Core Viewpoint - Pinnacle Financial Partners and Synovus Financial Corp. announced the board of directors for their proposed combined company, which will retain the name Pinnacle Financial Partners [1] Company Structure - The board will consist of eight directors from Pinnacle and seven from Synovus, including six independent directors from each company [1]

Core Insights - Synovus Financial Corp. and Pinnacle Financial Partners are progressing towards their merger after receiving Federal Reserve approval for the $8.6 billion all-stock transaction announced on July 24, 2025 [1][9] - The merger is expected to close on January 1, 2026, pending standard closing conditions, with Synovus branches continuing to operate under their brand until full integration [2][6] Merger Details - The merger structure remains consistent with initial plans, aiming to enhance the firms' presence in high-growth Southeastern markets [3] - Shareholders will receive shares of a new Pinnacle parent company based on a fixed exchange ratio of 0.5237 Synovus shares per Pinnacle share [3] - The combined entity will operate under the Pinnacle brand, headquartered in Atlanta, GA, with Pinnacle Bank based in Nashville, TN [4] Strategic Rationale - The merger combines Pinnacle's relationship-driven model with Synovus' extensive branch network, creating a larger platform for organic growth [5] - The combined company is projected to hold approximately $116 billion in assets, positioning it among the largest regional banking franchises in the U.S. Southeast [8][9] - The merger is expected to drive significant financial benefits, including approximately 21% operating EPS accretion and a tangible book value earn-back period of 2.6 years [10] Integration Planning - Integration management teams are preparing for Day One operations, focusing on organizational structures, technology, and market continuity [6] - Full system and brand conversions are scheduled for the first half of 2027, with no material changes expected in daily banking activities until then [6] Market Context - Synovus aims to become part of the fastest-growing regional bank in the Southeast, with a deposit-weighted household growth forecast of 4.6% from 2025 to 2030, significantly above the national average [7] - Synovus shares have gained 1.3% over the past six months, contrasting with a 0.1% decline in the industry [11]

Core Viewpoint - The merger between Pinnacle Financial Partners and Synovus Financial Corp has received regulatory approval and is expected to close on January 1, 2026, following shareholder approval on November 6, 2025 [1][15]. Company Overview - Pinnacle Financial Partners has approximately $56 billion in assets as of September 30, 2025, and is recognized as the No. 1 bank in the Nashville-Murfreesboro-Franklin MSA according to 2025 FDIC deposit data [5][6]. - Synovus Financial Corp has around $60 billion in assets and operates 244 branches across five states, providing a full suite of banking services [7]. Merger Details - The combined entity will have total assets of $116 billion, with headquarters in Atlanta, GA, and Pinnacle Bank based in Nashville, TN [4]. - Integration teams are actively working on plans for operational continuity and brand integration, with full system conversions expected in the first half of 2027 [3]. Leadership and Strategic Goals - Kevin Blair, CEO of Synovus, will serve as the president and CEO of the combined company, while Terry Turner, CEO of Pinnacle, will be the chairman of the board post-merger [2]. - The merger aims to leverage the strengths of both organizations to accelerate growth and enhance service delivery to clients and communities [2][4].

Group 1 - The Federal Reserve Board approved Steel Newco, Inc.'s application to become a bank holding company by merging with Synovus Financial Corporation and Pinnacle Financial Partners [1] - As a result of the merger, Steel Newco will indirectly acquire Synovus Bank and Pinnacle Bank [1] - The Board also approved the merger of Pinnacle Bank with Synovus Bank, allowing Pinnacle Bank to remain a state member bank under Federal Reserve supervision [2] Group 2 - Pinnacle Bank received approval to establish and operate branches at the locations of Synovus Bank [2]

Core Insights - Synovus has made a donation of $50,000 to Feeding America® to support communities in the Southeast that are experiencing food insecurity [1] Company Actions - The donation aims to assist in addressing food insecurity issues in the Southeast region [1]

Core Insights - Synovus Financial's Q3 2025 adjusted earnings per share reached $1.46, exceeding the Zacks Consensus Estimate of $1.36 and showing a year-over-year increase from $1.23 [2][3] - The company's total revenues for the quarter were $611.1 million, an 8.2% increase from the prior year, and also surpassed the Zacks Consensus Estimate by 1% [4] - Non-interest revenues rose 13% year-over-year to $140.7 million, driven by higher core banking fees, wealth management income, and capital markets income [5] Financial Performance - Net interest income (NII) increased by 8% year-over-year to $474.7 million, with the net interest margin expanding by 4 basis points to 3.41% [4] - Non-interest expenses rose 11% year-over-year to $348.7 million, primarily due to higher merger-related expenses of $23.8 million [5] - The adjusted tangible efficiency ratio improved to 51.8%, down from 53% in the previous year, indicating increased profitability [5] Loan and Deposit Trends - Total loans as of September 30, 2025, were $43.8 billion, showing a slight increase from the previous quarter [6] - Total core deposits were $44.9 billion, reflecting a slight decline from the previous quarter [6] Credit Quality - Non-performing loans decreased by 33% year-over-year to $209.3 million, and total non-performing assets fell by 26% to $231.7 million [7] - The provision for credit losses was $21.7 million, down 7% year-over-year, with the non-performing assets ratio improving to 0.53% from 0.73% [7] Capital and Profitability Ratios - As of September 30, 2025, the Tier 1 capital ratio was 12.34%, and the total risk-based capital ratio was 14.07%, both showing improvement from the previous year [9] - Adjusted return on average assets increased to 1.42%, up from 1.26% in the prior year, while adjusted return on average common equity rose to 15.78% from 15.02% [9] Future Outlook - Management anticipates stable net charge-offs and expects adjusted non-interest expenses to be between $320-$325 million for Q4 [10] - For 2025, loan growth is projected at 4.5%, with core deposits expected to rise by 0.5% [11] - Adjusted revenues are anticipated to increase by 6.5% from 2024, while adjusted non-interest expenses are expected to rise by 2.5% [11] Industry Context - Synovus operates within the Zacks Banks - Southeast industry, where competitor Hancock Whitney reported a revenue increase of 4.9% year-over-year [15][16] - Hancock Whitney's EPS for the last quarter was $1.49, compared to $1.33 a year ago, with a projected EPS of $1.46 for the current quarter [16]

Core Points - Synovus Financial Corp. will participate in a joint fireside chat with Pinnacle Financial Partners at the Goldman Sachs 2025 U.S. Financial Services Conference on December 9, 2025, discussing the pending merger between the two companies [1] - Synovus Financial Corp. is based in Columbus, Georgia, and has approximately $60 billion in assets, offering a range of financial services including commercial and consumer banking, wealth services, and international banking [3] Company Overview - Synovus Financial Corp. provides a full suite of specialized products and services, including treasury management, mortgage services, premium finance, asset-based lending, structured lending, and capital markets [3] - The company operates branches in Georgia, Alabama, Florida, South Carolina, and Tennessee [3] - Synovus is recognized as a Great Place to Work-Certified Company [3]

Core Insights - Pinnacle Financial Partners and Synovus Financial Corp. will participate in a joint fireside chat at the Goldman Sachs 2025 U.S. Financial Services Conference to discuss their pending merger [1] - Pinnacle Financial Partners is the No. 1 bank in the Nashville-Murfreesboro-Franklin MSA and has grown market share in 22 out of 27 MSAs measured [2] - Pinnacle Financial Partners has approximately $56.0 billion in assets as of September 30, 2025, and is the second-largest bank holding company headquartered in Tennessee [3] Company Overview - Pinnacle Financial Partners provides a comprehensive range of banking, investment, trust, mortgage, and insurance products and services [2] - The firm has been recognized as one of America's Best Banks to Work For for 12 consecutive years and ranked No. 9 on FORTUNE magazine's 2025 list of 100 Best Companies to Work For [2] - Pinnacle Financial Partners has been named in the top five nationwide in FORTUNE magazine's 2025 list of the Best Workplaces for Women, ranking No. 4, up from No. 8 in 2024 [6] Financial Performance - Pinnacle Financial Partners announced a cash dividend of $0.24 per share to be paid on November 28, 2025, to common shareholders of record as of November 7, 2025 [7] - The board also approved a quarterly dividend of approximately $3.8 million, or $16.88 per share, on its 6.75 percent Series B Non-Cumulative Preferred Stock [7] Shareholder Approval - Shareholders of Pinnacle Financial Partners and Synovus Financial Corp. voted in favor of the proposed merger, with approximately 91.5 percent of votes cast in favor at the Synovus special meeting [5]

Core Viewpoint - Pinnacle Financial Partners and Synovus Financial announced an all-stock transaction to combine, creating a regional bank with a focus on high-growth markets in the Southeast, with combined assets of $116 billion [1]. Group 1: Company Overview - Pinnacle Financial Partners was founded in 2000, with Terry Turner serving as President and CEO since its inception [2]. - Synovus Financial's leadership includes Kevin Blair, who became CEO and President in 2021 and Chairman in 2023, having held various roles since joining in 2016 [2]. Group 2: Financial Projections - The combined entity is expected to achieve top quartile revenue and net income growth, along with the best efficiency ratio among its peers by 2027 [1].

Core Insights - Pinnacle Financial Partners and Synovus Financial announced an agreement to combine in an all-stock transaction, creating a regional bank with combined assets of $116 billion focused on the Southeast markets [1] Group 1: Company Overview - The merger aims to create a high-performing regional bank targeting the fastest-growing markets in the Southeast [1] - On a pro forma basis, the combined entity is expected to achieve top quartile revenue and net income growth, along with the best efficiency ratio among its peer group by 2027 [2] Group 2: Leadership - Terry Turner serves as the President and CEO of Pinnacle Financial Partners since its founding in 2000 [3] - Kevin Blair has been with Synovus since 2016, holding various roles including CFO and Chief Operating Officer, and was named CEO and President in 2021, and Chairman in 2023 [3]