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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

September 14, 2020
Date of Report (date of earliest event reported)
 
First Horizon National Corporation
(Exact name of registrant as specified in its charter)
TN
001-15185
62-0803242
(State or other jurisdiction of incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
 
 
165 Madison Avenue
Memphis,
Tennessee
38103
(Address of Principal Executive Offices)
(Zip Code)
 (901 )523-4444
Registrant's telephone number, including area code

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class
Trading Symbol(s)
Name of Exchange on which Registered
$0.625 Par Value Common Capital Stock
 FHN
New York Stock Exchange LLC
Depositary Shares, each representing a 1/4,000th interest in
FHN PR A
New York Stock Exchange LLC
a share of Non-Cumulative Perpetual Preferred Stock, Series A
Depositary Shares, each representing a 1/400th interest in
FHN PR B
New York Stock Exchange LLC
a share of Non-Cumulative Perpetual Preferred Stock, Series B
Depositary Shares, each representing a 1/400th interest in
FHN PR C
New York Stock Exchange LLC
a share of Non-Cumulative Perpetual Preferred Stock, Series C
Depositary Shares, each representing a 1/400th interest in
FHN PR D
New York Stock Exchange LLC
a share of Non-Cumulative Perpetual Preferred Stock, Series D
Depositary Shares, each representing a 1/4,000th interest in
FHN PR E
New York Stock Exchange LLC
a share of Non-Cumulative Perpetual Preferred Stock, Series E





Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

ITEM 7.01. Regulation FD Disclosure.
 
Furnished as Exhibit 99.1 is a copy of the Supplement Historical Financial Information, released today.

Exhibit 99.1 is furnished pursuant to Item 7.01, “Regulation FD Disclosure.” The exhibit speaks as of the date thereof and FHN does not assume any obligation to update in the future the information therein.

Forward-Looking Statements

This Report, including Exhibit 99.1 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 FHN'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 FHN, 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 FHN's respective reports filed with the U.S. Securities and Exchange Commission (the "SEC"), as well as the following factors, among others: the possibility that the anticipated benefits of FHN’s 2020 merger with IBERIABANK Corporation (the “2020 merger”) will not be realized when expected or at all, including as a result of the impact of, or problems arising from, the integration of the two companies or as a result of the strength of the economy and competitive factors in any or all of FHN’s market areas; the possibility that the 2020 merger may be more expensive to integrate than anticipated, including as a result of unexpected factors or events; diversion of management's attention from ongoing business operations and opportunities; potential adverse reactions or changes to business or employee relationships resulting from the 2020 merger; FHN’s success in executing its business plans and strategies following the 2020 merger, and managing the risks involved in the foregoing; the potential impacts on FHN’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 FHN.

FHN cautions that the foregoing list of important factors that may affect future results is not exhaustive. Additional factors that could cause results to differ materially from those contemplated by forward-looking statements can be found in FHN's annual report on Form 10-K for the year ended December 31, 2019, and its quarterly reports on Form 10-Q for the periods ended March 31 and June 30, 2020, each filed with the SEC and available on the SEC’s website, http://www.sec.gov, and also available in the "Investor Relations" section of FHN's website, http://www.FirstHorizon.com, under the heading "SEC Filings," and in other documents FHN files with the SEC.


ITEM 9.01. Financial Statements and Exhibits.
 
(d)
Exhibits.

The following Exhibit 99.1, furnished pursuant to Item 7.01, is not to be considered “filed” under the Securities Exchange Act of 1934, as amended (“Exchange Act”), and shall not be incorporated by reference into any of FHN’s previous or future filings under the Securities Act of 1933, as amended, or the Exchange Act.
 





Exhibit #
 
Description
 
 
 
99.1

 
104

 
Cover Page Interactive Data File, formatted in Inline XBRL
























































SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
 
First Horizon National Corporation
 
 
 
 
 
 
 
 
Date:
September 14, 2020
By: 
/s/ William C. Losch III
 
 
 
William C. Losch III
 
 
 
Senior Executive Vice President and Chief Financial Officer















































fhncombinedfinancialinfo
EXHIBIT 99.1 Supplemental Historical Financial Information Effective July 1, 2020, First Horizon National Corporation, (“First Horizon” or "FHN”) completed its previously announced merger of equals (the “Merger”) with IBERIABANK Corporation ("IBKC"). Effective September 30, 2020, First Horizon intends to make certain financial reporting changes and reclassifications with respect to the presentation of its financial statements on a prospective basis (“First Horizon’s New Reporting Schema”). The supplemental historical financial information presented in this exhibit, all presented in conformity with First Horizon’s New Reporting Schema, consists of: • Combined historical unaudited statements of income (quarterly) and of condition (period-end). These statements simply combine the historical information of each legacy company without any adjustment for notable items in those periods or for the application of the acquisition method of accounting under the provisions of the Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC 805, "Business Combinations"). • Schedule of historical unaudited “Notable Items” associated with FHN and with IBKC for each of the quarterly periods presented. • Combined historical unaudited quarterly statements of income, adjusted for Notable Items. This exhibit also has three appendices: 1. Appendix 1 includes detail showing historical unaudited statements of income and of condition for FHN and IBKC separately and combined, also without adjustment along with detail showing adjusted information for FHN and for IBKC separately and combined. No adjustments are made for ASC 805, “Business Combinations.” 2. Appendix 2 includes information about how the historical statements of income and of condition categories of FHN and IBERIABANK are being remapped to new categories, consistent with First Horizon’s New Reporting Schema. 3. Appendix 3 provides a current schedule of preferred dividends associated with First Horizon’s post-Merger outstanding preferred stock, as and if declared by First Horizon’s Board of Directors according to the terms set out in each Series. The unaudited historical financial information presented in this exhibit is historical for periods which predate the closing of the Merger. Accordingly, information in this exhibit does not reflect: • Future costs of any integration activities or benefits that may result from the realization of cost savings from operating efficiencies, or any other synergies that may result from the merger; • Application of ASC 805, "Business Combinations," to reflect estimated merger consideration in exchange for 100% of all outstanding shares of IBERIABANK common stock; or


 
• The acquisition of 30 SunTrust/Truist branches, including related assets and liabilities, which was completed on July 17, 2020. This information is being provided for illustrative purposes only, to facilitate comparisons of First Horizon’s future reports of its results of operations and financial condition with historical results reported by FHN and by IBKC for periods prior to July 1, 2020. It does not purport to represent what First Horizon’s actual results of operations or financial position would have been had the Merger been completed at an earlier date, nor is it necessarily indicative of First Horizon’s future results of operations or financial position for any future period. Management believes this combined financial information will be useful to the investment community in understanding how to analyze the combined First Horizon's financial results for future periods. This supplemental historical financial information does not revise or restate the underlying previously reported consolidated financial information of First Horizon or of IBERIABANK for any period. Moreover, none of the “combined” information is a pro-forma presentation, none complies with SEC Regulation S-X Article 11, and none shows the substantial effects that ASC 805, “Business Combinations,” would have had if the Merger had been completed in any of the periods shown. This information is preliminary and based on decisions made and data available at the time of the Form 8K filing to which this information is included as an exhibit. First Horizon is continuing to complete its review of accounting policies and financial information. As a result of that review, additional changes could be made to First Horizon’s New Reporting Schema. As a result of the foregoing, the new presentation categories, mapping, and related change information in this exhibit all are preliminary, and are subject to further change as additional information becomes available and as additional analysis is completed. First Horizon is under no obligation to, and disclaims any duty to, update any of the information included herein.


 
Legacy FHN + IBKC, Unadjusted Combined Historical Unaudited Quarterly Statements of Income (Dollars and shares in millions, except per share data) 2Q20 1Q20 4Q19 3Q19 2Q19 Interest income $ 623 $ 680 $ 718 $ 739 $ 747 Interest expense 89 148 173 191 189 Net interest income 533 532 545 549 558 Noninterest income: Fixed income 112 96 81 78 66 Mortgage banking and title 53 32 26 27 28 Brokerage,trust and insurance 33 34 33 32 32 Service charges and fees 46 50 54 55 53 Card and digital banking fees 17 19 20 19 18 Deferred compensation income 8 (10) 3 - 2 Other noninterest income 23 21 26 26 19 Total non-interest income 293 240 244 237 218 Total revenue 826 773 789 785 776 Noninterest expense: Personnel expenses: Salaries and benefits 185 190 186 189 188 Incentives and commissions 114 105 93 81 84 Deferred compensation expense 10 (8) 7 1 3 Total personnel expenses 308 286 286 270 275 Occupancy and equipment 75 73 73 71 70 Outside services 61 51 77 60 59 Amortization of intangible assets 9 9 10 11 11 Other noninterest expense 61 61 64 69 55 Total non-interest expense 515 480 510 481 471 Pre-provision net revenue 310 293 279 304 305 Provision for credit losses 255 223 17 23 23 Income before income taxes 55 70 261 281 282 Provision (benefit) for income taxes 9 17 57 67 67 Net income 46 53 204 214 215 Net income attributable to noncontrolling interest 3 3 3 3 3 Net income attributable to controlling interest 43 50 201 211 212 Preferred stock dividends 6 5 6 5 2 Net income available to common shareholders 38 45 195 206 210 Less: Earnings allocated to unvested restricted stock - - 1 1 1 Earnings allocated to common shareholders $ 38 $ 45 $ 194 $ 205 $ 209 Numbers may not foot due to rounding Note: Red indicates N/A post merger


 
Legacy FHN + IBKC, Unadjusted Combined Historical Unaudited Period-End Statements of Condition (Dollars in millions) 6/30/20 3/31/20 12/31/19 9/30/19 6/30/19 Assets Loans and Leases: Commercial, financial, and industrial (C&I) $ 30,041 $ 29,034 $ 26,599 $ 26,784 $ 25,216 Commercial real estate 15,004 14,871 14,401 14,039 13,679 Consumer real estate 12,730 12,895 12,903 12,948 12,989 Credit card and other 1,012 1,120 1,179 1,166 1,183 Loans and leases, net of unearned income 58,787 57,920 55,082 54,938 53,068 Loans held for sale 1,054 804 807 810 635 Investment securities 9,017 8,648 8,571 8,849 9,074 Trading securities 1,116 1,878 1,346 1,395 1,669 Interest-bearing deposits with banks 5,146 1,337 1,087 942 1,093 Federal funds sold and Securities purchased under agreements to re 415 592 633 746 654 Total interest earning assets 75,535 71,177 67,528 67,679 66,192 Cash and due from banks 969 817 924 1,103 886 Goodwill and other intangible assets, net 2,857 2,866 2,876 2,884 2,892 Premises and equipment, net 744 746 752 750 750 Allowance for loan and lease losses (936) (731) (347) (339) (339) Other assets 4,160 4,563 3,292 3,375 3,236 Total assets $ 83,331 $ 79,437 $ 75,024 $ 75,453 $ 73,619 Liabilities Savings $ 24,686 $ 23,870 $ 21,470 $ 20,815 $ 20,450 Time deposits 5,880 6,899 7,892 8,805 8,714 Other interest-bearing deposits 15,248 13,607 13,538 12,514 12,879 Total interest-bearing deposits 45,815 44,377 42,901 42,135 42,043 Trading liabilities 233 453 506 720 558 Short-term borrowings 2,599 5,716 3,722 4,446 3,294 Term borrowings 3,200 2,081 2,135 2,589 2,562 Total interest-bearing liabilities 51,846 52,626 49,263 49,890 48,455 Noninterest-bearing deposits 20,263 15,569 14,749 14,788 14,561 Other liabilities 1,702 1,840 1,599 1,496 1,438 Total Liabilities 73,811 70,035 65,612 66,173 64,455 Shareholders' Equity: Preferred stock 468 324 324 324 324 Common stock 248 248 247 246 248 Capital surplus 5,639 5,631 5,619 5,605 5,656 Retained earnings 2,896 2,930 3,121 2,994 2,857 Accumulated other comprehensive loss, net (28) (25) (195) (187) (215) Combined shareholders' equity 9,224 9,107 9,118 8,984 8,869 Noncontrolling interest 295 295 295 295 295 Total shareholders' equity 9,519 9,403 9,413 9,279 9,164 Total liabilities and shareholders' equity $ 83,331 $ 79,437 $ 75,024 $ 75,453 $ 73,619 Memo: Loans and leases, net $ 57,851 $ 57,189 $ 54,735 $ 54,599 $ 52,729 Total deposits 66,078 59,946 57,650 56,923 56,604 Numbers may not foot due to rounding


 
Legacy FHN + IBKC Historical Notable Items The table below includes the notable items that were historically disclosed by FHN and IBKC. This information is being provided to assist the investment community in understanding the impacts of significant items on the historical unaudited combined income statements. Favorable / (Unfavorable) (Dollars in millions) FHN IBKC After-Tax at After-Tax at Financial Statement Caption Pre-Tax Marginal Tax Pre-Tax Marginal Tax 2Q20 Salaries and benefits $ (5) $ (4) $ (2) $ (2) Incentives and commissions - - (2) (2) Occupancy and equipment 0 0 (1) (1) Outside services (6) (5) (9) (7) Other noninterest expense (4) (3) (1) (1) Total Acquisition and Hazard related expenses $ (14) $ (12) $ (15) $ (12) Other noninterest income - (Gain) loss on sale of investments $ - $ - $ (6) $ (5) Total Notable items $ (14) $ (12) $ (9) $ (7) 1Q20 Salaries and benefits $ (1) $ (1) $ (2) $ (2) Incentives and commissions - - - - Occupancy and equipment (0) (0) (1) (0) Outside services (2) (2) (0) (0) Other noninterest expense (3) (2) (0) (0) Total Acquisition and Hazard related expenses $ (6) $ (5) $ (3) $ (3) Other noninterest income - (Gain) loss on sale of investments $ - $ - $ - $ - Total Notable items $ (6) $ (5) $ (3) $ (3) 4Q19 Salaries and benefits $ (4) $ (4) $ (2) $ (1) Incentives and commissions - - - - Occupancy and equipment (0) (0) (0) (0) Outside services (18) (15) (9) (4) Other noninterest expense (3) (2) (0) (0) Total Acquisition, Rebranding, Restructuring related expenses $ (26) $ (21) $ (11) $ (6) Other noninterest expense - Charitable Contributions $ (11) $ (9) $ - $ - Other noninterest income - (Gain) loss on sale of investments $ - $ - $ - $ - Total Notable items $ (37) $ (30) $ (11) $ (6) 3Q19 Salaries and benefits $ (3) $ (2) $ - $ - Incentives and commissions - - - - Occupancy and equipment 0 0 0 Outside services (12) (10) - Other noninterest expense (5) (4) (0) Total Acquisition, Rebranding, Restructuring, and Storm related expenses $ (20) $ (16) $ 0 $ - Other noninterest expense - Legal Resolution Expense $ (12) $ (9) $ - $ - Incentives and commissions 4 4 3 - - Net Impact of Legal Resolutions $ (8) $ (6) $ - $ - Other noninterest expense - Visa Derivative Valuation Adjustments $ (4) $ (3) $ - $ - Other noninterest income - (Gain) loss on sale of investments $ - $ - $ - $ - Total Notable items $ (31) $ (24) $ 0 $ - 2Q19 Salaries and benefits $ (4) $ (3) $ (0) $ (0) Incentives and commissions - - - - Occupancy and equipment (2) (1) 0 0 Outside services (10) (8) - - Other noninterest expense (21) (16) (0) (0) Total Acquisition, Rebranding, Restructuring related expenses $ (36) $ (29) $ (0) $ (0) Other noninterest expense - Legal Resolution Expense Reversal $ 8 $ 7 $ - $ - Other noninterest income - (Gain) loss on sale of investments $ - $ - $ 1 $ 1 Total Notable items $ (28) $ (22) $ (1) $ (1)


 
Legacy FHN + IBKC Historical Unaudited Quarterly Statements of Income - Adjusted for Notable Items (Dollars and shares in millions, except per share data) 2Q20 1Q20 4Q19 3Q19 2Q19 Interest income $ 623 $ 680 $ 718 $ 739 $ 747 Interest expense 89 148 173 191 189 Net interest income 533 532 545 549 558 Noninterest income: Fixed income 112 96 81 78 66 Mortgage banking and title 53 32 26 27 28 Brokerage, trust and insurance 33 34 33 32 32 Service charges and fees 46 50 54 55 53 Card and digital banking fees 17 19 20 19 18 Deferred compensation income 8 (10) 3 - 2 Other noninterest income 18 21 26 26 20 Total non-interest income 287 240 244 237 219 Total revenue 820 773 789 785 777 Noninterest expense: Personnel expenses: Salaries and benefits 183 188 185 189 188 Incentives and commissions 107 104 88 78 80 Deferred compensation expense 10 (8) 7 1 3 Total personnel expenses 300 283 279 268 271 Occupancy and equipment 74 72 73 71 69 Outside services 46 49 49 48 49 Amortization of intangible assets 9 9 10 11 11 Other noninterest expense 57 58 50 52 43 Total non-interest expense 486 471 462 450 442 Pre-provision net revenue 334 302 327 336 334 Provision for credit losses 255 223 17 23 23 Income before income taxes 79 79 310 313 311 Provision (benefit) for income taxes 13 19 70 74 73 Net income 66 60 239 238 238 Net income attributable to noncontrolling interest 3 3 3 3 3 Net income attributable to controlling interest 63 57 236 235 235 Preferred stock dividends 6 5 6 5 2 Net income available to common shareholders 57 52 230 230 233 Less: Earnings allocated to unvested restricted stock - - 1 1 1 Earnings allocated to common shareholders $ 58 $ 52 $ 230 $ 229 $ 232 Numbers may not foot due to rounding Note: Red indicates N/A post merger


 
Appendix 1: Historical Unaudited Quarterly Statements of Income - Separate and Combined Detail, Unadjusted 2Q20 1Q20 4Q19 3Q19 2Q19 (Dollars and shares in millions, except per share data) FHN IBKC Combined FHN IBKC Combined FHN IBKC Combined FHN IBKC Combined FHN IBKC Combined Interest income $ 347 $ 276 $ 623 $ 378 $ 302 $ 680 $ 404 $ 314 $ 718 $ 407 $ 332 $ 739 $ 412 $ 335 $ 747 Interest expense 41 48 89 76 73 148 93 80 173 107 84 191 108 81 189 Net interest income 305 228 533 303 230 532 311 233 545 301 248 549 304 254 558 Noninterest income: Fixed income 112 - 112 96 - 96 81 - 81 78 - 78 66 - 66 Mortgage banking and title 4 49 53 2 29 32 4 22 26 2 25 27 3 25 28 Brokerage, trust and insurance 22 11 33 23 10 34 22 11 33 22 10 32 23 9 32 Service charges and fees 35 11 46 36 14 50 39 15 54 40 15 55 38 15 53 Card and digital banking fees 12 5 17 12 6 19 14 7 20 13 6 19 12 6 18 Deferred compensation income 8 - 8 (10) - (10) 3 - 3 - - - 2 - 2 Other noninterest income 12 11 23 15 6 21 20 6 26 17 9 26 15 5 19 Total non-interest income 206 86 293 175 65 240 183 60 244 172 65 237 158 60 218 Total revenue 512 314 826 478 295 773 495 294 789 472 313 785 462 314 776 Noninterest expense: Personnel expenses: Salaries and benefits 111 73 185 113 77 190 112 74 186 111 77 189 113 76 188 Incentives and commissions 79 34 114 81 24 105 63 30 93 55 25 81 57 27 84 Deferred compensation expense 9 - 10 (10) 2 (8) 4 3 7 1 - 1 2 1 3 Total personnel expenses 200 108 308 183 103 286 179 107 286 167 103 270 172 103 275 Occupancy and equipment 46 29 75 44 28 73 44 29 73 42 29 71 44 26 70 Outside services 38 23 61 38 12 51 54 23 77 47 13 60 46 14 59 Amortization of intangible assets 5 4 9 5 4 9 6 4 10 6 4 11 6 5 11 Other noninterest expense 31 30 61 31 30 61 45 19 64 46 23 69 33 22 55 Total non-interest expense 321 194 515 302 177 480 328 182 510 308 173 481 301 170 471 Pre-provision net revenue 191 120 310 175 118 293 166 112 279 164 140 304 161 145 305 Provision for credit losses 121 134 255 154 69 223 9 8 17 14 9 23 13 11 23 Income before income taxes 69 (14) 55 21 49 70 157 104 261 150 131 281 148 134 282 Provision (benefit) for income taxes 13 (4) 9 5 12 17 36 21 57 36 32 67 34 32 67 Net income 57 (10) 46 16 36 53 121 83 204 114 100 214 114 102 215 Net income attributable to noncontrolling interest 3 - 3 3 - 3 3 - 3 3 - 3 3 - 3 Net income attributable to controlling interest 54 (10) 43 14 36 50 118 83 201 111 100 211 111 102 212 Preferred stock dividends 2 4 6 2 4 5 2 4 6 2 4 5 2 1 2 Net income available to common shareholders 52 (14) 38 12 33 45 117 78 195 110 96 206 109 101 210 Less: Earnings allocated to unvested restricted stock - - - - - - - 1 1 - 1 1 - 1 1 Earnings allocated to common shareholders $ 52 $ (14) $ 38 $ 12 $ 32 $ 45 $ 117 $ 77 $ 194 $ 110 $ 95 $ 205 $ 109 $ 100 $ 209 Numbers may not foot due to rounding Note: Red indicates N/A post merger


 
Appendix 1: Historical Unaudited Period-End Statements Of Condition - Separate and Combined Detail, Unadjusted 6/30/20 3/31/20 12/31/19 9/30/19 6/30/19 (Dollars in millions) FHN IBKC Combined FHN IBKC Combined FHN IBKC Combined FHN IBKC Combined FHN IBKC Combined Assets Loans and Leases: Commercial, financial, and industrial (C&I) $ 21,394 $ 8,647 $ 30,041 $ 22,124 $ 6,910 $ 29,034 $ 20,051 $ 6,548 $ 26,599 $ 20,294 $ 6,490 $ 26,784 $ 19,054 $ 6,162 $ 25,216 Commercial real estate 4,813 10,191 15,004 4,640 10,231 14,871 4,337 10,064 14,401 4,229 9,810 14,039 3,861 9,818 13,679 Consumer real estate 6,052 6,678 12,730 6,119 6,776 12,895 6,177 6,726 12,903 6,245 6,703 12,948 6,303 6,686 12,989 Credit card and other 449 563 1,012 495 625 1,120 496 683 1,179 493 673 1,166 494 689 1,183 Loans and leases, net of unearned income 32,709 26,078 58,787 33,378 24,542 57,920 31,061 24,021 55,082 31,261 23,677 54,938 29,713 23,355 53,068 Loans held for sale 746 308 1,054 596 208 804 594 213 807 555 255 810 447 188 635 Investment securities 5,486 3,531 9,017 4,555 4,093 8,648 4,455 4,116 8,571 4,426 4,423 8,849 4,426 4,648 9,074 Trading securities 1,116 - 1,116 1,878 - 1,878 1,346 - 1,346 1,395 - 1,395 1,669 - 1,669 Interest-bearing deposits with banks 3,136 2,010 5,146 671 666 1,337 482 605 1,087 364 578 942 593 500 1,093 Federal funds sold and Securities purchased under agreements 415 - 415 592 - 592 633 - 633 746 - 746 654 - 654 Total interest earning assets 43,608 31,927 75,535 41,669 29,508 71,177 38,572 28,956 67,528 38,747 28,932 67,679 37,501 28,691 66,192 Cash and due from banks 604 365 969 538 279 817 634 290 924 750 353 1,103 596 290 886 Goodwill and other intangible assets, net 1,552 1,305 2,857 1,558 1,308 2,866 1,563 1,313 2,876 1,569 1,315 2,884 1,575 1,317 2,892 Premises and equipment, net 448 296 744 448 298 746 455 297 752 452 298 750 454 296 750 Allowance for loan and lease losses (538) (398) (936) (444) (287) (731) (200) (147) (347) (193) (146) (339) (193) (146) (339) Other assets 2,970 1,190 4,160 3,429 1,134 4,563 2,287 1,005 3,292 2,393 982 3,375 2,237 999 3,236 Total assets $ 48,645 $ 34,686 $ 83,331 $ 47,197 $ 32,240 $ 79,437 $ 43,311 $ 31,713 $ 75,024 $ 43,718 $ 31,735 $ 75,453 $ 42,172 $ 31,447 $ 73,619 Liabilities Savings $ 13,532 $ 11,154 $ 24,686 $ 13,860 $ 10,010 $ 23,870 $ 11,665 $ 9,805 $ 21,470 $ 11,489 $ 9,326 $ 20,815 $ 11,555 $ 8,895 $ 20,450 Time deposits 2,656 3,224 5,880 3,058 3,841 6,899 3,618 4,274 7,892 4,176 4,629 8,805 4,399 4,315 8,714 Other interest-bearing deposits 9,784 5,464 15,248 8,561 5,046 13,607 8,717 4,821 13,538 8,011 4,503 12,514 8,268 4,611 12,879 Total interest-bearing deposits 25,972 19,843 45,815 25,480 18,897 44,377 24,001 18,900 42,901 23,676 18,459 42,135 24,222 17,821 42,043 Trading liabilities 233 - 233 453 - 453 506 - 506 720 - 720 558 - 558 Short-term borrowings 2,392 207 2,599 5,325 391 5,716 3,518 204 3,722 3,948 498 4,446 2,296 998 3,294 Term borrowings 2,032 1,168 3,200 793 1,288 2,081 791 1,344 2,135 1,195 1,394 2,589 1,187 1,375 2,562 Total interest-bearing liabilities 30,628 21,218 51,846 32,050 20,576 52,626 28,816 20,447 49,263 29,539 20,351 49,890 28,262 20,193 48,455 Noninterest-bearing deposits 11,788 8,475 20,263 8,940 6,629 15,569 8,429 6,320 14,749 8,269 6,519 14,788 8,087 6,474 14,561 Other liabilities 1,020 682 1,702 1,152 688 1,840 990 609 1,599 914 582 1,496 897 541 1,438 Total liabilities 43,436 30,375 73,811 42,142 27,893 70,035 38,235 27,377 65,612 38,722 27,451 66,173 37,246 27,209 64,455 Shareholders' equity: - - - - Preferred stock 240 228 468 96 228 324 96 228 324 96 228 324 96 228 324 Common stock 195 53 248 195 53 248 195 52 247 194 52 246 195 53 248 Capital surplus 2,941 2,698 5,639 2,939 2,692 5,631 2,931 2,688 5,619 2,925 2,680 5,605 2,942 2,714 5,656 Retained earnings 1,672 1,224 2,896 1,667 1,263 2,930 1,798 1,323 3,121 1,726 1,268 2,994 1,661 1,196 2,857 Accumulated other comprehensive loss, net (135) 107 (28) (136) 111 (25) (240) 45 (195) (241) 54 (187) (262) 47 (215) Shareholders' equity 4,913 4,311 9,224 4,760 4,347 9,107 4,781 4,337 9,118 4,701 4,283 8,984 4,631 4,238 8,869 Noncontrolling interest 295 - 295 295 - 295 295 - 295 295 - 295 295 - 295 Total shareholders' equity 5,208 4,311 9,519 5,056 4,347 9,403 5,076 4,337 9,413 4,996 4,283 9,279 4,926 4,238 9,164 Total liabilities and shareholders' equity $ 48,645 $ 34,686 $ 83,331 $ 47,197 $ 32,240 $ 79,437 $ 43,311 $ 31,713 $ 75,024 $ 43,718 $ 31,735 $ 75,453 $ 42,172 $ 31,447 $ 73,619 Memo: Loans and leases, net $ 32,171 $ 25,680 $ 57,851 $ 32,934 $ 24,255 $ 57,189 $ 30,861 $ 23,874 $ 54,735 $ 31,068 $ 23,531 $ 54,599 $ 29,520 $ 23,209 $ 52,729 Total deposits 37,760 28,318 66,078 34,420 25,526 59,946 32,430 25,220 57,650 31,945 24,978 56,923 32,309 24,295 56,604 Numbers may not foot due to rounding


 
Appendix 1: Historical Unaudited Quarterly Statements of Income - Separate and Combined Detail, Adjusted for Notable Items 2Q20 1Q20 4Q19 3Q19 2Q19 (Dollars and shares in millions, except per share data) FHN IBKC Combined FHN IBKC Combined FHN IBKC Combined FHN IBKC Combined FHN IBKC Combined Interest income $ 347 $ 276 $ 623 $ 378 $ 302 $ 680 $ 404 $ 314 $ 718 $ 407 $ 332 $ 739 $ 412 $ 335 $ 747 Interest expense 41 48 89 76 73 148 93 80 173 107 84 191 108 81 189 Net interest income 305 228 533 303 230 532 311 233 545 301 248 549 304 254 558 Noninterest income: Fixed income 112 - 112 96 - 96 81 - 81 78 - 78 66 - 66 Mortgage banking and title 4 49 53 2 29 32 4 22 26 2 25 27 3 25 28 Brokerage, trust and insurance 22 11 33 23 10 34 22 11 33 22 10 32 23 9 32 Service charges and fees 35 11 46 36 14 50 39 15 54 40 15 55 38 15 53 Card and digital banking fees 12 5 17 12 6 19 14 7 20 13 6 19 12 6 18 Deferred compensation income 8 - 8 (10) - (10) 3 - 3 - - - 2 - 2 Other noninterest income 12 5 18 15 6 21 20 6 26 17 9 26 15 6 20 Total non-interest income 206 81 287 175 65 240 183 60 244 172 65 237 158 61 219 Total revenue 512 309 820 478 295 773 495 294 789 472 313 785 462 315 777 Noninterest expense: Personnel expenses: Salaries and benefits 111 71 183 113 75 188 112 72 185 111 77 189 113 76 188 Incentives and commissions 75 32 107 80 24 104 58 30 88 53 25 78 53 27 80 Deferred compensation expense 9 - 10 (10) 2 (8) 4 3 7 1 - 1 2 1 3 Total personnel expenses 195 104 300 182 101 283 174 105 279 164 103 268 168 103 271 Occupancy and equipment 46 28 74 44 28 72 44 29 73 42 29 71 42 26 69 Outside services 32 14 46 36 12 49 36 14 49 35 13 48 35 14 49 Amortization of intangible assets 5 4 9 5 4 9 6 4 10 6 4 11 6 5 11 Other noninterest expense 27 30 57 28 30 58 31 19 50 29 23 52 21 22 43 Total non-interest expense 307 179 486 296 174 471 291 170 462 277 173 450 273 170 442 Pre-provision net revenue 205 129 334 181 121 302 203 123 327 196 140 336 189 146 334 Provision for credit losses 121 134 255 154 69 223 9 8 17 14 9 23 13 11 23 Income before income taxes 84 (5) 79 27 51 79 194 115 310 181 131 313 176 135 311 Provision (benefit) for income taxes 15 (2) 13 6 12 19 43 27 70 43 32 74 40 32 73 Net income 68 (3) 66 21 39 60 151 88 239 138 100 238 136 102 238 Net income attributable to noncontrolling interest 3 - 3 3 - 3 3 - 3 3 - 3 3 - 3 Net income attributable to controlling interest 66 (3) 63 18 39 57 148 88 236 136 100 235 133 102 235 Preferred stock dividends 2 4 6 2 4 5 2 4 6 2 4 5 2 1 2 Net income available to common shareholders 64 (7) 57 17 35 52 147 84 230 134 96 230 132 101 233 Less: Earnings allocated to unvested restricted stock - - - - - - - 1 1 - 1 1 - 1 1 Earnings allocated to common shareholders $ 64 $ (6) $ 58 $ 17 $ 35 $ 52 $ 147 $ 83 $ 230 $ 134 $ 95 $ 229 $ 132 $ 100 $ 232 Numbers may not foot due to rounding Note: Red indicates N/A post merger


 
Appendix 2: Income Statement Caption Mapping Noninterest Income First Horizon Changes Updated Classification Previously Reported Type of Change Fixed income Fixed income No change Mortgage banking and title Mortgage banking Previously in other Title Previously not included Brokerage, management fees and commissions Combination/name change Brokerage, trust and insurance Trust services and investment mgmt. Combination/name change Insurance commissions Previously in other Service charges and fees Deposit transactions and cash management Name change Other service charges Previously in other Bankcard income Name change Card and digital banking fees ATM interchange fees Previously in other Electronic banking Previously in other Deferred compensation income Deferred compensation Previously in other Bank-owned life insurance Collapsed in other Securities gains/(losses) Collapsed in other Other non-interest income Gain/loss on debt extinguishment No change Letter of credit fees No change Dividend income No change Other No change Noninterest Income IBERIABANK Changes Updated Classification Previously Reported Type of Change Fixed income N/A Previously not included Mortgage banking and title Mortgage income Combination/name change Title revenue Combination/name change Broker commissions Combination/name change Brokerage, trust and insurance Trust department income Combination/name change Insurance commissions Previously not included Service charges and fees Service charges on deposit accounts Name change ATM and debit card fee income Collapsed in service charges and fees Card and digital banking fees Credit card and merchant-related income Previously in other Deferred compensation income N/A Previously not included Income from bank-owned life insurance Collapsed in other Other noninterest income Gain (losses) on sale of AFS securities Collapsed in other Commission income Collapsed in other Other noninterest income No change


 
Noninterest Expense First Horizon Changes Updated Classification Previously Reported Type of Change Personnel: Salaries and benefits Employee compensation, incentive and benefits Moved out as line item Incentives and commissions Employee compensation, incentive and benefits Moved out as line item Deferred compensation expense Employee compensation, incentive and benefits Moved out as line item Occupancy Combination/name change Occupancy & equipment Computer software Collapsed in occupancy & equipment Equipment rentals, depreciation & maintenance Collapsed in occupancy & equipment Legal fees Collapsed in outside services Professional fees Collapsed in outside services Outside services Operations services Collapsed in outside services Contract employment and outsourcing Collapsed in outside services Communications & courier Collapsed in outside services Advertising & public relations Collapsed in outside services Amortization of intangible assets Amortization of intangible assets No change All other noninterest expense FDIC premium expense Collapsed in other Other No change Credit expense on unfunded commitments Moved to provision for credit losses Noninterest Expense IBERIABANK Changes Updated Classification Previously Reported Type of Change Personnel: Salaries and benefits Salaries & employee benefits Moved out as line item Incentives and commissions Salaries & employee benefits Moved out as line item Deferred compensation expense Salaries & employee benefits Moved out as line item Occupancy & equipment Net occupancy & equipment No change Computer service expense 1 Collapsed in occupancy & equipment Outside services Professional services Collapsed in outside services Communications and delivery Collapsed in outside services Computer service expense 1 Collapsed in outside services Marketing and business development 1 Previously in other Amortization of intangible assets Amortization of acquisition intangibles Name change Credit & other loan-related expense Collapsed in other Insurance No change All other noninterest expense Travel and entertainment No change Impairment of long-lived assets & other losses No change Marketing and business development 1 No change Other non-interest expense No change Other First Horizon Changes Updated Classification Previously Reported Type of Change Provision for loan losses Name change Credit expense on unfunded commitments Previously other noninterest expense Provision for credit losses IBERIABANK Changes Previously Reported Type of Change Provision for expected credit losses Name change 1 Amount maps to multiple line items on FHN's consolidated income statement.


 
Appendix 2: Balance Sheet Caption Mapping Assets First Horizon Changes Updated Classification Previously Reported Type of Change Commercial, financial, and industrial (C&I) Commercial, financial, and industrial (C&I) No change Commercial real estate Commercial real estate No change Consumer real estate Consumer real estate No change Credit card and other Credit card and other No change Loans and leases, net of unearned income Loans, net of unearned income Name change Loans held for sale Loans held for sale No change Investment securities Investment securities No change Trading securities Trading securities No change Interest-bearing deposits with banks Interest-bearing cash Name change Federal funds sold and securities purchased under agreements to resell Federal funds sold Combination/name change Securities purchased under agreements to resell Combination/name change Total interest earning assets Total earning assets Name change Cash and due from banks Cash and due from banks No change Goodwill and other intangible assets, net Goodwill Combination/name change Other intangible assets, net Combination/name change Premises and equipment, net Premises and equipment, net No change Allowance for loan and lease losses Allowance for loan losses Combination/name change Fixed income receivables Collapsed into other assets Other assets OREO Collapsed into other assets Derivative assets Collapsed into other assets Other assets No change


 
Assets IBERIABANK Changes Updated Classification Previously Reported Type of Change Commercial, financial, and industrial (C&I) Commercial and industrial (C&I) Name change Real estate - owner-occupied Combination/name change Commercial real estate Real estate - non-owner-occupied Combination/name change Real Estate - construction Combination/name change Consumer real estate Residential mortgage Combination/name change Home equity Combination/name change Credit card and other Other Name change/line item Loans and leases, net of unearned income Loans and Leases, net of unearned income No change Loans held for sale Mortgage loans held for sale Name change Investment securities Investment securities available for sale Combination/name change Investment securities held to maturity Combination/name change Trading securities N/A Previously not included Interest-bearing deposits with banks Interest-bearing deposits in other banks No change Federal funds sold and securities purchased under agreements to resell N/A Previously not included Total interest earning assets N/A Cash and due from banks Cash and due from banks No change Goodwill and other intangible assets, net Goodwill and other intangible assets No change Premises and equipment, net Premises and equipment, net No change Allowance for loan and lease losses Allowance for loan and lease losses No change Other assets Other assets No change


 
Liabilities First Horizon Changes Updated Classification Previously Reported Type of Change Noninterest-bearing deposits Noninterest-bearing deposits No change Savings Consumer interest Combination/name change Time deposits Commercial interest Combination/name change Other interest-bearing deposits Market-indexed Combination/name change Trading liabilities Trading liabilities No change Other short-term borrowings Combination/name change Short-term borrowings Federal funds purchased Combination/name change Securities sold under agreements to repurchase Combination/name change Total interest-bearing liabilities Total interest-bearing liabilities No change Term borrowings Term borrowings No change Other liabilities Fixed income payables Collapsed into other liabilities Derivative liabilities Collapsed into other liabilities Other liabilities No change Liabilities IBERIABANK Changes Updated Classification Previously Reported Type of Change Noninterest-bearing deposits Non-interest bearing deposits No change Savings Savings and money market accounts Name change Time deposits Time deposits No change Other interest-bearing deposits Interest-bearing demand deposits Name change Trading liabilities N/A Previously not included Short-term borrowings Short-term borrowings No change Securities sold under agreements to repurchase Combination/name change Term borrowings Trust preferred securities Combination/name change Other long-term debt Combination/name change Total interest bearing liabilities Total interest-bearing liabilities No change Other liabilities Other liabilities No change


 
Shareholders' Equity First Horizon Changes Updated Classification Previously Reported Type of Change Preferred stock Preferred stock No change Common stock Common stock No change Capital surplus Capital surplus No change Retained earnings Undivided profits Name change Accumulated other comprehensive loss, net Accumulated other comprehensive loss, net No change FHN shareholders' equity Total FHNC SE No change Noncontrolling interest Noncontrolling interest No change Total shareholders' equity Total equity Name change Total liabilities and shareholders' equity Total liabilities and equity Name change Shareholders' Equity IBERIABANK Changes Updated Classification Previously Reported Type of Change Preferred stock Total shareholders' equity Moved out as line item Common stock Total shareholders' equity Moved out as line item Capital surplus Total shareholders' equity Moved out as line item Retained earnings Total shareholders' equity Moved out as line item Accumulated other comprehensive loss, net Total shareholders' equity Moved out as line item FHN shareholders' equity Total shareholders' equity Moved out as line item Noncontrolling interest N/A Previously not included Total shareholders' equity N/A Previously not included Total liabilities and shareholders' equity Total liabilities and shareholders' equity No change


 
Appendix 3: FHN Preferred Stock Dividends Current Principle Dividend Dividends Declared 1 Ticker Series Balance Rate Issuance Date 1Q20 Act 2Q20 Act 3Q20 Act 2 4Q20 Fcst 1Q21 Fcst 2Q21 Fcst Payment Dates Floating Rate FHN PRA Series A Preferred 100,000,000 6.200% 1/31/2013 1,550,000 1,550,000 1,550,000 1,550,000 1,550,000 1,550,000 Quarterly 1/10, 4/10, 7/10 & 10/10 N/A FHN PRB Series B Preferred 3 80,000,000 6.625% 7/2/2020 N/A N/A 2,650,000 2,650,000 - 2,650,000 Semi-annually 2/1 and 8/1; quarterly beginning 8/1/2025 3M L plus 426.5bps beginning 8/1/2025 FHN PRC Series C Preferred 3 57,500,000 6.600% 7/2/2020 N/A N/A 1,897,500 948,750 948,750 948,750 Quarterly 2/1, 5/1, 8/1 & 11/1 3M L plus 492bps beginning 5/1/2026 FHN PRD Series D Preferred 3 100,000,000 6.100% 7/2/2020 N/A N/A 3,050,000 - 3,050,000 - Semi-annually 5/1 and 11/1; quarterly beginning 5/1/2024 3M L plus 385.9bps beginning 5/1/2024 FHN PRE Series E Preferred 150,000,000 6.500% 5/28/2020 N/A N/A 3,575,000 2,437,500 2,437,500 2,437,500 Quarterly 1/10, 4/10, 7/10 & 10/10 N/A 487,500,000 1,550,000 1,550,000 12,722,500 7,586,250 7,986,250 7,586,250 1) Schedule of FHN preferred dividends, as and if declared by the FHN’s Board of Directors according to the terms set out in each Series. 2) Series B and Series C dividends payable on August 3rd were declared on July 6th. The Series A and Series E dividends payable on October 13th and the Series C and Series D dividends payable on November 1st were declared on July 28th. 3) FHN "rollover" preferred issued in connection with IBKC merger in exchange for IBKC's Series B, Series C and Series D preferred, respectively.


 
v3.20.2
Document and Entity Information Document
Sep. 14, 2020
Entity Information [Line Items]  
Entity Central Index Key 0000036966
Entity Incorporation, State or Country Code TN
Document Type 8-K
Document Period End Date Sep. 14, 2020
Entity Registrant Name First Horizon National Corporation
Entity Central Index Key 62-0803242
Entity File Number 001-15185
Amendment Flag false
City Area Code 901
Local Phone Number 523-4444
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Entity Address, Address Line One 165 Madison Avenue
Entity Address, City or Town Memphis,
Entity Address, State or Province TN
Entity Address, Postal Zip Code 38103
Common Capital Stock  
Entity Information [Line Items]  
Title of 12(b) Security $0.625 Par Value Common Capital Stock
Trading Symbol  FHN
Security Exchange Name NYSE
Series A Preferred Stock  
Entity Information [Line Items]  
Title of 12(b) Security Depositary Shares, each representing a 1/4,000th interest in
Trading Symbol FHN PR A
Security Exchange Name NYSE
Series B Preferred Stock [Member]  
Entity Information [Line Items]  
Title of 12(b) Security Depositary Shares, each representing a 1/400th interest in
Trading Symbol FHN PR B
Security Exchange Name NYSE
Series E Preferred Stock [Member]  
Entity Information [Line Items]  
Title of 12(b) Security Depositary Shares, each representing a 1/4,000th interest in
Trading Symbol FHN PR E
Security Exchange Name NYSE
Series C Preferred Stock [Member]  
Entity Information [Line Items]  
Title of 12(b) Security Depositary Shares, each representing a 1/400th interest in
Trading Symbol FHN PR C
Security Exchange Name NYSE
Series D Preferred Stock [Member]  
Entity Information [Line Items]  
Title of 12(b) Security Depositary Shares, each representing a 1/400th interest in
Trading Symbol FHN PR D
Security Exchange Name NYSE