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7/19/2023
Good morning, and welcome to the First Horizon Investor Call. All participants will be in listen-only mode. Should you need assistance, please speak to a conference specialist by pressing the star key followed by zero. After today's presentation, there will be an opportunity to ask questions. To ask a question, you may press star, then one, on your touch-tone phone. To answer your question, please press star, then two. Please note, today's event is being recorded. I now would like to turn the conference over to Beth Arwin, Chief Communications Officer. Please go ahead.
Thank you, Keith. Good morning, everyone, and thank you for joining First Horizon's investor call. This morning, we issued a press release confirming that we have entered into a mutual agreement with TD Bank to terminate our previously announced merger agreement. A copy of this announcement, as well as additional press release we published this morning, can be found on the investor relations page of our website. During this call, we will be speaking to the slides we published for our Q1 earnings release that can also be found on our investor relations website. Please note that this call is being recorded live and will be available for replay. Joining us this morning are Brian Jordan, our chairman, president, and CEO, and Hope Domchowski, our chief financial officer. Before we begin, I'd like to remind you that we will make forward-looking statements today that are subject to risk and uncertainties, and we ask that you review these factors that may cause our results to differ from our expectations in our 8 filing. We also will address adjusted results, which exclude the impact of the notable items, and these are non-GAAP measures. So it's important for you to review the GAAP information in our 8 as well. And last but not least, our comments reflect our current views, and you should understand we aren't obligated to update them. With that, I'll turn the call over to Brian.
Thank you, Beth. Good morning, everyone, and thank you all for joining us. I will discuss the update we shared today regarding TD Transaction and our company's current operating position before handing it over to Hope, who will cover our strong financial position and recent quarterly results. Then we will open the line to your questions. As you've seen by now, we've entered into a mutual agreement with TD Bank to terminate our previously announced merger. I'd like to be very clear. The fact that regulatory approvals were unable to be obtained by May 27th did not relate in any way to First Horizon. We were informed by TD that they could not provide an updated timeline for an extension and they could not provide assurance of regulatory approval in 2023 or 2024. Let me assure you, we pursued every possible path to complete this transaction without success. At no time did we discuss any changes in price or any other changes to the structure of the deal. What I can tell you is that under the terms of the termination agreement, TD will make a $200 million cash payment to First Horizon. This payment is in addition to the $25 million fee reimbursement due to First Horizon pursuant to the merger agreement. We are moving forward as an independent organization and will continue to operate from our position of strength and stability. For the last 14 months, our associates have remained intently focused on growing our company as we made initial preparations for this merger. Their dedication to our clients and commitment to provide an exceptional service have not wavered during this period. And for that, I am immensely grateful. This is the first investor conference call we have held in more than a year. A lot has changed in our industry and our world during that time. What has not changed, however, is the strength and stability of this great franchise as demonstrated in our recent first quarter earnings report. As you will recall that when we announced this merger in February 2022, I told you that this bank was not for sale. Our growth was fueled by a strong business mix, the benefits of our counter-cyclical businesses, and our diversified deposit and loan composition. We also had also just completed successfully our merger of equals with Iberia Bank. We were presented with an unsolicited, attractive premium by TD. Consistent with our fiduciary duties, we believe represented the right opportunity to pursue for our shareholders at that time. Over the last year, we remained intensely focused on building our franchise through a combination of maintaining a strong capital base, disciplined credit culture, and risk management practices. Even amid the current macroeconomic uncertainty, we have been able to demonstrate continued earning strength by maintaining a diversified, asset-sensitive balance sheet that is well-positioned for the current rate environment. Consistent with the industry, our deposits decreased last year. We had a disciplined strategy to normalize our deposit balance sheet to pre-pandemic levels while maintaining shareholder returns and a best-in-class margin. Hope will provide further details in a few minutes. Our balance sheet continues to consist of stable, cost-effective deposits from a diverse set of clients across the regional and specialty bank segments and our fast-growing 12-state Southeastern footprint. I pause for a moment to amplify this point. Like you, I've been intensely watching the turmoil in the U.S. banking sector for these last several weeks. I am stating emphatically just how confident that we are in our business model and how strong our balance sheet is. Put simply, our strong capital position disciplined credit quality, and a well-diversified, stable funding mix enable our business to navigate challenging industry dynamics and consistently serve our clients. It is for these reasons that I am so incredibly confident in our future as we continue our 159-year journey as an independent bank. With that, I'll turn it over to our Chief Financial Officer, Hope Domchowski, to discuss our financial position which reinforces my confidence in our path. Hope?
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