Pinnacle Financial Partners Inc (PNFP) 2017 Q4 法說會逐字稿

Good morning, everyone, and welcome to the Pinnacle Financial Partners Fourth Quarter 2017 Earnings Conference Call. Hosting the call today from Pinnacle Financial Partners is Mr. Terry Turner, Chief Executive Officer; and Mr. Harold Carpenter, Chief Financial Officer.

Please note, Pinnacle's earnings release and this morning's presentation are available on the Investor Relations page of their website at www.pnfp.com. Today's call is being recorded and will be available for replay on Pinnacle's website for the next 90 days. (Operator Instructions)

Before we begin, Pinnacle does not provide earnings guidance or forecasts. During this presentation, we may make comments which may constitute forward-looking statements. All forward-looking statements are subject to risks and uncertainties, and other facts that may cause the actual results, performance or achievements of Pinnacle Financial to differ materially from any results expressed or implied by such forward-looking statements. Many of such factors are beyond Pinnacle Financial's ability to control or predict, and listeners are cautioned not to put undue reliance on such forward-looking statements. A more detailed description of these and other risks is contained in Pinnacle Financial's most recent annual report on Form 10-K.

Pinnacle Financial disclaims any obligation to update or revise any forward-looking statements contained in this presentation, whether as a result of new information, future events or otherwise.

In addition, these remarks may include certain non-GAAP financial measures, as defined by SEC Regulation G. A presentation of the most directly comparable GAAP financial measures and the reconciliation of the non-GAAP measures to comparable GAAP measures will be available on Pinnacle Financial's website at www.pnfp.com.

With that, I'm now going to turn the presentation over to Mr. Terry Turner, Pinnacle's President and CEO.

Thank you, operator. Good morning. We appreciate you being on the call with us this morning from snowy icy Nashville. We always begin our quarterly earnings call with this dashboard, really, 2 slides, the first reflecting the GAAP measures and the second reflecting non-GAAP measures. We like this dashboard because it quickly highlights the performance and momentum on virtually all the measures that we use to drive our business. We've always believed that revenue growth, earnings growth and asset quality are the 3 metrics most tightly correlated to share price performance, and so that's really the focus of the slide. Companies that grow tangible book value typically grow their share price. Companies that consistently produce well above median ROTCEs typically trade well above the median P/E multiples -- and so, I think, in our case, we're roughly an 80% spread business. Balance sheet growth is really the key to the revenue growth going forward. So you got a chance to look at revenue growth, earnings growth and asset quality, and some ability to see the pace of growth and the future growth based on what's going on in the balance sheet.

As most of you know, this quarter was negatively impacted by pretax merger-related charges of $19.1 million, pretax security loss of $8.3 million and after-tax charges related to the revaluation of our firm's deferred tax assets of $31.5 million. So as I say, each quarter, at least, for me, given all of the transition, the merger integration and now the tax law change, the non-GAAP measures that take these realities into account actually provides greater insight into the core run rates on these important metrics.

So let me move to those quickly. Looking at those non-GAAP measures, adjusting for the merger-related expenses, the revaluation of our deferred tax assets and loss associated with the restructuring of roughly $300 million in our bond book. Since they're overall nicely sloped in the right direction, I won't walk through each metric. I do want to point out 2. The first one is the ROTCE on the first row. I think most of you recall, in conjunction with the BNC acquisition and to support the future growth needs of the firm, we issued 3.2 million shares on January 27, 2017, totaling $192 million of net proceeds. So we had a partial quarter impact to those additional shares in Q1, full quarter impacting Q2. And as you can see, it is now escalating quickly already back to the 16.11% ROTCE.

Secondly, just below the ROTCE chart, the tangible book value chart, as I've already commented on this call, the correlation between tangible book and share price is obvious. We take it seriously, and again, as you can see, in conjunction with our acquisition, we have continued to grow it nicely.

Those of you that have followed our firm for any length of time know that coming out of the recession back in 2011, we published our profit model and associated performance targets. I think over the year that we achieved initial targets, we've actually increased our ROA target twice since then to its current level of 1.3% to 1.5%.

In conjunction with the ROAA target, we continue to publish the targets for the 4 key components that lead to that overall level of profitability, and specifically, I'm talking about the margin, the expenses to assets, the fees to assets and the net charge-offs. And so as you can see on this slide, which reflects both the GAAP and the non-GAAP measurements, fourth quarter 2017 was another good quarter with a non-GAAP return on average assets of 1.36%. And with the exception of the fees to assets, the component measures are all performing pretty well against the targets.

Those non-GAAP measures are adjusted for merger-related expenses, investment gains and loss on the sales on security and the revaluation of our deferred tax assets in the fourth quarter as a result of the tax law change. I might just comment quickly on the target range for each of those measures. As most of you know, we conducted a strategic planning process each year in the third quarter. This year, we plan to focus on the remainder of 2017 through 2020. And in this year's 3-year plan, we didn't alter the overall target range for ROAA. It remained at the 1.3% to 1.5% level. But we did, as a result of the business mix changes associated with our BNC acquisition, adjust target range for margin up to a range of 3.60% to 3.80%; expenses to assets, down to a range of 1.8% to 2.0%; and the fees to assets, down to a range of 0.9% to 1.10%. It has been, and it continues to be my strong belief that the revenue potential on the BNC footprint is very strong, particularly as we build out the C&I platform and leverage our wealth management businesses there. As I've indicated before, I would expect it may take 6 to 8 quarters before we build into that target range for the fees to assets components. Nevertheless, we intend to take advantage of the outperformance that we're likely to have on the other 3 components to enable us to still operate in the high-end of the ROAA target range until we muscle-build the fee generation capability in the BNC footprint.

Additionally, we'll now go back and recalibrate the targets in light of the Tax Cuts and Jobs Act, expecting a further meaningful lift in the ROAA target range. I might just comment here, fourth quarter 2017 was a huge quarter in the history of our firm. We've continued the rapid growth in earnings, balance sheet growth, both loan and deposits and hiring. We did all that in the middle of completing the BNC integration. Our trades have really worked tirelessly to get that transaction done, completed all the systems converted during the fourth quarter of 2017, generally consistent with the time line that we laid out at the beginning. We now believe that we're fundamentally through with producing the synergy case that we had originally indicated. There are a few associates that are still on the payroll that will depart early in the first quarter, have now stabilized the systems and all those kinds of things. Perhaps, a few merger-related charges in the first quarter as well, but generally, all the work has been done.

I think the second thing I always try to hit on in these calls is our aggressive hiring plan. You can see there on the slide, in 2017, we added 77 revenue producers to our roster. 27 of those were in the BNC markets, and that's 13 of those 27 since the closing of the merger. That's a really important thing. In addition to hiring the revenue producers, we hired the support staff that are needed to support those people. And to get all of that done inside our operating targets for expenses to assets and so forth, I think, will help people understand how we drive our revenue growth and efficiencies going forward.

Again, I would say that the third quarter was a strong loan and deposit growth quarter. The -- both loan and deposit growth were good. The deposit growth was a highlight, in particular, again, I think, most of you heard me talk about this in the past. I think for each community bank, the ability to grow core deposits is the principal measure of its ability to succeed over time. So to produce the balance sheet growth at those growth rates in the middle of taking on the most monumental system and operation conversion that we've ever undertaken, I think, really bodes well as we move into 2018 with that now in the rearview mirror.

I think I want to make one more clarification for you just to begin to try and set the stage as we go forward. Over the years, I've always talked about revenue producers, and of course, revenue producers include relationship managers, brokers, mortgage originators, trust administrators and so forth. And so I think most of you know, we think of ourselves as a revenue growth company. And so consequently, our ability to hire people is the key to that revenue growth. Again, just trying to draw distinctions. I know a lot of companies are trying to manage the expenses down. That's not really our approach. We're trying to manage revenues up. And -- but I do think when I -- as I make those points, I do detect in some people a skepticism or maybe better say it, a concern, that build out is going to drive the expense levels too high. And so I guess, I just want to reiterate that we intend to get this hiring done inside the expense asset targets that we've set. As you can see in 2017, hired 77 revenue producers, and finished the year with non-GAAP efficiency ratio of roughly 47% and a 1.87% expense to asset ratio. So again, just trying to clarify that we don't view the adding of the people to be an expense build. We view it to be a revenue build. One other clarification on that point, even though we typically talk about all the revenue producers, there's no doubt in the North Carolina footprint that really the exponential growth we expect to achieve there has to do with continuing the growth rates that they've enjoyed for a long time in the commercial real estate business. But really adding to that, a C&I practice that's substantial. And so we have communicated in the past, within this category of revenue producers that we intend to add 64 C&I or private banking financial advisors over a 5-year period of time. And again, we'll continue to report on that, so you can see our progress on that because of the strategic importance of that initiative. So Harold, I will stop there with the overview, and let you take it for the details.

Thanks, Terry. In revenues, excluding security losses for the quarter, increased from $216 million in the third quarter to almost $220 million in the fourth quarter. Total spread income increased $1.4 million between the third and fourth quarters. Discount accretion decreased $1.3 million during the quarter, thus that offset the overall spread increase.

As always, the dark green line on the chart denotes revenue per share. We reported $2.80 adjusted revenue per share in Q3 and are reporting $2.83 this quarter, again, excluding investment securities losses.

Obviously, our goal is to continue to increase our revenue per share over time. As you all know, it's a lot easier to grow earnings per share with a growing balance sheet, and we think we have a great shot at doing that as we enter 2018.

As to purchase accounting, as many of you know, purchase accounting will be impacted for an extended period of time, but should gradually lessen over time. We have approximately $163 million of loan discount accretion, of which a significant amount is expected to amortize in the income over the next 2 to 3 years.

We recognize $19.1 million in the fourth quarter, and anticipate at least $15 million to $18 million in loan discount accretion in the first quarter of 2018. That said, it's important to realize that our balance sheet produces outsized growth, which continue to produce ongoing positive traction for our revenues in the future.

Concerning loans, as the chart indicates average loans for the fourth quarter were $15.5 billion compared to $15 billion at the end of the third quarter or an increase of $500 million in average loan balances or annualized growth rate of better than 13%. We believe we have a strong fourth quarter, particularly in Tennessee, where we saw increased loans of $308 million. And the Carolinas and Virginia, their organic loan growth was approximately $66 million in the fourth quarter compared with $61 million in the third quarter.

Thus far, in 2017, including the $330 million of net organic loan growth, the Bank of North Carolina posted prior to our merger, the 2 firms have produced net loan growth in excess of $1.7 billion in 2017. This, obviously, excites us as we go into 2018 with the combined firm, pressing forward to grow our franchise.

As the chart indicates, our loan yields decreased slightly to 4.87% this quarter compared to 4.91% last quarter. Excluding the impact of purchase accounting, core loan yields were basically flat at 4.36% in the third quarter compared to 4.37% in the fourth quarter. The mid December Fed funds rate increase did help our core loan yields slightly, and should drive a core rate increase in the first quarter of 2018 that we anticipate to be 5 to 10 basis points.

As to deposits, again, here in the fourth quarter, we're able to grow our funding base, while maintaining low funding cost. Our aggregate funding cost did increase 7 basis points in the fourth quarter from the third quarter, and currently stands at 73 basis points for the fourth quarter. As to the 7-basis-point increase, wholesale funding did drop a lot of the increase, while deposit cost were up 5 basis points.

As to the future deposit costs, we'll continue to increase in a measured pace for several factors. The 2 most prominent are general pressure from increased deposit rates in a rising rate environment. We also need to fund a significant loan pipeline. Our relationship managers were out in our markets, selling our ability to serve commercial and affluent consumer depositors with a value equation, we think, is far superior to our competitors. Funding our growth has and will remain a key focus of our firm. We are elated with $856 million in increased core deposits for the quarter endpoint to endpoint.

Switching now to non-interest income fees amounted to $36 million compared to $43 million in the third quarter. Our residential mortgage group had another outstanding quarter in terms of production, with approximately $290 million in loan sales this quarter and a yield spread of 2.55%. However, the contributions in the fourth quarter was down from 3Q, primarily due to the seasonality of their funded pipeline. This typically occurs at this time of the year before the ramp-up occurs in the spring. We always expect the fourth quarter to be the most difficult quarter for mortgage, as December is the worst in the resi real estate market, but the spring is at hand, and we are in great residential mortgage markets with the best mortgage originators in those markets. So we remain optimistic about what residential mortgage will do in 2018.

As expected, we're reporting Bankers Healthcare Group revenues of $12.4 million this quarter, up $4.3 million or almost at 50% from the fourth quarter of 2016. We continue to anticipate the net growth for BHG in 2018 should be in the 12% to 15% range. Year-over-year, our equity investment revenues increased 20.9%.

We did see a decrease in other noninterest income in the fourth quarter, due primarily to losses on venture capital investments and a reduction in capital market advisory fees during the quarter. That number should stabilize in the first quarter of 2018. As to investment security losses, during the fourth quarter, we sold approximately $300 million in securities with a loss of $8.2 million (sic) [$8.3 million]. More sales were likely, but we don't anticipate any meaningful P&L gain or loss from those sales in the first quarter. We anticipate buying back into the market this quarter. Such bond should approach $2.9 billion by quarter end March 31. We anticipate continued increases in short rates, while loan rates remain relatively stable, thus a flatter yield curve. So we are buying in anticipation of these events, which equates to floating rate securities and securities with average lives of moderate duration. Thus, we don't anticipate significant increases in the duration of our portfolio, a barbell strategy for a bear flattening yield curve. We anticipate that this strategy should impact our net interest margin in 2018 positively by 4 to 5 basis points.

Now, the operating leverage. Our efficiency ratio on a GAAP basis was 58.2%, while our core efficiency ratio, excluding merger-related charges and ORE expense was 47.2%. Our fourth quarter total noninterest expense increase amounted to $13.2 million, with merger cost accounting for $10.3 million of that increase. First, concerning personnel costs, we've got 2,100 FTEs in December quarter end, of which 844 are signed with the Carolinas and Virginia. Salary costs are down appropriately $1 million from the third quarter of 2017, which was attributable to a reduction in the Carolina and Virginia footprint, as the synergy case was being deployed. Those of you that have followed our story for many years know how our 2017 plan system works, and it's based on corporate results, not based on individual sales goals. You will remember that in the third quarter, we were accruing at less than targeted levels, but we continue to work during the fourth quarter, and got those reduced incentives back into our P&L in the fourth quarter. Just to emphasize the point, incentive expense and earnings were directly linked. If we get our revenues and earnings targets, our incentive cost will increase. If we don't, incentive accruals get reduced.

Obviously, one of the keys to our -- anticipating our expense run rate, going forward, is how quickly the synergy case will be deployed. A critical component of the synergy case where the technology conversion, which Terry has spoken earlier, is now complete. As a result, we continue to believe our synergy case will largely be fully deployed in the first quarter of 2018. We've got about 40 jobs led to come out for the synergy case to be fully realized.

We experienced an overall increase in admin cost in the fourth quarter, primarily due to FDIC insurance and franchise taxes. As we look forward to 2018, and excluding any additional merger expenses, our operating leverage should improve from the 47.2% in the fourth quarter next year.

Finally, taxes had become an interesting investor conversation. Lots of numbers on the slide, but hang with me. The blue part of the slide was basically discussed last night in the press release. Excluding merger expenses, investment security losses and the deferred tax revaluation loss, we think 2017 was about a 357 fully diluted EPS kind of year. Basically, about a 16% growth rate over last year. The way we are choosing to present the impact of the Tax Act is to use the pro forma method that is as if the Tax Act was implemented at the first part of 2017, with the tax rates pursuant to the new tax laws. We considered in this calculation the various nondeductible items that would have come out of the Tax Act, which negatively -- which negates some of these savings. We think that number, if had been deployed in 2017, we would have saved $33.5 million from the Tax Act.

Also, like many firms, we're considering several items as investments from the Tax Act in order to reward associates, as well as provide a placeholder or a war chest to build a better firm quicker. We're considering increase in the match for our 401(k) plan, as well as providing more funds to enhance our infrastructure and accelerate both client attraction and new hires. Our placeholder as of this minute is approximately $8 million pretax. Net debt, we think 2017 would have increased earnings of approximately $0.43 per fully diluted shares, with an annual effective tax rate of approximately 22%.

Looking forward to 2018, the relationships between all of these factors seem reasonable. We totally realize what the expect -- what the Street expects of our firm next year, both pre and post the Tax Cut and Jobs act. So here we go, it's a great time to be at Pinnacle. With that, I'll turn it back over to Terry.

All right. I'll just comment quickly. We've, I guess, made this point, the time to come announce the presentation, but want to reiterate that we have completed the integration of BNC. It's been wave of a year to announce the transaction early, get it, approve, close, and now fully implemented is a great thing. As Harold mentioned, we're fundamentally through with the synergy case, a few jobs left that we'll be departing during the first quarter for the synergy case being fully realized. But again, the work has been done. I think the cultural integration, I would say, is well underway and going extremely well. We spent some time in several quarterly calls this year talking about the cultural integration. But as a reminder, we conducted roughly 10, 3-day orientation sessions, largely conducted by Harold and I and other key leaders in the firm, and we will finish that group out. We've probably got 4 or 5 that we'll have to do in 2018 to get all of those done and completed. I've commented on the revenue synergies. We believe this deal has great revenue synergies that were not included in the 10% accretion target that we've already disclosed, and now believe we will deliver. And that's an important aspect of how we drive out to our revenues or fees to asset target that we talked about early in the call. Again, my expectation is we'll be building throughout 2018 toward that level. And again, the confidence that we have in Rick Callicutt and the hiring momentum that he has established. We've already talked about hiring 64 C&I bankers over a 5-year period of time. The hiring during or since the completion of the merger is on that pace. I guess, 7 C&I bankers, specifically, were hired in the last 5 months. I know in talking with Rick, that since year end, 2 more have been added and the pipelines look strong. So again, we're excited about where we are, having completed the BNC integration and now able to turn our full focus to the hiring revenue producers and building of the balance sheet, which is our principal revenue generation tactic.

On this next slide, we've used this for a number of quarters, and I'd like to go back to it because it is instructive. For those that are less familiar with our approach to market extensions, and I will try to layer on our hiring and cultural components, and then allow that to be the driver of balance sheet growth, which is the driver to revenue growth in our company. So on this slide, now I just might say, we're looking at the 2 most recent market extensions, Memphis and Chattanooga. We were not in those markets in 2014. We entered those markets in 2015. And so if you look at the second column from the right, you can see how many revenue producers we have there at the bottom of each of those markets, what the baseline for core deposit was at the end of 2015, and then what the baseline for loans was at the end of 2015 for both of those markets.

In the rightmost column, you can see the growth rates between 2015 and 2016, which were substantial. And again, I would just start here at the bottom, looking at the growth rate for the hiring of revenue producers. And again, as you move up the chart, it's not surprising you generate loan and deposit growth generally consistent with the kind of success that you have on the revenue producers. And so then, moving across that slide, you can see where we finish 2016, where we finish 2017. And again, right there in the center of that, the growth rates associated with our hiring and with loans and deposits, core deposits, again, both of those markets in the most recent year, again, very strong.

So again, we just highlight that to try to draw a clear parallel for you. This is exactly the game that we'll be playing throughout the BNC footprint, trying to indicate the success that we've had in hiring revenue producers. And as a sole component of that, C&I financial advisors, thus far, which again, we believe will translate in the balance sheet growth and revenue growth just as we have in Chattanooga and Memphis.

I guess I'll just concluded with this idea, really, all the information that we've provided really comes back to this point. We're focused on long-term shareholder value. We're focused on taking advantage of the large high-growth markets that we're in, and we're focused on taking advantage of the vulnerabilities of large regional national franchises that dominate these markets. That's really what we do. Simply said, we've got a hiring growth model that's proven. We just reviewed for the 2 most recent market extensions in Memphis and Chattanooga, and that's the methodology that we're now deploying in the Carolinas and Virginia.

I always feel compelled to end on this point. When you think about what we've just talked about, the growth potential really is extraordinary. And I think it would be bad to say for our shareholders that that's all we do, is optimize that opportunity. I do feel compelled to say that we're likely to have a bag of opportunities to do accretive market extensions or filling M&A in our footprint. We tried to indicate, as we've gone down through this BNC integration that we're not overly anxious to do that. We want to print a quarter or two to demonstrate our ability to hit the revenue targets and operate the bigger company and those kinds of things. So having done that once, we will do that again before we attempt to enter into the M&A phase. But again, we're always -- we want to make sure that nobody walks away and say, and Terry just told me that he's not going to make another acquisition after he prints one more quarter. That's really not what I'm saying. I don't care whether we're make an acquisition or not. The growth potential is strong without it. But I do think, as a practical manner, we will have those opportunities.

So operator, we will stop there. We'll be glad to take questions.

(Operator Instructions) Our first question comes from David Feaster with Raymond James.

Congratulations on getting BNCN fully integrated and all that. That's exciting, and it sounds like things are progressing well. I just wanted to get your best estimate of how much of that -- if you can quantify, how much of the $40 million cost save estimate is already in your run rate? Given that the technology conversion happened late in the fourth quarter, I would suspect that there's a pretty decent step down still left to actually hit the first quarter number. And I guess, as a follow-on, was there anything one time in nature in that other expense line item that kind of popped up in the quarter?

Yes, David. This is Harold. I think what we want -- there's about 40 jobs left to come out of the footprint over there. Many of the jobs did come out at the end of December. So I think, as you look forward into the first quarter in our expense run rate, we think our expense run rate is going to be fairly flat. What we do here, as you might expect, is we'll give all the raises, and all that kind of stuff in the first quarter, so you'll see the legacy footprint, see increased personnel cost from personnel expenses, so on and so forth. So we think, net-net, that our expense run rate will be fairly consistent going into the first quarter of next year.

Okay, okay. As we look out into 2018 in your crystal ball, how do you think about loan growth? What regions do you expect to see the most strength? And have you seen any increased demand, thus far, from tax reform in your pipeline? And paydowns were also expected to be heavy in the fourth quarter. How is that trending?

David, this is Terry. I'd say 2 or 3 things. I think in terms of just broad outlook, if you're looking for percentage growth rates, we would expect the highest percentage growth rates to occur in the principal BNC markets, in other words, Charlotte, Raleigh, Greenville and Charleston. And I'd say that because, as you know, they've been double-digit growers largely based on their CRE practice. We would expect that generally to continue, but we expect to really augment that with building out a C&I platform. As we've already talked, we've hired a good number of bankers in the last half of 2017, and they're off to a great start in 2018. And so that incremental hiring would accelerate the growth rate over there. I do think it's important to try to make this point. We have nice growth in the fourth quarter. I expect the growth to be better in 2018, but I don't see that primarily as a function of loan demand. In other words, what we did for a living is primarily to take market share, and so my belief is that -- so a good part of the growth that we've enjoyed, thus far, and are projecting, going forward, has to do with moving market share from the large regional and national franchises. Perhaps, more than loan growth is really tied to the economic growth.

I think as it relates to your question on have we seen increased loan demand as a result of the Tax law change, my honest answer to that is not yet. I detect some optimism. I believe all along, once you get the tax rate firm, let's take a note what rate is and when it's effective. That will begin to spur demand, and so I do have an expectation that we'll get benefit from the tax law change, and you will see some escalation in loan demand. But candidly, I couldn't say that I've seen that, thus far, and let's see, you got one more thing there.

Pay downs.

Oh, pay downs. Yes, thank you. Yes, we -- I would say, pay downs in the fourth quarter were very high, and it is concentrated, I think, more in commercial real estate than C&I. And as you know, the permanent markets are wide, offering lots of alternative, 30-year fixed, nonrecourse kinds of paper out there for commercial real estates. So pay downs have been very high in the fourth quarter, and we do expect that to continue here in the first half of 2018.

Okay. Last one from me. You talked about the -- your CRE concentration, and given that the strength that -- BNC's expertise in CRE, you're expecting that concentration to actually go up near term, but then diminish going forward? I just kind of wanted to hear, how are you planning on doing that? Are you going to -- are you actually pumping the brakes on CRE lenders, or is it simply that the new C&I hires that you made are going to drive C&I growth in excess of CRE in the future?

Well, I think it is a prudent statement that we would expect the C&I line to grow faster than the CRE line, again, going back to this idea, that's where the hiring focus is. David, I think we've said from the very beginning that our -- what the beauty of this transaction and the strategy involved with it is that we want to continue the double-digit growth that BNC has enjoyed, but then both on that C&I business, and so the mix will change. But again, without an effort to diminish their CRE practice. I think the issue of this, as it relates to the concentration, is generally focused on total risk-based capital on 100% and 300% guidelines, and so it has been our intent just generally as a firm to study underneath those 2 concentration guidelines.

And I think what we try to say here is that in the most recent quarter, we had $31 million revaluation on the deferred tax asset and $8.3 million charge on the bond restructure, and so those obviously shrink capital. That's an unplanned shrinkage in capital. So what we were really trying to create -- communicate was, "Hey, we're close to those concentration limits as exacerbated by those write-downs, and so it may take a few quarters for us to rebuild the equity back associated with those 2 write-downs." And so that's the phenomenon that we're talking about there when we say that we may temporarily breach those guidelines. But late in the year, we ought to have produced enough capital to get back inside those guidelines.

Our next question comes from the line of Stephen Scouten with Sandler O'Neill.

A question for you, I guess maybe more for Harold on the core NIM. Harold, I was thinking you had said after last quarter we'd see a flat or maybe increasing core NIM. And I'm wondering what kind of changed during the quarter that led to the downside there. And maybe -- I know you spoke a little bit on the 7 basis points of higher deposit cost, but that obviously came in a quarter where we saw no Fed rate hike. So I'm wondering on your thoughts on deposit cost next quarter with the impact of the Fed hike.

Yes. We think that the core NIM decrease is primarily attributable to increased funding cost. The -- I think we got a lot of calls during the quarter about raising rates. The -- about 25% of our interest-bearing deposits are on the sheet rate, so we do negotiated rates for about 75% of our funding book. So it was on the -- we believe it's on the funding side, Steve.

Okay. That makes sense. And then in 1Q, I mean, do you think we'll see more -- I mean, will we see disproportionately more than a 7-basis-point increase? Could that be more like 12 to 14 just with the rate hike or?

We're not planning for that kind of increase going into the first quarter of next year, but we should see measured increases in funding cost for the rest of the year.

Okay. So from here, I guess, that core NIM, do you think it will be flattish from here? Is that kind of your MO?

Yes, that's what we believe. We've got the benefit of a rate increase in December to help us in the first quarter. What's going to go against us in the first quarter is we've got 2 less days in the first quarter, so that's not helpful. But we think we'll be able to defend the margin with the rate increase.

Okay. And on the North Carolina, kind of Virginia franchise growth, I know -- I think 2Q growth was like $190 million, the last 2 quarters had been in the low to mid-60s. What's the main driver of change there? Is that just more rapid CRE payoffs? Is that some sort of just mind shift change or pricing changes relative to what BNCN used to do? And I guess more importantly, is that $190 million range something we can expect you to get back to at any point soon? Or is that kind of the longer-term goal once the C&I folks come online?

Yes, I think -- so you're right, I think the production in -- the net production in the latter half of 2017 was less than the production in the first half 2017. But Stephen, I guess I would maybe try to help you think about what's going on in that footprint. We've changed all the signs. We've shut down 8 to 10 offices. We rolled out a new computer software for every person in that system, refreshed all the -- their -- not computer software, but the computer itself, the PCs. We've regen the phone system. We've retrained every person in that footprint with a significant amount of training on the upgrades because even though they were on the Jack Henry SilverLake, they weren't on the current version. And the new version required procedural modifications and so forth. And so it's just an extraordinary amount of change that requires an internal focus, which I think would be the principal driver. It is a fact that the paydowns have been higher than usual as we just talked on CRE as well. But our expectation for their growth in 2018 is significantly higher than their growth in 2017. And again, the budgets have been built that reflect that and so forth so.

Okay. That's really helpful, Terry. And then maybe one just last housekeeping item, following up on David's question. On that other expense line item, was there anything unusual that caused that jump? I know you said kind of flattish expense run rate as a whole for 1Q '18, but just curious about that specific jump and what kind of drove that, I don't know, maybe $4 million?

Yes, what drove these were FDIC and franchise tax expenses. And so those numbers ought to stabilize going into the first quarter of next year. So we had a little extra money accrued for those at the end of December.

Okay. So that kind of $16 million is probably the right run rate moving forward?

Yes, I think so.

Our next question comes from the line of Jared Shaw with Wells Fargo Securities.

If you can circle back on the expenses, on the compensation cost, you're saying that the benefit from some of the headcount reduction in fourth quarter will probably be offset by some of the seasonality of going into first quarter. Should we see that then come down as those 40 additional people come off, come off down when we lose some of that accelerated FICA cost? Should we see second quarter salaries and benefits decline for Pinnacle?

Yes, Jared, I think you'll see some of that -- as we look at our plan for 2018, our expense line won't -- we don't think it's going to deviate very much quarter-to-quarter. So particularly with the hiring plan that we've given our line managers, I don't know if you'll see a big windfall from the 40 people coming out.

Okay. And then on the C&I side, I hear you when you're saying you haven't seen the demand come yet from the tax side. But do you think that tax uncertainty impacted sort of the trend in fourth quarter that we saw in the C&I side in terms of maybe higher levels of paydowns or people not making a decision to do much or try to come in early?

Jared, that's an interesting question. I guess the specific answer to the question is, I don't know. I guess just as a sort of personal opinion and kind of feel, I do believe that uncertainty has weighed on loan demand during 2017. I think I've said this before. I never forget when it is, I guess Sandler's conference in November last year. So, I guess, beginning 2016, people wanted to know if loan demand had increased in the first week since Trump was elected. And of course, it doesn't work like that. But I don't think we ever saw a real increase in loan demand in sort of the first year of the new administration. I do think that was primarily a function of just uncertainty around the tax law. But I guess your question is that it account for any slowing in the fourth quarter. I don't know. I wouldn't think it would be different in the fourth quarter versus quarter 3, 2 or 1 as it relates to just the uncertainty itself.

Jared, I'll say this, I don't really want to spend a lot of time on politics other than to say that, man with a political discourse is difficult and choppy and it changes every day. And you can see the move, the sentiment changing. And so I think that while I believe you'll see increased loan demand as a result of the tax law, I do think there's just such volatility and headline risk, it's hard for people to really get comfortable and say, "Okay, I think things are solid, let's go." So that's a long-winded way to say, I think loan demand will pick up as a result of certainty around the tax law change, but I do think that might be muted a little bit by just the difficult international situation and the political discourse domestically so.

Okay. And then how does the pipeline -- how does the C&I pipeline look now as we're going into first quarter?

Our pipelines are good. We use a methodology here where, generally, these people are forecasting a quarter at a time. And so the general focus is on what are the high gain items that are supposed to occur within a 90-day period. And so you rebuild that forecast at the beginning of each quarter. So there's still some work going on there, but I would say that our pipelines we feel solid as we go into the first quarter. And we would expect that good loan demand in the first quarter.

Okay. And then just finally for me, on the securities restructuring, is that mostly on the muni side, mostly on the mortgage side? And I hear you when you're saying that you changed duration, but did you change product type at all? And then with the stuff that's still left to do, where do you expect to see that following up?

Yes, I think what you'll see is probably less of our bond book in mortgage backs. We'll probably see a little increase in municipals and more into some floating-rate securities. So other than that, it's not going to be a big change, Jared.

Our next question comes from the line of Will Curtiss with Piper Jaffray.

Harold, can we just go back real quick in terms of the core NIM thought. So I think you said the 3.33%, you expect to hold that flat in the first quarter. And then if I heard correctly that the securities purchase will add another 4 to 5 basis points throughout the course of the year. Is that correct?

Yes. I think that's true, Will. We think this core NIM is going to be fairly flat. We think the GAAP NIM is probably going to be fairly flat. So over time, we think the bond book restructure, we think maybe some increased yields from our loan book will be helpful, but the critical thing that we got to keep an eye on are these funding costs. And so that will be what we monitor all year long.

Okay. And then I have another clarification question here. In terms of the expenses, so it sounds like that the $104 million core rate that you guys had, the core number you had this quarter, that seems to be a pretty good number, I guess, for the near term in terms of expenses. And from that $104 million, should it hold pretty steady with the caveat that, that increases with -- as you bring in additional talent or how should we think about that $104 million number going forward?

Yes, that $104 million is probably a good run rate for us based on what we have in our plan, which includes additional hires. If we're able to exceed our revenue goals, that number is going to go up with increased incentive cost. So $104 million seems to be a pretty good number.

Got it. All right. And then, let's see, just the last one for me. And in the slides, tax rate, so I think you had 22% in your pro forma exercise there, Slide 13. Is that what you're assuming or would guide us to use for the tax rate going forward, 22%?

Yes. We think 21% to 22% will be a good number for us in 2018, all things in.

Our next question comes from the line of Tyler Stafford with Stephens.

I want to just follow up one more time on the core margin outlook from here. Does that -- I guess the commentary for holding both the core and GAAP margin relatively flat, does that assume any further interest rate increases this year?

Yes. We've got 3 increases in our plan, one in the early part of the year, one midyear and one at the end of the year.

So 3 translates into flattish margins. Okay. Got it. I think you guys don't have the disclosure in the Q just in terms of your asset sensitivity from here with the combined 2 franchises. Can you just help us how much of the loan portfolio repriced with December and how much actual benefit are you getting from each incremental rate hike?

Yes, it's about 30% to 40% of our loan book were repriced, so -- And I think we put in the Q that we were modestly asset sensitive at the end of September.

Okay. Got it. And then just maybe lastly for me, just housekeeping, I just want to make sure I understood. On the BHG expectations for the year, the net contribution to Pinnacle will be that 12% to 15% year-over-year growth rate?

Yes, we think so. I mean, we're about $38 million for the year, so we're talking to them about 12% to 15%.

Our next question comes from the line of Catherine Mealor with KBW.

Most of my questions have been asked and answered, but one follow-up just on the commercial real estate conversation. So is there -- I guess how do you think this could -- could managing to this 300% level impact growth in any way maybe in the latter half of the year? And if not, is sub debt something that you may consider as a way to stay under the 300% level if growth really does take off as it seems like it will?

Yes. Let me talk about the volume side of that first, and then I'll let Harold comment on the sub debt component of the question there. I think on the CRE side, my sense, just sort of back of the envelope, Catherine, you know what the earnings growth for the company ought to be. That's a pretty dramatic growth rate. You know generally what we do for a dividend payout, which is modest. So you can see the growth in the tangible capital of the company, which again will translate into the risk-based capital there. And so if you're in 2017, as an example, we grew the tangible book value 18%. Maybe you do 15%, something like that. But the point is, if you're growing your capital base, you can generally run the CRE growth rate at a similar percentage. And so I don't view it to be a meaningful constraint. I'm not saying we don't have to pay attention to it or any of that kind of thing, but I would not view it to be a meaningful constraint on loan volume. But Harold, you want to comment on the sub debt?

Yes, Catherine, we get a lot of inbound calls from your colleagues on the other side of the wall about the sub debt market and how it's wide open and pricing is very good right now and all that stuff. I guess where we are is, we'd rather not. We want to see if we can thread the needle, as Terry is talking about right now, and just see if we can kind of maintain our own growth curve as it currently exists with the sub debt we have on the books. We think we'll generate a lot of capital this year to help support that commercial real estate book.

Yes, makes sense. And then -- and to your point, if C&I growth really starts to take off as it seems like it will, particularly with all the hires you've had then -- and you're generating capital as quickly as you are, then I mean, you're not going to be growing that ratio probably very much from here. So yes, I appreciate that comment.

And then my only last is just nitty question. Was there anything in the investment security or the investment services line that's kind of temporary this quarter? That was a little bit higher than we had modeled? Or is that a good run rate to grow from next year?

Well, there's a couple of things going on in that number in the fourth quarter. One is that there is a kind of an annual number in there. I don't think it was a large number. I'm going to say it was $400,000 or something like that, that we get annually. But I think that program has suspended, so it's not going to repeat.

But I think the larger number and the -- or the more important thing are the hires that we got out of SunTrust in October. Those people have hit the ground running, and they're here in Nashville. And so that number is being impacted by that group that's building a book of a pretty sizable amount during the fourth quarter. And we'll continue to build it for next year.

Our next question comes from the line of Jennifer Demba with SunTrust.

My questions are on deposits. You said about 75% of your interest-bearing deposits are negotiated rates. Can you just talk about specifically, give us some color on what you did during the quarter in terms of rate adjustments? And secondly, can you talk about the incentives for core deposit growth all the way up the line to the C-suite?

Okay. On the first question on funds -- on funding cost, we did adjust sheet rates in November, I believe -- or it's the end of October, I think we raised sheet rates 15, 20 basis points during that time. And Jennifer, what was the second question?

The incentives.

And can you talk about the incentive system for growing core deposits from the line, all the way up to the C-suite?

Yes. We don't -- I mean, we don't have any kind of one-off programs to provide people additional incentive for just core deposits. Our incentive system is based totally on what core earnings are and what revenues are. So that's how we measure.

Hey, Jennifer, I might just add a little color to Harold's comment. Just as a reminder, 100% of the associates in this firm participate in annual cash incentives, excluding commission-based people. So everybody is participating in annual cash incentive. But we all make our number the same way from the bottom of the organization to the C-suite, everybody's aimed at 3 things: we've got to clear the nonperforming asset threshold, we've got to grow our earnings, and we have to grow our revenue. So grow the top line, grow the bottom line and maintain strong asset quality. And if we do that, all of our associates participate in the annual cash payout as target, if we overachieve, they get more. But if we underachieve, they get less.

And just the same thing, we do that by design. A lot of companies run scorecards that I think it produced outcomes like what we saw at Wells Fargo. And I say that not to disparage them, I'm just saying it drives people to worry about this product, this cross-sell, this sort of thing. We've decided not to do that. We've tried to aim our company in producing top line growth and bottom line growth. But within that context, you can be sure, and again, I think we've demonstrated a track record of mobilizing our associates toward gathering deposits because we're able to make this point. Hey, here's how the earnings plan works. The #1 revenue item we have is loan growth. To get that loan growth done, we've got to produce this amount of core deposit growth. We give them the funding percentage that we'll accept for noncore. You got to produce this in core deposit. And people go out and build initiatives to gather core deposits. So there's plenty of incentive in the system, but it's not tied specifically to that number.

Okay. My last question is on NIM. I know we beat this subject to death. But Harold, just a clarification, so if the GAAP margin is going to be essentially flat, doesn't that mean there needs to be some expansion in the core margin to offset the lower accretion?

Yes, you're right on that. But I don't think you're going to see meaningful movement throughout the course of this year either way on that. We just are planning to defend this core margin for the rest of this year.

(Operator Instructions) Our next question comes from the line of Brian Martin with FIG Partners.

Harold, just going back to the deposit. You talked about the sheet rates being up 10 or 15 basis point in November. The other 75%, I guess, what was kind of going on with those -- with what you did there? Was this connected on just some onetime catch-up and that's why you're suggesting maybe you won't see as much pressure in the next quarter? I guess is that how we're thinking about it? Or...

Yes, Brian, the 75% is all one-off negotiations with individual depositors. And so our financial -- our relationship managers, financial advisers have a great deal of latitude with respect to how they manage their individual clients. So over the course of the quarter, each month, during the month, we're watching what those deposit costs or how they're moving. Obviously, the larger depositors are the ones we hear about more often. And so we get that information anecdotally.

Okay. All right. And maybe just going back, easy question on the margin, because you talked about it being kind of flat. Is that flat with the full year '17 level or the fourth quarter kind of -- in the fourth quarter core and the fourth quarter GAAP number? I think that's, what, 3.76%?

Yes, we're looking at our GAAP margin for our plan are being fairly flat for the rest of the year. It's a -- we're not seeing a whole lot of dilution of our GAAP margin.

Right. And that's a GAAP margin at fourth quarter or for the full year '17?

For the fourth quarter.

The fourth quarter. Got you. Okay. All right. Well, just a couple other housekeeping. Harold, can you talk about the losses on the capital market? How much of an impact was that? Was that meaningful in the number? Is it -- just so we have that.

Yes. I think it was about -- the run rate difference was about $700,000, I believe.

Okay. That should go back in. And just on -- you talked about the mortgage revenue, fourth quarter being weak just based on kind of the outlook. When you look at -- similar like a BHG, when you look at the year-over-year growth in mortgage, kind of your expectations, I mean, is this in a similar range as the BHG? I mean, you're looking -- you look at full year mortgage for '17 versus '18?...

Yes, we're counting on mortgage to continue to hit their stride for 2018. We think we operate in great markets and there's no reason to expect that we'll see any kind of decrease in the mortgage -- in our mortgage plan.

Okay. But I mean, something in the range of what you're expecting on BHG. I mean, is over 10% type of growth in mortgage is a reasonable expectation today?

Yes. I think 12% is a good number for them. I don't know exactly what I have in their plan for next year, but it ought to be somewhere in that vicinity.

Yes. Got you. Okay. And then I think Terry talked about this, but just those target ranges, Terry, you guys kind of going back to revisit those at least on the ROA now that the tax rate change. But just over the next couple of quarters, it sounds like the ranges were -- especially with the -- say, just with the fees being a little bit light, but the others being a little bit strong, that trend kind of plays out the next couple of quarters, but maybe begins to come normalize at your targeted range out in maybe 6 quarters out or 4 to 6 quarters out, is that how to think about it? 3 may kind of stay above the range, 1 being below it, but that'll net out.

Yes, I think that's right. And so Brian, let me just back up and say, generally, when we lay those targets out, the idea is, if you sort of hit the midpoint of each of the subcomponent ranges, you would hit the midpoint of the ROA range. We believe we're going to operate relatively high. And take the tax law off the table for a minute, we believe that we're going to operate relatively high in the ROA range. And the way we'll do that is we'll be short on the fee range as we build out the fee businesses in North Carolina, but we'll either be north of the range or high in the range above the midpoint on those other 3 measures.

Okay. I got you. That's helpful. And then the tax benefit will be a positive to the ROA, I guess, as you kind of factor with that?

Yes, it ought to be a meaningful impact.

Yes. Okay. All right. And just the last thing from me, maybe I missed it when you guys mentioned it. But the -- you talked about the 64 people, Terry, and you're going to monitor that going forward. How many just -- maybe I missed it, but of the 64, how many are onboard already or currently?

Seven. Well, 7 through 12/31. I think we've actually hired a couple since year-end as well. But probably the way to keep track of it is just think about through quarter ends, 7, I guess, in the first 5 months.

7 in the first 5 months. Okay.

Our next question comes from the line of Nancy Bush with NAB Research.

Just a broad question about the rural versus the urban markets. Harold, do you have sort of a rough estimate of the difference in deposit funding cost between those 2 markets or types of markets?

Nancy, I really don't. I don't know what we have as far as funding cost at some of our smaller markets.

Okay. And have you -- Terry, this is probably a question for you, do you expect that you're going to be able to make sort of a significant difference in the trajectory of growth between the rural markets and the urban markets? Because one of the questions when you bought BNC was, look at all the rural markets they're in. Are they going to dampen their growth, et cetera, et cetera?

Nancy, I guess, I would say 2 or 3 things. Maybe first, let's try to create, I guess, a common language here on rural versus urban. I believe that our company is primarily in urban markets. And when I say primarily, I don't mean like north of 50%, I mean like 98%. And so if you -- SNL has a tool that you're probably familiar with where they'll score that out. We'll be extraordinarily high in the urban. In fact, I don't know, but 1 or 2 franchises in the country that might be more urban than we. So I guess I'd start there. And then underneath that, as you know, we -- in conjunction with the BNC transaction, I guess there were either 9 or 10 offices that were closed. Again, those weren't exclusively rural markets by definition, but they were underperforming markets, some of which would -- might fit that description. And so again that will be an influence on growth rates as well.

But on the -- in your comment about transition in the rural footprint, we don't have an initiative to and don't focus on candidly, how do we take this, whatever it is, 1% or 2% of the rural franchise and develop initiatives to optimize that. To be honest with you, we're looking to Rick Callicutt and his team and have a high degree of confidence that when he overlays the staffing methodologies that we use, the larger legal limits that we have and bolting on the C&I business that it will transform the growth rate on both sides of the balance sheet in that footprint, so...

Okay. Okay. And I just have another question on mortgage banking. I mean, it looks like -- or it sounds like you guys are really projecting sort of a step-up in growth there. I mean, are you hiring producers on that side or is this product that you're going to be taking to the BNC market? Or if you could just give us a little color on your expectations because as rates rise theoretically, mortgage production should be going down. But obviously, you're not expecting that. And are you moving market share in some significant markets?

Yes, I think, Nancy, I would think about it this way. I would say there are 2 components or 2 main thrusts that lead us to believe we'll increase mortgage production. I think if you were to talk to Rick Callicutt or any of his market leads and so forth, they would describe the mortgage business that they ran as a siloed business. In other words, it was run as if it were almost a stand-alone mortgage company. And so they hired originators. And the vast majority of the production in that company came directly from those mortgage originators and their personal contacts. Our model is different than that substantially. If you look in the legacy Pinnacle footprint, the mortgage originators here -- and as a rule, would generally get at least half their production from referrals from bankers. In other words, the bankers control these clients and therefore, have opportunities to look at mortgage requests and are able to hand those to our mortgage origination staff.

And so that swing is a big swing in the case of BNC to harvest because they have, as you know, a great client set that's been virtually untapped. I'm speaking of the banking clients as opposed to the mortgage clients. So the banking clients have been virtually untapped in terms of the mortgage capabilities there. And so we view that to be substantial. And the second major thrust is we are hiring mortgage originators. And so to your question about market share, that is generally how we move market share is we hire additional people who have books of business or client contacts from a separate source. And so it's a market share move play.

Okay. If I could just ask one final question. Do you expect that -- I know you've said, okay, we don't -- we're not thinking about deals, we're not, et cetera, but you guys think about into the future. I mean, how scalable do you see your platform right now? I mean, is there some tens of billions that you can give us in terms of, it's scalable up to here and then we have to add. I mean, can you just give us some thoughts about your sort of technological ability to expand?

Nancy, if I -- to be honest, I don't know the answer to that question. I know that it's substantially larger than where we are now. But yes, I'd be hesitant just to throw a number out there without having a little more structured analysis behind it. So I'm not sure I'm really prepared to give you an answer to the question. I might go at it this way. I think you know, we said with no acquisition, we believe we'll grow to be a $28 billion asset company, so without M&A, organic growth and so forth. And so we're confident that what we're doing is easily inside of that. My guess is that you can probably do another $20 billion in assets with the basic operating platform that we have. But again, I'm just giving you a guess, Nancy. I'd want to qualify it as that. I don't have a structured analysis behind that. But obviously, we'll be working on that as part of the strategic planning process.

And I'm not showing any further questions in queue at this time. Ladies and gentlemen, thank you for your participation in today's conference. This concludes the program, and you may now disconnect at this time. Everybody, have a great day.