GlobeNewswire Inc | Oct 19, 2021 08:00AM EDT

October 19, 2021

EVANSVILLE, Ind., Oct. 19, 2021 (GLOBE NEWSWIRE) --

Old National Bancorp (NASDAQ: ONB) reports 3Q21 net income of $71.7 million,diluted EPS of $0.43.Adjusted^1 net income of $71.8million, or $0.43 per diluted share.

CEO COMMENTARY

"Old National's excellent 3rd quarter results were driven by multiple successfactors, including strong commercial loan growth, good deposit growth,increased fee income, reduced expenses and strong credit metrics," saidChairman and CEO Jim Ryan. "In addition, we continued to make smooth, steadyprogress throughout the quarter on activities related to our merger of equalswith First Midwest Bank, which we expect to be completed as soon as we receiveFederal Reserve approval. As previously disclosed, we have already receivedapproval from the OCC."

THIRD QUARTER HIGHLIGHTS2:

* Net income of $71.7 millionNet income * Earnings per diluted share of $0.43

* Net interest income on a fully taxable equivalent basis ofNet interest $155.1million compared to $153.4millionincome/NIM * Net interest margin on a fully taxable equivalent basis of 2.92% compared to 2.91%

Operating * Pre-provision net revenue^1 (?PPNR?) of $88.3millionPerformance * Adjusted PPNR^1 of $90.2million

* Noninterest expense of $121.3million

* Adjusted noninterest expense^1 of $118.2million

* Efficiency ratio^1 of 56.86%

* Adjusted efficiency ratio^1 of 55.38%

* End-of-period total loans^3 of $13,636.1million compared to $13,834.8millionLoans and + Total commercial loans increased $171.7 million,Credit Quality excluding the $366.1 million decrease in PPP loans

* Third-quarter total commercial production of $1.0 billion

* Provision for credit losses was a recapture of $4.6million

* September 30 pipeline of $2.7 billion

* Net recoveries of $3.0 million compared to net recoveries of $336 thousand

* Non-performing loans of 0.94% of total loans compared to 1.03%

* Return on average common equity of 9.48%Return Profile& Capital * Return on average tangible common equity^1 of 15.13%

* Adjusted return on average tangible common equity^1 of 15.16%

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

Notable Items * $1.7million in tax credit amortization

* $1.4 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 OPERATIONSOld National Bancorp ("Old National") reported third quarter 2021 net income of $71.7million, or $0.43 per diluted share.

Included in the third quarter were pre-tax charges of $1.4 million for the pending merger with First Midwest Bancorp, Inc. Excluding these charges from the current quarter and netting out debt securities gains, adjusted net income was $71.8million, or $0.43 per diluted share.

LOANSStrong commercial production results in over 7% annualized commercial loan growth.

-- Period-end total loans were $13,636.1million at September30, 2021, a decrease of $198.7million, or 5.7% annualized, when compared to the $13,834.8million at June 30, 2021. -- Paycheck Protection Program (PPP) loans declined $366.1 million to $354.9 million at September30, 2021, compared to $721.1 million at June 30, 2021. -- Excluding the $366.1 million decrease in PPP loans during the quarter, total loans increased $167.5million, or 5.1% annualized. -- Excluding PPP loans, total commercial loans increased $171.7 million, or 7.4% annualized. -- Total commercial loan production in the third quarter was $1.0 billion; period-end pipeline totaled $2.7 billion. -- Consumer loans decreased $15.1 million to $1,564.2million and residential mortgage loans increased $9.7million to $2,224.8million. -- Average total loans in the third quarter were $13,687.3 million, a decrease of $308.0million from the second quarter of 2021. -- Excluding PPP loans, average total loans in the third quarter increased $185.8 million from the second quarter of 2021.

DEPOSITSTotal deposit growth bolstered by strong increase in noninterest-bearing demand deposits.

-- Period-end total deposits were $18,196.1million at September30, 2021, an increase of $327.2million, or 7.3% annualized, when compared to the $17,868.9 million at June 30, 2021. -- Noninterest-bearing deposits increased $297.8million to $6,440.5 million at September30, 2021 from $6,142.7 million at June 30, 2021. -- On average, total deposits in the third quarter increased $122.9million to $17,976.0million, compared to $17,853.1million in the second quarter of 2021.

NET INTEREST INCOME AND MARGINNet interest income and margin both increase as funding costs stabilize.

-- Net interest income increased to $151.6million in the third quarter of 2021 compared to $149.9 million in the second quarter of 2021. -- The net interest margin on a fully taxable equivalent basis increased 1 basis point to 2.92% compared to 2.91% in the second quarter of 2021. -- PPP interest and net fees combined were $12.2million, or 16 basis points of net interest margin, in the third quarter of 2021 compared to $11.9million, or 9 basis points of net interest margin, in the second quarter of 2021. -- Accretion income was $3.0million, or 6 basis points of net interest margin, in the third quarter of 2021 compared to $5.1million, or 10 basis points of net interest margin, in the second quarter of 2021. -- Interest collected on nonaccrual loans was $2.3 million, or 4 basis points of net interest margin, in the third quarter of 2021 compared to $1.2million, or 2 basis points of net interest margin, in the second quarter of 2021. -- The cost of total deposits remained unchanged at 0.06% in the third quarter of 2021 and the cost of total interest-bearing deposits also remained unchanged at 0.09%.

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

-- Old National recorded a provision recapture in the third quarter of 2021 of $4.6million, compared to $4.9million in provision recapture recorded in the second quarter of 2021. -- Net recoveries in the third quarter were $3.0 million, compared to net recoveries of $336thousand in the second quarter of 2021. -- 30-89 day delinquencies were 0.10% at the end of the third quarter. -- Non-performing loans decreased as a percentage of total loans to 0.94%. -- Loans acquired from previous acquisitions were recorded at fair value at the acquisition date. As of September30, 2021, the remaining discount on these acquired loans was $37.7 million. -- The allowance for credit losses stood at $107.9 million, or 0.79% of total loans at September30, 2021.

NONINTEREST INCOMENoninterest income increased primarily due to higher mortgage banking revenue.

-- Total noninterest income for the third quarter of 2021 was $54.5million, an increase of $3.0million from the second quarter of 2021. -- Mortgage banking revenue increased $3.0million when compared to the second quarter of 2021, due primarily to a stabilizing pipeline valuation. -- Gains on sales of debt securities increased $0.5 million when compared to the second quarter of 2021.

NONINTEREST EXPENSEDecline in third quarter expenses due to reductions in personnel and occupancy expenses.

-- Noninterest expense for the third quarter of 2021 was $121.3million and included $1.4 million in diligence, integration and merger charges and $1.7million in tax credit amortization. -- Excluding these items, adjusted noninterest expense for the third quarter was $118.2million, compared to the $120.9million in adjusted noninterest expense in the second quarter of 2021. -- The third quarter efficiency ratio was 56.86%, while the adjusted efficiency ratio was 55.38%.

INCOME TAXES

-- On a fully taxable-equivalent basis, income tax expense in the third quarter was $21.2million, resulting in a 22.8% FTE tax rate, compared to 21.7% in the second quarter of 2021. -- Income tax expense included $1.5 million in tax credit benefit.

CAPITAL AND LIQUIDITYCapital ratios remain strong.

-- At the end of the third quarter, preliminary total risk-based capital was 12.84% and preliminary regulatory tier 1 capital was 12.08%. -- Tangible common equity to tangible assets was 8.55% at the end of the third quarter compared to 8.47% in the second quarter of 2021. -- The Company did not repurchase any shares of common stock during the third quarter. -- A low loan to deposit ratio of 74.9%, combined with existing funding sources plus available unencumbered, high-quality collateral, provides strong liquidity.

NON-GAAP RECONCILIATIONS

($ in millions, except EPS, shares in 3Q21 Adjustments^4 Adjusted000s) 3Q21Total Revenues (FTE) $ 209.6 $ (1.2 ) $ 208.4 Less: Provision for Credit Losses 4.6 ? 4.6 Less: Noninterest Expenses (121.3 ) 1.4 (119.9 ) Income before Income Taxes (FTE) $ 92.9 $ 0.2 $ 93.1 Income Taxes (FTE) (21.2 ) (0.1 ) (21.3 ) Net Income $ 71.7 $ 0.1 $ 71.8 Average Shares Outstanding 165,939 ? 165,939 Earnings Per Share - Diluted $ 0.43 $ ? $ 0.43

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

($ in millions) 3Q21 2Q21Net Interest Income $ 151.6 $ 149.9 Add: FTE Adjustment 3.5 3.5 Net Interest Income (FTE) $ 155.1 $ 153.4 Average Earning Assets $ 21,228.6 $ 21,095.3 Net Interest Margin (FTE) 2.92 % 2.91 %

($ in millions) 3Q21 3Q20Net Interest Income $ 151.6 $ 145.6 Add: FTE Adjustment 3.5 3.4 Net Interest Income (FTE) $ 155.1 $ 149.0 Add: Total Noninterest Income 54.5 64.7 Less: Noninterest Expense 121.3 120.2 Pre-Provision Net Revenue $ 88.3 $ 93.5 Less: Debt Securities Gains/Losses (1.2 ) (4.9 ) Add: Diligence, Acquisition and Integration Charges 1.4 ? Add: ONB Way Charges ? 2.9 Add: Amortization of Tax Credit Investments 1.7 3.1 Adjusted Pre-Provision Net Revenue $ 90.2 $ 94.6

($ in millions) 3Q21 2Q21 3Q20Noninterest Expense $ 121.3 $ 129.6 $ 120.2 Less: ONB Way Charges ? (0.4 ) (2.9 ) Less: Diligence, Acquisition and Integration (1.4 ) (6.5 ) ? ChargesNoninterest Expense less Charges $ 119.9 $ 122.7 $ 117.3 Less: Amortization of Tax Credit Investments (1.7 ) (1.8 ) (3.1 ) Adjusted Noninterest Expense $ 118.2 $ 120.9 $ 114.2 Less: Intangible Amortization (2.8 ) (2.9 ) (3.4 ) Adjusted Noninterest Expense Less Intangible $ 115.4 $ 118.0 $ 110.8 AmortizationNet Interest Income $ 151.6 $ 149.9 $ 145.6 FTE Adjustment 3.5 3.5 3.4 Net Interest Income (FTE) $ 155.1 $ 153.4 $ 149.0 Total Noninterest Income 54.5 51.5 64.7 Total Revenue (FTE) $ 209.6 $ 204.9 $ 213.7 Less: Debt Securities Gains/Losses (1.2 ) (0.7 ) (4.9 ) Adjusted Total Revenue (FTE) $ 208.4 $ 204.2 $ 208.8 Efficiency Ratio 56.86 % 62.05 % 55.93 %Adjusted Efficiency Ratio 55.38 % 57.74 % 53.06 %



($ in millions) 3Q21 2Q21Net Income $ 71.7 $ 62.8 Add: Intangible Amortization (net of tax^5) 2.1 2.2 Tangible Net Income $ 73.8 $ 65.0 Less: Securities Gains/Losses (net of tax^5) (0.9 ) (0.5 ) Add: Diligence, Acquisition and Integration Charges 1.1 4.9 (net of tax^5)Add: ONB Way Charges (net of tax^5) ? 0.3 Adjusted Tangible Net Income $ 74.0 $ 69.7 Average Total Shareholders? Equity 3,027.9 2,992.7 Less: Average Goodwill (1,037.0 ) (1,037.0 ) Less: Average Intangibles (38.6 ) (41.4 ) Average Tangible Shareholders? Equity $ 1,952.3 $ 1,914.3 Return on Average Tangible Common Equity 15.13 % 13.58 %Adjusted Return on Average Tangible Common Equity 15.16 % 14.56 %

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 9:00 a.m. Central Time on Tuesday, October19, 2021, to review third-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.comand 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. 4242648. A replay of the call will also be available from Noon Central Time on October19 through November 2. To access the replay, dial (855) 859-2056, Conference ID Code 4242648.

ABOUT OLD NATIONALOld National Bancorp (NASDAQ: ONB), the holding company of Old National Bank, is the largest bank holding company headquartered in Indiana. With $24.0 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 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 June 30, 2021, and in other reports First Midwest and Old National file with the U.S. Securities and Exchange Commission (the SEC).

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, 2021 2021 2020 2021 2020Income StatementNet interest $ 151,572 $ 149,927 $ 145,573 $ 449,619 $ 435,015 incomeTax equivalent 3,501 3,470 3,379 10,471 10,069 adjustment (1)Net interestincome - tax 155,073 153,397 148,952 460,090 445,084 equivalentbasisProvision for (4,613 ) (4,929 ) ? (26,898 ) 39,495 credit lossesNoninterest 54,515 51,508 64,759 162,735 180,722 incomeNoninterest 121,274 129,618 120,234 368,632 399,099 expenseNet income 71,746 62,786 77,944 221,350 152,289 Per Common Share DataWeightedaverage 165,939 165,934 165,419 165,862 166,370 diluted sharesNet income $ 0.43 $ 0.38 $ 0.47 $ 1.33 $ 0.92 (diluted)Cash dividends 0.14 0.14 0.14 0.42 0.42 Commondividend 33 % 37 % 30 % 31 % 46 %payout ratio(2)Book value $ 18.31 $ 18.05 $ 17.67 $ 18.31 $ 17.67 Stock price 16.95 17.61 12.56 16.95 12.56 Tangiblecommon book 11.83 11.55 11.10 11.83 11.10 value (3) Performance RatiosReturn on 1.20 % 1.06 % 1.40 % 1.25 % 0.95 %average assetsReturn onaverage common 9.48 % 8.39 % 10.79 % 9.85 % 7.11 %equityReturn ontangible 15.05 % 13.58 % 17.56 % 15.49 % 11.66 %common equity(3)Return onaveragetangible 15.13 % 13.58 % 17.88 % 15.84 % 12.12 %common equity(3)Net interest 2.92 % 2.91 % 3.03 % 2.92 % 3.15 %margin (FTE)Efficiency 56.86 % 62.05 % 55.93 % 58.14 % 63.11 %ratio (4)Netcharge-offs(recoveries) (0.09 ) % (0.01 ) % (0.09 ) % (0.03 ) % 0.04 %to averageloansAllowance forcredit losses 0.79 % 0.79 % 0.95 % 0.79 % 0.95 %to endingloansNon-performingloans to 0.94 % 1.03 % 1.15 % 0.94 % 1.15 %ending loans Balance Sheet (EOP)Total loans $ 13,584,828 $ 13,784,677 $ 13,892,509 $ 13,584,828 $13,892,509 Total assets 24,018,733 23,675,666 22,460,476 24,018,733 22,460,476 Total deposits 18,196,149 17,868,911 16,506,494 18,196,149 16,506,494 Total borrowed 2,536,303 2,559,113 2,725,731 2,536,303 2,725,731 fundsTotalshareholders' 3,035,892 2,991,118 2,921,149 3,035,892 2,921,149 equity Capital Ratios (3)Risk-basedcapital ratios (EOP):Tier 1 common 12.08 % 11.95 % 11.84 % 12.08 % 11.84 %equityTier 1 12.08 % 11.95 % 11.84 % 12.08 % 11.84 %Total 12.84 % 12.73 % 12.81 % 12.84 % 12.81 %Leverage ratio(to average 8.54 % 8.38 % 8.15 % 8.54 % 8.15 %assets) Total equityto assets 12.69 % 12.61 % 12.97 % 12.69 % 13.33 %(averages)Tangiblecommon equity 8.55 % 8.47 % 8.58 % 8.55 % 8.58 %to tangibleassets Nonfinancial DataFull-timeequivalent 2,410 2,465 2,484 2,410 2,484 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.September 30,2021 capital ratios arepreliminary.(4) Efficiency ratio is defined as noninterest expense before amortization of intangibles as a percent of FTE net interest income andnoninterest revenues, excluding net gains from debt securities transactions.This presentation excludes amortization of intangiblesand net debt securities gains, as is common in other company releases, and better aligns with true operating performance.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 Nine Months Ended September 30, June 30, September September 30, September 30, 30, 2021 2021 2020 2021 2020Interest $ 162,026 $ 160,458 $ 160,086 $ 481,721 $ 490,059 incomeLess:interest 10,454 10,531 14,513 32,102 55,044 expenseNet interest 151,572 149,927 145,573 449,619 435,015 incomeProvision for (4,613 ) (4,929 ) ? (26,898 ) 39,495 credit lossesNet interestincome after 156,185 154,856 145,573 476,517 395,520 provision forcredit lossesWealthmanagement 10,134 10,734 9,239 30,576 27,547 feesServicecharges on 8,926 8,514 8,698 25,564 26,357 depositaccountsDebit card 4,942 5,583 5,276 15,668 15,106 and ATM feesMortgagebanking 10,870 7,827 18,110 35,222 46,542 revenueInvestment 6,475 6,042 5,351 18,381 16,070 product feesCapitalmarkets 6,017 5,871 5,428 15,603 15,935 incomeCompany-ownedlife 2,355 2,783 2,830 7,852 8,878 insuranceOther income 3,589 3,462 4,906 9,977 13,681 Gains(losses) on 1,207 692 4,921 3,892 10,606 sales of debtsecuritiesTotalnoninterest 54,515 51,508 64,759 162,735 180,722 incomeSalaries andemployee 71,005 72,640 69,860 211,762 215,589 benefitsOccupancy 12,757 14,054 13,930 41,683 42,308 Equipment 3,756 4,506 3,754 12,231 12,912 Marketing 3,267 2,632 2,140 7,961 7,632 Data 11,508 11,697 9,628 35,558 28,724 processingCommunication 2,372 2,411 2,241 7,661 7,335 Professional 3,416 8,528 3,083 14,668 10,921 feesFDIC 1,628 1,226 1,319 4,461 4,942 assessmentAmortizationof 2,779 2,909 3,459 8,763 10,847 intangiblesAmortizationof tax credit 1,736 1,813 3,115 4,751 8,917 investmentsOther expense 7,050 7,202 7,705 19,133 48,972 Totalnoninterest 121,274 129,618 120,234 368,632 399,099 expenseIncome before 89,426 76,746 90,098 270,620 177,143 income taxesIncome tax 17,680 13,960 12,154 49,270 24,854 expenseNet income $ 71,746 $ 62,786 $ 77,944 $ 221,350 $ 152,289 DilutedEarnings Per ShareNet income $ 0.43 $ 0.38 $ 0.47 $ 1.33 $ 0.92 AverageCommon Shares OutstandingBasic 165,258 165,175 164,773 165,144 165,748 Diluted 165,939 165,934 165,419 165,862 166,370 Common sharesoutstanding 165,814 165,732 165,333 165,814 165,333 at end ofperiod

Balance Sheet (unaudited)($ in thousands) September 30, June 30, September 30, 2021 2021 2020Assets Federal Reserve Bank account $ 600,581 $ 287,446 $ 87,682 Money market investments 16,294 15,294 13,437 Investments: Treasury and 1,803,273 1,657,079 501,771 government-sponsored agenciesMortgage-backed securities 3,354,701 3,280,983 3,382,280 States and political 1,609,283 1,567,931 1,426,495 subdivisionsOther securities 442,503 441,037 462,958 Total investments 7,209,760 6,947,030 5,773,504 Loans held for sale, at fair 51,306 50,121 85,091 valueLoans: Commercial 3,505,183 3,802,943 4,264,568 Commercial and agriculture 6,290,632 6,187,318 5,701,493 real estateConsumer: Home equity 554,322 549,951 549,115 Other consumer loans 1,009,909 1,029,409 1,112,034 Subtotal of commercial and 11,360,046 11,569,621 11,627,210 consumer loansResidential real estate 2,224,782 2,215,056 2,265,299 Total loans 13,584,828 13,784,677 13,892,509 Total earning assets 21,462,769 21,084,568 19,852,223 Allowance for credit losses (107,868 ) (109,444 ) (131,388 )Non-earning Assets: Cash and due from banks 180,583 188,391 229,631 Premises and equipment, net 476,036 484,879 463,253 Operating lease right-of-use 69,912 72,207 77,482 assetsGoodwill and other intangible 1,074,245 1,077,024 1,086,252 assetsCompany-owned life insurance 461,310 459,565 455,975 Other assets 401,746 418,476 427,048 Total non-earning assets 2,663,832 2,700,542 2,739,641 Total assets $ 24,018,733 $ 23,675,666 $ 22,460,476 Liabilities and Equity Noninterest-bearing demand $ 6,440,526 $ 6,142,724 $ 5,463,007 depositsInterest-bearing: Checking and NOW accounts 4,956,012 4,921,430 4,588,432 Savings accounts 3,708,807 3,675,701 3,287,302 Money market accounts 2,097,967 2,126,537 1,904,404 Other time deposits 992,837 1,002,519 1,206,658 Total core deposits 18,196,149 17,868,911 16,449,803 Brokered deposits ? ? 56,691 Total deposits 18,196,149 17,868,911 16,506,494 Federal funds purchased and 34 1,523 1,259 interbank borrowingsSecurities sold under 375,247 396,129 399,141 agreements to repurchaseFederal Home Loan Bank 1,890,054 1,891,143 2,087,648 advancesOther borrowings 270,968 270,318 237,683 Total borrowed funds 2,536,303 2,559,113 2,725,731 Operating lease liabilities 76,771 81,333 88,552 Accrued expenses and other 173,618 175,191 218,550 liabilitiesTotal liabilities 20,982,841 20,684,548 19,539,327 Common stock, surplus, and 2,979,082 2,928,856 2,771,865 retained earningsAccumulated othercomprehensive income (loss), 56,810 62,262 149,284 net of taxTotal shareholders' equity 3,035,892 2,991,118 2,921,149 Total liabilities and $ 24,018,733 $ 23,675,666 $ 22,460,476 shareholders' equity

Average Balance Sheet and Interest Rates (unaudited)($ in thousands) Three Months Ended Three Months Ended Three Months Ended September 30, 2021 June 30, 2021 September 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 $ 467,572 $ 177 0.15 % $ 232,723 $ 48 0.08 % $ 137,880 $ 59 0.17 %Investments: Treasury andgovernment-sponsored 1,730,553 6,968 1.61 % 1,637,396 5,967 1.46 % 454,005 2,457 2.17 %agenciesMortgage-backed 3,313,027 14,509 1.75 % 3,287,254 15,067 1.83 % 3,342,284 17,478 2.09 %securitiesStates and political 1,586,743 12,609 3.18 % 1,503,447 12,364 3.29 % 1,383,765 11,860 3.43 %subdivisionsOther securities 443,393 2,638 2.38 % 439,197 2,690 2.45 % 487,405 2,922 2.40 %Total investments 7,073,716 36,724 2.08 % 6,867,294 36,088 2.10 % 5,667,459 34,717 2.45 %Loans: (2) Commercial 3,645,197 36,139 3.88 % 4,019,553 34,715 3.42 % 4,274,894 33,223 3.04 %Commercial andagriculture real 6,200,144 57,820 3.65 % 6,146,057 57,655 3.71 % 5,546,486 55,891 3.94 %estateConsumer: Home equity 549,229 4,448 3.21 % 538,999 4,201 3.13 % 551,380 4,336 3.13 %Other consumer loans 1,018,385 9,690 3.77 % 1,034,439 9,747 3.78 % 1,120,681 11,635 4.13 %Subtotal commercial 11,412,955 108,097 3.76 % 11,739,048 106,318 3.63 % 11,493,441 105,085 3.64 %and consumer loansResidential real 2,274,347 20,529 3.61 % 2,256,215 21,474 3.81 % 2,355,512 23,604 4.01 %estate loans Total loans 13,687,302 128,626 3.70 % 13,995,263 127,792 3.62 % 13,848,953 128,689 3.66 % Total earning assets $ 21,228,590 $ 165,527 3.08 % $ 21,095,280 $ 163,928 3.09 % $ 19,654,292 $ 163,465 3.29 % Less: Allowance for (111,216 ) (117,020 ) (132,447 ) credit losses Non-earning Assets: Cash and due from $ 272,855 $ 238,326 $ 346,343 banksOther assets 2,479,079 2,520,937 2,405,517 Total assets $ 23,869,308 $ 23,737,523 $ 22,273,705 Interest-Bearing Liabilities:Checking and NOW $ 4,873,914 $ 484 0.04 % $ 4,948,773 $ 513 0.04 % $ 4,607,427 $ 886 0.08 %accountsSavings accounts 3,678,944 500 0.05 % 3,647,952 492 0.05 % 3,232,375 634 0.08 %Money market 2,110,981 438 0.08 % 2,081,286 433 0.08 % 1,902,407 724 0.15 %accountsOther time deposits 998,060 1,156 0.46 % 1,024,777 1,293 0.51 % 1,253,058 2,852 0.91 %Totalinterest-bearing 11,661,899 2,578 0.09 % 11,702,788 2,731 0.09 % 10,995,267 5,096 0.18 %core depositsBrokered deposits ? ? 0.00 % 9,890 1 0.05 % 150,545 201 0.53 %Totalinterest-bearing 11,661,899 2,578 0.09 % 11,712,678 2,732 0.09 % 11,145,812 5,297 0.19 %deposits Federal fundspurchased and 689 ? 0.00 % 1,460 ? 0.02 % 18,347 12 0.25 %interbank borrowingsSecurities soldunder agreements to 384,724 90 0.09 % 406,251 95 0.09 % 385,149 160 0.16 %repurchaseFederal Home Loan 1,890,916 5,326 1.12 % 1,906,078 5,218 1.10 % 2,021,468 6,709 1.32 %Bank advancesOther borrowings 270,597 2,460 3.64 % 269,259 2,486 3.69 % 237,811 2,335 3.93 %Total borrowed funds 2,546,926 7,876 1.23 % 2,583,048 7,799 1.21 % 2,662,775 9,216 1.38 % Totalinterest-bearing $ 14,208,825 $ 10,454 0.29 % $ 14,295,726 $ 10,531 0.30 % $ 13,808,587 $ 14,513 0.42 %liabilities Noninterest-BearingLiabilities and Shareholders' EquityDemand deposits $ 6,314,100 $ 6,140,424 $ 5,291,037 Other liabilities 318,448 308,680 284,536 Shareholders' equity 3,027,935 2,992,693 2,889,545 Total liabilitiesand shareholders' $ 23,869,308 $ 23,737,523 $ 22,273,705 equity Net interest rate 2.79 % 2.79 % 2.87 %spread Net interest margin 2.92 % 2.91 % 3.03 %(FTE) FTE adjustment $ 3,501 $ 3,470 $ 3,379 (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) Nine Months Ended Nine Months Ended September 30, 2021 September 30, 2020 Average Income (1)/ Yield/ Average Income (1)/ Yield/Earning Assets: Balance Expense Rate Balance Expense RateMoney market andother interest-earninginvestments $ 357,151 $ 313 0.12 % $ 94,149 $ 442 0.63 %Investments: Treasury andgovernment-sponsored 1,509,931 17,820 1.57 % 513,055 9,187 2.39 %agenciesMortgage-backed 3,304,200 45,408 1.83 % 3,231,439 54,474 2.25 %securitiesStates and political 1,523,175 37,174 3.25 % 1,317,136 35,026 3.55 %subdivisionsOther securities 445,298 8,071 2.42 % 493,016 9,361 2.53 %Total investments $ 6,782,604 $ 108,473 2.13 % $ 5,554,646 $ 108,048 2.59 %Loans: (2) Commercial 3,878,630 106,421 3.62 % 3,745,803 94,005 3.30 %Commercial andagriculture real 6,109,795 171,221 3.70 % 5,359,254 176,337 4.32 %estateConsumer: Home equity 544,111 12,801 3.15 % 554,800 14,180 3.41 %Other consumer loans 1,037,038 29,613 3.82 % 1,141,399 35,384 4.14 %Subtotal commercial 11,569,574 320,056 3.70 % 10,801,256 319,906 3.96 %and consumer loansResidential real 2,268,142 63,350 3.72 % 2,365,037 71,732 4.04 %estate loans Total loans 13,837,716 383,406 3.67 % 13,166,293 391,638 3.93 % Total earning assets $ 20,977,471 $ 492,192 3.11 % $ 18,815,088 $ 500,128 3.52 % Less: Allowance for (120,619 ) (107,860 ) credit losses Non-earning Assets: Cash and due from $ 266,543 $ 322,318 banksOther assets 2,495,512 2,392,893 Total assets $ 23,618,907 $ 21,422,439 Interest-Bearing Liabilities:Checking and NOW $ 4,895,539 $ 1,608 0.04 % $ 4,381,919 $ 4,820 0.15 %accountsSavings accounts 3,608,078 1,479 0.05 % 3,040,889 2,669 0.12 %Money market 2,060,325 1,293 0.08 % 1,843,902 4,141 0.30 %accountsOther time deposits 1,034,389 4,058 0.52 % 1,397,222 11,823 1.13 %Totalinterest-bearing 11,598,331 8,438 0.10 % 10,663,932 23,453 0.29 %core depositsBrokered deposits 55,312 31 0.08 % 101,112 940 1.24 %Totalinterest-bearing 11,653,643 8,469 0.10 % 10,765,044 24,393 0.30 %deposits Federal fundspurchased and 1,096 ? 0.00 % 184,397 1,296 0.94 %interbank borrowingsSecurities soldunder agreements to 396,495 305 0.10 % 355,039 729 0.27 %repurchaseFederal Home Loan 1,907,322 15,953 1.12 % 2,043,617 21,321 1.39 %Bank advancesOther borrowings 267,650 7,375 3.67 % 243,255 7,305 4.00 %Total borrowed funds 2,572,563 23,633 1.23 % 2,826,308 30,651 1.45 % Totalinterest-bearing 14,226,206 32,102 0.30 % 13,591,352 55,044 0.54 %liabilities Noninterest-BearingLiabilities and Shareholders' EquityDemand deposits $ 6,072,310 $ 4,710,969 Other liabilities 323,310 263,841 Shareholders' equity 2,997,081 2,856,277 Total liabilitiesand shareholders' $ 23,618,907 $ 21,422,439 equity Net interest rate 2.81 % 2.98 %spread Net interest margin 2.92 % 3.15 %(FTE) FTE adjustment $ 10,471 $ 10,069 (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 Nine Months Ended September 30, June 30, September 30, September 30, September 30, 2021 2021 2020 2021 2020 Beginningallowance for $ 109,444 $ 114,037 $ 128,394 $ 131,388 $ 54,619 credit lossesImpact ofadopting ASC 326 ? ? ? ? 41,347 on 01/01/2020 Provision for (4,613 ) (4,929 ) ? (26,898 ) 39,495 credit losses Gross (1,215 ) (980 ) (4,169 ) (3,765 ) (14,846 ) charge-offsGross recoveries 4,252 1,316 7,163 7,143 10,773 Net(charge-offs) 3,037 336 2,994 3,378 (4,073 ) recoveries Ending allowancefor credit $ 107,868 $ 109,444 $ 131,388 $ 107,868 $ 131,388 losses Net charge-offs(recoveries) / (0.09 ) % (0.01 ) % (0.09 ) % (0.03 ) % 0.04 %average loans(1) Average loans $ 13,675,436 $ 13,984,295 $ 13,827,019 $ 13,824,569 $ 13,150,805 outstanding (1) EOP loans 13,584,828 13,784,677 13,892,509 13,584,828 13,892,509 outstanding (1) Allowance forcredit losses / 0.79 % 0.79 % 0.95 % 0.79 % 0.95 %EOP loans (1) Underperforming Assets:Loans 90 Daysand over (still $ 113 $ 9 $ 90 $ 113 $ 90 accruing) Non-performing loans:Nonaccrual loans 111,586 128,268 137,611 111,586 137,611 (2)TDRs still 16,420 14,222 22,037 16,420 22,037 accruingTotalnon-performing 128,006 142,490 159,648 128,006 159,648 loans Foreclosed 1,943 520 1,248 1,943 1,248 properties Totalunderperforming $ 130,062 $ 143,019 $ 160,986 $ 130,062 $ 160,986 assets Classified andCriticized Assets:Nonaccrual loans 111,586 128,268 137,611 111,586 137,611 (2)Substandard 164,192 160,995 189,524 164,192 189,524 accruing loansLoans 90 daysand over (still 113 9 90 113 90 accruing)Total classifiedloans - "problem $ 275,891 $ 289,272 $ 327,225 $ 275,891 $ 327,225 loans" Other classified 4,300 4,305 3,860 4,300 3,860 assetsCriticized loans- "special 240,215 228,264 272,859 240,215 272,859 mention loans" Total classifiedand criticized $ 520,406 $ 521,841 $ 603,944 $ 520,406 $ 603,944 assets Non-performingloans / EOP 0.94 % 1.03 % 1.15 % 0.94 % 1.15 %loans (1) Allowance tonon-performing 84 % 77 % 82 % 84 % 82 %loans Under-performingassets / EOP 0.96 % 1.04 % 1.16 % 0.96 % 1.16 %loans (1) EOP total assets $ 24,018,733 $ 23,675,666 $ 22,460,476 $ 24,018,733 $ 22,460,476 Under-performingassets / EOP 0.54 % 0.60 % 0.72 % 0.54 % 0.72 %assets EOP - End ofperiod actual balances(1) Excludes loans held for sale. (2) Includes non-accruing TDRs totaling $12.8 million at September 30, 2021,$13.6 million at June 30, 2021, and $7.7 million at September 30, 2020.

Non-GAAP Measures (unaudited)($ in thousands) Three Months Ended Nine Months Ended September 30, June 30, September 30, September 30, September 30, 2021 2021 2020 2021 2020Actual End ofPeriod BalancesGAAPshareholders' $ 3,035,892 $ 2,991,118 $ 2,921,149 $ 3,035,892 $ 2,921,149 equity Deduct: Goodwill 1,036,994 1,036,994 1,036,994 1,036,994 1,036,994 Intangibles 37,251 40,030 49,258 37,251 49,258 1,074,245 1,077,024 1,086,252 1,074,245 1,086,252 Tangibleshareholders' $ 1,961,647 $ 1,914,094 $ 1,834,897 $ 1,961,647 $ 1,834,897 equity Average BalancesGAAPshareholders' $ 3,027,935 $ 2,992,693 $ 2,889,545 $ 2,997,081 $ 2,856,277 equity Deduct: Goodwill 1,036,994 1,036,994 1,036,994 1,036,994 1,036,994 Intangibles 38,585 41,410 50,926 41,447 54,488 1,075,579 1,078,404 1,087,920 1,078,441 1,091,482 Averagetangible $ 1,952,356 $ 1,914,289 $ 1,801,625 $ 1,918,640 $ 1,764,795 shareholders'equity Actual End ofPeriod BalancesGAAP assets $ 24,018,733 $ 23,675,666 $ 22,460,476 $ 24,018,733 $ 22,460,476 Add: Trust 116 24 17 116 17 overdrafts Deduct: Goodwill 1,036,994 1,036,994 1,036,994 1,036,994 1,036,994 Intangibles 37,251 40,030 49,258 37,251 49,258 1,074,245 1,077,024 1,086,252 1,074,245 1,086,252 Tangible $ 22,944,604 $ 22,598,666 $ 21,374,241 $ 22,944,604 $ 21,374,241 assets Risk-weighted $ 16,227,070 $ 15,971,711 $ 14,770,750 $ 16,227,070 $ 14,770,750 assets (2) GAAP net $ 71,746 $ 62,786 $ 77,944 $ 221,350 $ 152,289 income Add: Amortizationof 2,084 2,182 2,595 6,572 8,152 intangibles(net of tax) Tangible net $ 73,830 $ 64,968 $ 80,539 $ 227,922 $ 160,441 income Tangible RatiosReturn ontangible 15.05 % 13.58 % 17.56 % 15.49 % 11.66 %common equityReturn onaverage 15.13 % 13.58 % 17.88 % 15.84 % 12.12 %tangiblecommon equityReturn ontangible 1.29 % 1.15 % 1.51 % 1.32 % 1.00 %assetsTangiblecommon equity 8.55 % 8.47 % 8.58 % 8.55 % 8.58 %to tangibleassetsTangiblecommon equityto 12.09 % 11.98 % 12.42 % 12.09 % 12.42 %risk-weightedassets (2)Tangiblecommon book 11.83 11.55 11.10 11.83 11.10 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 $ 1,960,340 $ 1,908,053 $ 1,748,150 $ 1,960,340 $ 1,748,150 equity (2) Risk-weighted 16,227,070 15,971,711 14,770,750 16,227,070 14,770,750 assets (2) Tier 1 commonequity to 12.08 % 11.95 % 11.84 % 12.08 % 11.84 %risk-weightedassets (2) (2) September30, 2021 figures arepreliminary.

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