GlobeNewswire Inc | Oct 19, 2020 08:00AM EDT

October 19, 2020

EVANSVILLE, Ind., Oct. 19, 2020 (GLOBE NEWSWIRE) --

Old National Bancorp (NASDAQ: ONB) reports 3Q20 net income of $77.9 million, diluted EPS of $0.47.Adjusted1 net income of $76.4million, or $0.46 per diluted share.

CEO COMMENTARY

?Our excellent 3^rd quarter results are not only a testament to our ONB Waystrategy and the overall strength of our organization, they are an indicator ofthe strength and resiliency of the clients and communities we serve,? saidChairman and CEO Jim Ryan. ?More specifically, our quarterly success was drivenby very strong commercial production throughout the franchise and outstandingcredit metrics that actually resulted in net recoveries.?

THIRD QUARTER HIGHLIGHTS2:

Net income ? Net income of $77.9 million ? Earnings per diluted share of $0.47 Net ? Net interest income on a fully taxable equivalent basis of $149.0interest million compared to $149.0millionincome/NIM ? Net interest margin on a fully taxable equivalent basis of 3.03% compared to 3.14% ? Pre-provision net revenue^1 (?PPNR?) of $93.5 million ? Adjusted PPNR^1 of $94.6 million, up 3.4% over third quarter of 2019Operating ? Noninterest expense of $120.2millionPerformance ? Adjusted noninterest expense^1 of $114.2million ? Efficiency ratio^1 of 55.93% ? Adjusted efficiency ratio^1 of 53.06%, a 73 basis point improvement ? End-of-period total loans^3 of $13,977.6million compared to $13,738.2million ?Commercial real estate loans grew $298.2 millionLoans and ? Third-quarter total commercial production, excluding PPP loans,Credit of $977.8 millionQuality ? Provision for credit losses of $0.0million ? September 30 pipeline of $2.9 billion ? Net recoveries of $3.0 million compared to net charge-offs of $0.5 million ? Non-performing loans of 1.15% of total loans compared to 1.04% ? Return on average common equity of 10.79%Return ? Return on average tangible common equity^1 of 17.88%Profile & ? Adjusted return on average tangible common equity^1 of 17.54%Capital ? No shares of common stock were repurchased during the current quarter Notable ? $2.9 million in ONB Way chargesItems ? $3.1 million in tax credit amortization

1 Non-GAAP financial measure that Management believes is useful in evaluating the financial results of the Company please refer to the Non GAAP reconciliations contained in this release 2 Comparisons are on a linked-quarter basis, unless otherwise noted 3 Includes loans held for sale

RESULTS OF OPERATIONS

Old National Bancorp reported third quarter 2020 net income of $77.9 million, or $0.47 per diluted share.

Included in the third quarter were pre-tax charges of $2.9million for the ONB Way. Excluding these charges from the current quarter and netting out debt securities gains, adjusted net income was $76.4 million, or $0.46 per diluted share.

LOANSStrong commercial production drove total loan balances higher.

-- Period-end total loans were $13,977.6million at September30, 2020, an increase of $239.4 million when compared to the $13,738.2million at June 30, 2020. -- Commercial real estate loans increased $298.2million to $5,701.5million, or 22.1% annualized growth. -- Commercial and industrial loans decreased $42.9 million to $4,264.6 million. -- Consumer loans decreased $14.4 million to $1,661.1million and residential mortgage loans increased $36.0million to $2,265.3million. -- Total commercial loan production in the third quarter, excluding $20 million in PPP loan production, was $977.8 million; period-end pipeline totaled $2.9 billion. -- Average total loans in the third quarter were $13,849.0 million, an increase of $398.9million from the second quarter of 2020.

DEPOSITSA low-cost core deposit franchise continues to be one of Old Nationals strengths.

-- Period-end total deposits were $16,506.5million at September30, 2020, an increase of $187.1 million when compared to the $16,319.4 million at June 30, 2020. -- Noninterest-bearing deposits increased to $5,463.0 million at September30, 2020 from $5,217.7 million at June 30, 2020. -- On average, total deposits in the third quarter were $16,436.8million, compared to $15,652.8million in the second quarter of 2020.

NET INTEREST INCOME AND MARGINNet interest income unchanged while net interest margin is lower as decline in asset yields outpaces decline in deposit and funding costs.

-- Net interest income remained unchanged at $145.6million in the third quarter of 2020 when compared to the second quarter of 2020. -- The net interest margin on a fully taxable equivalent basis decreased 11 basis points to 3.03% compared to 3.14% in the second quarter of 2020. -- PPP interest and net fees combined to have a positive impact of $8.8 million to net interest income in the third quarter while having a net neutral impact to the interest margin. -- Accretion income was $5.4million, or 11 basis points of net interest margin, in the third quarter of 2020 compared to $5.8million, or 12 basis points of net interest margin, in the second quarter of 2020. In the third quarter of 2020, accretion income was 2.6% of adjusted total revenue. -- Interest collected on nonaccrual loans was $1.0 million, or 2 basis points of net interest margin, in the third quarter of 2020 compared to $0.6million, or 1 basis point of net interest margin, in the second quarter of 2020. -- The cost of total deposits declined 4 basis points to 0.13% in the third quarter of 2020 while the cost of total interest-bearing deposits decreased 6 basis points to 0.19%.

CREDIT QUALITYStrong credit quality remains a hallmark of the Old National franchise.

-- Old National recorded no provision for credit losses in the third quarter of 2020, compared to $22.5 million in the second quarter. -- Net recoveries in the third quarter were $3.0 million, compared to net charge-offs of $0.5million in the second quarter.

-- 30-89 day delinquencies were 0.20% at the end of the third quarter. -- Non-performing loans increased as a percentage of total loans to 1.15%. -- Loans acquired from previous acquisitions were recorded at fair value at the acquisition date. As of September30, 2020, the remaining discount on these acquired loans was $56.0 million. -- The allowance for credit losses was $131.4 million, or 0.95% of total loans at September30, 2020.

NONINTEREST INCOMENoninterest income increased due to a rebound in deposit service charges and continued strength in mortgage banking revenue.

-- Total noninterest income for the third quarter of 2020 was $64.7million, an increase of $6.3million from the second quarter of 2020. -- Service charges on deposit accounts increased $1.1 million and mortgage banking revenue increased $0.8million when compared to the second quarter of 2020. -- Gains on sales of debt securities increased $4.4 million when compared to the second quarter of 2020.

NONINTEREST EXPENSEThird quarter results demonstrate benefit of The ONB Way, helping drive positive operating leverage1.

-- Noninterest expense for the third quarter of 2020 was $120.2million and included $2.9 million in ONB Way charges and $3.1 million in tax credit amortization. -- Excluding these items, adjusted noninterest expense for the third quarter was $114.2million, compared to the $115.0million in adjusted noninterest expense in the second quarter of 2020. -- The third quarter efficiency ratio was 55.93%, while the adjusted efficiency ratio was 53.06%. -- Adjusted operating leverage1 was +298 basis points for the third quarter of 2020 as compared to the third quarter of 2019.

INCOME TAXES

-- On a fully taxable-equivalent basis, income tax expense in the third quarter was $15.6million, resulting in a 16.6% FTE tax rate. -- Income tax expense included $3.7 million in tax credit benefit.

CAPITAL AND LIQUIDITYCapital ratios remain strong.

-- At the end of the third quarter, total risk-based capital was 13.10% and regulatory tier 1 capital was 12.10%. -- Tangible common equity to tangible assets was 8.58% at the end of the third quarter compared to 8.45% in the second quarter of 2020. -- The Company did not repurchase any shares of common stock during the third quarter. -- A low loan to deposit ratio of 84.7%, combined with existing funding sources plus available unencumbered, high-quality collateral, provides strong liquidity.

NON-GAAP RECONCILIATIONS

($ in millions, except EPS, shares in 3Q20 Adjustments^ Adjusted000s) 4 3Q20Total Revenues (FTE) $ 213.7 $ (4.9 ) $ 208.8 Less: Provision for Credit Losses ? ? ? Less: Noninterest Expenses (120.2 ) 2.9 (117.3 ) Income before Income Taxes (FTE) $ 93.5 $ (2.0 ) $ 91.5 Income Taxes (15.6 ) 0.5 (15.1 ) Net Income $ 77.9 $ (1.5 ) $ 76.4 Average Shares Outstanding 165,419 ? 165,419 Earnings Per Share - Diluted $ 0.47 $ (0.01 ) $ 0.46

4 Tax-effect calculations use the current statutory FTE tax rates (federal + state)

($ in millions) 3Q20 2Q20Net Interest Income $ 145.6 $ 145.6 Add: FTE Adjustment 3.4 3.4 Net Interest Income (FTE) $ 149.0 $ 149.0 Average Earning Assets $ 19,654.3 $ 19,007.7 Net Interest Margin (FTE) 3.03 % 3.14 % ($ in millions) 3Q20 3Q19Net Interest Income $ 145.6 $ 153.1 Add: FTE Adjustment 3.4 3.2 Net Interest Income (FTE) $ 149.0 $ 156.3 Add: Total Noninterest Income 64.7 53.9 Less: Noninterest Expense 120.2 122.6 Pre-Provision Net Revenue $ 93.5 $ 87.6 Less: Debt Securities Gains (4.9 ) (0.4 ) Add: ONB Way Charges 2.9 1.8 Add: Merger and Integration Charges ? 1.3 Add: Amortization of Tax Credit Investments 3.1 1.2 Adjusted Pre-Provision Net Revenue $ 94.6 $ 91.5

($ in millions) 3Q20 2Q20 3Q19Noninterest Expense $ 120.2 $ 120.2 $ 122.6 Less: ONB Way Charges (2.9 ) (4.9 ) (1.8 ) Less: Merger and Integration Charges ? ? (1.3 ) Noninterest Expense less Charges $ 117.3 $ 115.3 $ 119.5 Less: Amortization of Tax Credit Investments (3.1 ) (0.3 ) (1.2 ) Adjusted Noninterest Expense $ 114.2 $ 115.0 $ 118.3 Less: Intangible Amortization (3.4 ) (3.6 ) (4.2 ) Adjusted Noninterest Expense Less Intangible $ 110.8 $ 111.4 $ 114.1 AmortizationNet Interest Income $ 145.6 $ 145.6 $ 153.1 FTE Adjustment 3.4 3.4 3.2 Net Interest Income (FTE) $ 149.0 $ 149.0 $ 156.3 Total Noninterest Income 64.7 58.5 53.9 Total Revenue (FTE) $ 213.7 $ 207.5 $ 210.2 Less: Debt Securities Gains/Losses (4.9 ) (0.5 ) (0.4 ) Add: Loss on Branch Actions ? 0.1 ? Adjusted Total Revenue (FTE) $ 208.8 $ 207.1 $ 209.8 Efficiency Ratio 55.93 % 56.29 % 56.44 % Adjusted Efficiency Ratio 53.06 % 53.79 % 54.40 % Operating Leverage^5 (basis points) 357 Adjusted Operating Leverage^6 (basis points) 298

5 Year-over-year basis point change in noninterest expenses plus change in total revenue6 Year-over-year basis point change in adjusted noninterest expense plus change in adjusted total revenue

($ in millions) 3Q20 2Q20Net Income $ 77.9 $ 51.7 Add: Intangible Amortization (net of tax^7) 2.6 2.7 Tangible Net Income $ 80.5 $ 54.4 Less: Securities Gains/Losses (net of tax^7) (3.7 ) (0.4 ) Add: Loss on Branch Actions (net of tax^7) ? 0.1 Add: ONB Way Charges (net of tax^7) 2.2 3.7 Adjusted Tangible Net Income $ 79.0 $ 57.8 Average Total Shareholders? Equity 2,889.5 2,845.4 Less: Average Goodwill (1,037.0 ) (1,037.0 ) Less: Average Intangibles (50.9 ) (54.4 ) Average Tangible Shareholders? Equity $ 1,801.6 $ 1,754.0 Return on Average Tangible Common Equity 17.88 % 12.41 % Adjusted Return on Average Tangible Common Equity 17.54 % 13.18 %

7Tax-effect calculations use the current statutory FTE tax rates (federal + state)

CONFERENCE CALL AND WEBCASTOld National will host a conference call and live webcast at 9:00 a.m. Central Time on Monday, October19, 2020, to review third-quarter 2020 financial results. The live audio web cast of the call, along with the corresponding presentation slides, will be available on the Companys Investor Relations web page at oldnational.comand will be archived there for 12 months. A replay of the call will also be available from Noon Central Time on October19 through November 2. To access the replay, dial 1-855-859-2056, Conference ID Code 1086029.

ABOUT OLD NATIONALOld National Bancorp (NASDAQ: ONB), the holding company of Old National Bank, is the largest bank holding company headquartered in Indiana. With $22.5 billion in assets, it ranks among the top 100 banking companies in the U.S. and has been recognized as a Worlds Most Ethical Company by the Ethisphere Institute for nine consecutive years. Since its founding in Evansville in 1834, Old National Bank has focused on community banking by building long-term, highly valued partnerships and keeping our clients at the center of all we do. This is an approach to business that we call The ONB Way. Today, Old Nationals footprint includes Indiana, Kentucky, Michigan, Minnesota and Wisconsin. In addition to providing extensive services in retail and commercial banking, Old National offers comprehensive wealth management, investment and capital market services. For more information and financial data, please visit Investor Relations at oldnational.com.

USE OF NON-GAAP FINANCIAL MEASURESThis earnings release contains GAAP financial measures and non-GAAP financial measures where management believes it to be helpful in understanding Old Nationals results of operations or financial position. Where non-GAAP financial measures are used, the comparable GAAP financial measure, as well as the reconciliation to the comparable GAAP financial measure, can be found in the tables of this release.

FORWARD-LOOKING STATEMENTThis press release contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, descriptions of Old National Bancorps (Old Nationals) financial condition, results of operations, asset and credit quality trends and profitability. Forward-looking statements can be identified by the use of the words anticipate, believe, expect, intend, could and should, and other words of similar meaning. These forward-looking statements express managements current expectations or forecasts of future events and, by their nature, are subject to risks and uncertainties, such as statements about the potential impacts of the COVID-19 pandemic. There are a number of factors that could cause actual results to differ materially from those in such statements. Factors that might cause such a difference include, but are not limited to: the severity, magnitude and duration of the COVID-19 pandemic, including impacts of the pandemic and of businesses and governments responses to the pandemic on our operations and personnel, and on commercial activity and demand across our and our customers businesses; market, economic, operational, liquidity, credit and interest rate risks associated with Old Nationals business(including developments and volatility arising from the COVID-19 pandemic); competition; government legislation and policies (including the impact of the Dodd-Frank Wall Street Reform and Consumer Protection Act and its related regulations); ability of Old National to execute its business plan, including the anticipated impact from the ONB Way strategic plan that may differ from current estimates; changes in the economy which could materially impact credit quality trends and the ability to generate loans and gather deposits; failure or circumvention of our internal controls; failure or disruption of our information systems; significant changes in accounting, tax or regulatory practices or requirements, including the impact of the CECL standard as well as changes to address the impact of COVID-19; new legal obligations or liabilities or unfavorable resolutions of litigations; disruptive technologies in payment systems and other services traditionally provided by banks; computer hacking and other cybersecurity threats; other matters discussed in this press release; and other factors identified in our Annual Report on Form 10-K and other periodic filings with the SEC. These forward-looking statements are made only as of the date of this press release, and Old National does not undertake an obligation to release revisions to these forward-looking statements to reflect events or conditions after the date of this press release.

Financial Highlights (unaudited)($ and shares in thousands, except per share data) Three Months Ended Nine Months Ended September 30, June 30, September 30, September 30, September 30, 2020 2020 2019 2020 2019Income StatementNet interest $ 145,573 $ 145,671 $ 153,096 $ 435,015 $ 455,374 incomeTax equivalent 3,379 3,367 3,171 10,069 9,659 adjustment (1)Net interestincome - tax 148,952 149,038 156,267 445,084 465,033 equivalentbasisProvision forloan losses ? 22,545 1,437 39,495 3,483 (4)Noninterest 64,759 58,461 53,961 180,722 151,591 incomeNoninterest 120,234 120,121 122,585 399,099 373,744 expenseNet income 77,944 51,705 69,781 152,289 189,021 Per Common Share DataWeightedaverage 165,419 165,302 171,551 166,370 173,527 diluted sharesNet income $ 0.47 $ 0.32 $ 0.41 $ 0.92 $ 1.09 (diluted)Cash dividends 0.14 0.14 0.13 0.42 0.39 Commondividend 30 % 44 % 32 % 46 % 35 %payout ratio(2)Book value $ 17.67 $ 17.35 $ 16.66 $ 17.67 $ 16.66 Stock price 12.56 13.76 17.20 12.56 17.20 Tangiblecommon book 11.10 10.75 10.18 11.10 10.18 value (3) Performance RatiosReturn on 1.40 % 0.96 % 1.39 % 0.95 % 1.26 %average assetsReturn onaverage common 10.79 % 7.27 % 9.91 % 7.11 % 9.12 %equityReturn ontangible 17.56 % 12.27 % 16.85 % 11.66 % 15.31 %common equity(3)Return onaveragetangible 17.88 % 12.41 % 17.01 % 12.12 % 16.00 %common equity(3)Net interest 3.03 % 3.14 % 3.57 % 3.15 % 3.58 %margin (FTE)Efficiency 55.93 % 56.29 % 56.44 % 63.11 % 58.65 %ratio (5)Netcharge-offs )(recoveries) (0.09 % 0.02 % 0.03 % 0.04 % 0.02 %to averageloansAllowance forloan losses to 0.95 % 0.94 % 0.47 % 0.95 % 0.47 %ending loans(4)Non-performingloans to 1.15 % 1.04 % 1.31 % 1.15 % 1.31 %ending loans Balance Sheet (EOP)Total loans $ 13,892,509 $ 13,615,701 $ 12,017,648 $ 13,892,509 $ 12,017,648 Total assets 22,460,476 22,102,188 20,438,788 22,460,476 20,438,788 Total deposits 16,506,494 16,319,446 14,448,352 16,506,494 14,448,352 Total borrowed 2,725,731 2,641,436 2,831,863 2,725,731 2,831,863 fundsTotalshareholders' 2,921,149 2,864,255 2,832,530 2,921,149 2,832,530 equity Capital Ratios (3)Risk-basedcapital ratios (EOP):Tier 1 common 12.10 % 11.70 % 12.03 % 12.10 % 12.03 %equityTier 1 12.10 % 11.70 % 12.03 % 12.10 % 12.03 %Total 13.10 % 12.68 % 12.97 % 13.10 % 12.97 %Leverage ratio(to average 8.15 % 8.12 % 8.79 % 8.15 % 8.79 %assets) Total equityto assets 12.97 % 13.16 % 13.98 % 13.33 % 13.84 %(averages)Tangiblecommon equity 8.58 % 8.45 % 8.95 % 8.58 % 8.95 %to tangibleassets Nonfinancial DataFull-timeequivalent 2,484 2,530 2,778 2,484 2,778 employeesBanking 162 162 192 162 192 centers (1) Calculated using the federal statutory tax rate in effect of 21% for allperiods.(2) Cash dividends per share divided by net income per share (basic).(3) Represents a non-GAAP financial measure. Refer the "Non-GAAP Measures"table for reconciliations to GAAP financial measures.(4) Beginning January 1, 2020, calculation is based on current expected lossmethodology. Prior to January 1, 2020, calculation was based on incurred lossmethodology.(5) Efficiency ratio is defined as noninterest expense before amortization ofintangibles as a percent of FTE net interest income andnoninterest revenues,excluding net gains from debt securities transactions. This presentationexcludes amortization of intangibles and net debt securities gains, as iscommon in other company releases, and better aligns with true operatingperformance.FTE - Fullytaxable EOP - End of period actual balances N/A - Not applicableequivalentbasis

Income Statement (unaudited)($ and shares in thousands, except per share data) Three Months Ended Nine Months Ended September June 30, September September 30, September 30, 30, 30, 2020 2020 2019 2020 2019Interest $ 160,086 $ 161,974 $ 185,853 $ 490,059 $ 553,834 incomeLess:interest 14,513 16,303 32,757 55,044 98,460 expenseNet interest 145,573 145,671 153,096 435,015 455,374 incomeProvision forloan losses ? 22,545 1,437 39,495 3,483 (1) Netinterestincome after 145,573 123,126 151,659 395,520 451,891 provision forloan losses Wealthmanagement 9,239 9,424 9,160 27,547 27,604 feesServicecharges on 8,698 7,582 11,860 26,357 34,201 depositaccountsDebit card 5,276 4,832 5,370 15,106 16,292 and ATM feesMortgagebanking 18,110 17,313 8,850 46,542 20,996 revenueInvestment 5,351 4,845 5,244 16,070 16,106 product feesCapitalmarkets 5,428 6,179 4,560 15,935 10,227 incomeCompany-ownedlife 2,830 2,968 2,703 8,878 8,602 insuranceOther income 4,906 4,807 5,790 13,681 16,077 Gains(losses) on 4,921 511 424 10,606 1,486 sales of debtsecurities Totalnoninterest 64,759 58,461 53,961 180,722 151,591 income Salaries andemployee 69,860 66,556 71,729 215,589 214,478 benefitsOccupancy 13,930 13,245 11,934 42,308 41,071 Equipment 3,754 3,853 3,954 12,912 12,945 Marketing 2,140 2,395 4,105 7,632 12,267 Data 9,628 9,629 8,961 28,724 28,509 processingCommunication 2,241 2,296 2,349 7,335 8,252 Professional 3,083 3,545 5,037 10,921 12,868 feesFDIC 1,319 2,014 960 4,942 4,501 assessmentAmortizationof 3,459 3,612 4,168 10,847 12,965 intangiblesAmortizationof tax credit 3,115 287 1,211 8,917 2,039 investmentsOther expense 7,705 12,689 8,177 48,972 23,849 Totalnoninterest 120,234 120,121 122,585 399,099 373,744 expense Incomebefore income 90,098 61,466 83,035 177,143 229,738 taxes Income tax 12,154 9,761 13,254 24,854 40,717 expense Net income $ 77,944 $ 51,705 $ 69,781 $ 152,289 $ 189,021 DilutedEarnings Per ShareNet income $ 0.47 $ 0.32 $ 0.41 $ 0.92 $ 1.09 AverageCommon Shares Outstanding Basic 164,773 164,732 170,746 165,748 172,807 Diluted 165,419 165,302 171,551 166,370 173,527 Common sharesoutstanding 165,333 165,093 170,031 165,333 170,031 at end ofperiod (1) Beginning January 1, 2020, calculation is based on current expected lossmethodology. Prior to January 1, 2020, calculation was based on incurred lossmethodology.

Balance Sheet (unaudited)($ in thousands) September 30, June 30, September 30, 2020 2020 2019Assets Federal Reserve Bank $ 87,682 $ 54,807 $ 80,018 accountMoney market 13,437 14,633 19,410 investmentsInvestments: Treasury andgovernment-sponsored 501,771 489,232 524,919 agenciesMortgage-backed 3,382,280 3,304,054 3,248,367 securitiesStates and political 1,426,495 1,355,959 1,231,248 subdivisionsOther securities 462,958 512,375 490,389 Total investments 5,773,504 5,661,620 5,494,923 Loans held for sale, 85,091 122,507 58,285 at fair valueLoans: Commercial 4,264,568 4,307,505 2,950,559 Commercial andagriculture real 5,701,493 5,403,316 5,112,123 estateConsumer: Home equity 549,115 547,286 555,905 Other consumer loans 1,112,034 1,128,296 1,162,438 Subtotal ofcommercial and 11,627,210 11,386,403 9,781,025 consumer loansResidential real 2,265,299 2,229,298 2,236,623 estateTotal loans 13,892,509 13,615,701 12,017,648 Total earning assets 19,852,223 19,469,268 17,670,284 Allowance for loan (131,388 ) (128,394 ) (56,910 ) losses (1)Non-earning Assets: Cash and due from 229,631 241,054 320,822 banksPremises and 463,253 462,796 492,065 equipment, netOperating lease 77,482 80,400 102,976 right-of-use assetsGoodwill and other 1,086,252 1,089,711 1,101,045 intangible assetsCompany-owned life 455,975 453,116 447,110 insuranceOther assets 427,048 434,237 361,396 Total non-earning 2,739,641 2,761,314 2,825,414 assetsTotal assets $ 22,460,476 $ 22,102,188 $ 20,438,788 Liabilities and EquityNoninterest-bearing $ 5,463,007 $ 5,217,678 $ 3,996,264 demand depositsInterest-bearing: Checking and NOW 4,588,432 4,567,046 3,936,318 accountsSavings accounts 3,287,302 3,166,680 2,863,718 Money market 1,904,404 1,895,809 1,821,989 accountsOther time deposits 1,206,658 1,321,499 1,704,238 Total core deposits 16,449,803 16,168,712 14,322,527 Brokered CD's 56,691 150,734 125,825 Total deposits 16,506,494 16,319,446 14,448,352 Federal fundspurchased and 1,259 801 240,589 interbank borrowingsSecurities soldunder agreements to 399,141 367,744 337,551 repurchaseFederal Home Loan 2,087,648 2,035,014 2,001,960 Bank advancesOther borrowings 237,683 237,877 251,763 Total borrowed funds 2,725,731 2,641,436 2,831,863 Operating lease 88,552 91,845 107,272 liabilitiesAccrued expenses and 218,550 185,206 218,771 other liabilitiesTotal liabilities 19,539,327 19,237,933 17,606,258 Common stock,surplus, and 2,771,865 2,715,212 2,774,016 retained earningsAccumulated othercomprehensive income 149,284 149,043 58,514 (loss), net of taxTotal shareholders' 2,921,149 2,864,255 2,832,530 equityTotal liabilitiesand shareholders' $ 22,460,476 $ 22,102,188 $ 20,438,788 equity

(1) Beginning January 1, 2020, calculation is based on current expected lossmethodology. Prior to January 1, 2020, calculation was based on incurred lossmethodology.

Average Balance Sheet and Interest Rates (unaudited)($ in thousands) Three Months Ended Three Months Ended Three Months Ended September 30, 2020 June 30, 2020 September 30, 2019 Average Income (1)/ Yield/ Average Income (1)/ Yield/ Average Income (1)/ Yield/Earning Assets: Balance Expense Rate Balance Expense Rate Balance Expense RateMoney market andother $ 137,880 $ 59 0.17 % $ 85,680 $ 34 0.16 % $ 63,142 $ 528 3.32 %interest-earninginvestmentsInvestments: Treasury andgovernment-sponsored 454,005 2,457 2.17 % 501,838 3,033 2.42 % 682,940 4,341 2.54 %agencies Mortgage-backed 3,342,284 17,478 2.09 % 3,179,165 17,930 2.26 % 3,019,322 18,589 2.46 %securities States andpolitical 1,383,765 11,860 3.43 % 1,293,756 11,757 3.63 % 1,172,017 10,896 3.72 %subdivisions Other securities 487,405 2,922 2.40 % 497,204 3,224 2.59 % 499,308 4,049 3.24 % Total 5,667,459 34,717 2.45 % 5,471,963 35,944 2.63 % 5,373,587 37,875 2.82 %investmentsLoans: (2) Commercial 4,274,894 33,223 3.04 % 4,049,403 31,729 3.10 % 3,018,638 35,428 4.59 % Commercial andagriculture real 5,546,486 55,891 3.94 % 5,340,622 58,007 4.30 % 5,037,909 71,604 5.56 %estate Consumer: Home equity 551,380 4,336 3.13 % 554,701 4,213 3.06 % 557,607 7,102 5.05 % Other consumer 1,120,681 11,635 4.13 % 1,135,943 11,530 4.08 % 1,175,900 12,226 4.13 %loans Subtotalcommercial and 11,493,441 105,085 3.64 % 11,080,669 105,479 3.83 % 9,790,054 126,360 5.12 %consumer loans Residential real 2,355,512 23,604 4.01 % 2,369,407 23,884 4.03 % 2,283,704 24,261 4.25 %estate loans Total loans 13,848,953 128,689 3.66 % 13,450,076 129,363 3.82 % 12,073,758 150,621 4.91 % Total $ 19,654,292 $ 163,465 3.29 % $ 19,007,719 $ 165,341 3.46 % $ 17,510,487 $ 189,024 4.27 %earning assets Less: Allowance for (132,447 ) (107,619 ) (56,894 ) loan losses (3) Non-earning Assets: Cash and due from $ 346,343 $ 332,745 $ 264,145 banksOther assets 2,405,517 2,384,934 2,429,466 Total assets $ 22,273,705 $ 21,617,779 $ 20,147,204 Interest-Bearing Liabilities: Checking and NOW $ 4,607,427 $ 886 0.08 % $ 4,431,074 $ 1,075 0.10 % $ 3,895,654 $ 4,448 0.45 %accounts Savings accounts 3,232,375 634 0.08 % 3,060,012 736 0.10 % 2,855,401 2,128 0.30 % Money market 1,902,407 724 0.15 % 1,844,488 910 0.20 % 1,822,698 4,017 0.87 %accounts Other time 1,253,058 2,852 0.91 % 1,378,115 3,786 1.10 % 1,733,492 7,016 1.61 %deposits Totalinterest-bearing 10,995,267 5,096 0.18 % 10,713,689 6,507 0.24 % 10,307,245 17,609 0.68 %deposits Brokered CD's 150,545 201 0.53 % 68,149 291 1.72 % 181,425 1,098 2.40 % Totalinterest-bearing 11,145,812 5,297 0.19 % 10,781,838 6,798 0.25 % 10,488,670 18,707 0.71 %deposits and CD's Federal fundspurchased and 18,347 12 0.25 % 143,811 44 0.12 % 254,971 1,484 2.31 %interbank borrowingsSecurities soldunder agreements to 385,149 160 0.16 % 350,545 185 0.21 % 340,158 715 0.83 %repurchaseFederal Home Loan 2,021,468 6,709 1.32 % 2,144,497 6,844 1.28 % 1,889,407 9,123 1.92 %Bank advancesOther borrowings 237,811 2,335 3.93 % 251,738 2,432 3.87 % 251,817 2,728 4.33 % Total 2,662,775 9,216 1.38 % 2,890,591 9,505 1.32 % 2,736,353 14,050 2.04 %borrowed funds Totalinterest-bearing 13,808,587 14,513 0.42 % 13,672,429 16,303 0.48 % 13,225,023 32,757 0.98 %liabilities Noninterest-BearingLiabilities and Shareholders' EquityDemand deposits $ 5,291,037 $ 4,871,002 $ 3,841,867 Other liabilities 284,536 228,950 262,862 Shareholders' equity 2,889,545 2,845,398 2,817,452 Total liabilitiesand shareholders' $ 22,273,705 $ 21,617,779 $ 20,147,204 equity Net interest rate 2.87 % 2.98 % 3.29 %spread Net interest margin 3.03 % 3.14 % 3.57 %(FTE) FTE adjustment $ 3,379 $ 3,367 $ 3,171 (1) Interest income is reflected on a fully taxable equivalent basis (FTE).(2) Includes loans held for sale.(3) Beginning January 1, 2020, calculation is based on current expected lossmethodology. Prior to January 1, 2020, calculation was based on incurred lossmethodology.

Average Balance Sheet and Interest Rates (unaudited)($ in thousands) Nine Months Ended Nine Months Ended September 30, 2020 September 30, 2019 Average Income (1)/ Yield/ Average Income (1)/ Yield/Earning Assets: Balance Expense Rate Balance Expense RateMoney market andother $ 94,149 $ 442 0.63 % $ 60,071 $ 1,140 2.54 %interest-earninginvestmentsInvestments: Treasury andgovernment-sponsored 513,055 9,187 2.39 % 694,628 12,544 2.41 %agenciesMortgage-backed 3,231,439 54,474 2.25 % 2,763,406 54,991 2.65 %securitiesStates and political 1,317,136 35,026 3.55 % 1,198,962 33,584 3.73 %subdivisionsOther securities 493,016 9,361 2.53 % 497,854 12,553 3.36 %Total investments $ 5,554,646 $ 108,048 2.59 % $ 5,154,850 $ 113,672 2.94 %Loans: (2) Commercial 3,745,803 94,005 3.30 % 3,067,830 109,290 4.70 %Commercial andagriculture real 5,359,254 176,337 4.32 % 5,015,973 208,894 5.49 %estateConsumer: Home equity 554,800 14,180 3.41 % 567,953 22,089 5.20 %Other consumer loans 1,141,399 35,384 4.14 % 1,189,988 36,436 4.09 %Subtotal commercial 10,801,256 319,906 3.96 % 9,841,744 376,709 5.12 %and consumer loansResidential real 2,365,037 71,732 4.04 % 2,263,595 71,972 4.24 %estate loans Total loans 13,166,293 391,638 3.93 % 12,105,339 448,681 4.91 % Total earning assets $ 18,815,088 $ 500,128 3.52 % $ 17,320,260 $ 563,493 4.32 % Less: Allowance for (107,860 ) (56,442 ) loan losses (3) Non-earning Assets: Cash and due from $ 322,318 $ 242,938 banksOther assets 2,392,893 2,464,192 Total assets $ 21,422,439 $ 19,970,948 Interest-Bearing Liabilities:Checking and NOW $ 4,381,919 $ 4,820 0.15 % $ 3,829,213 $ 11,786 0.41 %accountsSavings accounts 3,040,889 2,669 0.12 % 2,889,977 6,556 0.30 %Money market 1,843,902 4,141 0.30 % 1,772,150 10,572 0.80 %accountsOther time deposits 1,397,222 11,823 1.13 % 1,784,200 21,299 1.60 %Totalinterest-bearing 10,663,932 23,453 0.29 % 10,275,540 50,213 0.65 %depositsBrokered CD's 101,112 940 1.24 % 194,985 3,457 2.37 %Totalinterest-bearing 10,765,044 24,393 0.30 % 10,470,525 53,670 0.69 %deposits and CD's Federal fundspurchased and 184,397 1,296 0.94 % 290,699 5,219 2.40 %interbank borrowingsSecurities soldunder agreements to 355,039 729 0.27 % 344,294 2,048 0.80 %repurchaseFederal Home Loan 2,043,617 21,321 1.39 % 1,753,283 29,093 2.22 %Bank advancesOther borrowings 243,255 7,305 4.00 % 251,070 8,430 4.48 %Total borrowed funds 2,826,308 30,651 1.45 % 2,639,346 44,790 2.27 % Totalinterest-bearing 13,591,352 55,044 0.54 % 13,109,871 98,460 1.00 %liabilities Noninterest-BearingLiabilities and Shareholders' EquityDemand deposits $ 4,710,969 $ 3,833,605 Other liabilities 263,841 263,799 Shareholders' equity 2,856,277 2,763,673 Total liabilitiesand shareholders' $ 21,422,439 $ 19,970,948 equity Net interest rate 2.98 % 3.32 %spread Net interest margin 3.15 % 3.58 %(FTE) FTE adjustment $ 10,069 $ 9,659 (1) Interest income is reflected on a fully taxable equivalent basis (FTE).(2) Includes loans held for sale.(3) Beginning January 1, 2020, calculation is based on current expected lossmethodology. Prior to January 1, 2020, calculation was based on incurred lossmethodology.

Asset Quality (EOP) (unaudited)($ in thousands) Three Months Ended Nine Months Ended September 30, June 30, September 30, September 30, September 30, 2020 2020 2019 2020 2019 Beginningallowance for $ 128,394 $ 106,380 $ 56,292 $ 54,619 $ 55,461 loan lossesImpact ofadopting ASC 326 ? ? N/A 41,347 N/A on 1/1/2020 (1) Provision for ? 22,545 1,437 39,495 3,483 loan losses (1) Gross (4,169 ) (2,232 ) (2,716 ) (14,846 ) (8,485 ) charge-offsGross recoveries 7,163 1,701 1,897 10,773 6,451 Net(charge-offs) 2,994 (531 ) (819 ) (4,073 ) (2,034 ) recoveries Ending allowancefor loan losses $ 131,388 $ 128,394 $ 56,910 $ 131,388 $ 56,910 (1) Net charge-offs(recoveries) / (0.09 ) 0.02 % 0.03 % 0.04 % 0.02 % average loans %(2) Average loans $ 13,827,019 $ 13,435,260 $ 12,061,705 $ 13,150,805 $ 12,097,310 outstanding (2) EOP loans 13,892,509 13,615,701 12,017,648 13,892,509 12,017,648 outstanding (2) Allowance forloan losses / 0.95 % 0.94 % 0.47 % 0.95 % 0.47 % EOP loans (1)(2) Underperforming Assets:Loans 90 Daysand over (still $ 90 $ 779 $ 703 $ 90 $ 703 accruing) Non-performing loans:Nonaccrual loans 137,611 125,546 138,498 137,611 138,498 (3)TDRs still 22,037 16,582 18,884 22,037 18,884 accruingTotalnon-performing 159,648 142,128 157,382 159,648 157,382 loans Foreclosed 1,248 1,786 2,941 1,248 2,941 properties Totalunderperforming $ 160,986 $ 144,693 $ 161,026 $ 160,986 $ 161,026 assets Classified andCriticized Assets:Nonaccrual loans 137,611 125,546 138,498 137,611 138,498 (3)Substandard 189,524 192,433 145,987 189,524 145,987 accruing loansLoans 90 daysand over (still 90 779 703 90 703 accruing)Total classifiedloans - "problem $ 327,225 $ 318,758 $ 285,188 $ 327,225 $ 285,188 loans" Other classified 3,860 2,565 2,556 3,860 2,556 assetsCriticized loans- "special 272,859 220,300 233,519 272,859 233,519 mention loans" Total classifiedand criticized $ 603,944 $ 541,623 $ 521,263 $ 603,944 $ 521,263 assets Non-performingloans / EOP 1.15 % 1.04 % 1.31 % 1.15 % 1.31 % loans (2) Allowance tonon-performing 82 % 90 % 36 % 82 % 36 % loans (1)(4) Under-performingassets / EOP 1.16 % 1.06 % 1.34 % 1.16 % 1.34 % loans (2) EOP total assets $ 22,460,476 $ 22,102,188 $ 20,438,788 $ 22,460,476 $ 20,438,788 Under-performingassets / EOP 0.72 % 0.65 % 0.79 % 0.72 % 0.79 % assets EOP - End ofperiod actual balances(1) Beginning January 1, 2020, calculation is based on current expected lossmethodology. Prior to January 1, 2020, calculation was based on incurred lossmethodology.(2) Excludes loans held for sale.(3) Includes non-accruing TDRs totaling $7.7 million at September 30, 2020,$11.3 million at June 30, 2020, and $21.8 million at September 30, 2019.(4) Includes acquired loans that were recorded at fair value in accordance withASC 805 at the date of acquisition. As such, the credit riskwas incorporatedin the fair value recorded and no allowance for loan losses was recorded for2019 quarter ends.

Non-GAAP Measures (unaudited)($ in thousands) Three Months Ended Nine Months Ended September 30, June 30, September 30, September 30, September 30, 2020 2020 2019 2020 2019Actual End ofPeriod BalancesGAAPshareholders' $ 2,921,149 $ 2,864,255 $ 2,832,530 $ 2,921,149 $ 2,832,530 equity Deduct: Goodwill 1,036,994 1,036,994 1,036,994 1,036,994 1,036,994 Intangibles 49,258 52,717 64,051 49,258 64,051 1,086,252 1,089,711 1,101,045 1,086,252 1,101,045 Tangibleshareholders' $ 1,834,897 $ 1,774,544 $ 1,731,485 $ 1,834,897 $ 1,731,485 equity Average BalancesGAAPshareholders' $ 2,889,545 $ 2,845,398 $ 2,817,452 $ 2,856,277 $ 2,763,673 equity Deduct: Goodwill 1,036,994 1,036,994 1,036,306 1,036,994 1,036,274 Intangibles 50,926 54,449 66,047 54,488 70,361 1,087,920 1,091,443 1,102,353 1,091,482 1,106,635 Averagetangible $ 1,801,625 $ 1,753,955 $ 1,715,099 $ 1,764,795 $ 1,657,038 shareholders'equity Actual End ofPeriod BalancesGAAP assets $ 22,460,476 $ 22,102,188 $ 20,438,788 $ 22,460,476 $ 20,438,788 Add: Trust 17 15 24 17 24 overdrafts Deduct: Goodwill 1,036,994 1,036,994 1,036,994 1,036,994 1,036,994 Intangibles 49,258 52,717 64,051 49,258 64,051 1,086,252 1,089,711 1,101,045 1,086,252 1,101,045 Tangible $ 21,374,241 $ 21,012,492 $ 19,337,767 $ 21,374,241 $ 19,337,767 assets Risk-weighted $ 14,445,341 $ 14,416,184 $ 13,975,295 $ 14,445,341 $ 13,975,295 assets GAAP net $ 77,944 $ 51,705 $ 69,781 $ 152,289 $ 189,021 income Add: Amortizationof 2,595 2,708 3,145 8,152 9,780 intangibles(net of tax) Tangible net $ 80,539 $ 54,413 $ 72,926 $ 160,441 $ 198,801 income Tangible RatiosReturn ontangible 17.56 % 12.27 % 16.85 % 11.66 % 15.31 %common equityReturn onaverage 17.88 % 12.41 % 17.01 % 12.12 % 16.00 %tangiblecommon equityReturn ontangible 1.51 % 1.04 % 1.51 % 1.00 % 1.37 %assetsTangiblecommon equity 8.58 % 8.45 % 8.95 % 8.58 % 8.95 %to tangibleassetsTangiblecommon equityto 12.70 % 12.31 % 12.39 % 12.70 % 12.39 %risk-weightedassetsTangiblecommon book 11.10 10.75 10.18 11.10 10.18 value (1) Tangible common equity presentation includes other comprehensive income as iscommon in other company releases.(1) Tangible common shareholders' equity divided by common shares issued andoutstanding at period-end. Tier 1 $ 1,748,150 $ 1,686,714 $ 1,681,457 $ 1,748,150 $ 1,681,457 capital Risk-weighted 14,445,341 14,416,184 13,975,295 14,445,341 13,975,295 assets Tier 1 commonequity to 12.10 % 11.70 % 12.03 % 12.10 % 12.03 %risk-weightedassets

Media: Kathy A. Schoettlin (812) 465-7269Investors: Lynell J. Walton (812) 464-1366