of 2016.
- Net gains from the sale of mortgage loans were $4.2 million for the quarter ended March 31,
2017, compared to $2.9 million for the fourth quarter of 2016 and $3.6 million for the quarter ended March 31, 2016,
resulting in a year-over-year growth rate of 16.5 percent.
- Wealth management revenues, which include investment, trust and insurance services, were $6.4
million for the quarter ended March 31, 2017, compared to $6.2 million for the fourth quarter of 2016 and $5.6 million
for the quarter ended March 31, 2016, resulting in a year-over-year growth rate of 13.4 percent.
- Income from the firm’s investment in Bankers Healthcare Group, Inc. (BHG) was $7.8 million
for the quarter ended March 31, 2017, compared to $8.1 million for the quarter ended Dec. 31, 2016 and $5.1 million for
the first quarter last year.
“Our net interest margin decreased from 3.72 percent during the fourth quarter of 2016 to 3.60 percent in the first quarter of
2017,” Carpenter said. “During the first quarter of 2017, loan discount accretion for fair value adjustments required by purchase
accounting contributed approximately $5.0 million to our net interest income, compared to $7.8 million during the fourth quarter of
2016. We anticipate that purchase accounting will contribute between 0.10 percent to 0.20 percent to our net interest margin in the
second quarter of 2017, exclusive of any impact of BNC’s fair value adjustments.
“The December 2016 and March 2017 Fed funds increases had a positive impact on our results in the first quarter of 2017 and
partially offset the headwinds from reduced levels of discount accretion. Our balance sheet remains in a solid asset sensitive
position with the March 2017 rate increase potentially providing an additional $1.8 million in net interest income in the second
quarter of 2017. As to fee income, BHG posted a solid quarter, and we remain confident that they will achieve 12 to 15 percent
growth in 2017, which translates to 20 percent growth in our noninterest income from BHG in 2017.”
-
Noninterest expense
- Noninterest expense for the quarter ended March 31, 2017 was $62.1 million, compared to $62.8
million in the fourth quarter of 2016 and $54.1 million in the first quarter last year.
- Salaries and employee benefits were $38.4 million in the first quarter of 2017, compared to
$38.0 million in the fourth quarter of 2016 and $32.5 million in the first quarter of last year, reflecting a
year-over-year increase of 17.9 percent, largely driven by an increase of 143 FTEs as well as annual merit raises awarded
in the first quarter of 2017.
- Pre-tax merger-related charges were approximately $672,000 during the quarter ended March 31,
2017, compared to $1.8 million for the quarter ended March 31, 2016. Pre-tax merger related charges during the first
quarter of 2017 included costs associated with our proposed merger with BNC.
- The efficiency ratio for the first quarter of 2017 decreased to 52.1 percent for the first
quarter of 2017, compared to 52.2 percent for the fourth quarter of 2016. The ratio of noninterest expenses to average
assets decreased to 2.20 percent for the first quarter of 2017 from 2.26 percent in the fourth quarter of 2016.
- Excluding merger-related charges and other real estate owned (ORE) expense, the
efficiency ratio was 51.3 percent for the first quarter of 2017 compared to 49.6 percent for the fourth quarter of
2016, and the ratio of noninterest expense to average assets was 2.17 percent compared to 2.14 percent between the
first quarter of 2017 and the fourth quarter of 2016, respectively.
“Our noninterest expense to average assets ratio for the first quarter of 2017 is within our stated long-term goals of 2.10
percent and 2.30 percent,” Carpenter said. “Excluding merger-related charges, we believe we will be able to maintain our expense
base within those goals. That’s due primarily to the operating leverage that has been created by both our rapid organic growth and
high-quality investments and acquisitions.”
-
Asset quality
- Nonperforming assets decreased to 0.36 percent of total loans and ORE at March 31, 2017, compared
to 0.40 percent at Dec. 31, 2016 and 0.70 percent at March 31, 2016. Nonperforming assets decreased to $31.3 million at March
31, 2017, compared to $33.7 million at Dec. 31, 2016 and $47.9 million at March 31, 2016.
- The allowance for loan losses represented 0.68 percent of total loans at March 31, 2017, compared
to 0.70 percent at Dec. 31, 2016 and 0.91 percent at March 31, 2016.
- The ratio of the allowance for loan losses to nonperforming loans was 232.9 percent at March
31, 2017, compared to 213.9 percent at Dec. 31, 2016 and 146.4 percent at March 31, 2016.
- Net charge-offs were $4.3 million for each of the quarters ended March 31, 2017 and Dec. 31,
2016, compared to $7.1 million for the quarter ended March 31, 2016. Annualized net charge-offs as a percentage of
average loans for the quarter ended March 31, 2017 were 0.20 percent, compared to 0.21 percent for the fourth quarter of
2016 and 0.42 percent for the first quarter of 2016.
- Provision for loan losses was $3.7 million in the first quarter of 2017, compared to $3.0
million in the fourth quarter of 2016 and $3.9 million in the first quarter of 2016.
“Overall, asset quality for our firm remains strong,” Carpenter said. “During the first quarter, we continued to reduce our
investment in non-prime consumer auto loans. Net charge-offs from the non-prime consumer auto portfolio were $2.2 million during
the first quarter of 2017, compared to $3.6 million of net charge-offs in the fourth quarter of 2016. We have reduced portfolio
balances in this portfolio from $66.9 million at Dec. 31, 2015 to $22.9 million at March 31, 2017 and anticipate continued
reductions in this portfolio over the next several quarters.”
-
Other Highlights
- In addition to the aforementioned pre-tax merger-related charges of $672,000 incurred during the
first quarter of 2017, two other significant matters impacted the comparability of first quarter 2017 results to previous
periods.
- In January 2017, the firm issued 3.2 million shares of common stock. Cash proceeds were
approximately $192.1 million from the issuance, net of offering costs.
- 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 first quarter 2017 tax
expense of $3.8 million.
“To increase our capital levels in connection with the anticipated merger with BNC, we issued 3.2 million common shares in late
January,” Carpenter said. “We were very pleased with market demand for the shares, which we believe is an indicator of the market’s
positive reaction to this transaction and the confidence the market has in the combined franchise to deliver continued growth in
the years to come. The additional shares did increase our share count, thus negatively impacting our fully-diluted earnings per
share results for the first quarter of 2017 by approximately $0.04.
“In addition, our results for the quarter were impacted by the tax impact associated with equity compensation vesting.
Previously these amounts were a component of our firm’s paid in capital. With the required adoption of the new accounting standard,
the tax impact of these activities is reflected in tax expense during the quarter when the underlying equity compensation vests or
the stock option is exercised. Much of our equity compensation vesting usually occurs in the first quarter. Should our share price
continue to trade within recent ranges, we believe the tax benefit for restricted stock lapses and stock options expiring in 2017
will approximate $1.0 million for the remaining nine months of the year, which should offset our anticipated effective tax rate of
33 percent for this year.”
WEBCAST AND CONFERENCE CALL INFORMATION
Pinnacle will host a webcast and conference call at 8:30 a.m. (CDT) on April 18, 2017 to discuss first 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 the 100 Best Companies to Work For in the U.S., and the
American Banker recognized Pinnacle as the sixth best bank to work for in the country in 2016.
The firm began operations in a single downtown Nashville location in October 2000 and has since grown to approximately $11.7
billion in assets at March 31, 2017. As the second-largest bank holding company headquartered in Tennessee, Pinnacle operates in
the state’s four largest markets, Nashville, Memphis, Knoxville and Chattanooga, as well as several surrounding counties.
Additional information concerning Pinnacle, which is included in the NASDAQ Financial-100 Index, can be accessed at www.pnfp.com.
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) increased competition with other financial institutions; (vii)
greater than anticipated adverse conditions in the national or local economies including the
Nashville-Davidson-Murfreesboro-Franklin MSA, the Knoxville MSA, the Chattanooga, TN-GA MSA and the Memphis, TN-MS-AR MSA,
particularly in commercial and residential real estate markets; (viii) rapid fluctuations or unanticipated changes in interest
rates on loans or deposits; (ix) the results of regulatory examinations; (x) the ability to retain large, uninsured deposits; (xi)
a merger or acquisition, like Pinnacle Financial’s proposed 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 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 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; (xxiii) the possibility that the incremental cost and/or decreased revenues associated with exceeding $10
billion in assets will exceed current estimates; (xxiv) changes in state and federal legislation, regulations or policies
applicable to banks and other financial service providers, like BHG, including regulatory or legislative developments; (xxv) the
risk that the cost savings and any revenue synergies from Pinnacle Financial’s proposed merger with BNC may not be realized or take
longer than anticipated to be realized; (xxvi) disruption from Pinnacle Financial’s proposed merger with BNC with customers,
suppliers, employee or other business partners relationships; (xxvii) the occurrence of any event, change or other circumstances
that could give rise to the termination of the merger agreement between Pinnacle Financial and BNC; (xxviii) the risk of successful
integration of Pinnacle Financial’s and BNC’s businesses; (xxix) the failure to obtain the necessary approvals by Pinnacle
Financial and BNC shareholders; (xxx) the amount of the costs, fees, expenses and charges related to Pinnacle Financial’s proposed
merger with BNC; (xxxi) reputational risk and the reaction of the parties' customers, suppliers, employees or other business
partners to Pinnacle Financial’s proposed merger with BNC; (xxxii) the failure of the closing conditions with respect to Pinnacle
Financial’s proposed merger with BNC to be satisfied, or any unexpected delay in closing the proposed merger; (xxxiii) 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; (xxxiv) the possibility that Pinnacle Financial’s proposed merger with BNC may be more expensive to complete than
anticipated, including as a result of unexpected factors or events; (xxxv) the dilution caused by Pinnacle Financial’s issuance of
additional shares of its common stock in its proposed merger with BNC; and (xxxvi) 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, or BNC's Annual Report on Form 10-K,
Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K, in each case filed with the SEC and available on the SEC's website
at http://www.sec.gov. Pinnacle Financial and BNC disclaim 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, net income, 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, FHLB prepayments 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 Avenue, which Pinnacle Financial acquired on July 1, 2016, Magna Bank which Pinnacle Bank acquired on September 1,
2015, CapitalMark Bank & Trust which Pinnacle Bank acquired on July 31, 2015, Mid-America Bancshares, Inc. which Pinnacle
Financial acquired on November 30, 2007, Cavalry Bancorp, Inc., which Pinnacle Financial acquired on March 15, 2006 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.
Additional Information About the Proposed Transaction and Where to Find It
Investors and security holders are urged to carefully review and consider each of Pinnacle Financial's and BNC's public filings
with the SEC, including but not limited to their Annual Reports on Form 10-K, their proxy statements, their Current Reports on Form
8-K and their Quarterly Reports on Form 10-Q.
The documents filed by Pinnacle Financial with the SEC may be obtained free of charge at Pinnacle Financial's website at
www.pnfp.com, under the heading "About Pinnacle" and the subheading "Investor Relations," or at the SEC's
website at www.sec.gov. These documents may also be obtained free of charge from Pinnacle Financial by requesting them in
writing to Pinnacle Financial Partners, Inc., 150 Third Avenue South, Suite 900, Nashville, Tennessee 37201, Attention: Investor
Relations, or by telephone at (615) 744-3700.
The documents filed by BNC with the SEC may be obtained free of charge at BNC's website at www.bncbanking.com under the "Investor Relations" section, or at the SEC's website at www.sec.gov. These documents may also be obtained free of charge from BNC by requesting them in writing to BNC
Bancorp, 3980 Premier Drive, Suite 210, High Point, North Carolina 27265, Attention: Investor Relations, or by telephone at (336)
869-9200.
In connection with the proposed transaction, Pinnacle Financial has filed a registration statement on Form S-4 with the SEC
which includes a preliminary joint proxy statement of Pinnacle Financial and BNC and a preliminary prospectus of Pinnacle
Financial, and each party will file other documents regarding the proposed transaction with the SEC. Before making any voting or
investment decision, investors and security holders of Pinnacle Financial and BNC are urged to carefully read the entire
registration statement and the definitive joint proxy statement/prospectus, when they become available, as well as any amendments
or supplements to these documents and any other relevant documents filed with the SEC, because they will contain important
information about the proposed transaction. A definitive joint proxy statement/prospectus will be sent to the shareholders of each
institution seeking the required shareholder approvals. Investors and security holders will be able to obtain the registration
statement and the joint proxy statement/prospectus free of charge from the SEC's website or from Pinnacle Financial or BNC as
described in the paragraphs above.
This communication shall not constitute an offer to sell or the solicitation of an offer to buy securities, nor shall there be
any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of such jurisdiction.
Participants in the Solicitation
Pinnacle Financial, BNC and certain of their directors and executive officers may be deemed participants in the solicitation of
proxies from Pinnacle Financial's and BNC's shareholders in connection with the proposed transaction. Information about the
directors and executive officers of Pinnacle Financial and their ownership of Pinnacle Financial common stock is set forth in the
definitive proxy statement for Pinnacle Financial's 2017 annual meeting of shareholders, as previously filed with the SEC on March
9, 2017, and other documents subsequently filed by Pinnacle Financial with the SEC. Information about the directors and executive
officers of BNC and their ownership of BNC's common stock is set forth in Amendment No. 1 to BNC's 2016 Annual Report on Form 10-K,
as previously filed with the SEC on March 24, 2017, and other documents subsequently filed by BNC with the SEC. Shareholders may
obtain additional information regarding the interests of such participants by reading the registration statement and the definitive
joint proxy statement/prospectus. Free copies of these documents may be obtained as described in the paragraphs above.
|
PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES |
CONSOLIDATED BALANCE SHEETS – UNAUDITED |
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31, 2017 |
|
|
December 31, 2016 |
|
|
March 31, 2016 |
ASSETS
|
|
|
|
|
|
|
|
|
|
Cash and noninterest-bearing due from banks |
|
|
$ |
95,215,622 |
|
|
|
$ |
84,732,291 |
|
|
|
$ |
77,778,562 |
|
Interest-bearing due from banks |
|
|
|
94,775,935 |
|
|
|
|
97,529,713 |
|
|
|
|
304,031,806 |
|
Federal funds sold and other |
|
|
|
2,682,574 |
|
|
|
|
1,383,416 |
|
|
|
|
767,305 |
|
Cash and cash equivalents |
|
|
|
192,674,131 |
|
|
|
|
183,645,420 |
|
|
|
|
382,577,673 |
|
|
|
|
|
|
|
|
|
|
|
Securities available-for-sale, at fair value |
|
|
|
1,579,776,402 |
|
|
|
|
1,298,546,056 |
|
|
|
|
1,017,329,867 |
|
Securities held-to-maturity (fair value of $25,035,844, $25,233,254 and $31,521,474 March 31, 2017,
December 31, 2016 and March 31, 2016, respectively)
|
|
|
|
24,997,568 |
|
|
|
|
25,251,316 |
|
|
|
|
31,089,333 |
|
Residential mortgage loans held-for-sale |
|
|
|
70,597,985 |
|
|
|
|
47,710,120 |
|
|
|
|
35,437,491 |
|
Commercial loans held-for-sale |
|
|
|
15,354,496 |
|
|
|
|
22,587,971 |
|
|
|
|
10,504,481 |
|
|
|
|
|
|
|
|
|
|
|
Loans |
|
|
|
8,642,032,280 |
|
|
|
|
8,449,924,736 |
|
|
|
|
6,827,929,582 |
|
Less allowance for loan losses |
|
|
|
(58,349,769 |
) |
|
|
|
(58,980,475 |
) |
|
|
|
(62,239,279 |
) |
Loans, net |
|
|
|
8,583,682,511 |
|
|
|
|
8,390,944,261 |
|
|
|
|
6,765,690,303 |
|
|
|
|
|
|
|
|
|
|
|
Premises and equipment, net |
|
|
|
97,003,955 |
|
|
|
|
88,904,145 |
|
|
|
|
78,771,705 |
|
Equity method investment |
|
|
|
210,732,581 |
|
|
|
|
205,359,844 |
|
|
|
|
203,007,435 |
|
Accrued interest receivables |
|
|
|
29,568,023 |
|
|
|
|
28,234,826 |
|
|
|
|
25,168,584 |
|
Goodwill |
|
|
|
551,546,341 |
|
|
|
|
551,593,796 |
|
|
|
|
431,840,600 |
|
Core deposit and other intangible assets |
|
|
|
13,907,909 |
|
|
|
|
15,104,038 |
|
|
|
|
9,667,282 |
|
Other real estate owned |
|
|
|
6,234,962 |
|
|
|
|
6,089,804 |
|
|
|
|
4,687,379 |
|
Other assets |
|
|
|
348,524,131 |
|
|
|
|
330,651,002 |
|
|
|
|
265,615,499 |
|
Total assets |
|
|
$ |
11,724,600,995 |
|
|
|
$ |
11,194,622,599 |
|
|
|
$ |
9,261,387,632 |
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS' EQUITY
|
|
|
|
|
|
|
|
|
|
Deposits: |
|
|
|
|
|
|
|
|
|
Noninterest-bearing |
|
|
$ |
2,508,679,583 |
|
|
|
$ |
2,399,191,152 |
|
|
|
$ |
2,026,550,350 |
|
Interest-bearing |
|
|
|
1,970,312,733 |
|
|
|
|
1,808,331,784 |
|
|
|
|
1,427,213,569 |
|
Savings and money market accounts |
|
|
|
3,938,368,793 |
|
|
|
|
3,714,930,351 |
|
|
|
|
2,958,363,723 |
|
Time |
|
|
|
863,235,880 |
|
|
|
|
836,853,761 |
|
|
|
|
668,084,583 |
|
Total deposits |
|
|
|
9,280,596,989 |
|
|
|
|
8,759,307,048 |
|
|
|
|
7,080,212,225 |
|
Securities sold under agreements to repurchase |
|
|
|
71,157,282 |
|
|
|
|
85,706,558 |
|
|
|
|
62,801,494 |
|
Federal Funds Purchased |
|
|
|
50,000,000 |
|
|
|
|
- |
|
|
|
|
- |
|
Federal Home Loan Bank advances |
|
|
|
181,264,257 |
|
|
|
|
406,304,187 |
|
|
|
|
616,289,980 |
|
Subordinated debt and other borrowings |
|
|
|
350,848,829 |
|
|
|
|
350,768,050 |
|
|
|
|
209,751,241 |
|
Accrued interest payable |
|
|
|
5,655,284 |
|
|
|
|
5,573,377 |
|
|
|
|
2,540,401 |
|
Other liabilities |
|
|
|
62,002,877 |
|
|
|
|
90,267,267 |
|
|
|
|
61,012,450 |
|
Total liabilities |
|
|
|
10,001,525,518 |
|
|
|
|
9,697,926,487 |
|
|
|
|
8,032,607,791 |
|
|
|
|
|
|
|
|
|
|
|
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; 49,789,649 shares, 46,359,377 shares,
and 41,994,955 shares, issued and outstanding at March 31, 2017, December 31, 2016, and March 31, 2016, respectively
|
|
|
|
49,789,649 |
|
|
|
|
46,359,377 |
|
|
|
|
41,994,955 |
|
Additional paid-in capital |
|
|
|
1,274,762,698 |
|
|
|
|
1,083,490,728 |
|
|
|
|
884,015,506 |
|
Retained earnings |
|
|
|
413,700,739 |
|
|
|
|
381,072,505 |
|
|
|
|
300,746,837 |
|
Accumulated other comprehensive (loss) income, net of taxes |
|
|
|
(15,177,609 |
) |
|
|
|
(14,226,498 |
) |
|
|
|
2,022,543 |
|
Stockholders’ equity |
|
|
|
1,723,075,477 |
|
|
|
|
1,496,696,112 |
|
|
|
|
1,228,779,841 |
|
Total liabilities and stockholders’ equity |
|
|
$ |
11,724,600,995 |
|
|
|
$ |
11,194,622,599 |
|
|
|
$ |
9,261,387,632 |
|
|
|
|
|
|
|
|
|
|
|
This information is preliminary and based on company data available at
the time of the presentation. |
|
|
|
|
|
|
|
|
PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES |
CONSOLIDATED STATEMENTS OF INCOME – UNAUDITED |
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
March 31, |
|
|
|
2017 |
|
|
2016 |
Interest income: |
|
|
|
|
|
|
Loans, including fees |
|
|
$ |
93,217,947 |
|
|
$ |
74,404,204 |
Securities |
|
|
|
|
|
|
Taxable |
|
|
|
6,433,088 |
|
|
|
4,466,834 |
Tax-exempt |
|
|
|
1,677,581 |
|
|
|
1,493,757 |
Federal funds sold and other |
|
|
|
814,317 |
|
|
|
609,587 |
Total interest income |
|
|
|
102,142,933 |
|
|
|
80,974,382 |
|
|
|
|
|
|
|
Interest expense: |
|
|
|
|
|
|
Deposits |
|
|
|
8,118,914 |
|
|
|
4,915,563 |
Securities sold under agreements to repurchase |
|
|
|
49,766 |
|
|
|
48,050 |
Federal Home Loan Bank advances and other borrowings |
|
|
|
5,207,380 |
|
|
|
2,108,092 |
Total interest expense |
|
|
|
13,376,060 |
|
|
|
7,071,705 |
Net interest income |
|
|
|
88,766,873 |
|
|
|
73,902,677 |
Provision for loan losses |
|
|
|
3,651,022 |
|
|
|
3,893,570 |
Net interest income after provision for loan losses |
|
|
|
85,115,851 |
|
|
|
70,009,107 |
|
|
|
|
|
|
|
Noninterest income: |
|
|
|
|
|
|
Service charges on deposit accounts |
|
|
|
3,855,483 |
|
|
|
3,442,684 |
Investment services |
|
|
|
2,821,834 |
|
|
|
2,345,600 |
Insurance sales commissions |
|
|
|
1,858,890 |
|
|
|
1,705,859 |
Gains on mortgage loans sold, net |
|
|
|
4,154,952 |
|
|
|
3,567,551 |
Investment gains on sales, net |
|
|
|
- |
|
|
|
- |
Trust fees |
|
|
|
1,705,279 |
|
|
|
1,580,612 |
Income from equity method investment |
|
|
|
7,822,737 |
|
|
|
5,147,524 |
Other noninterest income |
|
|
|
8,162,419 |
|
|
|
8,065,880 |
Total noninterest income |
|
|
|
30,381,594 |
|
|
|
25,855,710 |
|
|
|
|
|
|
|
Noninterest expense: |
|
|
|
|
|
|
Salaries and employee benefits |
|
|
|
38,352,184 |
|
|
|
32,516,856 |
Equipment and occupancy |
|
|
|
9,674,658 |
|
|
|
8,130,464 |
Other real estate, net |
|
|
|
251,973 |
|
|
|
112,272 |
Marketing and other business development |
|
|
|
1,879,206 |
|
|
|
1,263,361 |
Postage and supplies |
|
|
|
1,196,445 |
|
|
|
957,087 |
Amortization of intangibles |
|
|
|
1,196,129 |
|
|
|
873,215 |
Merger related expenses |
|
|
|
672,016 |
|
|
|
1,829,472 |
Other noninterest expense |
|
|
|
8,830,765 |
|
|
|
8,380,969 |
Total noninterest expense |
|
|
|
62,053,376 |
|
|
|
54,063,696 |
Income before income taxes |
|
|
|
53,444,069 |
|
|
|
41,801,121 |
Income tax expense |
|
|
|
13,791,022 |
|
|
|
13,835,857 |
Net income |
|
|
$ |
39,653,047 |
|
|
$ |
27,965,264 |
|
|
|
|
|
|
|
Per share information: |
|
|
|
|
|
|
Basic net income per common share |
|
|
$ |
0.83 |
|
|
$ |
0.70 |
Diluted net income per common share |
|
|
$ |
0.82 |
|
|
$ |
0.68 |
|
|
|
|
|
|
|
Weighted average shares outstanding: |
|
|
|
|
|
|
Basic |
|
|
|
48,022,342 |
|
|
|
40,082,805 |
Diluted |
|
|
|
48,517,920 |
|
|
|
40,847,027 |
|
|
|
|
|
|
|
This information is preliminary and based on company data available at
the time of the presentation. |
|
|
PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES |
SELECTED QUARTERLY FINANCIAL DATA – UNAUDITED |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(dollars in thousands) |
|
|
March |
|
December |
|
September |
|
June |
|
March |
|
December |
|
|
2017 |
|
2016 |
|
2016 |
|
2016 |
|
2016 |
|
2015 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance sheet data, at quarter end: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial real estate - mortgage loans |
|
|
$ |
3,181,584 |
|
|
3,193,496 |
|
|
2,991,940 |
|
|
2,467,219 |
|
|
2,340,720 |
|
|
2,275,483 |
|
Consumer real estate - mortgage loans |
|
|
|
1,196,375 |
|
|
1,185,917 |
|
|
1,185,966 |
|
|
1,068,620 |
|
|
1,042,369 |
|
|
1,046,517 |
|
Construction and land development loans |
|
|
|
1,015,127 |
|
|
912,673 |
|
|
930,230 |
|
|
816,681 |
|
|
764,079 |
|
|
747,697 |
|
Commercial and industrial loans |
|
|
|
2,980,840 |
|
|
2,891,710 |
|
|
2,873,643 |
|
|
2,492,016 |
|
|
2,434,656 |
|
|
2,228,542 |
|
Consumer and other |
|
|
|
268,106 |
|
|
266,129 |
|
|
259,241 |
|
|
246,866 |
|
|
246,106 |
|
|
244,996 |
|
Total loans |
|
|
|
8,642,032 |
|
|
8,449,925 |
|
|
8,241,020 |
|
|
7,091,402 |
|
|
6,827,930 |
|
|
6,543,235 |
|
Allowance for loan losses |
|
|
|
(58,350 |
) |
|
(58,980 |
) |
|
(60,249 |
) |
|
(61,412 |
) |
|
(62,239 |
) |
|
(65,432 |
) |
Securities |
|
|
|
1,604,774 |
|
|
1,323,299 |
|
|
1,250,357 |
|
|
1,137,733 |
|
|
1,048,419 |
|
|
966,442 |
|
Total assets |
|
|
|
11,724,601 |
|
|
11,194,623 |
|
|
10,978,390 |
|
|
9,735,668 |
|
|
9,261,387 |
|
|
8,714,543 |
|
Noninterest-bearing deposits |
|
|
|
2,508,680 |
|
|
2,399,191 |
|
|
2,369,225 |
|
|
2,013,847 |
|
|
2,026,550 |
|
|
1,889,865 |
|
Total deposits |
|
|
|
9,280,597 |
|
|
8,759,307 |
|
|
8,670,146 |
|
|
7,292,826 |
|
|
7,080,212 |
|
|
6,971,414 |
|
Securities sold under agreements to repurchase |
|
|
|
71,157 |
|
|
85,707 |
|
|
84,317 |
|
|
73,317 |
|
|
62,801 |
|
|
79,084 |
|
FHLB advances |
|
|
|
181,264 |
|
|
406,304 |
|
|
382,338 |
|
|
783,240 |
|
|
616,290 |
|
|
300,305 |
|
Subordinated debt and other borrowings |
|
|
|
350,849 |
|
|
350,768 |
|
|
262,507 |
|
|
229,714 |
|
|
209,751 |
|
|
141,606 |
|
Total stockholders’ equity |
|
|
|
1,723,075 |
|
|
1,496,696 |
|
|
1,475,644 |
|
|
1,262,154 |
|
|
1,228,780 |
|
|
1,155,611 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance sheet data, quarterly averages: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total loans |
|
|
$ |
8,558,267 |
|
|
8,357,201 |
|
|
8,232,963 |
|
|
6,997,592 |
|
|
6,742,054 |
|
|
6,457,870 |
|
Securities |
|
|
|
1,440,917 |
|
|
1,265,096 |
|
|
1,232,973 |
|
|
1,064,060 |
|
|
993,675 |
|
|
1,002,291 |
|
Total earning assets |
|
|
|
10,261,974 |
|
|
9,884,701 |
|
|
9,794,094 |
|
|
8,362,657 |
|
|
8,018,596 |
|
|
7,759,053 |
|
Total assets |
|
|
|
11,421,654 |
|
|
11,037,555 |
|
|
10,883,547 |
|
|
9,305,941 |
|
|
8,851,978 |
|
|
8,565,341 |
|
Noninterest-bearing deposits |
|
|
|
2,434,875 |
|
|
2,445,157 |
|
|
2,304,533 |
|
|
2,003,523 |
|
|
1,960,083 |
|
|
1,948,703 |
|
Total deposits |
|
|
|
9,099,472 |
|
|
8,791,206 |
|
|
8,454,424 |
|
|
7,093,349 |
|
|
7,037,014 |
|
|
6,786,931 |
|
Securities sold under agreements to repurchase |
|
|
|
79,681 |
|
|
82,415 |
|
|
87,067 |
|
|
65,121 |
|
|
69,129 |
|
|
72,854 |
|
FHLB advances |
|
|
|
212,951 |
|
|
307,039 |
|
|
583,724 |
|
|
653,750 |
|
|
383,131 |
|
|
376,512 |
|
Subordinated debt and other borrowings |
|
|
|
355,082 |
|
|
319,790 |
|
|
266,934 |
|
|
225,240 |
|
|
162,575 |
|
|
142,660 |
|
Total stockholders’ equity |
|
|
|
1,657,072 |
|
|
1,493,684 |
|
|
1,442,440 |
|
|
1,247,762 |
|
|
1,188,153 |
|
|
1,153,681 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Statement of operations data, for the three months ended: |
|
|
|
|
|
|
|
|
|
|
|
Interest income |
|
|
$ |
102,143 |
|
|
101,493 |
|
|
97,380 |
|
|
83,762 |
|
|
80,974 |
|
|
77,797 |
|
Interest expense |
|
|
|
13,376 |
|
|
12,080 |
|
|
10,745 |
|
|
8,718 |
|
|
7,072 |
|
|
6,322 |
|
Net interest income |
|
|
|
88,767 |
|
|
89,413 |
|
|
86,635 |
|
|
75,044 |
|
|
73,902 |
|
|
71,475 |
|
Provision for loan losses |
|
|
|
3,651 |
|
|
3,046 |
|
|
6,108 |
|
|
5,280 |
|
|
3,894 |
|
|
5,459 |
|
Net interest income after provision for loan losses |
|
|
|
85,116 |
|
|
86,367 |
|
|
80,527 |
|
|
69,764 |
|
|
70,008 |
|
|
66,016 |
|
Noninterest income |
|
|
|
30,382 |
|
|
30,743 |
|
|
31,692 |
|
|
32,713 |
|
|
25,856 |
|
|
26,608 |
|
Noninterest expense |
|
|
|
62,054 |
|
|
62,765 |
|
|
63,526 |
|
|
55,931 |
|
|
54,064 |
|
|
52,191 |
|
Income before taxes |
|
|
|
53,444 |
|
|
54,345 |
|
|
48,693 |
|
|
46,546 |
|
|
41,800 |
|
|
40,433 |
|
Income tax expense |
|
|
|
13,791 |
|
|
18,248 |
|
|
16,316 |
|
|
15,759 |
|
|
13,836 |
|
|
13,578 |
|
Net income |
|
|
$ |
39,653 |
|
|
36,097 |
|
|
32,377 |
|
|
30,787 |
|
|
27,964 |
|
|
26,855 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Profitability and other ratios: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Return on avg. assets (1) |
|
|
|
1.41 |
% |
|
1.30 |
% |
|
1.18 |
% |
|
1.33 |
% |
|
1.27 |
% |
|
1.24 |
% |
Return on avg. equity (1) |
|
|
|
9.70 |
% |
|
9.61 |
% |
|
8.93 |
% |
|
9.92 |
% |
|
9.47 |
% |
|
9.24 |
% |
Return on avg. tangible common equity (1) |
|
|
|
14.74 |
% |
|
15.49 |
% |
|
14.47 |
% |
|
15.34 |
% |
|
15.04 |
% |
|
14.97 |
% |
Dividend payout ratio (18) |
|
|
|
18.67 |
% |
|
19.31 |
% |
|
19.93 |
% |
|
20.90 |
% |
|
21.62 |
% |
|
18.97 |
% |
Net interest margin (1) (2) |
|
|
|
3.60 |
% |
|
3.72 |
% |
|
3.60 |
% |
|
3.72 |
% |
|
3.78 |
% |
|
3.73 |
% |
Noninterest income to total revenue (3) |
|
|
|
25.50 |
% |
|
25.59 |
% |
|
26.78 |
% |
|
30.36 |
% |
|
25.92 |
% |
|
27.13 |
% |
Noninterest income to avg. assets (1) |
|
|
|
1.08 |
% |
|
1.11 |
% |
|
1.16 |
% |
|
1.41 |
% |
|
1.17 |
% |
|
1.23 |
% |
Noninterest exp. to avg. assets (1) |
|
|
|
2.20 |
% |
|
2.26 |
% |
|
2.32 |
% |
|
2.42 |
% |
|
2.46 |
% |
|
2.42 |
% |
Noninterest expense (excluding ORE expenses, and merger-related charges) to avg. assets (1)
|
|
|
|
2.17 |
% |
|
2.14 |
% |
|
2.11 |
% |
|
2.37 |
% |
|
2.37 |
% |
|
2.30 |
% |
Efficiency ratio (4) |
|
|
|
52.08 |
% |
|
52.24 |
% |
|
53.69 |
% |
|
51.90 |
% |
|
54.20 |
% |
|
53.21 |
% |
Avg. loans to average deposits |
|
|
|
94.05 |
% |
|
95.06 |
% |
|
97.38 |
% |
|
98.65 |
% |
|
95.81 |
% |
|
95.15 |
% |
Securities to total assets |
|
|
|
13.69 |
% |
|
11.82 |
% |
|
11.39 |
% |
|
11.69 |
% |
|
11.32 |
% |
|
11.10 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
This information is preliminary and based on company data available at
the time of the presentation. |
|
|
|
|
|
|
|
|
|
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 |
|
|
|
March 31, 2017 |
|
|
March 31, 2016 |
|
|
|
|
Average
Balances
|
|
Interest |
|
Rates/ Yields |
|
|
Average
Balances
|
|
Interest |
|
Rates/ Yields |
|
Interest-earning assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans (1) |
|
|
|
8,558,267 |
|
|
93,218 |
|
4.49 |
% |
|
|
$ |
6,742,054 |
|
$ |
74,404 |
|
4.49 |
% |
|
Securities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Taxable |
|
|
|
1,202,806 |
|
|
6,433 |
|
2.17 |
% |
|
|
|
810,913 |
|
|
4,467 |
|
2.22 |
% |
|
Tax-exempt (2) |
|
|
|
238,111 |
|
|
1,678 |
|
3.83 |
% |
|
|
|
182,762 |
|
|
1,494 |
|
4.40 |
% |
|
Federal funds sold and other |
|
|
|
262,790 |
|
|
814 |
|
1.26 |
% |
|
|
|
282,867 |
|
|
609 |
|
0.87 |
% |
|
Total interest-earning assets |
|
|
|
10,261,974 |
|
$ |
102,143 |
|
4.06 |
% |
|
|
|
8,018,596 |
|
$ |
80,974 |
|
4.09 |
% |
|
Nonearning assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Intangible assets |
|
|
|
566,221 |
|
|
|
|
|
|
|
440,466 |
|
|
|
|
|
Other nonearning assets |
|
|
|
593,459 |
|
|
|
|
|
|
|
392,916 |
|
|
|
|
|
Total assets |
|
|
$ |
11,421,654 |
|
|
|
|
|
|
$ |
8,851,978 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest-bearing liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest-bearing deposits: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest checking |
|
|
$ |
1,918,327 |
|
$ |
1,724 |
|
0.36 |
% |
|
|
$ |
1,404,963 |
|
$ |
932 |
|
0.27 |
% |
|
Savings and money market |
|
|
|
3,900,321 |
|
|
4,609 |
|
0.48 |
% |
|
|
|
2,997,586 |
|
|
2,952 |
|
0.40 |
% |
|
Time |
|
|
|
845,949 |
|
|
1,786 |
|
0.86 |
% |
|
|
|
674,382 |
|
|
1,031 |
|
0.61 |
% |
|
Total interest-bearing deposits |
|
|
|
6,664,597 |
|
|
8,119 |
|
0.49 |
% |
|
|
|
5,076,931 |
|
|
4,915 |
|
0.39 |
% |
|
Securities sold under agreements to repurchase |
|
|
|
79,681 |
|
|
50 |
|
0.25 |
% |
|
|
|
69,129 |
|
|
48 |
|
0.28 |
% |
|
Federal Home Loan Bank advances |
|
|
|
212,951 |
|
|
904 |
|
1.72 |
% |
|
|
|
383,131 |
|
|
536 |
|
0.56 |
% |
|
Subordinated debt and other borrowings |
|
|
|
355,082 |
|
|
4,303 |
|
4.92 |
% |
|
|
|
162,575 |
|
|
1,573 |
|
3.89 |
% |
|
Total interest-bearing liabilities |
|
|
|
7,312,311 |
|
|
13,376 |
|
0.74 |
% |
|
|
|
5,691,766 |
|
|
7,072 |
|
0.50 |
% |
|
Noninterest-bearing deposits |
|
|
|
2,434,875 |
|
|
- |
|
- |
|
|
|
|
1,960,083 |
|
|
- |
|
- |
|
|
Total deposits and interest-bearing liabilities |
|
|
|
9,747,186 |
|
$ |
13,376 |
|
0.56 |
% |
|
|
|
7,651,849 |
|
$ |
7,072 |
|
0.37 |
% |
|
Other liabilities |
|
|
|
17,396 |
|
|
|
|
|
|
|
11,976 |
|
|
|
|
|
Stockholders' equity |
|
|
|
1,657,072 |
|
|
|
|
|
|
|
1,188,153 |
|
|
|
|
|
Total liabilities and stockholders' equity |
|
|
$ |
11,421,654 |
|
|
|
|
|
|
$ |
8,851,978 |
|
|
|
|
|
Net interest income |
|
|
|
|
$ |
88,767 |
|
|
|
|
|
|
$ |
73,902 |
|
|
|
Net interest spread (3) |
|
|
|
|
|
|
3.32 |
% |
|
|
|
|
|
|
3.59 |
% |
|
Net interest margin (4) |
|
|
|
|
|
|
3.60 |
% |
|
|
|
|
|
|
3.78 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
_______________
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(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 March 31, 2017 would have been 3.51% compared to a net interest spread of 3.72%
for the quarter ended March 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. |
|
|
|
|
|
|
|
|
|
|
PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES |
SELECTED QUARTERLY FINANCIAL DATA – UNAUDITED |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(dollars in thousands) |
|
|
March |
|
December |
|
September |
|
June |
|
March |
|
December |
|
|
2017 |
|
2016 |
|
2016 |
|
2016 |
|
2016 |
|
2015 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Asset quality information and ratios: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nonperforming assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nonaccrual loans |
|
|
$ |
25,051 |
|
|
27,577 |
|
|
28,487 |
|
|
33,785 |
|
|
42,524 |
|
|
29,359 |
|
Other real estate (ORE) and other nonperforming assets (NPAs) |
|
|
|
6,235 |
|
|
6,090 |
|
|
5,656 |
|
|
5,183 |
|
|
5,338 |
|
|
6,990 |
|
Total nonperforming assets |
|
|
$ |
31,286 |
|
|
33,667 |
|
|
34,143 |
|
|
38,968 |
|
|
47,862 |
|
|
36,349 |
|
Past due loans over 90 days and still accruing interest
|
|
|
$ |
1,110 |
|
|
1,134 |
|
|
2,093 |
|
|
1,623 |
|
|
4,556 |
|
|
1,768 |
|
Troubled debt restructurings (5) |
|
|
$ |
14,591 |
|
|
15,009 |
|
|
8,503 |
|
|
9,861 |
|
|
9,950 |
|
|
8,088 |
|
Net loan charge-offs |
|
|
$ |
4,282 |
|
|
4,314 |
|
|
7,271 |
|
|
6,108 |
|
|
7,087 |
|
|
3,785 |
|
Allowance for loan losses to nonaccrual loans |
|
|
|
232.9 |
% |
|
213.9 |
% |
|
211.5 |
% |
|
181.8 |
% |
|
146.4 |
% |
|
222.9 |
% |
As a percentage of total loans: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Past due accruing loans over 30 days |
|
|
|
0.17 |
% |
|
0.26 |
% |
|
0.24 |
% |
|
0.33 |
% |
|
0.32 |
% |
|
0.31 |
% |
Potential problem loans (6) |
|
|
|
1.27 |
% |
|
1.36 |
% |
|
1.13 |
% |
|
1.38 |
% |
|
1.65 |
% |
|
1.61 |
% |
Allowance for loan losses |
|
|
|
0.68 |
% |
|
0.70 |
% |
|
0.73 |
% |
|
0.87 |
% |
|
0.91 |
% |
|
1.00 |
% |
Nonperforming assets to total loans, ORE and other NPAs |
|
|
|
0.36 |
% |
|
0.40 |
% |
|
0.41 |
% |
|
0.55 |
% |
|
0.70 |
% |
|
0.55 |
% |
Nonperforming assets to total assets |
|
|
|
0.27 |
% |
|
0.30 |
% |
|
0.31 |
% |
|
0.40 |
% |
|
0.52 |
% |
|
0.42 |
% |
Classified asset ratio (Pinnacle Bank) (8) |
|
|
|
12.9 |
% |
|
16.4 |
% |
|
15.2 |
% |
|
19.3 |
% |
|
24.2 |
% |
|
18.7 |
% |
Annualized net loan charge-offs to avg. loans (7) |
|
|
|
0.20 |
% |
|
0.21 |
% |
|
0.35 |
% |
|
0.35 |
% |
|
0.42 |
% |
|
0.23 |
% |
Wtd. avg. commercial loan internal risk ratings (6) |
|
|
|
4.5 |
|
|
4.5 |
|
|
4.6 |
|
|
4.5 |
|
|
4.5 |
|
|
4.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest rates and yields: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans |
|
|
|
4.49 |
% |
|
4.60 |
% |
|
4.43 |
% |
|
4.53 |
% |
|
4.49 |
% |
|
4.46 |
% |
Securities |
|
|
|
2.44 |
% |
|
2.26 |
% |
|
2.29 |
% |
|
2.46 |
% |
|
2.62 |
% |
|
2.45 |
% |
Total earning assets |
|
|
|
4.06 |
% |
|
4.11 |
% |
|
3.98 |
% |
|
4.06 |
% |
|
4.09 |
% |
|
4.01 |
% |
Total deposits, including non-interest bearing |
|
|
|
0.36 |
% |
|
0.33 |
% |
|
0.31 |
% |
|
0.29 |
% |
|
0.28 |
% |
|
0.27 |
% |
Securities sold under agreements to repurchase |
|
|
|
0.25 |
% |
|
0.22 |
% |
|
0.23 |
% |
|
0.24 |
% |
|
0.28 |
% |
|
0.21 |
% |
FHLB advances |
|
|
|
1.72 |
% |
|
1.38 |
% |
|
0.87 |
% |
|
0.77 |
% |
|
0.56 |
% |
|
0.42 |
% |
Subordinated debt and other borrowings |
|
|
|
4.92 |
% |
|
4.56 |
% |
|
4.15 |
% |
|
4.19 |
% |
|
3.89 |
% |
|
3.57 |
% |
Total deposits and interest-bearing liabilities |
|
|
|
0.56 |
% |
|
0.51 |
% |
|
0.46 |
% |
|
0.44 |
% |
|
0.37 |
% |
|
0.34 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pinnacle Financial Partners capital ratios (8): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stockholders’ equity to total assets |
|
|
|
14.7 |
% |
|
13.4 |
% |
|
13.4 |
% |
|
13.0 |
% |
|
13.3 |
% |
|
13.3 |
% |
Common equity Tier one capital |
|
|
|
9.8 |
% |
|
7.9 |
% |
|
7.6 |
% |
|
7.9 |
% |
|
7.8 |
% |
|
8.6 |
% |
Tier one risk-based |
|
|
|
10.6 |
% |
|
8.6 |
% |
|
8.4 |
% |
|
8.8 |
% |
|
8.7 |
% |
|
9.6 |
% |
Total risk-based |
|
|
|
13.7 |
% |
|
11.9 |
% |
|
10.5 |
% |
|
11.0 |
% |
|
11.0 |
% |
|
11.3 |
% |
Leverage |
|
|
|
10.3 |
% |
|
8.6 |
% |
|
8.3 |
% |
|
8.7 |
% |
|
8.8 |
% |
|
9.4 |
% |
Tangible common equity to tangible assets |
|
|
|
10.4 |
% |
|
8.8 |
% |
|
8.7 |
% |
|
8.9 |
% |
|
8.9 |
% |
|
8.6 |
% |
Pinnacle Bank ratios: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common equity Tier one |
|
|
|
11.1 |
% |
|
9.3 |
% |
|
8.6 |
% |
|
8.4 |
% |
|
8.3 |
% |
|
9.0 |
% |
Tier one risk-based |
|
|
|
11.1 |
% |
|
9.3 |
% |
|
8.6 |
% |
|
8.4 |
% |
|
8.3 |
% |
|
9.0 |
% |
Total risk-based |
|
|
|
12.9 |
% |
|
11.2 |
% |
|
10.5 |
% |
|
10.6 |
% |
|
10.6 |
% |
|
10.6 |
% |
Leverage |
|
|
|
10.9 |
% |
|
9.2 |
% |
|
8.6 |
% |
|
8.3 |
% |
|
8.4 |
% |
|
8.8 |
% |
Construction and land development loans as a percent of total capital (21)
|
|
|
|
75.2 |
% |
|
80.3 |
% |
|
87.9 |
% |
|
89.7 |
% |
|
86.5 |
% |
|
90.2 |
% |
Non-owner occupied commercial real estate and multi-family as a percent of total capital (21)
|
|
|
|
220.9 |
% |
|
256.0 |
% |
|
265.5 |
% |
|
253.9 |
% |
|
242.5 |
% |
|
251.4 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
This information is preliminary and based on company data available at
the time of the presentation. |
|
|
PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES |
SELECTED QUARTERLY FINANCIAL DATA – UNAUDITED |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(dollars in thousands, except per share data) |
|
|
March |
|
December |
|
September |
|
June |
|
March |
|
December |
|
|
2017 |
|
2016 |
|
2016 |
|
2016 |
|
2016 |
|
2015 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Per share data: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings – basic |
|
|
$ |
0.83 |
|
|
0.79 |
|
|
0.71 |
|
|
0.75 |
|
|
0.70 |
|
|
0.67 |
|
Earnings – diluted |
|
|
$ |
0.82 |
|
|
0.78 |
|
|
0.71 |
|
|
0.73 |
|
|
0.68 |
|
|
0.65 |
|
Common dividends per share |
|
|
$ |
0.14 |
|
|
0.14 |
|
|
0.14 |
|
|
0.14 |
|
|
0.14 |
|
|
0.12 |
|
Book value per common share at quarter end (9) |
|
|
$ |
34.61 |
|
|
32.28 |
|
|
31.97 |
|
|
29.92 |
|
|
29.26 |
|
|
28.25 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investor information: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Closing sales price |
|
|
$ |
66.45 |
|
|
69.30 |
|
|
54.08 |
|
|
48.85 |
|
|
49.06 |
|
|
51.36 |
|
High closing sales price during quarter |
|
|
$ |
71.05 |
|
|
71.15 |
|
|
57.26 |
|
|
51.73 |
|
|
51.32 |
|
|
56.80 |
|
Low closing sales price during quarter |
|
|
$ |
66.45 |
|
|
49.70 |
|
|
47.44 |
|
|
45.15 |
|
|
44.56 |
|
|
47.90 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other information: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gains on mortgage loans sold: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mortgage loan sales: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross loans sold |
|
|
$ |
160,740 |
|
|
221,126 |
|
|
214,394 |
|
|
198,239 |
|
|
163,949 |
|
|
164,992 |
|
Gross fees (10) |
|
|
$ |
4,427 |
|
|
6,535 |
|
|
6,702 |
|
|
5,530 |
|
|
4,049 |
|
|
2,724 |
|
Gross fees as a percentage of loans originated |
|
|
|
2.75 |
% |
|
2.96 |
% |
|
3.13 |
% |
|
2.79 |
% |
|
2.47 |
% |
|
1.65 |
% |
Net gain on mortgage loans sold |
|
|
$ |
4,155 |
|
|
2,869 |
|
|
5,097 |
|
|
4,221 |
|
|
3,568 |
|
|
2,181 |
|
Investment gains (losses) on sales of securities, net (17) |
|
|
$ |
- |
|
|
395 |
|
|
- |
|
|
- |
|
|
- |
|
|
(10 |
) |
Brokerage account assets, at quarter-end (11) |
|
|
$ |
2,280,355 |
|
|
2,198,334 |
|
|
2,090,316 |
|
|
1,964,769 |
|
|
1,812,221 |
|
|
1,778,566 |
|
Trust account managed assets, at quarter-end |
|
|
$ |
1,011,964 |
|
|
1,002,742 |
|
|
978,356 |
|
|
953,592 |
|
|
1,130,271 |
|
|
862,699 |
|
Core deposits (12) |
|
|
$ |
8,288,247 |
|
|
7,834,973 |
|
|
7,714,552 |
|
|
6,591,063 |
|
|
6,432,388 |
|
|
6,331,608 |
|
Core deposits to total funding (12) |
|
|
|
83.4 |
% |
|
81.6 |
% |
|
82.1 |
% |
|
78.7 |
% |
|
80.7 |
% |
|
84.5 |
% |
Risk-weighted assets |
|
|
$ |
10,489,944 |
|
|
10,210,711 |
|
|
10,020,690 |
|
|
8,609,968 |
|
|
8,304,164 |
|
|
7,868,570 |
|
Total assets per full-time equivalent employee |
|
|
$ |
9,630 |
|
|
9,491 |
|
|
9,323 |
|
|
9,176 |
|
|
8,616 |
|
|
8,228 |
|
Annualized revenues per full-time equivalent employee |
|
|
$ |
396.9 |
|
|
405.3 |
|
|
399.8 |
|
|
408.5 |
|
|
373.2 |
|
|
367.6 |
|
Annualized expenses per full-time equivalent employee |
|
|
$ |
206.7 |
|
|
211.7 |
|
|
214.6 |
|
|
212.0 |
|
|
202.3 |
|
|
195.6 |
|
Number of employees (full-time equivalent) |
|
|
|
1,217.5 |
|
|
1,179.5 |
|
|
1,177.5 |
|
|
1,061.0 |
|
|
1,075.0 |
|
|
1,058.5 |
|
Associate retention rate (13) |
|
|
|
92.9 |
% |
|
92.7 |
% |
|
93.9 |
% |
|
95.2 |
% |
|
94.0 |
% |
|
92.9 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Selected economic information (in thousands) (14): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nashville MSA nonfarm employment - January 2017 |
|
|
|
971.8 |
|
|
962.0 |
|
|
957.6 |
|
|
946.5 |
|
|
942.2 |
|
|
930.8 |
|
Knoxville MSA nonfarm employment - January 2017 |
|
|
|
394.6 |
|
|
392.2 |
|
|
394.9 |
|
|
393.5 |
|
|
391.5 |
|
|
388.7 |
|
Chattanooga MSA nonfarm employment - January 2017 |
|
|
|
256.4 |
|
|
254.9 |
|
|
252.3 |
|
|
252.1 |
|
|
250.2 |
|
|
248.5 |
|
Memphis MSA nonfarm employment - January 2017 |
|
|
|
641.6 |
|
|
639.9 |
|
|
640.3 |
|
|
636.0 |
|
|
637.3 |
|
|
636.7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nashville MSA unemployment - January 2017 |
|
|
|
4.2 |
% |
|
4.1 |
% |
|
3.9 |
% |
|
3.6 |
% |
|
3.4 |
% |
|
4.5 |
% |
Knoxville MSA unemployment - January 2017 |
|
|
|
5.2 |
% |
|
4.9 |
% |
|
4.6 |
% |
|
4.3 |
% |
|
4.0 |
% |
|
5.2 |
% |
Chattanooga MSA unemployment - January 2017 |
|
|
|
5.4 |
% |
|
5.3 |
% |
|
5.1 |
% |
|
4.7 |
% |
|
4.7 |
% |
|
5.4 |
% |
Memphis MSA unemployment - January 2017 |
|
|
|
5.8 |
% |
|
5.5 |
% |
|
5.4 |
% |
|
5.3 |
% |
|
5.0 |
% |
|
6.3 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nashville MSA residential median home price - March 2017 |
|
|
$ |
273.5 |
|
|
266.4 |
|
|
256.9 |
|
|
260.0 |
|
|
245.0 |
|
|
242.9 |
|
Nashville MSA inventory of residential homes for sale - March 2017 (16) |
|
|
|
7.3 |
|
|
6.6 |
|
|
8.0 |
|
|
8.5 |
|
|
7.9 |
|
|
7.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
This information is preliminary and based on company data available at
the time of the presentation. |
|
|
|
|
|
|
|
|
|
|
|
|
PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES |
RECONCILIATION OF NON-GAAP SELECTED QUARTERLY
FINANCIAL DATA – UNAUDITED |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
March |
|
December |
|
September |
|
June |
|
March |
|
December |
(dollars in thousands , except per share
data) |
|
|
|
2017 |
|
2016 |
|
2016 |
|
2016 |
|
2016 |
|
2015 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income |
|
|
$ |
88,767 |
|
|
89,413 |
|
|
86,635 |
|
|
75,044 |
|
|
73,902 |
|
|
71,475 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Noninterest income |
|
|
|
30,382 |
|
|
30,743 |
|
|
31,692 |
|
|
32,713 |
|
|
25,856 |
|
|
26,608 |
|
Less: Investment (gains) and losses on sales, net |
|
|
|
- |
|
|
(395 |
) |
|
- |
|
|
- |
|
|
- |
|
|
10 |
|
Noninterest income excluding investment (gains) and losses on sales of securities, net
|
|
|
|
30,382 |
|
|
30,348 |
|
|
31,692 |
|
|
32,713 |
|
|
25,856 |
|
|
26,618 |
|
Total revenues excluding the impact of investment (gains) and losses on sales of securities, net
|
|
|
|
119,149 |
|
|
119,761 |
|
|
118,327 |
|
|
107,757 |
|
|
99,758 |
|
|
98,093 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Noninterest expense |
|
|
|
62,054 |
|
|
62,765 |
|
|
63,526 |
|
|
55,931 |
|
|
54,064 |
|
|
52,191 |
|
Less: Other real estate expense |
|
|
|
252 |
|
|
44 |
|
|
17 |
|
|
222 |
|
|
112 |
|
|
99 |
|
Merger-related charges |
|
|
|
672 |
|
|
3,264 |
|
|
5,672 |
|
|
980 |
|
|
1,830 |
|
|
2,489 |
|
Noninterest expense excluding the impact of other real estate expense and merger-related charges
|
|
|
|
61,130 |
|
|
59,457 |
|
|
57,837 |
|
|
54,729 |
|
|
52,122 |
|
|
49,603 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted pre-tax pre-provision income (15) |
|
|
$ |
58,019 |
|
|
60,304 |
|
|
60,490 |
|
|
53,028 |
|
|
47,636 |
|
|
48,490 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Efficiency Ratio (4) |
|
|
|
52.08 |
% |
|
52.24 |
% |
|
53.69 |
% |
|
51.90 |
% |
|
54.20 |
% |
|
53.21 |
% |
Adjustment due to investment gains and losses, ORE expense, and merger-related charges
|
|
|
|
-0.77 |
% |
|
-2.59 |
% |
|
-4.81 |
% |
|
-1.12 |
% |
|
-2.00 |
% |
|
-2.64 |
% |
Efficiency Ratio (excluding investment gains and losses, ORE expense, and merger-related
charges)
|
|
|
|
51.31 |
% |
|
49.65 |
% |
|
48.88 |
% |
|
50.79 |
% |
|
52.25 |
% |
|
50.57 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total average assets |
|
|
$ |
11,421,654 |
|
|
11,037,555 |
|
|
10,883,547 |
|
|
9,305,941 |
|
|
8,851,978 |
|
|
8,565,341 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Noninterest expense to avg. assets |
|
|
|
2.20 |
% |
|
2.26 |
% |
|
2.32 |
% |
|
2.42 |
% |
|
2.46 |
% |
|
2.42 |
% |
Adjustment due to ORE expenses and merger-related charges |
|
|
|
-0.03 |
% |
|
-0.12 |
% |
|
-0.21 |
% |
|
-0.05 |
% |
|
-0.09 |
% |
|
-0.12 |
% |
Noninterest expense (excluding ORE expense, and merger-related charges) to avg. assets
(1)
|
|
|
|
2.17 |
% |
|
2.14 |
% |
|
2.11 |
% |
|
2.37 |
% |
|
2.37 |
% |
|
2.30 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity Method Investment (19) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fee income from BHG, net of amortization |
|
|
$ |
7,823 |
|
|
8,136 |
|
|
8,475 |
|
|
9,644 |
|
|
5,148 |
|
|
7,839 |
|
Funding cost to support investment |
|
|
|
1,775 |
|
|
1,797 |
|
|
1,760 |
|
|
1,732 |
|
|
980 |
|
|
660 |
|
Pre-tax impact of BHG |
|
|
|
6,048 |
|
|
6,339 |
|
|
6,715 |
|
|
7,912 |
|
|
4,168 |
|
|
7,179 |
|
Income tax expense at statutory rates |
|
|
|
2,373 |
|
|
2,487 |
|
|
2,634 |
|
|
3,104 |
|
|
1,635 |
|
|
2,816 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings attributable to BHG
|
|
|
$ |
3,675 |
|
|
3,852 |
|
|
4,081 |
|
|
4,808 |
|
|
2,533 |
|
|
4,363 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic earnings per share attributable to BHG |
|
|
|
0.08 |
|
|
0.08 |
|
|
0.09 |
|
|
0.12 |
|
|
0.06 |
|
|
0.11 |
|
Diluted earnings per share attributable to BHG |
|
|
|
0.08 |
|
|
0.08 |
|
|
0.09 |
|
|
0.11 |
|
|
0.06 |
|
|
0.11 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
|
$ |
39,653 |
|
|
36,097 |
|
|
32,377 |
|
|
30,787 |
|
|
27,965 |
|
|
26,855 |
|
Merger-related charges |
|
|
|
672 |
|
|
3,264 |
|
|
5,672 |
|
|
980 |
|
|
1,830 |
|
|
2,489 |
|
Tax effect on merger-related charges (20) |
|
|
|
(264 |
) |
|
(1,281 |
) |
|
(2,225 |
) |
|
(385 |
) |
|
(718 |
) |
|
(977 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income less merger-related charges |
|
|
$ |
40,061 |
|
|
38,080 |
|
|
35,824 |
|
|
31,382 |
|
|
29,077 |
|
|
28,367 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic earnings per share |
|
|
$ |
0.83 |
|
|
0.79 |
|
|
0.71 |
|
|
0.75 |
|
|
0.70 |
|
|
0.67 |
|
Adjustment to basic earnings per share due to merger-related charges |
|
|
|
0.01 |
|
|
0.05 |
|
|
0.08 |
|
|
0.01 |
|
|
0.03 |
|
|
0.04 |
|
Basic earnings per share excluding merger-related charges |
|
|
$ |
0.84 |
|
|
0.84 |
|
|
0.79 |
|
|
0.76 |
|
|
0.73 |
|
|
0.71 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted earnings per share |
|
|
$ |
0.82 |
|
|
0.78 |
|
|
0.71 |
|
|
0.73 |
|
|
0.68 |
|
|
0.65 |
|
Adjustment to diluted earnings per share due to merger-related charges |
|
|
|
0.01 |
|
|
0.05 |
|
|
0.07 |
|
|
0.02 |
|
|
0.03 |
|
|
0.04 |
|
Diluted earnings per share excluding merger-related charges |
|
|
$ |
0.83 |
|
|
0.83 |
|
|
0.78 |
|
|
0.75 |
|
|
0.71 |
|
|
0.69 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
This information is preliminary and based on company data available at
the time of the presentation. |
|
|
|
|
|
|
|
|
|
|
|
|
PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES |
RECONCILIATION OF NON-GAAP SELECTED QUARTERLY
FINANCIAL DATA – UNAUDITED |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
March |
|
December |
|
September |
|
June |
|
March |
|
December |
(dollars in thousands , except per share
data) |
|
|
|
2017 |
|
2016 |
|
2016 |
|
2016 |
|
2016 |
|
2015 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Return on average assets |
|
|
|
1.41 |
% |
|
1.30 |
% |
|
1.18 |
% |
|
1.33 |
% |
|
1.27 |
% |
|
1.24 |
% |
Adjustment due to merger-related charges |
|
|
|
0.01 |
% |
|
0.07 |
% |
|
0.13 |
% |
|
0.03 |
% |
|
0.05 |
% |
|
0.07 |
% |
Return on average assets (excluding merger-related charges) (1) |
|
|
|
1.42 |
% |
|
1.37 |
% |
|
1.31 |
% |
|
1.36 |
% |
|
1.32 |
% |
|
1.31 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tangible assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets |
|
|
$ |
11,724,601 |
|
|
11,194,623 |
|
|
10,978,390 |
|
|
9,735,668 |
|
|
9,261,387 |
|
|
8,714,543 |
|
Less: Goodwill |
|
|
|
(551,546 |
) |
|
(551,594 |
) |
|
(550,580 |
) |
|
(427,574 |
) |
|
(431,841 |
) |
|
(432,232 |
) |
Core deposit and other intangible assets |
|
|
|
(13,908 |
) |
|
(15,104 |
) |
|
(16,241 |
) |
|
(8,821 |
) |
|
(9,667 |
) |
|
(10,540 |
) |
Net tangible assets |
|
|
$ |
11,159,147 |
|
|
10,627,925 |
|
|
10,411,569 |
|
|
9,299,273 |
|
|
8,819,879 |
|
|
8,271,771 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tangible equity: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total stockholders' equity |
|
|
$ |
1,723,075 |
|
|
1,496,696 |
|
|
1,475,644 |
|
|
1,262,154 |
|
|
1,228,780 |
|
|
1,155,611 |
|
Less: Goodwill |
|
|
|
(551,546 |
) |
|
(551,594 |
) |
|
(550,580 |
) |
|
(427,574 |
) |
|
(431,841 |
) |
|
(432,232 |
) |
Core deposit and other intangible assets |
|
|
|
(13,908 |
) |
|
(15,104 |
) |
|
(16,241 |
) |
|
(8,821 |
) |
|
(9,667 |
) |
|
(10,540 |
) |
Net tangible common equity |
|
|
$ |
1,157,621 |
|
|
929,998 |
|
|
908,823 |
|
|
825,759 |
|
|
787,272 |
|
|
712,839 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ratio of tangible common equity to tangible assets |
|
|
|
10.37 |
% |
|
8.75 |
% |
|
8.73 |
% |
|
8.88 |
% |
|
8.93 |
% |
|
8.62 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average tangible equity: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average stockholders' equity |
|
|
$ |
1,657,072 |
|
|
1,493,684 |
|
|
1,442,440 |
|
|
1,247,762 |
|
|
1,188,153 |
|
|
1,153,681 |
|
Less: Average goodwill |
|
|
|
(551,548 |
) |
|
(551,042 |
) |
|
(541,153 |
) |
|
(431,155 |
) |
|
(430,228 |
) |
|
(430,574 |
) |
Core deposit and other intangible assets |
|
|
|
(14,674 |
) |
|
(15,724 |
) |
|
(11,296 |
) |
|
(9,367 |
) |
|
(10,237 |
) |
|
(11,261 |
) |
Net average tangible common equity |
|
|
$ |
1,090,850 |
|
|
926,918 |
|
|
889,991 |
|
|
807,240 |
|
|
747,688 |
|
|
711,846 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Return on average common equity |
|
|
|
9.70 |
% |
|
9.61 |
% |
|
8.93 |
% |
|
9.92 |
% |
|
9.47 |
% |
|
9.24 |
% |
Adjustment due to goodwill, core deposit and other intangible assets |
|
|
|
5.04 |
% |
|
5.88 |
% |
|
5.54 |
% |
|
5.42 |
% |
|
5.57 |
% |
|
5.73 |
% |
Return on average tangible common equity (1) |
|
|
|
14.74 |
% |
|
15.49 |
% |
|
14.47 |
% |
|
15.34 |
% |
|
15.04 |
% |
|
14.97 |
% |
Adjustment due to merger-related charges |
|
|
|
0.15 |
% |
|
0.85 |
% |
|
1.54 |
% |
|
0.30 |
% |
|
0.60 |
% |
|
0.84 |
% |
Return on average tangible common equity (excluding merger-related charges)
|
|
|
|
14.89 |
% |
|
16.34 |
% |
|
16.01 |
% |
|
15.64 |
% |
|
15.64 |
% |
|
15.81 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total average assets |
|
|
$ |
11,421,654 |
|
|
11,037,555 |
|
|
10,883,547 |
|
|
9,305,941 |
|
|
8,851,978 |
|
|
8,565,341 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest margin |
|
|
|
3.60 |
% |
|
3.72 |
% |
|
3.60 |
% |
|
3.72 |
% |
|
3.78 |
% |
|
3.73 |
% |
Adjustment due to fair value |
|
|
|
0.21 |
% |
|
0.32 |
% |
|
0.21 |
% |
|
0.22 |
% |
|
0.20 |
% |
|
0.18 |
% |
Core net interest margin |
|
|
|
3.39 |
% |
|
3.40 |
% |
|
3.39 |
% |
|
3.50 |
% |
|
3.58 |
% |
|
3.55 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
This information is preliminary and based on company data available at
the time of the presentation. |
|
|
|
|
|
|
|
|
|
|
|
|
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 restructurings 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. |
|
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 less
preferred stock 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. Employment and unemployment data is from BERC- MTSU & Bureau of Labor
Statistics. Labor force data is seasonally adjusted. The most recent quarter data presented is as of the most recent month that
data is available as of the release date. Historical data is subject to update by the BERC- MTSU & Bureau of Labor
Statistics. Historical data is presented based on the most recently reported data available by the BERC- MTSU & Bureau of
Labor Statistics. The Nashville home data is from the Greater Nashville Association of Realtors. |
|
15. 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. |
|
16. Represents one month's supply of homes currently listed with MLS based on current
sales activity in the Nashville MSA. |
|
17. 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. |
|
18. 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. |
|
19. 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. |
|
20. Tax effect calculated using the blended statutory rate of 39.23% for all periods
presented. |
|
21. Calculated using the same guidelines as are used in the Federal Financial
Institutions Examination Council's Uniform Bank Performance Report. |
Pinnacle Financial Partners, Inc.
Media:
Nikki Minges, 615-743-6132
or
Financial:
Harold Carpenter, 615-744-3742
www.pnfp.com
View source version on businesswire.com: http://www.businesswire.com/news/home/20170417005935/en/