TD Bank Group and First Horizon Corp. signed a definitive agreement for TD to acquire First Horizon in an all-cash transaction valued at $13.4 billion, or $25 for each common share of First Horizon, the companies announced Feb. 28.
The move expands TD’s presence in the southeastern United States.
First Horizon is headquartered in Memphis, with assets of $89 billion as of Dec. 31, 2021. It operates 412 branches and serves more than 1.1 million customers across 12 states. First Horizon’s strong regional presence includes leadership positions in Tennessee and Louisiana, additional density in Florida, the Carolinas and Virginia, and footholds in Atlanta, Dallas and Houston markets.
Following the close of the transaction, Bryan Jordan, president and CEO of First Horizon, will join TD as vice chair, TD Bank Group, reporting to TD Group President and CEO Bharat Masrani. He will also join the TD senior executive team and be named to the boards of directors of TD’s U.S. banking entities as a director and chair. Jordan will continue to be based in Memphis.
Cherry Hill-based TD also said it has no planned branch closures as a result of the transaction. In addition, upon closing, $40 million will be contributed to a First Horizon foundation.
“First Horizon is a great bank and a terrific strategic fit for TD. It provides TD with immediate presence and scale in highly attractive adjacent markets in the U.S. with significant opportunity for future growth across the Southeast,” Masrani said in a prepared statement. “Working with the First Horizon team, TD will build upon the success of its strong franchise and deliver the legendary customer experiences that differentiate us in every market across our footprint.”
Jordan added, “We have built a very strong business at First Horizon, and by joining forces with TD, we will create extraordinary value for our key stakeholders with a shared customer-centric strategy, enhanced scale and a broader product set for our clients. This is a true growth story.
“We have long respected TD as a leader in U.S. banking and are confident that its continued and growing investments in our local markets will extend our long history of community support,” he continued.
Leo Salom, group head, U.S. Retail, TD Bank Group, and president and CEO, TD Bank, will lead the combined businesses.
“The Southeastern U.S. represents a tremendous opportunity for TD and the addition of First Horizon’s commercial and specialty banking capabilities will position us as a leading national player in commercial banking,” Salom added in the statement. “We will combine our resources and capabilities and continue to invest in the region as we focus on delivering the most differentiated banking experience in our markets.”
On a pro forma basis excluding merger adjustments, TD’s U.S. franchise will be a top 6 U.S. bank, according to the statement, with approximately $614 billion in assets and a network of 1,560 stores, serving over 10.7 million U.S. customers across 22 states.
Globally, TD Bank Group will have approximately $1,841 billion in assets, with over 2,600 branches serving the more than 27.5 million customers.
TD Securities and J.P. Morgan served as financial advisors and Simpson Thacher & Bartlett LLP and Torys LLP served as legal advisors to TD. Morgan Stanley & Co. LLC served as financial advisor and Sullivan and Cromwell LLP served as legal advisor to First Horizon.
Source: njbiz.com
