EX-99.2 3 c79014_ex99-2.htm

Exhibit 99.2

 

First Horizon Announces Acquisition of TrustAtlantic Financial October 22, 2014

 

2 Important Additional Information In connection with the proposed merger, First Horizon will file a Registration Statement on Form S - 4 that will include a proxy s tatement of TrustAtlantic Financial and a prospectus of First Horizon and other relevant documents concerning the proposed merger with the Securities a nd Exchange Commission (“SEC”). INVESTORS AND SHAREHOLDERS ARE URGED TO READ THE PROXY STATEMENT/PROSPECTUS REGARDING THE PROPOSED TRANSACTION WHEN IT BECOMES AVAILABLE BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION. Copies of the proxy statement/prospectus and the filings with the SEC that will be incorporated by reference in the proxy statement/prospectus ca n a lso be obtained, without charge, by directing a request to Clyde A Billings, Jr., First Horizon National Corporation, 165 Madison, 8th Floor, Mem phis, TN 38103, telephone 901.523.5679, or Richard W. Edwards, TrustAtlantic Financial Corporation, 4801 Glenwood Ave., Suite 500, Raleigh, N.C. 27612; telephone 919. 277.8712. The Registration Statement and all other documents filed by First Horizon with the SEC also are and wil l be available free of charge at the SEC's website (www.sec.gov). This presentation shall not constitute an offer to sell or the solicitation of an offer to buy any securities nor shall there be any sale of securities in any jurisdiction in which the offer, solicitation, or sale is unlawful before registration or qualification of the securities un der the securities laws of the jurisdiction. No offer of securities shall be made except by means of a prospectus satisfying the requirements of Section 10 of the Securities Act of 1933, as amended. First Horizon and TrustAtlantic and their respective directors and executive officers may be deemed to be participants in the solicitation of proxies in connection with the proposed merger. Information regarding these persons and their interests in the merger will be include d i n the proxy statement/prospectus relating to the merger when it is filed with the SEC. Information concerning First Horizon's directors a nd executive officers is also set forth in its proxy statements and annual reports on Form 10 - K (including any amendments thereto), previously filed w ith the SEC. Forward - Looking Statements This presentation contains forward - looking statements, which may include guidance, involving significant risks and uncertainties which will be identified by words such as " believe","expect","anticipate","intend","estimate“,"should","is likely","will","going forward" and other expressions that indicate future events and trends and may be followed by or reference cautionary statements. A number of factors could c aus e actual results to differ materially from those in the forward - looking information. These factors are outlined in our recent earnings and other press releases and in more detail in the most current 10 - Q and 10 - K. First Horizon disclaims any obligation to update any such factors or to public ly announce the result of any revisions to any of the forward - looking statements included herein or therein to reflect future events or developm ents.

 

Strategic Acquisition of TrustAtlantic Financial 3 1 Based on FHN’s ten day volume weighted average price of $11.94 as of October 15, 2014 2 Exchange ratio subject to potential adjustments as provided in the agreement 3 As of September 30, 2014 4 As of June 30, 2014 Financial Highlights 3 ($ millions) Loan Composition 4 Deposit Composition 4 ▪ Accelerate build out of key expansion market ▪ Meaningfully increases our physical presence in the demographically attractive Raleigh market ▪ Deepens our talent pool with established bankers in the market ▪ Provides a solid platform on which to further grow the combined organization in Raleigh ▪ Attractive financial profile ▪ Approximately $80 million transaction value ▪ $17.00 per share 1 (75% stock / 25% cash) ▪ 1.4240 First Horizon shares for each TrustAtlantic share 2 ▪ EPS accretive and exceeds FHN internal rate of return hurdles ▪ TBV dilution earnback period just over 3 years ▪ Low risk execution ▪ Comprehensive due diligence completed ▪ Recent integration experience (Mountain National Bank and Bank of America branch acquisition) ▪ Combined leadership team committed to successful integration ▪ Cultural Fit with First Horizon ▪ Experienced, disciplined management team ▪ Senior leaders have long - term history operating in and supporting community involvement in Raleigh Highlighted represent bank level…need to confirm consolidated Assets $453 Loans $326 Deposits $395 Efficiency Ratio 57.2% TCE/TA 11.1% NPAs/Assets 0.46% C&D 19% 1 - 4 Family 20% Multifamily 7% CRE 42% C&I 12% Demand 15% NOW & Other Trans 9% MMDAs & Other 28% Retail Time 44% Jumbo Time 4%

 

First Horizon TrustAtlantic Accelerating Build Out of Attractive Raleigh Market 4 Raleigh Memphis Nashville Knoxville Chattanooga Median Household Income 2014 $61,300 $45,334 $50,439 $44,405 $41,704 2019 Projected $64,416 $45,775 $52,881 $46,613 $41,884 CAGR 1.2% 0.2% 1.2% 1.2% 0.1% Population 2014 1,219,465 1,352,761 1,765,552 855,322 544,247 2019 Projected 1,318,981 1,392,424 1,874,912 881,667 566,128 CAGR 2.0% 0.7% 1.5% 0.8% 1.0% Households 2014 463,523 505,544 684,379 347,259 217,988 2019 Projected 500,960 521,062 727,766 357,785 227,459 CAGR 2.0% 0.8% 1.5% 0.7% 1.1% Businesses Total NAICS 45,485 47,393 66,544 34,551 20,648 Metropolitan Statistical Area Name Branches Deposits ($ millions) Deposit Market Share 1 Wells Fargo & Co. 45 $7,191 30.5% 2 BB&T Corp. 37 2,946 12.5 3 PNC Financial Services Group 22 2,835 12.0 4 First Citizens BancShares Inc. 34 2,568 10.9 5 Bank of America Corp. 20 2,014 8.5 6 SunTrust Banks Inc. 29 1,026 4.4 7 Yadkin Financial Corporation 9 712 3.0 8 Paragon Commercial Corp. 2 667 2.8 9 Four Oaks Fincorp Inc. 10 591 2.5 10North State Bancorp 6 563 2.4 FHN/TAFC pro forma 5 467 2.0 11Fidelity BancShares (N.C.) Inc 16 458 1.9 12Capital Bank Finl Corp 13 361 1.5 13TrustAtlantic Financial Corp. 4 344 1.5 14Fifth Third Bancorp 5 236 1.0 15NewBridge Bancorp 4 201 0.9 16KS Bancorp Inc. 8 182 0.8 17First Horizon National Corp. 1 123 0.5 18Wake Forest Bancshares 1 91 0.4 19Union B&TC 2 78 0.3 20Regions Financial Corp. 2 74 0.3 Top Banks in Raleigh, NC MSA Source: SNL Financial