-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Pvocu6dV/nzB+Ebw+vpTHszFnVRvz/fKC2B9kc5lFeWXUquhOqOTq0CaDyXDZZbI nBAaFFzyIxHHb29Zw/vUNA== 0000950117-06-003685.txt : 20060829 0000950117-06-003685.hdr.sgml : 20060829 20060829161010 ACCESSION NUMBER: 0000950117-06-003685 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060829 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060829 DATE AS OF CHANGE: 20060829 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIRST HORIZON NATIONAL CORP CENTRAL INDEX KEY: 0000036966 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 620803242 STATE OF INCORPORATION: TN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-15185 FILM NUMBER: 061062722 BUSINESS ADDRESS: STREET 1: 165 MADISON AVENUE CITY: MEMPHIS STATE: TN ZIP: 38103 BUSINESS PHONE: 9018186232 MAIL ADDRESS: STREET 1: 165 MADISON AVENUE CITY: MEMPHIS STATE: TN ZIP: 38103 FORMER COMPANY: FORMER CONFORMED NAME: FIRST TENNESSEE NATIONAL CORP DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: FIRST TENNESSEE BANKS INC DATE OF NAME CHANGE: 19600201 8-K 1 a42666.htm FIRST HORIZON

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

 

 

FORM 8-K

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

Date of report (Date of earliest event reported) – August 29, 2006

 

FIRST HORIZON NATIONAL CORPORATION

(Exact Name of Registrant as Specified in Charter)

 

TENNESSEE
001-15185
62-0803242
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
 
165 MADISON AVENUE
MEMPHIS, TENNESSEE
38103
(Address of Principal Executive Office)
(Zip Code)
 

Registrant's telephone number, including area code - (901) 523-4444

 

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))

 


 

ITEM 7.01. Regulation FD Disclosure.

Furnished as Exhibit 99.1 is a copy of the registrant’s press release, which was issued August 29, 2006. The release outlines certain current expectations related to the third quarter earnings of the registrant’s mortgage banking unit.

 

ITEM 9.01.  

Financial Statements and Exhibits

 

The following exhibit is 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 the registrant’s previous or future filings under the Securities Act of 1933, as amended, or under the Exchange Act.

 

(d)

Exhibits

 

Exhibit #

Description

99.1

Press release of the registrant issued August 29, 2006

 

 

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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: August 29, 2006

By: /s/ Marlin L. Mosby III

  Name: Marlin L. Mosby III
  Title: Executive Vice President and Chief Financial Officer
 

 

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Exhibit Index  

 

The following exhibit is 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 the registrant’s previous or future filings under the Securities Act of 1933, as amended, or under the Exchange Act.

 

Exhibit # Description

99.1

Press release of the registrant issued August 29, 2006

 

 

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EX-99 2 ex99-1.htm EXHIBIT 99.1

EXHIBIT 99.1

 

TEXT OF PRESS RELEASE ISSUED AUGUST 29, 2006

 

First Horizon highlights recent impacts on mortgage banking

 

MEMPHIS, Tenn. --- First Horizon National Corporation (First Horizon) (NYSE: FHN) announced today that it expects mortgage banking earnings to be unfavorably impacted this quarter by two unrelated events. The further deterioration in the current mortgage environment is expected to reduce pre-tax operating earnings by approximately $35 million as compared to the second quarter, and the settlement of a class action lawsuit is anticipated to create an estimated $21 million pre-tax accrual.

Mortgage banking operating earnings for the first two months of this quarter have been unfavorably impacted by lower gain on sale margins, further reductions in mortgage production and increased costs to hedge the servicing risks.

The recent drop in the 10-year treasury rate and the resulting inversion of the yield curve have changed the dynamics within the mortgage secondary market. As a result, First Horizon Home Loan’s gain on sale margins fell significantly below second quarter levels, and the costs increased to hedge servicing risks. After realizing 122 basis points in gain on sale margins in the second quarter, we currently expect margins to range between 85 basis points and 90 basis points in the third quarter based on product delivery trends. Additionally, this environment is expected to increase net hedging costs by approximately $5 million as compared to second quarter.

Mortgage banking industry-wide production has also weakened as the housing market has continued to slow. Although third quarter originations have traditionally been higher than second quarter levels, First Horizon’s recent application trends foreshadow approximately a $1 billion reduction in originations and deliveries this quarter.

These three issues could reduce third quarter pre-tax operating earnings by $35 million in comparison to the second quarter. Although we currently expect some modest improvement in mortgage banking in the fourth quarter, the current operating environment suggests that mortgage banking operations will only be in the range of break-even in the fourth quarter while our other two businesses should continue to perform in line with expectations.

In addition to the above operating impacts, First Horizon as a result of mediation has entered into a verbal agreement in principle to settle a class action lawsuit that has been pending since 2000 as disclosed in prior SEC filings. In connection with this settlement, First Horizon would agree to pay, under agreed circumstances using an agreed methodology, an aggregate of up to approximately $36 million. First Horizon anticipates that it will accrue a pre-tax charge to earnings of approximately $21 million for the third quarter in connection with the settlement. The settlement is subject to documentation and to approval by the court.

“We continue to believe that neither our predecessor, McGuire Mortgage, nor we acted contrary to applicable law. However, we agreed to this settlement to avoid the risks, and to end the ongoing expense, associated with this protracted litigation,” said Peter F. Makowiecki, president of mortgage banking for First Horizon. “Although litigation matters never can be predicted with certainty, we believe that the McGuire fact pattern, involving our merger acquisition of a non-bank mortgage lender in a multi-state market, is unlikely to result in other similar claims.”

 

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The case generally concerned the charging of certain loan origination fees, including fees permitted by Kansas and federal law (as described in Note 9 of our latest Form 10-Q report) but allegedly restricted or not permitted by Missouri law, when First Horizon Home Loans or its predecessor, McGuire Mortgage Company, made certain second-lien mortgage loans, most of them in the Kansas City market, which straddles Kansas and Missouri.

The anticipated third quarter accrual reflects an estimate of the amount that ultimately would be paid under the settlement. The difference between the maximum amount possible under the settlement and the amount accrued reflects the company’s view, among other things, of the number of purported class members that probably will participate in the settlement. The assumptions involved in estimating the actual level of participation and loss are highly judgmental and, accordingly, the ultimate amount paid under the settlement could be higher or lower than the amount of the anticipated accrual, but cannot exceed the settlement amount.

 

About First Horizon  

The 12,000 employees of First Horizon National Corp. (NYSE: FHN) provide financial services to individuals and business customers through hundreds of offices located in more than 40 states. The corporation's three major brands -- FTN Financial, First Horizon and First Tennessee -- provide customers with a broad range of products and services including:

 

Capital markets, one of the nation's top underwriters of U.S. government agency securities

 

Mortgage banking, one of the nation's top 25 mortgage originators and top 15 servicers, which earned a top-10 ranking in customer satisfaction from J.D. Power and Associates

 

Retail/commercial banking, with the largest market share in Tennessee and one of the highest customer retention rates of any bank in the country

FHN companies have been recognized as some of the nation's best employers by AARP, Working Mother and Fortune magazines. FHN also was named one of the nation's 100 best corporate citizens by Business Ethics magazine. More information can be found at www.fhnc.com.

 

For Immediate Release: August 29, 2006  

Contact:

Dave Miller

(901)523-4162

  Kim Cherry (901)523-4726

 

 

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