Press Release

Year-over-year loan growth of 4.4%; excluding impact of PPP, loan growth was 11.7%

NASHVILLE, Tenn.--(BUSINESS WIRE)-- Pinnacle Financial Partners, Inc. (Nasdaq/NGS: PNFP) reported net income per diluted common share of $1.71 for the quarter ended Dec. 31, 2021, compared to net income per diluted common share of $1.42 for the quarter ended Dec. 31, 2020, an increase of approximately 20.4 percent. Net income per diluted common share was $6.75 for the year ended Dec. 31, 2021, compared to net income per diluted common share of $4.03 for the year ended Dec. 31, 2020, an increase of 67.5 percent.

After considering the adjustments noted in the table above for the three months ended Dec. 31, 2021 and 2020, net income per diluted common share was $1.70 for the three months ended Dec. 31, 2021, compared to $1.58 for the three months ended Dec. 31, 2020, a year-over-year increase of 7.6 percent. Net income per diluted common share adjusted for the items noted in the table above was $6.73 in 2021, compared to $4.30 in 2020, a year-over-year increase of 56.5 percent.

"Despite a volatile and challenging operating environment, 2021 afforded us extraordinary opportunities for outsized growth," said M. Terry Turner, Pinnacle's president and chief executive officer. "Adjusted earnings increased 56.5 percent over last year, our pre-tax and pre-provision revenues were up 16.1 percent year-over-year, and excluding the impact of PPP, we achieved loan growth of nearly 12 percent. Importantly, to bolster our future growth prospects, during 2021 we announced expansion into several new markets, including the Washington D.C. area, and we added 119 revenue producers to our ranks. As we enter 2022, we believe we are well positioned to continue to execute on our rapid growth model."

BALANCE SHEET GROWTH:

Total assets at Dec. 31, 2021 were $38.5 billion, an increase of approximately $3.5 billion from Dec. 31, 2020, reflecting a year-over-year increase of 10.1 percent. A further analysis of select balance sheet trends follows:

"During the fourth quarter, loan growth approximated 6.2 percent annualized when compared to balances at Sept. 30, 2021. After excluding the impact of PPP, loans increased at an annualized rate of 12.4 percent," Turner said. "Replacing PPP revenue is primarily a function of new loan growth in 2022. In that regard, we remain optimistic and believe we have the infrastructure in place, as well as the momentum, to deliver loan growth of 10 to 15 percent in 2022."

PRE-TAX, PRE-PROVISION REVENUES (PPNR):

Pre-tax, pre-provision net revenues (PPNR) for the quarter ended Dec. 31, 2021 were $169.1 million, a increase of $25.9 million from the $143.1 million recognized in the quarter ended Dec. 31, 2020, an annualized growth rate of 72.5 percent.

• Revenue per fully diluted common share was $4.47 for the three months ended Dec. 31, 2021, compared to $4.50 for the third quarter of 2021 and $4.03 for the fourth quarter of 2020, a 10.9 percent year-over-year growth rate. Revenue per fully diluted share was $17.49 for the year ended Dec. 31, 2021, compared to $15.06 for the year ended Dec. 31, 2020, a growth rate of 16.1 percent.

• Net interest income for the quarter ended Dec. 31, 2021 was $238.8 million, compared to $237.5 million for the third quarter of 2021 and $221.0 million for the fourth quarter of 2020, a year-over-year growth rate of 8.0 percent. Net interest margin was 2.96 percent for the fourth quarter of 2021, compared to 3.03 percent for the third quarter of 2021 and 2.97 percent for the fourth quarter of 2020.
  • Revenues from PPP loans approximated $15.5 million in the fourth quarter of 2021, compared to $21.2 million in the third quarter of 2021 and $24.6 million in the fourth quarter of 2020. For the year ended Dec. 31, 2021, revenues from PPP loans approximated $85.9 million, compared to $52.3 million for the year ended Dec. 31, 2020.
  • Impacting the firm’s net interest margin in the third and fourth quarters of 2021 and the fourth quarter of 2020 were both the PPP loans and the firm’s decision early in the pandemic to maintain additional on-balance sheet liquidity. The firm estimates its third and fourth quarter 2021 net interest margin was negatively impacted by approximately 17 and 25 basis points, respectively, as a result of PPP loans and additional liquidity, compared to approximately 30 basis points for the fourth quarter 2020.
  • Included in net interest income for the fourth quarter of 2021 was $2.2 million of discount accretion associated with fair value adjustments, compared to $2.8 million of discount accretion recognized in the third quarter of 2021 and $4.4 million in the fourth quarter of 2020. The firm's net interest margin was positively impacted because of fair value adjustment discount accretion by approximately 3 basis points for each of the third and fourth quarters of 2021 and by 6 basis points for the fourth quarter of 2020. There remains $8.6 million of purchase accounting discount accretion as of Dec. 31, 2021.

• Noninterest income for the quarter ended Dec. 31, 2021 was $100.7 million, compared to $104.1 million for the quarter ended Sept. 30, 2021, a linked-quarter annualized decrease of 13.0 percent. Compared to $83.4 million for the fourth quarter of 2020, noninterest income grew 20.7 percent.
  • Wealth management revenues, which include investment, trust and insurance services, were $19.3 million for the fourth quarter of 2021, compared to $17.3 million for the third quarter of 2021, a linked-quarter annualized increase of 48.2 percent. Compared to $14.3 million for the fourth quarter of 2020, wealth management revenues were up 35.4 percent.
  • Income from the firm's investment in BHG was $30.8 million for the quarter ended Dec. 31, 2021, up from $30.4 million for the quarter ended Sept. 30, 2021 and $24.3 million for the quarter ended Dec. 31, 2020.
  • Other noninterest income was $33.2 million for the quarter ended Dec. 31, 2021, compared to $37.2 million for the quarter ended Sept. 30, 2021 and $24.0 million for the quarter ended Dec. 31, 2020, a linked-quarter annualized decrease of 42.4 percent and year-over-year growth of 38.5 percent, respectively. Contributing to the linked-quarter decline was $4.1 million of income from other equity investments during the three months ended Dec. 31, 2021, compared to $8.6 million during the three months ended Sept. 30, 2021 and $1.1 million for the three months ended Dec. 31, 2020. Income from other equity investments for the year ended Dec. 31, 2021 was $23.1 million compared to $1.1 million for the previous year.

• Noninterest expense for the quarter ended Dec. 31, 2021 was $170.4 million, compared to $168.9 million in the third quarter of 2021 and $161.3 million in the fourth quarter of 2020, reflecting a year-over-year increase of 5.6 percent.
  • Salaries and employee benefits were $110.0 million in the fourth quarter of 2021, compared to $112.4 million in the third quarter of 2021 and $90.0 million in the fourth quarter of 2020, reflecting a year-over-year increase of 22.3 percent.

  • Noninterest expense categories, other than salaries and employee benefits, were $60.4 million in the fourth quarter of 2021, compared to $56.4 million in the third quarter of 2021 and $71.3 million in the fourth quarter of 2020, reflecting a year-over-year decrease of 15.3 percent.

“We continue our PPNR focus and are pleased with our PPNR results in 2021,” said Harold R. Carpenter, Pinnacle’s chief financial officer. “As we enter 2022, we believe with the opportunities we have in our new markets, as well as the ongoing recruiting success we are experiencing in our existing markets, we can achieve continued PPNR growth in 2022. That said, PPNR growth in 2022 will be challenging, given our great success with the PPP program in 2020 and 2021, but our goal remains to be a top-quartile performer regardless of the operating environment.

“Our nearly 12 percent growth in loans, excluding PPP, significantly impacted our revenue results for 2021. Strong discipline on deposit pricing, another big year from both BHG and wealth management as well as success with our other equity investments all contributed to an outstanding year for us. Furthermore, we believe our ability to manage our expense base was evident in 2021. Even though our overall headcount increased by 8.0 percent in 2021 and our corporate incentive costs increased from $52.6 million in 2020 to $109.1 million in 2021, we were able to maintain an efficiency ratio of 49.70 percent in 2021 compared to 49.53 percent in 2020."

PROFITABILITY:

“We remain pleased with our profitability metrics and are optimistic we will be able to continue to successfully execute on our strategy that targets top-quartile peer performance in the years to come,” Carpenter said. “We are very pleased to report a 14.2 percent increase in tangible book value per share between Dec. 31, 2020 and Dec. 31, 2021. That said, while we will maintain our focus on growing earnings, PPNR and tangible book value per share, we will be mindful of pricing discipline as we grow our business in what is shaping up to be a rising rate environment in 2022. Recent changes in the interest rate outlook for 2022, our targeted low- to mid-teen percentage increase in loans for next year, our recent expansion into new markets and our belief that we hope to see incremental deployment of excess liquidity give us reason to be optimistic for the coming year.”

MAINTAINING A STRONG BALANCE SHEET:

• Provision for credit losses was $2.7 million in the fourth quarter of 2021, compared to $3.4 million in the third quarter of 2021 and $9.2 million in the fourth quarter of 2020. Net charge-offs were $8.1 million for the quarter ended Dec. 31, 2021, compared to $9.3 million for the quarter ended Sept. 30, 2021 and $10.8 million for the quarter ended Dec. 31, 2020.

• Nonperforming assets were $40.1 million at Dec. 31, 2021, compared to $55.1 million at Sept. 30, 2021 and $86.2 million at Dec. 31, 2020. The ratio of the allowance for credit losses to nonperforming loans at Dec. 31, 2021 was 833.8 percent, compared to 575.3 percent at Sept. 30, 2021 and 386.1 percent at Dec. 31, 2020.

• Classified assets were $151.3 million at Dec. 31, 2021, compared to $196.3 million at Sept. 30, 2021 and $262.1 million at Dec. 31, 2020.

“Our credit performance has been strong for many years, and we believe it should continue as we enter 2022,” Carpenter said. “Our relationship managers and credit officers have done a remarkable job navigating the pandemic and its impact on our borrowers. During 2021, we reduced our allowance for credit losses to total loans (excluding PPP loans) from 1.38 percent at year end 2020 to 1.14 percent at Dec. 31, 2021, a decrease of 24 basis points. Given our anticipated credit performance and the forecasted business climate for 2022, we believe that continued reductions in this ratio are possible at least through the first half of 2022.”

BOARD OF DIRECTORS DECLARES DIVIDENDS AND AUTHORIZES SHARE REPURCHASE PLAN

On Jan. 18, 2022, Pinnacle Financial's Board of Directors approved a quarterly cash dividend of $0.22 per common share to be paid on Feb. 25, 2022 to common shareholders of record as of the close of business on Feb. 4, 2022. Additionally, the Board of Directors approved a quarterly dividend of approximately $3.8 million, or $16.88 per share (or $0.422 per depositary share), on Pinnacle Financial's 6.75 percent Series B Non-Cumulative Perpetual Preferred Stock payable on March 1, 2022 to shareholders of record at the close of business on Feb. 14, 2022. The amount and timing of any future dividend payments to both preferred and common shareholders will be subject to the approval of Pinnacle's Board of Directors.

The firm also announced that its Board of Directors has authorized a new share repurchase program for up to $125 million of the Company’s common stock to commence upon expiration of its existing share repurchase program that is set to expire on March 31, 2022. Repurchases of the Company’s common stock will be made in accordance with applicable laws and may be made at management’s discretion from time to time in the open market, through privately negotiated transactions or otherwise. The board authorized the repurchase program to remain in effect through March 31, 2023, unless the entire repurchase amount has been acquired before that date.

The share repurchase program may be extended, modified, amended, suspended or discontinued at any time at the Company’s discretion and does not commit the Company to repurchase shares of its common stock. The actual timing, number and value of the shares to be purchased under the program will be determined by the Company at its discretion and will depend on a number of factors, including the performance of the Company’s stock price, the Company’s ongoing capital planning considerations, general market and other conditions, applicable legal requirements and compliance with the terms of the Company’s outstanding indebtedness.

WEBCAST AND CONFERENCE CALL INFORMATION

Pinnacle will host a webcast and conference call at 8:30 a.m. CT on Jan. 19, 2022, to discuss fourth quarter 2021 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 is the No. 1 bank in the Nashville-Murfreesboro-Franklin MSA, according to 2021 deposit data from the FDIC. Pinnacle earned a spot on the 2021 list of 100 Best Companies to Work For® in the U.S., its fifth consecutive appearance. American Banker recognized Pinnacle as one of America’s Best Banks to Work For eight years in a row and No. 1 among banks with more than $10 billion in assets in 2020.

Pinnacle owns a 49 percent interest in Bankers Healthcare Group (BHG), which provides innovative, hassle-free financial solutions to healthcare practitioners and other licensed professionals. Great Place to Work and FORTUNE ranked BHG No. 1 on its 2020 list of Best Workplaces in New York State in the small/medium business category.

The firm began operations in a single location in downtown Nashville, TN in October 2000 and has since grown to approximately $38.5 billion in assets as of Dec. 31, 2021. As the second-largest bank holding company headquartered in Tennessee, Pinnacle operates in 15 primarily urban markets across the Southeast.

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 of 1933 and Section 21E of the Securities Exchange Act of 1934. The words "expect," "anticipate," "intend," "may," "should," "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 of Pinnacle Bank and its subsidiaries or BHG resulting in significant increases in loan losses and provisions for those losses and, in the case of BHG, substitutions; (ii) the effects of new outbreaks of COVID-19, including actions taken by governmental officials to curb the spread of the virus, and the resulting impact on general economic and financial market conditions and on Pinnacle Financial's and its customers' business, results of operations, asset quality and financial condition; (iii) further public acceptance of the booster shots of the vaccines that were developed against the virus as well as the decisions of governmental agencies with respect to vaccines including recommendations related to booster shots and requirements that seek to mandate that individuals receive or employers require that their employees receive the vaccine; (iv) those vaccines' efficacy against the virus, including new variants; (v) fluctuations or differences in interest rates on loans or deposits from those that Pinnacle Financial is modeling or anticipating, including as a result of Pinnacle Bank's inability to better match deposit rates with the changes in the short-term rate environment, or that affect the yield curve; (vi) the inability of Pinnacle Financial, or entities in which it has significant investments, like BHG, to maintain the long-term historical growth rate of its, or such entities', loan portfolio; (vii) changes in loan underwriting, credit review or loss reserve policies associated with economic conditions, examination conclusions, or regulatory developments; (viii) effectiveness of Pinnacle Financial's asset management activities in improving, resolving or liquidating lower-quality assets; (ix) the impact of competition with other financial institutions, including pricing pressures and the resulting impact on Pinnacle Financial’s results, including as a result of compression to net interest margin; (x) adverse conditions in the national or local economies including in Pinnacle Financial's markets throughout Tennessee, North Carolina, South Carolina, Georgia, Alabama and Virginia, particularly in commercial and residential real estate markets; (xi) the results of regulatory examinations; (xii) Pinnacle Financial's ability to identify potential candidates for, consummate, and achieve synergies from, potential future acquisitions; (xiii) difficulties and delays in integrating acquired businesses or fully realizing costs savings and other benefits from acquisitions; (xiv) BHG's ability to profitably grow its business and successfully execute on its business plans; (xv) risks of expansion into new geographic or product markets; (xvi) the ability to grow and retain low-cost core deposits and retain large, uninsured deposits, including during times when Pinnacle Bank is seeking to lower rates it pays on deposits; (xvii) any matter that would cause Pinnacle Financial to conclude that there was impairment of any asset, including goodwill or other intangible assets; (xviii) the ineffectiveness of Pinnacle Bank's hedging strategies, or the unexpected counterparty failure or hedge failure of the underlying hedges; (xix) 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 for associates) or otherwise to attract customers from other financial institutions; (xx) deterioration in the valuation of other real estate owned and increased expenses associated therewith; (xxi) inability to comply with regulatory capital requirements, including those resulting from changes to capital calculation methodologies, required capital maintenance levels or regulatory requests or directives, particularly if Pinnacle Bank's level of applicable commercial real estate loans were to exceed percentage levels of total capital in guidelines recommended by its regulators; (xxii) approval of the declaration of any dividend by Pinnacle Financial's board of directors; (xxiii) the vulnerability of Pinnacle Bank's network and online banking portals, and the systems of parties with whom Pinnacle Bank contracts, to unauthorized access, computer viruses, phishing schemes, spam attacks, human error, natural disasters, power loss and other security breaches; (xxiv) the possibility of increased compliance and operational costs as a result of increased regulatory oversight (including by the Consumer Financial Protection Bureau), 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; (xxv) 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 or all or a portion of their ownership interests in BHG (triggering a similar sale by Pinnacle Financial and Pinnacle Bank) if not prohibited from doing so by Pinnacle Financial or Pinnacle Bank; (xxvi) the possibility of increased personal or corporate tax rates and the resulting reduction in our and our customers' businesses as a result of any such increases; (xxvii) changes in state and federal legislation, regulations or policies applicable to banks and other financial service providers, like BHG, including regulatory or legislative developments; (xxviii) fluctuations in the valuations of Pinnacle Financial's equity investments and the ultimate success of such investments; (xxix) the availability of and access to capital; (xxx) adverse results (including costs, fines, reputational harm, inability to obtain necessary approvals and/or other negative effects) from current or future litigation, regulatory examinations or other legal and/or regulatory actions, including as a result of Pinnacle Bank's participation in and execution of government programs related to the COVID-19 pandemic; and (xxxi) 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 for the year ended December 31, 2020, and subsequently filed 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 common share, PPNR, efficiency ratio and the ratio of noninterest expense to average assets, excluding in certain instances the impact of expenses related to other real estate owned, gains or losses on sale of investment securities, FHLB restructuring charges, hedge termination charges and other matters for the accounting periods presented. This release also includes non-GAAP financial measures which exclude the impact of loans originated under the PPP. This release may also contain certain other non-GAAP capital ratios and performance measures that exclude the impact of goodwill and core deposit intangibles associated with Pinnacle Financial's acquisitions of BNC, Avenue Bank, 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 as well as the impact of Pinnacle Financial's Series B Preferred Stock. 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 2021 versus certain periods in 2020 and to internally prepared projections.