First Horizon National Corp. ("First Horizon") (NYSE: FHN) and
IBERIABANK Corporation ("IBERIABANK") (NASDAQ: IBKC) today
announced completion of their previously announced all-stock merger
of equals. The combined company, with $79 billion in assets, $60
billion in deposits and $58 billion in loans as of March 31, 2020,
will be headquartered in Memphis, Tennessee and operate under the
First Horizon name.
“The completion of this merger marks a significant milestone for
our clients, associates, shareholders and communities,” said Bryan
Jordan, President and CEO of First Horizon. “The combined company’s
enhanced scale, diversified business model and expertise in
financial services uniquely position us to better serve our clients
and communities, accelerate our growth and create long-term
shareholder value.”
Daryl G. Byrd, Executive Chairman of the Board of First Horizon,
commented, “This extraordinary combination reflects hard work,
dedication and collaboration across the platforms as we work to
build a premier southern-based bank. With the incredible legacies
of both organizations as our foundation, we plan to combine the
best of both companies to position us for success in this rapidly
evolving world.”
“Clients can count on us to keep them informed and prepared,”
Jordan commented. “Ensuring that the transition and conversion are
as seamless as possible is a top priority.”
Clients will continue to be served through their respective
First Horizon or IBERIABANK branches, websites, mobile apps,
financial advisors and relationship managers until systems are
integrated. IBERIABANK will adopt the First Horizon name following
operating systems conversion, which is expected to occur in
mid-2021. For convenience, clients can continue to use the full ATM
network of both banks for cash withdrawals at no charge. As the
various systems of each bank are integrated and converted over the
next year or so, affected clients will be notified of the
changes.
Executive LeadershipThe Executive Leadership
team is comprised of members from both companies, including:
- Terry Akins, Chief Risk Officer
- Beth Ardoin, Chief Communications Officer
- Michael Brown, President, Regional Banking
- Daryl Byrd, Executive Chairman of the Board
- Bryan Jordan, President and Chief Executive Officer
- Tammy LoCascio, Chief Human Resources Officer
- William C. Losch, III, Chief Financial Officer
- David Popwell, President, Specialty Banking
- Anthony Restel, Chief Operating Officer
- Susan Springfield, Chief Credit Officer
- Vernon H. Stafford, Jr., Chief Audit Executive
Board of DirectorsThe combined company’s Board
of Directors consists of 17 members with nine directors from First
Horizon and eight directors from IBERIABANK, including:
- Harry V. Barton, Jr.
- Kenneth A. Burdick
- Daryl G. Byrd (Executive Chairman of the Board)
- John N. Casbon
- John C. Compton
- Wendy P. Davidson
- William H. Fenstermaker
- D. Bryan Jordan
- J. Michael Kemp, Sr.
- Rick E. Maples
- Vicki R. Palmer
- Colin V. Reed (Lead Director)
- E. Stewart Shea, III
- Cecelia D. Stewart
- Rajesh Subramaniam
- Rosa Sugrañes
- R. Eugene Taylor
Under the terms of the merger agreement, IBERIABANK shareholders
received 4.584 shares of First Horizon for each IBERIABANK share
they own. Approximately 56% of the combined company is held by
legacy First Horizon shareholders with approximately 44% held
by legacy IBERIABANK shareholders.
Shares of IBERIABANK ceased trading before the opening of the
NASDAQ stock market on July 2, 2020. The combined company’s common
shares will trade on the New York Stock Exchange under ticker
symbol “FHN,” and depositary shares representing interests in
First Horizon Series B, C and D preferred shares will trade on the
New York Stock Exchange under the ticker symbols “FHN PR B,” “FHN
PR C” and “FHN PR D,” respectively.
Forward Looking Statements This
communication contains certain "forward-looking statements" within
the meaning of the Private Securities Litigation Reform Act of
1995, Section 27A of the Securities Act of 1933, as amended (the
"Securities Act"), and Section 21 E of the Securities Exchange Act
of 1934, as amended, (the "Exchange Act") with respect to First
Horizon's beliefs, plans, goals, expectations, and estimates.
Forward-looking statements are not a representation of historical
information, but instead pertain to future operations, strategies,
financial results or other developments. The words "believe,"
"expect," "anticipate," "intend," "estimate," "should," "is
likely," "will," "going forward" and other expressions that
indicate future events and trends identify forward-looking
statements.Forward-looking statements are necessarily based upon
estimates and assumptions that are inherently subject to
significant business, operational, economic and competitive
uncertainties and contingencies, many of which are beyond the
control of First Horizon, and many of which, with respect to future
business decisions and actions, are subject to change and which
could cause actual results to differ materially from those
contemplated or implied by forward-looking statements or historical
performance. Examples of uncertainties and contingencies include
factors previously disclosed in First Horizon's reports filed with
the U.S. Securities and Exchange Commission (the "SEC"), as well as
the following factors, among others: the outcome of any legal
proceedings that may be instituted against First Horizon; First
Horizon’s success in executing its business plans and strategies
and managing the risks involved in its merger with IBERIABANK; the
potential impacts on First Horizon’s businesses of the coronavirus
COVID-19 pandemic, including negative impacts from quarantines,
market declines and volatility, and changes in customer behavior
related to COVID-19; and other factors that may affect future
results of First Horizon.
First Horizon cautions that the foregoing list of important
factors that may affect future results is not exhaustive.
Additional, and more general, factors that could cause results to
differ materially from those contemplated by forward-looking
statements can be found in First Horizon's Annual Report on Form
10-K for the year ended December 31, 2019, and in its quarterly
report on Form 10-Q for the period ended March 31, 2020, both filed
with the SEC and available in the "Investor Relations" section of
First Horizon's website, http://www.FirstHorizon.com, under the
heading "SEC Filings," and in other documents First Horizon has
filed with the SEC, including its registration statement on Form
S-4 (reg. no. 333-235757) and filings related to that registration
statement.
About First HorizonFirst Horizon National Corp.
(NYSE:FHN), with $79 billion in assets, is a leading regional
financial services company, dedicated to strengthening the lives of
our associates, clients, shareholders, and communities.
Headquartered in Memphis, TN, the banking subsidiary First Horizon
Bank operates approximately 460 bank locations in 11 states across
the Southeast. With more than 288 years of combined First Horizon
Bank and IBERIABANK financial experience, the Company and its
subsidiaries offer commercial, private banking, consumer, small
business, wealth and trust management, retail brokerage, capital
markets, fixed income, mortgage, and title insurance services.
First Horizon is recognized as one of the nation's best employers
by Fortune and Forbes magazines and a Top 10 Most Reputable U.S.
bank. More information is available at www.FirstHorizon.com
FHN-G
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CONTACT: |
Investor Relations, Ellen Taylor (901) 523-4450 |
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Investor Relations, Aarti Bowman, (901) 523-4017 |
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Media Relations, Silvia Alvarez, (901) 523-4465 |
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