First Horizon National Corporation and IBERIABANK Corporation Complete Merger of Equals
First Horizon National Corp. (FHN) and IBERIABANK Corporation have successfully completed their all-stock merger, creating a combined entity with $79 billion in assets. This milestone is set to enhance operational scale and diversify financial services. Clients will continue to be served through existing branches until systems are integrated, expected by mid-2021. IBERIABANK shareholders received shares in the new company at a ratio of 4.584 for each share held. The transition reflects a strategic move toward building a major southern-based bank.
- Creation of a merged entity with $79 billion in assets, enhancing scale.
- Diverse and robust financial services offered by the combined company.
- Strategic positioning to accelerate growth and create long-term shareholder value.
- Integration challenges may arise during the transition period.
- Possible financial strain during the merging process affecting operations.
MEMPHIS, Tenn. and LAFAYETTE, La., July 02, 2020 (GLOBE NEWSWIRE) -- 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
“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 Leadership
The 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 Directors
The 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
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 Horizon
First Horizon National Corp. (NYSE:FHN), with
FHN-G
| CONTACT: | Investor Relations, Ellen Taylor (901) 523-4450 |
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FAQ
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