EXHIBIT 99.1 (PINNACLE FINANCIAL PARTNERS LOGO) FOR IMMEDIATE RELEASE MEDIA CONTACT: Vicki Kessler 615-320-7532 FINANCIAL CONTACT: Harold Carpenter 615-744-3742 WEBSITE: www.mypinnacle.com PINNACLE FINANCIAL REACHES $541 MILLION IN ASSETS STRONG LOAN AND DEPOSIT GROWTH FUEL 187 PERCENT INCREASE IN EARNINGS PER SHARE NASHVILLE, Tenn., April 19, 2004 - Pinnacle Financial Partners Inc. (Nasdaq: PNFP), the holding company for Pinnacle National Bank, today reported that net income for the quarter ended March 31, 2004, was $1,071,000, or $0.26 per diluted share, an increase of 187 percent when compared to Pinnacle's net income of $373,000, or $0.10 per diluted share for the quarter ended March 31, 2003. Return on average assets for the quarter ended March 31, 2004 was 0.85 percent compared to 0.46 percent for the same quarter last year. Return on average stockholders' equity for the quarter ended March 31, 2004 was 12.03 percent compared to 4.63 percent for the same quarter last year. The firm's efficiency ratio (noninterest expense divided by net interest income and noninterest income) improved to 63.5 percent during the first quarter of 2004 compared to 72.4 percent during the first quarter of 2003. Total assets grew to $541 million as of March 31, 2004 up 34 percent on an annualized basis from the $498 million reported at December 31, 2003 and up 55 percent from the $348 million reported at March 31, 2003. Loans as of March 31, 2004 were $323 million compared to $297 million at December 31, 2003 and $228 million at March 31, 2003. Total deposits increased to $438 million at March 31, 2004, compared to $391 million at December 31, 2003 and $267 million at March 31, 2003. Net loan growth for the quarter ended March 31, 2004 was $26 million, compared to $17 million during the fourth quarter of 2003 and $19 million during the first quarter of 2003. Total deposit growth for the quarter ended March 31, 2004, was $47 million, compared to $43 million during the fourth quarter of 2003 and $33 million during the first quarter of 2003. "Our first quarter results have given us a strong start to the year," said M. Terry Turner, President and CEO of Pinnacle Financial Partners. "We were particularly pleased with the acceleration in our loan and deposit growth during the quarter. Not only did the first quarter reflect the largest deposit growth in the history of our firm, but our sales pipelines remain Pinnacle Reports Continued Growth - 2 of 3 strong, and we are optimistic our growth will be at a similar pace in the second quarter," Turner said. Net interest income for the quarter ended March 31, 2004, was $4.2 million, compared to $2.6 million for quarter ended March 31, 2003. The net interest margin for the first quarter of 2004 was 3.5 percent which was the same as the first quarter in 2003. The provision for loan losses was $354,000 for the first quarter of 2004, compared to $288,000 for the same quarter in 2003. The allowance for loan losses represented 1.25 percent of total loans at March 31, 2004. Annualized net charge off's to average loans amounted to 0.04% for the quarter ended March 31, 2004. Noninterest income for the quarter ended March 31, 2004 was $1.2 million, compared to $462,000 during the same quarter in 2003. This increase was due to the continued development of Pinnacle's mortgage origination unit, gains recognized on the sale of loan participations, increased depositor service charges due to more deposit accounts and increased investment services income from Pinnacle Asset Management. The company also recorded a gain on the sale of investment securities of $248,000 during the first quarter of 2004 compared to a gain on the sale of investment securities of $18,000 during the same quarter in 2003. For the quarter ended March 31, 2004, noninterest income represented approximately 22.8 percent of total revenues (the sum of net interest income and noninterest income), compared to 14.9 percent for the same quarter in 2003. Noninterest expense for the quarter ended March 31, 2004 was $3.4 million, compared to $2.2 million for the same quarter in 2003. Pinnacle continues to increase expense levels in order to capitalize on continued market opportunities: - Thus far in 2004, Pinnacle has added five associates and projects hiring approximately 20 more market proven professionals this year. - Construction has already started on the firm's West End Avenue office in Nashville. This office is located adjacent to Vanderbilt University and is within close proximity to Nashville's thriving medical community, including several of its most prominent hospitals and medical office facilities. Another new office - in Franklin, Tennessee, the county seat of Williamson County - has a planned opening date of late 2004. The Franklin office will be the firm's third office in Williamson County, which has the highest per capita income and one of the highest growth rates of all counties in Tennessee. The West End and Franklin offices will represent the firm's sixth and seventh locations. Based on these anticipated growth trends and the anticipated results from these trends, Pinnacle estimates its second quarter 2004 diluted earnings per share will approximate $0.27 Pinnacle Reports Continued Growth - 3 of 3 to $0.30. Diluted earnings per share for the year ending Dec. 31, 2004, are estimated to be $1.15 to $1.25. Management has developed several scenarios under which these estimates can be achieved and believes these estimates to be reasonable based on these scenarios. However, unanticipated events or developments may cause the actual results, performance or achievements of Pinnacle to differ materially from these estimates. Pinnacle Financial Partners, the largest financial services firm headquartered in Nashville, provides a full range of banking, investment and insurance products and services targeted at small- to mid-sized businesses and their owners/operators. A number of Pinnacle's senior financial advisors provide comprehensive wealth management services to help clients increase, protect and distribute their assets. Pinnacle opened its first office in October 2000 in Commerce Center in Downtown Nashville. Since then the firm has added Nashville offices in Rivergate and Green Hills and in Brentwood and the Cool Springs area of Williamson County. Additional information concerning Pinnacle can be accessed at www.mypinnacle.com. ### Certain of the statements in this release may constitute forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"). The words "expect," "anticipate," "intend," "plan," "believe," "seek," "estimate" and similar expressions are intended to identify such forward-looking statements, but other statements not based on historical information may also be considered forward-looking. All forward-looking statements are subject to risks, uncertainties and other facts that may cause the actual results, performance or achievements of Pinnacle to differ materially from any results expressed or implied by such forward-looking statements. Such factors include, without limitation, (i) unanticipated deterioration in the financial condition of borrowers resulting in significant increases in loan losses and provisions for those losses, (ii) increased competition with other financial institutions, (iii) lack of sustained growth in the economy in the Nashville, Tennessee area, (iv) rapid fluctuations or unanticipated changes in interest rates, (v) the inability of Pinnacle to satisfy regulatory requirements for its expansion plans, and (vi) changes in the legislative and regulatory environment, a more detailed description of various risks is contained in Pinnacle's most recent annual report on Form 10-KSB. Many of such factors are beyond Pinnacle's ability to control or predict, and readers are cautioned not to put undue reliance on such forward-looking statements. Pinnacle disclaims any obligation to update or revise any forward-looking statements contained in this release, whether as a result of new information, future events or otherwise. PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS - UNAUDITED MARCH 31, DECEMBER 31, 2004 2003 --------------- --------------- ASSETS Cash and noninterest-bearing due from banks ................ $ 17,476,720 $ 13,768,278 Interest-bearing due from banks ............................ 200,444 1,180,371 Federal funds sold ......................................... 21,328,406 32,235,401 --------------- --------------- Cash and cash equivalents ............................. 39,005,570 47,184,050 Securities available-for-sale, at fair value ............... 134,382,875 139,944,238 Securities held-to-maturity (fair value of $27,655,669) .... 27,655,669 -- Mortgage loans held-for-sale ............................... 4,057,322 1,582,600 Loans ...................................................... 323,415,679 297,004,110 Less allowance for loan losses ............................. (4,042,456) (3,718,598) --------------- --------------- Loans, net ............................................ 319,373,223 293,285,512 Premises and equipment, net ................................ 6,946,340 6,911,359 Other assets ............................................... 9,630,504 9,512,899 --------------- --------------- Total assets ...................................... $ 541,051,503 $ 498,420,658 =============== =============== LIABILITIES AND STOCKHOLDERS' EQUITY Deposits: Noninterest-bearing demand ............................ $ 66,620,906 $ 60,796,396 Interest-bearing demand ............................... 40,039,818 31,407,213 Savings and money market accounts ..................... 165,388,834 140,383,878 Time .................................................. 165,551,209 157,981,525 --------------- --------------- Total deposits .................................... 437,600,767 390,569,012 Securities sold under agreements to repurchase ............. 14,699,182 15,050,110 Federal Home Loan Bank advances ............................ 40,500,000 44,500,000 Subordinated debt .......................................... 10,310,000 10,310,000 Other liabilities .......................................... 1,675,267 3,655,155 --------------- --------------- Total liabilities ................................. 504,785,216 464,084,277 Commitments and contingent liabilities Stockholders' equity: Preferred stock, no par value; 10,000,000 shares authorized; no shares issued and outstanding ...... -- -- Common stock, par value $1.00; 10,000,000 shares authorized; 3,692,053 issued and outstanding at March 31, 2004 and December 31, 2003 .............. 3,692,053 3,692,053 Additional paid-in capital ............................ 30,682,947 30,682,947 Retained earnings (accumulated deficit) ............... 881,867 (189,155) Accumulated other comprehensive income, net ........... 1,009,420 150,536 --------------- --------------- Total stockholders' equity ........................ 36,266,287 34,336,381 --------------- --------------- Total liabilities and stockholders' equity ........ $ 541,051,503 $ 498,420,658 =============== =============== PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS - UNAUDITED THREE MONTHS ENDED MARCH 31, 2004 2003 --------------- --------------- INTEREST INCOME: Loans, including fees ................................. $ 3,946,572 2,963,513 Securities, available-for-sale: Taxable .......................................... 1,550,859 908,046 Tax-exempt ....................................... 85,975 37,863 Federal funds sold and other .......................... 82,716 36,411 --------------- --------------- Total interest income ............................ 5,666,122 3,945,833 --------------- --------------- INTEREST EXPENSE: Deposits .............................................. 1,171,188 1,072,672 Securities sold under agreements to repurchase ........ 9,293 14,796 Federal funds purchased and other borrowings .......... 333,349 222,130 --------------- --------------- Total interest expense ........................... 1,513,830 1,309,598 --------------- --------------- Net interest income .............................. 4,152,292 2,636,235 PROVISION FOR LOAN LOSSES ............................. 353,848 288,026 --------------- --------------- NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES ... 3,798,444 2,348,209 NONINTEREST INCOME: Service charges on deposit accounts .............. 163,845 101,753 Investment services .............................. 389,579 155,932 Fees from the origination of mortgage loans ...... 191,920 46,188 Gains on loan participations sold, net ........... 121,617 2,189 Gains on sales of investment securities, net ..... 248,353 17,698 Other noninterest income ......................... 110,042 138,422 --------------- --------------- Total noninterest income ..................... 1,225,356 462,182 --------------- --------------- NONINTEREST EXPENSE: Compensation and employee benefits ............... 2,267,342 1,434,912 Equipment and occupancy .......................... 505,690 396,825 Marketing and other business development ......... 149,158 75,490 Administrative ................................... 220,698 150,115 Postage and supplies ............................. 99,138 73,262 Other noninterest expense ........................ 170,760 111,660 --------------- --------------- Total noninterest expense .................... 3,412,786 2,242,264 --------------- --------------- INCOME BEFORE INCOME TAXES ............................ 1,611,014 568,127 Income tax expense ............................... 539,992 195,148 --------------- --------------- NET INCOME ............................................ $ 1,071,022 372,979 =============== =============== PER SHARE INFORMATION: Basic net income per common share ................ $ 0.29 0.10 =============== =============== Diluted net income per common share .............. $ 0.26 0.10 =============== =============== Weighted average shares outstanding: Basic ........................................ 3,692,053 3,692,053 Diluted ...................................... 4,106,865 3,841,631 PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES SELECTED QUARTERLY FINANCIAL DATA - UNAUDITED (DOLLARS IN THOUSANDS, MAR DEC SEPT JUNE MAR DEC EXCEPT PER SHARE DATA) 2004 2003 2003 2003 2003 2002 --------- --------- --------- --------- --------- --------- BALANCE SHEET DATA, AT QUARTER END: Total assets .............................. $ 541,052 498,421 440,693 403,229 348,366 305,279 Total loans ............................... 323,416 297,004 279,702 255,448 228,842 209,743 Allowance for loan losses ................. (4,042) (3,719) (3,492) (3,189) (2,860) (2,677) Securities ................................ 162,315 139,944 115,421 99,968 94,600 73,980 Total deposits ............................ 437,601 390,569 347,191 309,089 266,732 234,016 Securities sold under agreements to repurchase ........................... 14,699 15,050 19,291 17,803 15,846 15,050 Advances from FHLB ........................ 40,500 44,500 39,500 41,500 32,500 21,500 Subordinated debt ......................... 10,310 10,310 -- -- -- -- Total stockholders' equity ................ 36,266 34,336 33,245 33,627 32,403 32,404 BALANCE SHEET DATA, QUARTERLY AVERAGES: Total assets .............................. $ 508,260 454,700 406,142 365,385 326,108 285,929 Total loans ............................... 306,549 283,387 269,703 245,383 217,690 201,290 Securities ................................ 149,802 137,243 107,162 95,351 87,124 63,150 Total deposits ............................ 402,603 356,030 314,302 277,592 243,545 215,617 Securities sold under agreements to repurchase ........................... 14,868 16,013 16,136 11,728 14,106 16,685 Advances from FHLB ........................ 42,379 43,630 40,239 38,137 29,994 18,054 Subordinated debt ......................... 10,310 655 -- -- -- -- Total stockholders' equity ................ 35,705 33,935 32,542 32,944 32,675 32,167 STATEMENT OF OPERATIONS DATA, FOR THE THREE MONTHS ENDED: Interest income ........................... $ 5,666 5,244 4,702 4,369 3,946 3,691 Interest expense .......................... 1,514 1,351 1,317 1,385 1,310 1,268 --------- --------- --------- --------- --------- --------- Net interest income ..................... 4,152 3,893 3,385 2,984 2,636 2,423 Provision for loan losses ................. 354 204 318 347 288 250 --------- --------- --------- --------- --------- --------- Net interest income after provision for loan losses ............... 3,798 3,689 3,067 2,637 2,348 2,173 Noninterest income ........................ 1,225 924 1,024 877 462 469 Noninterest expense ....................... 3,412 3,268 2,863 2,675 2,242 2,230 --------- --------- --------- --------- --------- --------- Net income before taxes ................ 1,611 1,345 1,228 839 568 412 Income tax expense ........................ 540 487 441 302 195 127 --------- --------- --------- --------- --------- --------- Net income ............................. $ 1,071 858 787 537 373 285 ========= ========= ========= ========= ========= ========= PER SHARE DATA: Earnings - basic .......................... $ 0.29 0.23 0.21 0.15 0.10 0.08 Earnings - diluted ........................ $ 0.26 0.21 0.20 0.14 0.10 0.08 Book value at quarter end (1) ............. $ 9.82 9.30 9.00 9.11 8.78 8.78 Weighted avg. shares - basic .............. 3,692,053 3,692,053 3,692,053 3,692,053 3,692,053 3,692,053 Weighted avg. shares - diluted ............ 4,106,865 4,057,444 3,972,327 3,880,642 3,841,631 3,795,967 Common shares outstanding ................. 3,692,053 3,692,053 3,692,053 3,692,053 3,692,053 3,692,053 CAPITAL RATIOS (2): Equity to total assets .................... 6.7% 6.8% 7.5% 10.9% 12.1% 13.8% Leverage .................................. 9.0% 10.5% 8.2% 8.9% 10.1% 11.1% Tier 1 risk-based ......................... 11.2% 11.8% 9.6% 10.6% 12.1% 12.7% Total risk-based .......................... 12.1% 12.8% 10.6% 11.7% 13.2% 13.8% - ---------------------------- (1) Book value per share computed by dividing total stockholders' equity by common shares outstanding (2) Capital ratios are for Pinnacle Financial Partners, Inc. and are defined as follows: Equity to total assets - End of period total stockholders' equity as a percentage of end of period assets. Leverage - Tier 1 capital (pursuant to risk-based capital guidelines) as a percentage of adjusted average assets. Tier 1 risk-based - Tier 1 capital (pursuant to risk-based capital guidelines) as a percentage of total risk-weighted assets. Total risk-based - Total capital (pursuant to risk-based capital guidelines) as a percentage of total risk-weighted assets. PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES SELECTED QUARTERLY FINANCIAL DATA - UNAUDITED (DOLLARS IN THOUSANDS, MAR DEC SEPT JUNE MAR DEC EXCEPT PER SHARE DATA) 2004 2003 2003 2003 2003 2002 --------- --------- --------- --------- --------- --------- PERFORMANCE RATIOS AND OTHER DATA: Return on average assets .................. 0.85% 0.75% 0.77% 0.59% 0.46% 0.40% Return on average stockholders' equity ............................... 12.03% 10.02% 9.59% 6.54% 4.63% 3.52% Net interest margin (3) ................... 3.49% 3.62% 3.51% 3.48% 3.46% 3.59% Noninterest income to total revenue (4) ... 22.8% 19.2% 23.2% 22.7% 14.9% 16.2% Noninterest income to avg. assets ......... 0.97% 0.81% 1.00% 0.96% 0.57% 0.65% Noninterest exp. to avg. assets ........... 2.69% 2.85% 2.80% 2.94% 2.79% 3.09% Efficiency ratio (5) ...................... 63.5% 67.9% 65.0% 69.3% 72.4% 77.1% Avg. loans to average deposits ............ 76.6% 80.2% 85.7% 88.4% 89.4% 93.4% Securities to total assets ................ 30.0% 28.1% 26.2% 24.8% 27.2% 24.2% Average interest-earning assets to average interest-bearing liabilities .......................... 118.1% 118.7% 118.8% 118.9% 119.4% 120.6% Brokered time deposits to total deposits ............................. 8.2% 9.9% 11.2% 15.6% 16.8% 18.0% ASSET QUALITY INFORMATION AND RATIOS: Nonaccrual loans .......................... $ 86 379 1,095 1,095 1,095 1,845 Past due loans over 90 days and still accruing interest .............. $ 64 182 88 60 44 22 Net loan charge-offs (recoveries) ......... $ 30 (23) 15 18 105 -- Allowance for loan losses to total loans .......................... 1.25% 1.25% 1.25% 1.25% 1.25% 1.28% Nonperforming assets to total loans and ORE ........................ 0.03% 0.13% 0.39% 0.43% 0.48% 0.88% Annualized net loan charge-offs (recoveries) to average loans ........ 0.04% (0.02)% 0.02% 0.03% 0.19% -- Avg. commercial loan internal risk ratings (6) ..................... 3.9 4.0 3.9 3.9 3.9 3.9 Avg. loan account balances (7) ............ $ 147 153 150 155 158 163 INTEREST RATES AND YIELDS: Loans ..................................... 5.14% 5.17% 5.41% 5.49% 5.52% 5.81% Securities ................................ 4.38% 4.31% 3.65% 4.14% 4.44% 4.41% Federal funds sold and other .............. 1.47% 2.26% 2.28% 2.60% 2.22% 2.58% Total deposits, including non- interest bearing ..................... 1.17% 1.21% 1.35% 1.62% 1.79% 1.99% Securities sold under agreements to repurchase ........................ 0.25% 0.58% 0.38% 0.42% 0.43% 0.61% Federal funds purchased and FHLB Advances ........................ 2.19% 2.05% 2.23% 2.44% 2.63% 3.16% Subordinated debt ......................... 3.98% 3.98% -- -- -- -- Total deposits and other interest- bearing liabilities .................. 1.29% 1.28% 1.40% 1.68% 1.82% 1.99% - ---------------------------- (3) Net interest margin is the result of net interest income on a tax equivalent basis divided by average interest earning assets (4) Total revenue is equal to the sum of net interest income and noninterest income. (5) Efficiency ratio is calculated by dividing noninterest expense by the sum of net interest income and noninterest income. (6) Average risk ratings are based on an internal loan review system which assigns a numeric value of 1 to 10 to all loans to commercial entities based on their underlying risk characteristics as of the end of each quarter. A "1" risk rating is assigned to credits that exhibit Excellent risk characteristics, "2" exhibit Very Good risk characteristics, "3" Good, "4" Satisfactory, "5" Acceptable or Average, "6" Watch List, "7" Criticized, "8" Classified or Substandard, "9" Doubtful and "10" Loss (which are charged-off immediately). Loans rated "8" or worse are considered potential problem credits. Generally, consumer loans are not subjected to internal risk ratings. (7) Computed by dividing the balance of all loans by the number of loan accounts as of the end of each quarter. PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES SELECTED QUARTERLY FINANCIAL DATA - UNAUDITED (DOLLARS IN THOUSANDS, MAR DEC SEPT JUNE MAR DEC EXCEPT PER SHARE DATA) 2004 2003 2003 2003 2003 2002 --------- --------- --------- --------- --------- --------- INVESTOR INFORMATION: Closing price at end of quarter ........... $ 30.50 23.50 19.75 15.95 13.46 12.91 High bid during quarter ................... $ 31.00 25.75 19.94 17.00 14.14 13.30 Low bid during quarter .................... $ 23.30 19.35 16.00 13.05 12.76 11.01 OTHER INFORMATION: Mortgage loan originations ................ $ 10,845 10,148 14,742 11,388 2,249 -- Fees from origination of mortgage loans ....................... $ 192 178 245 198 46 -- Fees from origination of mortgage loans to mortgage loan originations .................... 1.77% 1.75% 1.66% 1.74% 2.05% -- Gains on sales of investment securities, net ...................... $ 248 -- 114 117 17 -- Brokerage account assets, at quarter-end (8) ...................... $ 351,000 319,000 247,000 202,000 177,000 171,000 Balance of loan participations sold to other banks and serviced by Pinnacle, at quarter end .......................... $ 54,772 51,653 45,981 44,355 41,594 43,089 Total assets per full-time equivalent employee ............................. $ 5,695 5,569 5,474 5,486 5,318 5,501 Annualized revenues per full- time equivalent employee ............. $ 226.4 215.3 211.2 210.1 189.2 208.4 Number of employees (full-time equivalent) .......................... 95.0 89.5 83.5 73.5 65.5 55.5 Associate retention rate (9) .............. 97.4% 96.1% 95.7% 94.6% 92.4% 94.5% - ---------------------------- (8) At market value, based on information obtained from the company's third party broker/dealer for non-FDIC insured financial products and services. (9) Associate retention rate is computed by dividing the number of associates employed at quarter-end less the number of associates that have resigned in the last 12 months by the number of associates employed at quarter-end.