On October 20, 2009, the Board of Directors of Pinnacle Financial Partners Inc. approved an amendment to the bylaws of the company to provide that the term of a director elected to fill a vacancy created by the resignation or removal of a director or the increase in the size of the board shall continue until the next shareholders' meeting at which directors are elected. Previously the bylaws of the company provided that the term of a director elected to fill a vacancy would continue until the expiration of the term of the director whose place had become vacant, or in the case of an increase in the number of directors, until the next meeting of the company's shareholders.

A stockholder in a Middle Tennessee real estate company has filed legal claims against a group of the firm's top executives-including some prominent local businessmen-claiming they should be held financially responsible if they schemed to buy nursing homes and flip them to a nonprofit organization for a big profit. The suit, filed earlier this week in U.S. District Court, claims National Health Investors Inc. bought property and then sold it at an inflated price to Care Foundation of America. The lawsuit alleges NHI created the nonprofit to carry out the transaction. Company directors named in the suit include Pinnacle Financial Partners Inc. Chairman Robert A. McCabe Jr., a member of the Nashville Downtown Partnership board of directors; and real estate developer Ted H. Welch, a former commissioner of the state Department of Finance and Administration and a major player in national Republican fundraising. Claims of wrongdoing against the company, based in Murfreesboro, surfaced this year in a complaint filed in bankruptcy court by Care Foundation of America. The complaint claims NHI executives controlled the charity's board of directors for nearly 10 years and used that control to unfairly force the agency to buy six Florida nursing homes from NHI for millions more than they were worth.

Pinnacle Financial Partners Inc. reported unaudited consolidated earnings results for the third quarter and nine months ended Sept. 30, 2009. For the quarter, the company reported preliminary quarterly results of a loss per fully diluted common share available to common stockholders of $0.15 compared to $0.36 of earnings per fully diluted common share available to common stockholders for the quarter ended Sept. 30, 2008. Revenue (the sum of net interest income and noninterest income) amounted to $42.29 million, compared to $38.53 million for the same quarter of last year, an increase of 9.73%. Net interest income for third quarter 2009 was $34.55 million, compared to $29.28 million for the same quarter last year, an increase of 17.99%. Loss before income taxes was $7.1 million compared to the Income before income taxes of $12.1 million for the same period a year ago. Net loss was $3.3 million against the net income of $8.8 million for the same period a year ago. Net loss available to common stockholders was $4.85 million, compared to the prior year's third quarter net income available to common shareholders of $8.80 million. Included in the net loss available to common stockholders was $1.21 million of preferred stock dividends related to securities issued under the U.S. Treasury's Capital Purchase Program. For the nine months, the company reported loss before income tax of $58.95 million, net loss of $33.0 million, net loss available to common stockholders was $37.5 million on the net interest income of $93.8 million compared to the income before income tax of $31.6 million, net income of $22.8 million, net loss available to common stockholders was $22.8 million on the net interest income of $84.3 million for the same period ended Sept. 30, 2008. Fully diluted loss per common share available to common stockholders was $1.39 compared to $0.96 of earnings per fully diluted common share available to common stockholders for the nine months ended Sept. 30, 2008. Return on average assets was negative at 0.38% compared to return on avg. assets of 0.83% for the same period a year ago. Return on avg. equity was also negative at 2.69% compared to return on average equity of 6.96% for the same period a year ago. At Sept. 30, 2009, Pinnacle's ratio of tangible common stockholders' equity to tangible assets was 7.5%, compared to 6.2% at Dec. 31, 2008. Pinnacle's tangible book value per common share was $10.99 at Sept. 30, 2009, compared to $11.70 at Dec. 31, 2008.