GlobeNewswire Inc | Jul 20, 2021 07:00AM EDT

July 20, 2021

EVANSVILLE, Ind. , July 20, 2021 (GLOBE NEWSWIRE) --

Old National Bancorp (NASDAQ: ONB) reports 2Q21 net income of $62.8 million,diluted EPS of $0.38.Adjusted^1 net income of $67.4million, or $0.41 per diluted share.

CEO COMMENTARY

?Old National?s 2nd quarter earnings success was highlighted by strongcommercial loan production ? which drove over 11% annualized commercial loangrowth ? along with excellent credit metrics and stable net interest margin,?said Chairman and CEO Jim Ryan. ?These results place Old National in a verystrong position as we work to execute our previously announced merger of equalswith First Midwest Bank. Combined, we are confident Old National will be evenbetter positioned for strong organic growth with enhanced scale, resources, andcapabilities to deliver an improved client experience and enhanced value to ourshareholders.?

SECOND QUARTER HIGHLIGHTS2:

Net income * Net income of $62.8 million

* Earnings per diluted share of $0.38

Net * Net interest income on a fully taxable equivalent basis ofinterest $153.4million compared to $151.6millionincome/NIM * Net interest margin on a fully taxable equivalent basis of 2.91% compared to 2.94%

* Pre-provision net revenue^1 (?PPNR?) of $75.3million

* Adjusted PPNR^1 of $83.3million

Operating * Noninterest expense of $129.6millionPerformance * Adjusted noninterest expense^1 of $120.9million

* Efficiency ratio^1 of 62.05%

* Adjusted efficiency ratio^1 of 57.74%

* End-of-period total loans^3 of $13,834.8million compared to $13,975.5million + Total commercial loans increased $250.2 million, excluding the $403.0 million decrease in PPP loans

* Second-quarter total commercial production of $1.1 billion

Loans and * Provision for credit losses was a recapture of $4.9million

Credit * June 30 pipeline of $2.6 billionQuality * Net recoveries of $336 thousand compared to net recoveries of $5 thousand

* Non-performing loans of 1.03% of total loans compared to 1.13%

* Return on average common equity of 8.39%

Return * Return on average tangible common equity^1 of 13.58%Profile& Capital * Adjusted return on average tangible common equity^1 of 14.56%

* No shares of common stock were repurchased during the current quarter

* $0.4 million in ONB Way charges

Notable * $1.8million in tax credit amortizationItems * $6.5 million in merger charges

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 second quarter 2021 net income of $62.8million, or $0.38 per diluted share.

Included in the second quarter were pre-tax charges of $6.5 million for the recently announced merger with First Midwest Bancorp and $0.4million for the ONB Way. Excluding these charges from the current quarter and netting out debt securities gains, adjusted net income was $67.4million, or $0.41 per diluted share.

LOANSStrong commercial production results in double digit commercial loan growth.

-- Period-end total loans were $13,834.8million at June30, 2021, a decrease of $140.7million, or 4.0% annualized, when compared to the $13,975.5million at March 31, 2021. -- Paycheck Protection Program (PPP) loans declined $403.0 million to $721.1 million at June30, 2021, compared to $1,124.1 million at March 31, 2021. -- Excluding the $403.0 million decrease in PPP loans during the quarter, total loans increased $262.3million, or 8.2% annualized. -- Excluding PPP loans, total commercial loans increased $250.2 million, or 11.1% annualized. -- Total commercial loan production in the second quarter was $1.1 billion; period-end pipeline totaled $2.6 billion. -- Consumer loans increased $0.4 million to $1,579.4million and residential mortgage loans increased $11.8million to $2,215.1million. -- Average total loans in the second quarter were $13,995.3 million, an increase of $163.1million from the first quarter of 2021. -- Excluding PPP loans, average total loans in the second quarter increased $155.4 million from the first quarter of 2021.

DEPOSITSPeriod-end deposit balances remain steady.

-- Period-end total deposits were $17,868.9million at June30, 2021, an increase of $19.2million, or 0.4% annualized, when compared to the $17,849.8 million at March 31, 2021. -- Noninterest-bearing deposits increased $51.7million to $6,142.7 million at June30, 2021 from $6,091.1 million at March 31, 2021. -- On average, total deposits in the second quarter increased $511.3million to $17,853.1million, compared to $17,341.8million in the first quarter of 2021.

NET INTEREST INCOME AND MARGINDeposit and funding costs continue to decline.

-- Net interest income increased to $149.9million in the second quarter of 2021 compared to $148.1 million in the first quarter of 2021. -- The net interest margin on a fully taxable equivalent basis decreased 3 basis points to 2.91% compared to 2.94% in the first quarter of 2021. -- PPP interest and net fees combined were $11.9million, or 9 basis points of net interest margin, in the second quarter of 2021 compared to $12.6 million, or 10 basis points of net interest margin, in the first quarter of 2021. -- Accretion income was $5.1million, or 10 basis points of net interest margin, in the second quarter of 2021 compared to $4.7million, or 9 basis points of net interest margin, in the first quarter of 2021. -- Interest collected on nonaccrual loans was $1.2 million, or 2 basis points of net interest margin, in the second quarter of 2021 compared to $0.6million, or 1 basis point of net interest margin, in the first quarter of 2021. -- The cost of total deposits declined 1 basis point to 0.06% in the second quarter of 2021 while the cost of total interest-bearing deposits decreased 2 basis points to 0.09%.

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

-- Old National recorded a provision recapture in the second quarter of 2021 of $4.9million, compared to $17.4million in provision recapture recorded in the first quarter of 2021. -- Net recoveries in the second quarter were $336 thousand, compared to net recoveries of $5thousand in the first quarter of 2021. -- 30-89 day delinquencies were 0.09% at the end of the second quarter. -- Non-performing loans decreased as a percentage of total loans to 1.03%. -- Loans acquired from previous acquisitions were recorded at fair value at the acquisition date. As of June30, 2021, the remaining discount on these acquired loans was $40.8 million. -- The allowance for credit losses stood at $109.4 million, or 0.79% of total loans at June30, 2021.

NONINTEREST INCOMENoninterest income decreased primarily due to lower mortgage banking revenue.

-- Total noninterest income for the second quarter of 2021 was $51.5million, a decrease of $5.2million from the first quarter of 2021. -- Mortgage banking revenue decreased $8.7million when compared to the first quarter of 2021, due to a decline in pipeline valuation and lower gain on sale margins. -- Capital markets income increased $2.2million when compared to the first quarter of 2021. -- Gains on sales of debt securities decreased $1.3 million when compared to the first quarter of 2021.

NONINTEREST EXPENSESecond quarter expense increase driven primarily from annual merit and additional incentives.

-- Noninterest expense for the second quarter of 2021 was $129.6million and included $6.5 million in diligence, integration and merger charges, $0.4 million in ONB Way charges and $1.8million in tax credit amortization. -- Excluding these items, adjusted noninterest expense for the second quarter was $120.9million, compared to the $115.0million in adjusted noninterest expense in the first quarter of 2021. -- Salaries and employee benefits increased $4.5million when compared to the first quarter of 2021. -- The second quarter efficiency ratio was 62.05%, while the adjusted efficiency ratio was 57.74%.

INCOME TAXES

-- On a fully taxable-equivalent basis, income tax expense in the second quarter was $17.4million, resulting in a 21.7% FTE tax rate. -- Income tax expense included $1.0 million in tax credit benefit.

CAPITAL AND LIQUIDITYCapital ratios remain strong.

-- At the end of the second quarter, preliminary total risk-based capital was 12.73% and preliminary regulatory tier 1 capital was 11.95%. -- Tangible common equity to tangible assets was 8.47% at the end of the second quarter compared to 8.38% in the first quarter of 2021. -- The Company did not repurchase any shares of common stock during the second quarter. -- A low loan to deposit ratio of 77.4%, combined with existing funding sources plus available unencumbered, high-quality collateral, provides strong liquidity.

NON-GAAP RECONCILIATIONS

($ in millions, except EPS, shares in 2Q21 Adjustments^4 Adjusted000s) 2Q21Total Revenues (FTE) $ 204.9 $ (0.7 ) $ 204.2 Less: Provision for Credit Losses 4.9 ? 4.9 Less: Noninterest Expenses (129.6 ) 6.9 (122.7 ) Income before Income Taxes (FTE) $ 80.2 $ 6.2 $ 86.4 Income Taxes (FTE) (17.4 ) (1.6 ) (19.0 ) Net Income $ 62.8 $ 4.6 $ 67.4 Average Shares Outstanding 165,934 ? 165,934 Earnings Per Share - Diluted $ 0.38 $ 0.03 $ 0.41

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

($ in millions) 2Q21 1Q21Net Interest Income $ 149.9 $ 148.1 Add: FTE Adjustment 3.5 3.5 Net Interest Income (FTE) $ 153.4 $ 151.6 Average Earning Assets $ 21,095.3 $ 20,601.7 Net Interest Margin (FTE) 2.91 % 2.94 %

($ in millions) 2Q21 2Q20Net Interest Income $ 149.9 $ 145.6 Add: FTE Adjustment 3.5 3.4 Net Interest Income (FTE) $ 153.4 $ 149.0 Add: Total Noninterest Income 51.5 58.5 Less: Noninterest Expense 129.6 120.2 Pre-Provision Net Revenue $ 75.3 $ 87.3 Less: Debt Securities Gains/Losses (0.7 ) (0.5 ) Less: Gain on Branch Actions ? 0.1 Add: Diligence, Acquisition and Integration Charges 6.5 ? Add: ONB Way Charges 0.4 4.9 Add: Amortization of Tax Credit Investments 1.8 0.3 Adjusted Pre-Provision Net Revenue $ 83.3 $ 92.1

($ in millions) 2Q21 1Q21 2Q20Noninterest Expense $ 129.6 $ 117.7 $ 120.2 Less: ONB Way Charges (0.4 ) (1.5 ) (4.9 ) Less: Diligence, Acquisition and Integration (6.5 ) ? ? ChargesNoninterest Expense less Charges $ 122.7 $ 116.2 $ 115.3 Less: Amortization of Tax Credit Investments (1.8 ) (1.2 ) (0.3 ) Adjusted Noninterest Expense $ 120.9 $ 115.0 $ 115.0 Less: Intangible Amortization (2.9 ) (3.1 ) (3.6 ) Adjusted Noninterest Expense Less Intangible $ 118.0 $ 111.9 $ 111.4 AmortizationNet Interest Income $ 149.9 $ 148.1 $ 145.6 FTE Adjustment 3.5 3.5 3.4 Net Interest Income (FTE) $ 153.4 $ 151.6 $ 149.0 Total Noninterest Income 51.5 56.7 58.5 Total Revenue (FTE) $ 204.9 $ 208.3 $ 207.5 Less: Debt Securities Gains/Losses (0.7 ) (2.0 ) (0.5 ) Less: Gain on Branch Actions ? ? 0.1 Adjusted Total Revenue (FTE) $ 204.2 $ 206.3 $ 207.1 Efficiency Ratio 62.05 % 55.57 % 56.29 %Adjusted Efficiency Ratio 57.74 % 54.25 % 53.79 %



($ in millions) 2Q21 1Q21Net Income $ 62.8 $ 86.8 Add: Intangible Amortization (net of tax^5) 2.2 2.3 Tangible Net Income $ 65.0 $ 89.1 Less: Securities Gains/Losses (net of tax^5) (0.5 ) (1.5 ) Add: Diligence, Acquisition and Integration Charges 4.9 ? (net of tax^5)Add: ONB Way Charges (net of tax^5) 0.3 1.1 Adjusted Tangible Net Income $ 69.7 $ 88.7 Average Total Shareholders? Equity 2,992.7 2,970.0 Less: Average Goodwill (1,037.0 ) (1,037.0 ) Less: Average Intangibles (41.4 ) (44.4 ) Average Tangible Shareholders? Equity $ 1,914.3 $ 1,888.6 Return on Average Tangible Common Equity 13.58 % 18.88 %Adjusted Return on Average Tangible Common Equity 14.56 % 18.79 %

5 Tax-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 8:00 a.m. Central Time on Tuesday, July20, 2021, to review second-quarter 2021 financial results. The live audio webcast link and corresponding presentation slides will be available on the Companys Investor Relations web page at oldnational.com and will be archived there for 12 months. To listen to the live conference call, dial U.S. (877) 660-9071 or International (929) 517-9523, Conference I.D. 7447647. A replay of the call will also be available from 11 a.m. Central Time on July20 through August 3. To access the replay, dial (855) 859-2056, Conference ID Code 7447647.

ABOUT OLD NATIONALOld National Bancorp (NASDAQ: ONB), the holding company of Old National Bank, is the largest bank holding company headquartered in Indiana. With $23.7 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 ten 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 STATEMENTSThis communication includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, with respect to Old Nationals future plans, objectives, performance, revenues, growth, profits, operating expenses or Old Nationals underlying assumptions; First Midwests and Old Nationals beliefs, goals, intentions, and expectations regarding the proposed transaction, revenues, earnings, loan production, asset quality, and capital levels, among other matters; our estimates of future costs and benefits of the actions we may take; our assessments of expected losses on loans; our assessments of interest rate and other market risks; our ability to achieve our financial and other strategic goals; the expected timing of completion of the proposed transaction; the expected cost savings, synergies and other anticipated benefits from the proposed transaction; and other statements that are not historical facts.

Forwardlooking statements are typically identified by such words as believe, expect, anticipate, intend, outlook, estimate, forecast, project, should, will, and other similar words and expressions, and are subject to numerous assumptions, risks, and uncertainties, which change over time. These forward-looking statements include, without limitation, those relating to the terms, timing and closing of the proposed transaction.

Additionally, forwardlooking statements speak only as of the date they are made; Old National does not assume any duty, and does not undertake, to update such forwardlooking statements, whether written or oral, that may be made from time to time, whether as a result of new information, future events, or otherwise. Furthermore, because forwardlooking statements are subject to assumptions and uncertainties, actual results or future events could differ, possibly materially, from those indicated in such forward-looking statements as a result of a variety of factors, many of which are beyond the control of Old National. Such statements are based upon the current beliefs and expectations of the management of Old National and are subject to significant risks and uncertainties outside of the control of the parties. Caution should be exercised against placing undue reliance on forward-looking statements. The factors that could cause actual results to differ materially include the following: the occurrence of any event, change or other circumstances that could give rise to the right of one or both of the parties to terminate the definitive merger agreement between First Midwest and Old National; the outcome of any legal proceedings that may be instituted against First Midwest or Old National; the possibility that the proposed transaction will not close when expected or at all because required regulatory, shareholder or other approvals are not received or other conditions to the closing are not satisfied on a timely basis or at all, or are obtained subject to conditions that are not anticipated (and the risk that required regulatory approvals may result in the imposition of conditions that could adversely affect the combined company or the expected benefits of the proposed transaction); the ability of First Midwest and Old National to meet expectations regarding the timing, completion and accounting and tax treatments of the proposed transaction; the risk that any announcements relating to the proposed transaction could have adverse effects on the market price of the common stock of either or both parties to the proposed transaction; the possibility that the anticipated benefits of the proposed transaction will not be realized when expected or at all, including as a result of the impact of, or problems arising from, the integration of the two companies or as a result of the strength of the economy and competitive factors in the areas where First Midwest and Old National do business certain restrictions during the pendency of the proposed transaction that may impact the parties ability to pursue certain business opportunities or strategic transactions; the possibility that the transaction may be more expensive to complete than anticipated, including as a result of unexpected factors or events diversion of managements attention from ongoing business operations and opportunities the possibility that the parties may be unable to achieve expected synergies and operating efficiencies in the merger within the expected timeframes or at all and to successfully integrate First Midwests operations and those of Old National; such integration may be more difficult, time consuming or costly than expected; revenues following the proposed transaction may be lower than expected; First Midwests and Old Nationals success in executing their respective business plans and strategies and managing the risks involved in the foregoing; the dilution caused by Old Nationals issuance of additional shares of its capital stock in connection with the proposed transaction; effects of the announcement, pendency or completion of the proposed transaction on the ability of First Midwest and Old National to retain customers and retain and hire key personnel and maintain relationships with their suppliers, and on their operating results and businesses generally; risks related to the potential impact of general economic, political and market factors on the companies or the proposed transaction and other factors that may affect future results of First Midwest and Old National; uncertainty as to the extent of the duration, scope, and impacts of the COVID-19 pandemic on First Midwest, Old National and the proposed transaction; and the other factors discussed in the Risk Factors and Managements Discussion and Analysis of Financial Condition and Results of Operations sections of each of First Midwests and Old Nationals Annual Report on Form 10K for the year ended December 31, 2020, in the Risk Factors and Managements Discussion and Analysis of Financial Condition and Results of Operations sections of each of First Midwests and Old Nationals Quarterly Report on Form 10Q for the quarter ended March 31, 2021, and in other reports First Midwest and Old National file with the U.S. Securities and Exchange Commission (the SEC).

ADDITIONAL INFORMATION AND WHERE TO FIND ITIn connection with the proposed transaction, Old National filed with the SEC a registration statement on Form S4 (SEC File No. 333-257536). The registration statement includes a joint proxy statement of First Midwest and Old National, which also constitutes a prospectus of Old National, that will be sent to First Midwests and Old Nationals shareholders seeking certain approvals related to the proposed transaction.

The information contained herein does not constitute an offer to sell or a solicitation of an offer to buy any securities or a solicitation of any vote or approval, 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 any such jurisdiction. Investors and security holders of First Midwest or Old National and their respective affiliates are urged to read the registration statement on Form S-4, the joint proxy statement/prospectus included within the registration statement on Form S-4 and any other relevant documents filed or to be filed with the SEC in connection with the proposed transaction, as well as any amendments or supplements to those documents, because they will contain important information about First Midwest, Old National and the proposed transaction. Investors and security holders may obtain a free copy of the registration statement, including the joint proxy statement/prospectus, as well as other relevant documents filed with the SEC containing information about First Midwest and Old National, without charge, at the SECs website ( http://www.sec.gov). Copies of documents filed with the SEC by First Midwest will be made available free of charge in the Investor Relations section of First Midwests website, https://firstmidwest.com/, under the heading SEC Filings. Copies of documents filed with the SEC by Old National will be made available free of charge in the Investor Relations section of Old Nationals website, https://www.oldnational.com/, under the heading Financial Information.

PARTICIPANTS IN SOLICITATIONFirst Midwest, Old National, and certain of their respective directors and executive officers may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction under the rules of the SEC. Information regarding First Midwests directors and executive officers is available in its definitive proxy statement, which was filed with the SEC on April 13, 2021, and certain other documents filed by First Midwest with the SEC. Information regarding Old Nationals directors and executive officers is available in its definitive proxy statement, which was filed with the SEC on March 8, 2021, and certain other documents filed by Old National with the SEC. Other information regarding the participants in the solicitation of proxies in respect of the proposed transaction and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the joint proxy statement/prospectus and other relevant materials to be filed with the SEC. Free copies of these documents, when available, may be obtained as described in the preceding paragraph.

Financial Highlights (unaudited)($ and shares in thousands, except per share data) Three Months Ended Six Months Ended June 30, March 31, June 30, June 30, June 30, 2021 2021 2020 2021 2020Income StatementNet interest $ 149,927 $ 148,120 $ 145,671 $ 298,047 $ 289,442 incomeTax equivalent 3,470 3,500 3,367 6,970 6,690 adjustment (1)Net interestincome - tax 153,397 151,620 149,038 305,017 296,132 equivalentbasisProvision for (4,929 ) (17,356 ) 22,545 (22,285 ) 39,495 credit lossesNoninterest 51,508 56,712 58,461 108,220 115,963 incomeNoninterest 129,618 117,740 120,121 247,358 278,865 expenseNet income 62,786 86,818 51,705 149,604 74,345 Per Common Share DataWeightedaverage 165,934 165,707 165,302 165,821 166,848 diluted sharesNet income $ 0.38 $ 0.52 $ 0.32 $ 0.90 $ 0.45 (diluted)Cash dividends 0.14 0.14 0.14 0.28 0.28 Commondividend 37 % 26 % 44 % 31 % 62 %payout ratio(2)Book value $ 18.05 $ 17.98 $ 17.35 $ 18.05 $ 17.35 Stock price 17.61 19.34 13.76 17.61 13.76 Tangiblecommon book 11.55 11.47 10.75 11.55 10.75 value (3) Performance RatiosReturn on 1.06 % 1.49 % 0.96 % 1.27 % 0.71 %average assetsReturn onaverage common 8.39 % 11.69 % 7.27 % 10.04 % 5.24 %equityReturn ontangible 13.58 % 18.77 % 12.27 % 16.10 % 9.01 %common equity(3)Return onaveragetangible 13.58 % 18.88 % 12.41 % 16.21 % 9.15 %common equity(3)Net interest 2.91 % 2.94 % 3.14 % 2.93 % 3.22 %margin (FTE)Efficiency 62.05 % 55.57 % 56.29 % 58.79 % 66.80 %ratio (4)Netcharge-offs(recoveries) (0.01 ) % 0.00 % 0.02 % 0.00 % 0.11 %to averageloansAllowance forcredit losses 0.79 % 0.82 % 0.94 % 0.79 % 0.94 %to endingloansNon-performingloans to 1.03 % 1.13 % 1.04 % 1.03 % 1.04 %ending loans Balance Sheet (EOP)Total loans $ 13,784,677 $ 13,925,261 $ 13,615,701 $ 13,784,677 $ 13,615,701 Total assets 23,675,666 23,744,451 22,102,188 23,675,666 22,102,188 Total deposits 17,868,911 17,849,755 16,319,446 17,868,911 16,319,446 Total borrowed 2,559,113 2,574,987 2,641,436 2,559,113 2,641,436 fundsTotalshareholders' 2,991,118 2,979,447 2,864,255 2,991,118 2,864,255 equity Capital Ratios (3)Risk-basedcapital ratios (EOP):Tier 1 common 11.95 % 12.01 % 11.70 % 11.95 % 11.70 %equityTier 1 11.95 % 12.01 % 11.70 % 11.95 % 11.70 %Total 12.73 % 12.84 % 12.68 % 12.73 % 12.68 %Leverage ratio(to average 8.38 % 8.33 % 8.12 % 8.38 % 8.12 %assets) Total equityto assets 12.61 % 12.78 % 13.16 % 12.69 % 13.53 %(averages)Tangiblecommon equity 8.47 % 8.38 % 8.45 % 8.47 % 8.45 %to tangibleassets Nonfinancial DataFull-timeequivalent 2,465 2,451 2,530 2,465 2,530 employeesBanking 162 162 162 162 162 centers (1) Calculated using the federal statutory tax rate in effect of 21% for all periods.(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.June 30, 2021 capital ratios are preliminary.(4) 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 intangiblesand net debt securities gains, as iscommon in other company releases, and better aligns with true operatingperformance.FTE - Fully taxable equivalent basis EOP - End of period actual balances

Income Statement (unaudited)($ and shares in thousands, except per share data) Three Months Ended Six Months Ended June 30, March 31, June 30, June 30, June 30, 2021 2021 2020 2021 2020Interest $ 160,458 $ 159,237 $ 161,974 $ 319,695 $ 329,973 incomeLess:interest 10,531 11,117 16,303 21,648 40,531 expenseNet interest 149,927 148,120 145,671 298,047 289,442 incomeProvision for (4,929 ) (17,356 ) 22,545 (22,285 ) 39,495 credit lossesNet interestincome after 154,856 165,476 123,126 320,332 249,947 provision forcredit losses Wealthmanagement 10,734 9,708 9,424 20,442 18,308 feesServicecharges on 8,514 8,124 7,582 16,638 17,659 depositaccountsDebit card 5,583 5,143 4,832 10,726 9,830 and ATM feesMortgagebanking 7,827 16,525 17,313 24,352 28,432 revenueInvestment 6,042 5,864 4,845 11,906 10,719 product feesCapitalmarkets 5,871 3,715 6,179 9,586 10,507 incomeCompany-ownedlife 2,783 2,714 2,968 5,497 6,048 insuranceOther income 3,462 2,926 4,807 6,388 8,775 Gains(losses) on 692 1,993 511 2,685 5,685 sales of debtsecuritiesTotalnoninterest 51,508 56,712 58,461 108,220 115,963 income Salaries andemployee 72,640 68,117 66,556 140,757 145,729 benefitsOccupancy 14,054 14,872 13,245 28,926 28,378 Equipment 4,506 3,969 3,853 8,475 9,158 Marketing 2,632 2,062 2,395 4,694 5,492 Data 11,697 12,353 9,629 24,050 19,096 processingCommunication 2,411 2,878 2,296 5,289 5,094 Professional 8,528 2,724 3,545 11,252 7,838 feesFDIC 1,226 1,607 2,014 2,833 3,623 assessmentAmortizationof 2,909 3,075 3,612 5,984 7,388 intangiblesAmortizationof tax credit 1,813 1,202 287 3,015 5,802 investmentsOther expense 7,202 4,881 12,689 12,083 41,267 Totalnoninterest 129,618 117,740 120,121 247,358 278,865 expense Income before 76,746 104,448 61,466 181,194 87,045 income taxesIncome tax 13,960 17,630 9,761 31,590 12,700 expenseNet income $ 62,786 $ 86,818 $ 51,705 $ 149,604 $ 74,345 DilutedEarnings Per ShareNet income $ 0.38 $ 0.52 $ 0.32 $ 0.90 $ 0.45 AverageCommon Shares OutstandingBasic 165,175 164,997 164,732 165,086 166,240 Diluted 165,934 165,707 165,302 165,821 166,848 Common sharesoutstanding 165,732 165,676 165,093 165,732 165,093 at end ofperiod

Balance Sheet (unaudited)($ in thousands) June 30, March 31, June 30, 2021 2021 2020Assets Federal Reserve Bank $ 287,446 $ 293,230 $ 54,807 accountMoney market investments 15,294 10,217 14,633 Investments: Treasury andgovernment-sponsored 1,657,079 1,602,423 489,232 agenciesMortgage-backed 3,280,983 3,385,339 3,304,054 securitiesStates and political 1,567,931 1,467,804 1,355,959 subdivisionsOther securities 441,037 440,810 512,375 Total investments 6,947,030 6,896,376 5,661,620 Loans held for sale, at 50,121 50,281 122,507 fair valueLoans: Commercial 3,802,943 4,068,896 4,307,505 Commercial and 6,187,318 6,074,135 5,403,316 agriculture real estateConsumer: Home equity 549,951 541,149 547,286 Other consumer loans 1,029,409 1,037,804 1,128,296 Subtotal of commercial 11,569,621 11,721,984 11,386,403 and consumer loansResidential real estate 2,215,056 2,203,277 2,229,298 Total loans 13,784,677 13,925,261 13,615,701 Total earning assets 21,084,568 21,175,365 19,469,268 Allowance for credit (109,444 ) (114,037 ) (128,394 ) lossesNon-earning Assets: Cash and due from banks 188,391 154,330 241,054 Premises and equipment, 484,879 466,559 462,796 netOperating lease 72,207 74,611 80,400 right-of-use assetsGoodwill and other 1,077,024 1,079,933 1,089,711 intangible assetsCompany-owned life 459,565 456,782 453,116 insuranceOther assets 418,476 450,908 434,237 Total non-earning assets 2,700,542 2,683,123 2,761,314 Total assets $ 23,675,666 $ 23,744,451 $ 22,102,188 Liabilities and Equity Noninterest-bearing $ 6,142,724 $ 6,091,054 $ 5,217,678 demand depositsInterest-bearing: Checking and NOW 4,921,430 4,933,770 4,567,046 accountsSavings accounts 3,675,701 3,631,145 3,166,680 Money market accounts 2,126,537 2,075,852 1,895,809 Other time deposits 1,002,519 1,042,903 1,321,499 Total core deposits 17,868,911 17,774,724 16,168,712 Brokered deposits ? 75,031 150,734 Total deposits 17,868,911 17,849,755 16,319,446 Federal funds purchased 1,523 922 801 and interbank borrowingsSecurities sold under 396,129 395,242 367,744 agreements to repurchaseFederal Home Loan Bank 1,891,143 1,912,541 2,035,014 advancesOther borrowings 270,318 266,282 237,877 Total borrowed funds 2,559,113 2,574,987 2,641,436 Operating lease 81,333 84,665 91,845 liabilitiesAccrued expenses and 175,191 255,597 185,206 other liabilitiesTotal liabilities 20,684,548 20,765,004 19,237,933 Common stock, surplus, 2,928,856 2,887,538 2,715,212 and retained earningsAccumulated othercomprehensive income 62,262 91,909 149,043 (loss), net of taxTotal shareholders' 2,991,118 2,979,447 2,864,255 equityTotal liabilities and $ 23,675,666 $ 23,744,451 $ 22,102,188 shareholders' equity

Average Balance Sheet and Interest Rates (unaudited)($ in thousands) Three Months Ended Three Months Ended Three Months Ended June 30, 2021 March 31, 2021 June 30, 2020 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 interest-earninginvestments $ 232,723 $ 48 0.08 % $ 370,087 $ 88 0.10 % $ 85,680 $ 34 0.16 %Investments: Treasury andgovernment-sponsored 1,637,396 5,967 1.46 % 1,155,525 4,885 1.69 % 501,838 3,033 2.42 %agenciesMortgage-backed 3,287,254 15,067 1.83 % 3,312,311 15,833 1.91 % 3,179,165 17,930 2.26 %securitiesStates and political 1,503,447 12,364 3.29 % 1,478,143 12,200 3.30 % 1,293,756 11,757 3.63 %subdivisionsOther securities 439,197 2,690 2.45 % 453,411 2,743 2.42 % 497,204 3,224 2.59 %Total investments 6,867,294 36,088 2.10 % 6,399,390 35,661 2.23 % 5,471,963 35,944 2.63 %Loans: (2) Commercial 4,019,553 34,715 3.42 % 3,974,762 35,568 3.58 % 4,049,403 31,729 3.10 %Commercial andagriculture real 6,146,057 57,655 3.71 % 5,980,774 55,746 3.73 % 5,340,622 58,007 4.30 %estateConsumer: Home equity 538,999 4,201 3.13 % 544,049 4,152 3.10 % 554,701 4,213 3.06 %Other consumer loans 1,034,439 9,747 3.78 % 1,058,731 10,175 3.90 % 1,135,943 11,530 4.08 %Subtotal commercial 11,739,048 106,318 3.63 % 11,558,316 105,641 3.71 % 11,080,669 105,479 3.83 %and consumer loansResidential real 2,256,215 21,474 3.81 % 2,273,859 21,347 3.76 % 2,369,407 23,884 4.03 %estate loans Total loans 13,995,263 127,792 3.62 % 13,832,175 126,988 3.68 % 13,450,076 129,363 3.82 % Total earning assets $ 21,095,280 $ 163,928 3.09 % $ 20,601,652 $ 162,737 3.16 % $ 19,007,719 $ 165,341 3.46 % Less: Allowance for (117,020 ) (133,869 ) (107,619 ) credit losses Non-earning Assets: Cash and due from $ 238,326 $ 288,623 $ 332,745 banksOther assets 2,520,937 2,486,604 2,384,934 Total assets $ 23,737,523 $ 23,243,010 $ 21,617,779 Interest-Bearing Liabilities:Checking and NOW $ 4,948,773 $ 513 0.04 % $ 4,863,819 $ 612 0.05 % $ 4,431,074 $ 1,075 0.10 %accountsSavings accounts 3,647,952 492 0.05 % 3,495,319 487 0.06 % 3,060,012 736 0.10 %Money market 2,081,286 433 0.08 % 1,987,348 423 0.09 % 1,844,488 910 0.20 %accountsOther time deposits 1,024,777 1,293 0.51 % 1,081,248 1,607 0.60 % 1,378,115 3,786 1.10 %Totalinterest-bearing 11,702,788 2,731 0.09 % 11,427,734 3,129 0.11 % 10,713,689 6,507 0.24 %core depositsBrokered deposits 9,890 1 0.05 % 157,780 30 0.08 % 68,149 291 1.72 %Totalinterest-bearing 11,712,678 2,732 0.09 % 11,585,514 3,159 0.11 % 10,781,838 6,798 0.25 %deposits Federal fundspurchased and 1,460 ? 0.02 % 1,144 ? 0.00 % 143,811 44 0.12 %interbank borrowingsSecurities soldunder agreements to 406,251 95 0.09 % 398,662 120 0.12 % 350,545 185 0.21 %repurchaseFederal Home Loan 1,906,078 5,218 1.10 % 1,925,352 5,409 1.14 % 2,144,497 6,844 1.28 %Bank advancesOther borrowings 269,259 2,486 3.69 % 263,010 2,429 3.69 % 251,738 2,432 3.87 %Total borrowed funds 2,583,048 7,799 1.21 % 2,588,168 7,958 1.25 % 2,890,591 9,505 1.32 % Totalinterest-bearing $ 14,295,726 $ 10,531 0.30 % $ 14,173,682 $ 11,117 0.32 % $ 13,672,429 $ 16,303 0.48 %liabilities Noninterest-BearingLiabilities and Shareholders' EquityDemand deposits $ 6,140,424 $ 5,756,277 $ 4,871,002 Other liabilities 308,680 343,073 228,950 Shareholders' equity 2,992,693 2,969,978 2,845,398 Total liabilitiesand shareholders' $ 23,737,523 $ 23,243,010 $ 21,617,779 equity Net interest rate 2.79 % 2.84 % 2.98 %spread Net interest margin 2.91 % 2.94 % 3.14 %(FTE) FTE adjustment $ 3,470 $ 3,500 $ 3,367 (1) Interest income is reflected on a fully taxable equivalent basis (FTE). (2) Includes loans held for sale.

Average Balance Sheet and Interest Rates (unaudited)($ in thousands) Six Months Ended Six Months Ended June 30, 2021 June 30, 2020 Average Income (1)/ Yield/ Average Income (1)/ Yield/Earning Assets: Balance Expense Rate Balance Expense RateMoney market andother interest-earninginvestments $ 301,025 $ 136 0.09 % $ 72,043 $ 383 1.07 %Investments: Treasury andgovernment-sponsored 1,397,791 10,852 1.55 % 542,904 6,730 2.48 %agenciesMortgage-backed 3,299,713 30,900 1.87 % 3,175,408 36,996 2.33 %securitiesStates and political 1,490,865 24,564 3.30 % 1,283,456 23,165 3.61 %subdivisionsOther securities 446,266 5,433 2.44 % 495,852 6,440 2.60 %Total investments $ 6,634,635 $ 71,749 2.16 % $ 5,497,620 $ 73,331 2.67 %Loans: (2) Commercial 3,997,281 70,282 3.50 % 3,478,351 60,782 3.46 %Commercial andagriculture real 6,063,872 113,401 3.72 % 5,264,610 120,446 4.53 %estateConsumer: Home equity 541,510 8,353 3.11 % 556,528 9,845 3.56 %Other consumer loans 1,046,518 19,923 3.84 % 1,151,871 23,748 4.15 %Subtotal commercial 11,649,181 211,959 3.67 % 10,451,360 214,821 4.13 %and consumer loansResidential real 2,264,988 42,821 3.78 % 2,369,852 48,128 4.06 %estate loans Total loans 13,914,169 254,780 3.65 % 12,821,212 262,949 4.07 % Total earning assets $ 20,849,829 $ 326,665 3.13 % $ 18,390,875 $ 336,663 3.64 % Less: Allowance for (125,398 ) (95,432 ) credit losses Non-earning Assets: Cash and due from $ 263,336 $ 310,173 banksOther assets 2,503,865 2,386,513 Total assets $ 23,491,632 $ 20,992,129 Interest-Bearing Liabilities:Checking and NOW $ 4,906,530 $ 1,124 0.05 % $ 4,267,926 $ 3,934 0.19 %accountsSavings accounts 3,572,057 979 0.06 % 2,944,094 2,034 0.14 %Money market 2,034,577 855 0.08 % 1,814,328 3,417 0.38 %accountsOther time deposits 1,052,856 2,902 0.56 % 1,470,094 8,972 1.23 %Totalinterest-bearing 11,566,020 5,860 0.10 % 10,496,442 18,357 0.35 %core depositsBrokered deposits 83,427 31 0.08 % 76,124 739 1.95 %Totalinterest-bearing 11,649,447 5,891 0.10 % 10,572,566 19,096 0.36 %deposits Federal fundspurchased and 1,303 ? 0.00 % 268,334 1,284 0.96 %interbank borrowingsSecurities soldunder agreements to 402,478 215 0.11 % 339,818 569 0.34 %repurchaseFederal Home Loan 1,915,661 10,627 1.12 % 2,054,814 14,612 1.43 %Bank advancesOther borrowings 266,152 4,915 3.69 % 246,007 4,970 4.04 %Total borrowed funds 2,585,594 15,757 1.23 % 2,908,973 21,435 1.48 % Totalinterest-bearing 14,235,041 21,648 0.31 % 13,481,539 40,531 0.60 %liabilities Noninterest-BearingLiabilities and Shareholders' EquityDemand deposits $ 5,949,412 $ 4,417,748 Other liabilities 325,781 253,382 Shareholders' equity 2,981,398 2,839,460 Total liabilitiesand shareholders' $ 23,491,632 $ 20,992,129 equity Net interest rate 2.82 % 3.04 %spread Net interest margin 2.93 % 3.22 %(FTE) FTE adjustment $ 6,970 $ 6,690 (1) Interest income is reflected on a fully taxable equivalent basis (FTE).(2) Includes loans held for sale.

Asset Quality (EOP) (unaudited)($ in thousands) Three Months Ended Six Months Ended June 30, March 31, June 30, June 30, June 30, 2021 2021 2020 2021 2020 Beginningallowance for $ 114,037 $ 131,388 $ 106,380 $ 131,388 $ 54,619 credit lossesImpact ofadopting ASC 326 ? ? ? ? 41,347 on 01/01/2020 Provision for (4,929 ) (17,356 ) 22,545 (22,285 ) 39,495 credit losses Gross (980 ) (1,570 ) (2,232 ) (2,550 ) (10,677 ) charge-offsGross recoveries 1,316 1,575 1,701 2,891 3,610 Net(charge-offs) 336 5 (531 ) 341 (7,067 ) recoveries Ending allowancefor credit $ 109,444 $ 114,037 $ 128,394 $ 109,444 $ 128,394 losses Net charge-offs(recoveries) / (0.01 ) % 0.00 % 0.02 % 0.00 % 0.11 %average loans(1) Average loans $ 13,984,295 $ 13,815,515 $ 13,435,260 $ 13,900,371 $ 12,808,982 outstanding (1) EOP loans 13,784,677 13,925,261 13,615,701 13,784,677 13,615,701 outstanding (1) Allowance forcredit losses / 0.79 % 0.82 % 0.94 % 0.79 % 0.94 %EOP loans (1) Underperforming Assets:Loans 90 Daysand over (still $ 9 $ 49 $ 779 $ 9 $ 779 accruing) Non-performing loans:Nonaccrual loans 128,268 142,138 125,546 128,268 125,546 (2)TDRs still 14,222 15,226 16,582 14,222 16,582 accruingTotalnon-performing 142,490 157,364 142,128 142,490 142,128 loans Foreclosed 520 751 1,786 520 1,786 properties Totalunderperforming $ 143,019 $ 158,164 $ 144,693 $ 143,019 $ 144,693 assets Classified andCriticized Assets:Nonaccrual loans 128,268 142,138 125,546 128,268 125,546 (2)Substandard 160,995 160,314 192,433 160,995 192,433 accruing loansLoans 90 daysand over (still 9 49 779 9 779 accruing)Total classifiedloans - "problem $ 289,272 $ 302,501 $ 318,758 $ 289,272 $ 318,758 loans" Other classified 4,305 3,791 2,565 4,305 2,565 assetsCriticized loans- "special 228,264 246,365 220,300 228,264 220,300 mention loans" Total classifiedand criticized $ 521,841 $ 552,657 $ 541,623 $ 521,841 $ 541,623 assets Non-performingloans / EOP 1.03 % 1.13 % 1.04 % 1.03 % 1.04 %loans (1) Allowance tonon-performing 77 % 72 % 90 % 77 % 90 %loans Under-performingassets / EOP 1.04 % 1.14 % 1.06 % 1.04 % 1.06 %loans (1) EOP total assets $ 23,675,666 $ 23,744,451 $ 22,102,188 $ 23,675,666 $ 22,102,188 Under-performingassets / EOP 0.60 % 0.67 % 0.65 % 0.60 % 0.65 %assets EOP - End ofperiod actual balances(1) Excludes loans held for sale. (2) Includes non-accruing TDRs totaling $13.6 million at June 30, 2021, $14.3million at March 31, 2021, and $11.3 million at June 30, 2020.

Non-GAAP Measures (unaudited)($ in thousands) Three Months Ended Six Months Ended June 30, March 31, June 30, June 30, June 30, 2021 2021 2020 2021 2020Actual End ofPeriod BalancesGAAPshareholders' $ 2,991,118 $ 2,979,447 $ 2,864,255 $ 2,991,118 $ 2,864,255 equity Deduct: Goodwill 1,036,994 1,036,994 1,036,994 1,036,994 1,036,994 Intangibles 40,030 42,939 52,717 40,030 52,717 1,077,024 1,079,933 1,089,711 1,077,024 1,089,711 Tangibleshareholders' $ 1,914,094 $ 1,899,514 $ 1,774,544 $ 1,914,094 $ 1,774,544 equity Average BalancesGAAPshareholders' $ 2,992,693 $ 2,969,978 $ 2,845,398 $ 2,981,398 $ 2,839,460 equity Deduct: Goodwill 1,036,994 1,036,994 1,036,994 1,036,994 1,036,994 Intangibles 41,410 44,409 54,449 42,901 56,288 1,078,404 1,081,403 1,091,443 1,079,895 1,093,282 Averagetangible $ 1,914,289 $ 1,888,575 $ 1,753,955 $ 1,901,503 $ 1,746,178 shareholders'equity Actual End ofPeriod BalancesGAAP assets $ 23,675,666 $ 23,744,451 $ 22,102,188 $ 23,675,666 $ 22,102,188 Add: Trust 24 24 15 24 15 overdrafts Deduct: Goodwill 1,036,994 1,036,994 1,036,994 1,036,994 1,036,994 Intangibles 40,030 42,939 52,717 40,030 52,717 1,077,024 1,079,933 1,089,711 1,077,024 1,089,711 Tangible $ 22,598,666 $ 22,664,542 $ 21,012,492 $ 22,598,666 $ 21,012,492 assets Risk-weighted $ 15,971,711 $ 15,524,621 $ 14,416,184 $ 15,971,711 $ 14,416,184 assets (2) GAAP net $ 62,786 $ 86,818 $ 51,705 $ 149,604 $ 74,345 income Add: Amortizationof 2,182 2,306 2,708 4,488 5,557 intangibles(net of tax) Tangible net $ 64,968 $ 89,124 $ 54,413 $ 154,092 $ 79,902 income Tangible RatiosReturn ontangible 13.58 % 18.77 % 12.27 % 16.10 % 9.01 %common equityReturn onaverage 13.58 % 18.88 % 12.41 % 16.21 % 9.15 %tangiblecommon equityReturn ontangible 1.15 % 1.57 % 1.04 % 1.36 % 0.76 %assetsTangiblecommon equity 8.47 % 8.38 % 8.45 % 8.47 % 8.45 %to tangibleassetsTangiblecommon equityto 11.98 % 12.24 % 12.31 % 11.98 % 12.31 %risk-weightedassets (2)Tangiblecommon book 11.55 11.47 10.75 11.55 10.75 value (1) Tangible common equity presentation includes other comprehensive income as is common in other company releases.(1) Tangible common shareholders' equity divided by common shares issued and outstanding at period-end. Tier 1 common $ 1,908,053 $ 1,865,220 $ 1,686,714 $ 1,908,053 $ 1,686,714 equity (2) Risk-weighted 15,971,711 15,524,621 14,416,184 15,971,711 14,416,184 assets (2) Tier 1 commonequity to 11.95 % 12.01 % 11.70 % 11.95 % 11.70 %risk-weightedassets (2) (2) June 30,2021 figures arepreliminary.

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