First Horizon Corporation (FHN) Earnings Call Transcript & Summary

Ladies and gentlemen, thank you for standing by and welcome to the First Horizon National Corporation Special Meeting of Shareholders. I will now turn the meeting over to Mr. Bryan Jordan, Chairman, President and CEO. Please go ahead, sir.

Thank you, Tiffany. Good morning, everyone. My name is Bryan Jordan. I am the Chairman of the Board, President and Chief Executive Officer of First Horizon National Corporation. Welcome to the special meeting of shareholders called to approve our proposed merger with IBERIABANK Corporation and other matters related to the merger, each of which has -- was described in the notice of special meeting and joint proxy statement prospectus previously mailed to shareholders in connection with the proposed merger. We're excited to be hosting our first virtual meeting, which allows us to be more inclusive and reach a greater number of our shareholders at this challenging time. We have shareholders attending via the web portal. The agenda and the rules of conduct for the meeting are available in the viewing pane on the right side of your screen. [Operator Instructions] It is now shortly after 10 a.m. Central Time, and this meeting is officially called to order. The company has appointed Equiniti Trust Company to act as inspector of election. John Lundberg from Equiniti is with us today and has taken the oath of inspector of elections. Please note that this meeting is being recorded. However, no one attending via the webcast is permitted to use any audio recording device. The Board fixed February 24, 2020, as the record date for determining the holders of common stock entitled to vote at this special meeting. It has been reported to me that the notice of the meeting was duly and properly mailed and that a quorum is present. The voting polls will be open after all proposals are presented. If anyone wishes to vote by ballot, at such time, please do so by clicking on the voting button on the web portal and following the instructions there. If you have already voted, you do not need to vote today unless you wish to change your vote. I will now outline the 4 proposals to be presented for shareholder action. The first proposal is the approval of the merger agreement between First Horizon and IBERIABANK Corporation as described in the joint proxy statement prospectus. The second proposal is the approval of an amendment to our restated charter to effect an increase in the number of authorized shares of First Horizon common stock from 400 million to 700 million shares as described in the joint proxy statement prospectus in connection with the merger with IBERIABANK Corporation. The third proposal is the approval on an advisory nonbinding basis, a merger-related compensation for our named executive officers as described in the joint proxy statement prospectus in connection with the merger with IBERIABANK Corporation. The fourth and final proposal is the approval of one or more adjournments of this special meeting, if necessary or appropriate, as described in the joint proxy statement prospectus. Polls are now open. [Voting]

Any shareholder who has -- hasn't yet voted or wishes to change his or her vote may do so by clicking the voting button on the web portal and following the instructions there. Shareholders who had sent proxies in or voted via telephone or internet and do not want to change their vote do not need to take any further action. Since all shareholders have had the opportunity to vote, I will now declare the polls closed. Mr. Clyde Billings is our Corporate Secretary. Clyde, do we have the results of the voting?

Bryan, I have been informed by the inspector that all items -- yes, we do, that all items have passed. The preliminary results show that the merger proposal received 98% of the votes for approval. The charter amendment received 98% of the votes for approval. The compensation proposal received 96% of the votes for approval, and the adjournment proposal received 93% of the votes. The -- we will publish the official results in an 8-K.

Thank you, Clyde. I now declare that the merger proposal has been approved. The charter amendment proposal has been approved. The compensation proposal has been approved, and the adjournment proposal has been approved. Now we would like to open things up to shareholder questions and comments. You can begin to enter your questions or comments in the designated field on the web portal. Please note, we will attempt to answer as many questions as time allows, but only questions that are related to the special meeting will be addressed. Clyde, are there any questions?

There are no questions at this time. Let's give just a little bit -- another minute. Bryan, I see no questions.

Okay. Thank you, Clyde. Thank you for joining our special meeting today. Since there is no further business, the meeting is now adjourned. Thank you.

Ladies and gentlemen, thank you for participating. This concludes today's meeting. You may now disconnect.