8-K

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

Date of Report (Date of earliest event Reported): January 19, 2018  

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)	(I.R.S. Employer Identification Number)

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:
	[ ]	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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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. [   ]

Item 2.02. Results of Operations and Financial Condition.

Item 7.01. Regulation FD Disclosure.

Furnished as Exhibit 99.1 is a copy of the First Horizon National Corporation (“FHN”) earnings release for the quarter and year ended December 31, 2017, which is scheduled to be released January 19, 2018.

The foregoing information is furnished pursuant to Item 2.02, "Regulation of Operations and Financial Condition," and 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.

Use of Non-GAAP Measures and Regulatory Measures that are not GAAP in the Exhibit

Certain measures are included in the exhibit that are “non-GAAP,” meaning (under U.S. financial reporting rules) they are not presented in accordance with generally accepted accounting principles (“GAAP”) in the U.S. and also are not codified in the U.S. banking regulations currently applicable to FHN. Although other entities may use calculation methods that differ from those used by FHN for non-GAAP measures, FHN’s management believes such measures are relevant to understanding the financial condition, capital position, and financial results of FHN and its business segments. Non-GAAP measures are reported to FHN’s management and directors through various internal reports.

Presentation of regulatory measures, some of which follow regulatory definitions rather than GAAP, provides a meaningful base for comparability to other financial institutions subject to the same regulations as FHN. Such measures are used by the various banking regulators in reviewing the performance, stability, and capital adequacy of financial institutions they regulate. Although not GAAP terms, these regulatory measures are not considered “non-GAAP” under U.S. financial reporting rules as long as their presentation conforms to regulatory standards. Regulatory measures used in the exhibit include: common equity tier 1 capital, generally defined as common equity less goodwill, other intangibles, and certain other required regulatory deductions; tier 1 capital, generally defined as the sum of core capital (including common equity and instruments that cannot be redeemed at the option of the holder) adjusted for certain items under risk based capital regulations; and risk weighted assets (“RWA”), which is a measure of total on- and off-balance sheet assets adjusted for credit and market risk, used to determine regulatory capital ratios. The non-GAAP measures presented in the exhibit include: Return on average tangible common equity (“ROTCE”), Adjusted ROTCE, Adjusted return on average assets ("ROA"), and Adjusted earnings per share ("EPS").

Reconciliations of non-GAAP to GAAP measures and presentation of the most comparable GAAP items are presented at the end of the earnings release.

Forward-Looking Statements

This earnings release contains forward-looking statements involving significant risks and uncertainties. A number of important factors could cause actual results to differ materially from those in the forward-looking information. Those factors include general economic and financial market conditions, including expectations of and actual timing and amount of interest rate movements including the slope of the yield curve, competition, customer and investor responses to these conditions, ability to execute business plans, geopolitical developments, recent and future legislative and regulatory developments, natural disasters, and items mentioned in this earnings release and in FHN's most recent financial supplement and investor slide presentation, as well as critical accounting estimates and other factors described in FHN’s recent filings with the SEC. FHN disclaims any obligation to update any such forward-looking statements or to publicly announce the result of any revisions to any of the forward-looking statements to reflect future events or developments.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

The following exhibit is furnished pursuant to Items 2.02 and 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 First Horizon's previous or future filings under the Securities Act of 1933, as amended, or the Exchange Act.

Exhibit #	Description
99.1	First Horizon National Corporation earnings release issued for the quarter and year ended December 31, 2017.

SIGNATURE

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: January 19, 2018	By:	/s/ William C. Losch III
		William C. Losch III
		Executive Vice President and Chief Financial Officer

EX-99.1 2 exh_991.htm PRESS RELEASE

EXHIBIT 99.1

First Horizon wraps up 2017 with strong momentum

Capital Bank merger successfully closed in fourth quarter

MEMPHIS, Tenn., Jan. 19, 2018 (GLOBE NEWSWIRE) -- Fundamentals remained strong in 2017 at First Horizon National Corp. (NYSE:FHN), driven by solid growth trends in loans and deposits at First Tennessee Bank, as well as the closing of the Capital Bank transaction. Reported earnings per share were $0.65 in 2017, compared to $0.94 in 2016. On an adjusted basis, earnings per share in 2017 were $1.11¹, excluding the impact from tax reform, other tax adjustments and acquisition expense, as well as other notable items. Reflected in the fourth quarter results are the previously announced $1,000 bonuses to approximately 70 percent of First Horizon employees, and a contribution of $16.5 million to the company’s Foundation.

During the fourth quarter, First Horizon completed the merger with Capital Bank that had been announced in May, 2017, resulting in a $41 billion asset organization with more than 350 branches serving the Southeast. While the Capital Bank merger closed late in the quarter, significant progress has been made on integration planning. Further, our expectations of revenue and cost synergies have increased over the past six months.

“The fourth quarter caps an outstanding and transformative 2017. Our adjusted core results were strong with continued robust customer activity,” said Bryan Jordan, First Horizon’s chairman and CEO. “We closed our merger with Capital Bank, the largest in our company’s history, significantly expanding our balance sheet, customers, markets and opportunities, all as we identified greater cost savings and revenue opportunities than originally announced. We begin 2018 with momentum and confidence in our abilities to create value for our communities, customers and shareholders.” 

2017 Financial Highlights (all comparisons vs 2016)

Diluted EPS /
Adjusted EPS¹
$0.65 / $1.11 ROA /
Adjusted ROA¹
0.59% / 0.96% ROTCE¹ /
Adjusted ROTCE¹
7.2% / 12.6%

Regional Banking Highlights

• Pre-tax income up 36 percent
• Revenue up 12 percent from increased net interest income and higher fee income
  ·  Net interest income up 14 percent, primarily from higher loan volume with the Capital Bank acquisition and growth in specialty lending areas
  ·  Fee income up 4 percent, reflects growth in brokerage, trust and other services
• Average loans up 13 percent and average deposits up 11 percent

Other Highlights

• Fixed income average daily revenue at $696,000 in 2017
• Net interest margin expanded to 3.12 percent from 2.94 percent
• Loan loss provision at $0 in 2017, reflects continued strong performance in both the commercial and consumer portfolios
• Period-end assets of $41 billion

¹These non-GAAP numbers that are reconciled to reported GAAP numbers in the non-GAAP table that follows

CONSOLIDATED SUMMARY RESULTS
													4Q17 Changes vs.						Twelve Months Ended						2017 vs.
(Dollars in thousands, except per share data)	4Q17				3Q17				4Q16				3Q17			4Q16			2017			2016			2016
Income Statement Highlights
Net interest income	$	242,088			$	209,817			$	195,551			15		%	24		%	$	842,314		$	729,084		16		%
Noninterest income	133,053				112,411				124,209				18		%	7		%	489,627			551,100			(11	)	%
Securities gains/(losses), net	137				6				(132		)		NM			NM			592			1,341			(56	)	%
Total revenue	375,278				322,234				319,628				16		%	17		%	1,332,533			1,281,525			4		%
Noninterest expense	346,670				236,869				237,897				46		%	46		%	1,023,661			925,204			11		%
Provision for loan losses	3,000				—				—				NM			NM			—			11,000			NM
Income before income taxes	25,608				85,365				81,731				(70	)	%	(69	)	%	308,872			345,321			(11	)	%
Provision for income taxes	73,989				13,596				24,008				NM			NM			131,892			106,810			23		%
Net income/(loss)	(48,381		)		71,769				57,723				NM			NM			176,980			238,511			(26	)	%
Net income attributable to noncontrolling interest	2,910				2,883				2,879				1		%	1		%	11,465			11,465			*
Net income/(loss) attributable to controlling interest	(51,291		)		68,886				54,844				NM			NM			165,515			227,046			(27	)	%
Preferred stock dividends	1,550				1,550				1,550				*			*			6,200			6,200			*
Net income/(loss) available to common shareholders	$	(52,841	)		$	67,336			$	53,294			NM			NM			159,315			$	220,846		(28	)	%
Common Stock Data
EPS	$	(0.20	)		$	0.29			$	0.23			NM			NM			$	0.66		$	0.95		(31	)	%
Basic shares (thousands)	265,169				233,749				232,731				13		%	14		%	241,436			232,700			4		%
Diluted EPS	$	(0.20	)		$	0.28			$	0.23			NM			NM			$	0.65		$	0.94		(31	)	%
Diluted shares (thousands)	265,169				236,340				235,590				12		%	13		%	244,453			235,292			4		%
Period-end shares outstanding (thousands)	326,736				234,231				233,624				39		%	40		%	326,736			233,624			40		%
Cash dividends declared per share	$	0.09			$	0.09			$	0.07			*			29		%	$	0.36		$	0.28		29		%
Balance Sheet Highlights (Period-End)
Total loans, net of unearned income	$	27,658,929			$	20,166,091			$	19,589,520			37		%	41		%
Total deposits	30,629,196				22,099,254				22,672,363				39		%	35		%
Total assets	41,423,388				29,622,636				28,555,231				40		%	45		%
Total liabilities	36,842,900				26,739,085				25,850,147				38		%	43		%
Total equity	4,580,488				2,883,551				2,705,084				59		%	69		%
Asset Quality Highlights
Allowance for loan losses	$	(189,555	)		$	(194,867	)		$	(202,068	)		(3	)	%	(6	)	%
Allowance / period-end loans	0.69			%	0.97			%	1.03			%
Net charge-offs	$	8,312			$	2,390			$	(511	)		NM			NM
Net charge-offs (annualized) / average loans	0.15			%	0.05			%		NM
Non-performing assets (NPA)	$	177,156			$	140,177			$	164,623			26		%	8		%
NPA % (a)	0.61			%	0.66			%	0.80			%
Key Ratios & Other
Return on average assets ("ROA") (quarters are annualized) (b)	(0.58		)	%	0.99			%	0.80			%							0.59		%	0.87		%
Return on average common equity ("ROE") (quarters are annualized) (c)	(6.73		)	%	10.79			%	9.00			%							6.18		%	9.60		%
Return on tangible common equity ("ROTCE") (quarters are annualized) (d)	(8.78		)	%	12.17			%	9.89			%							7.23		%	10.59		%
Net interest margin (e)	3.27			%	3.19			%	3.00			%							3.12		%	2.94		%
Efficiency ratio (f)	92.41			%	73.51			%	74.40			%							76.85		%	72.27		%
Common equity tier 1 ratio ("CET1") (g)	8.68			%	10.04			%	9.94			%
Tier 1 ratio (g)	9.64			%	11.20			%	11.17			%
Market capitalization (millions)	$	6,531.5			$	4,485.5			$	4,674.8

Certain previously reported amounts have been reclassified to agree with current presentation.
NM - Not meaningful * Amount is less than one percent.
(a)  NPAs related to the loan portfolio over period-end loans plus foreclosed real estate and other assets.
(b)  Calculated using net income.
(c)  Calculated using net income available to common shareholders.
(d)  This non-GAAP measure is reconciled to ROE in the non-GAAP to GAAP reconciliation.
(e)  Net interest margin is computed using net interest income adjusted to a fully taxable equivalent ('FTE") basis assuming a statutory federal income tax rate of 35 percent and, where applicable, state income taxes.
(f)   Noninterest expense divided by total revenue excluding securities gains/(losses).
(g)  Current quarter is an estimate; estimate does not include the favorable impact of reclassification from AOCI to retained earnings of approximately $58 million in connection with tax law change per bank regulatory guidance issued on January 18, 2018.

Use of Non-GAAP Measures
Several financial measures in this release are non-GAAP, meaning they are not presented in accordance with generally accepted accounting principles (GAAP) in the U.S. The non-GAAP items presented in this release are adjusted earnings per share ("EPS"), return on tangible common equity ("ROTCE"), adjusted ROTCE, and adjusted return on average assets ("ROA"). These profitability measures are reported to First Horizon’s management and directors through various internal reports. First Horizon’s management believes these measures are relevant to understanding the financial results of First Horizon and its business segments. Non-GAAP measures are not formally defined by GAAP or codified in the federal banking regulations, and other entities may use calculation methods that differ from those used by First Horizon. First Horizon has reconciled each of these measures to a comparable GAAP measure below:

FHN NON-GAAP TO GAAP RECONCILIATION
												Twelve Months Ended
(Dollars and shares in thousands, except per share data)	4Q17				3Q17			4Q16				2017				2016
Average Tangible Common Equity (Non-GAAP)
Average total equity (GAAP)	$	3,506,165			$	2,866,757		$	2,746,828			2,970,308				2,691,478
Less: Average noncontrolling interest (a)	295,431				295,431			295,431				295,431				295,431
Less: Average preferred stock (a)	95,624				95,624			95,624				95,624				95,624
(A) Total average common equity	3,115,110				2,475,702			2,355,773				2,579,253				2,300,423
Less: Average intangible assets (GAAP) (b)	726,958				280,575			213,019				376,306				214,915
(B) Average tangible common equity (Non-GAAP)	$	2,388,152			$	2,195,127		$	2,142,754			2,202,947				2,085,508
Net Income Available to Common Shareholders
(C) Net income/(loss) available to common shareholders (quarters are annualized) (GAAP)	(209,641		)		267,148			212,017				159,315				220,846
Ratios
(C)/(A) Return on average common equity ("ROE") (GAAP)	(6.73		)	%	10.79		%	9.00			%	6.18			%	9.60			%
(C)/(B) Return on average tangible common equity ("ROTCE") (Non-GAAP)	(8.78		)	%	12.17		%	9.89			%	7.23			%	10.59			%
Adjusted Net Income Available to Common ("NIAC")/EPS							2017
(Dollars in Millions)							Pre-tax Income					NIAC			Diluted EPS
Reported (GAAP)								$	308.9			$	159.3		(D)	$	0.65		(c)
Mortgage Repurchase Liability								(20.0		)		(12.4		)
Acquisition Expenses								61.3				38.0
Legal Matters								40.3				29.2
Loss on Equity Securities Repurchase								14.3				8.9
Special Employee Bonuses								9.9				8.2
Tax Reform									N/A			82.0
Capital Loss Valuation/Other									N/A			(42.0		)
Adjusted (Non-GAAP)								$	414.7			$	271.2		(E)	$	1.11		(c)
Adjusted Net Income																2017
(Dollars in Millions)
(F) Net income (GAAP)																$	177.0
Less:  After Tax Impact of Notable Items																(111.8		)
(G) Adjusted net income (Non-GAAP)																$	288.8
Average Assets
(H) Average Assets (GAAP)																$	29,924.8
Average Tangible Common Equity (Non-GAAP)
(I) Average tangible common equity (Non-GAAP)																$	2,202.9
Less: Equity impact for notable items (d)																49.2
(J) Adjusted average tangible common equity (Non-GAAP)																$	2,153.7
Ratios
(F)/(H) Return on Average Assets ("ROA") (GAAP )																0.59			%
(G)/(H) Adjusted ROA (Non-GAAP)																0.96			%
(D)/(I) ROTCE (Non-GAAP)																7.2			%
(E)/(J) Adjusted ROTCE (Non-GAAP)																12.6			%

Numbers may not add to total due to rounding.
(a) Included in Total equity on the Consolidated Balance Sheet.
(b) Includes goodwill and other intangible assets, net of amortization.
(c) Calculated using diluted shares of 244.5 million.
(d) Includes the average annual after-tax impact of $(27.9) million of notable items recognized in second quarter 2017 and $7.1 million of notable items recognized in third quarter 2017.

Conference call

Management will hold a conference call at 8:30 a.m. Central Time today to review earnings and performance trends. There will also be a live webcast accompanied by the slide presentation available in the investor relations section of www.FirstHorizon.com.  The call and slide presentation may involve forward-looking information, including guidance.

Callers wishing to participate may call toll-free starting at 8:15 a.m. CT on Jan. 19 by dialing 888-317-6003 and entering access code 2418560. The number for international participants is 412-317-6061. 

Participants can also listen to the live audio webcast with the accompanying slide presentation through the investor relations section of www.fhnc.com. A replay will be available from noon CT on Jan. 19 until midnight CT on Feb. 3. To listen to the replay, dial 877-344-7529 or 412-317-0088. The access code is 10115517. The event also will be archived and available beginning Jan. 20 by midnight CT in the events and presentations section of http://ir.fhnc.com.

Debt Investor Materials
First Horizon expects to post additional materials for debt investors on February 2 in the investor relations section of www.FirstHorizon.com  First Horizon will also provide these materials to analysts at upcoming meetings. The debt investor materials posted may contain forward-looking statements, including guidance, involving significant risks and uncertainties, which will be identified by words such as "believe," "expect," "anticipate," "intend," "estimate," "should," "is likely," "will," "going forward" and other expressions that indicate future events and trends and may be followed by or reference cautionary statements. A number of factors could cause actual results to differ materially from those in the forward-looking information. These factors are outlined in our most recent earnings press release and in more detail in our most current 10-Q and 10-K reports. First Horizon disclaims any obligation to update any of the forward-looking statements that are made from time to time to reflect future events or developments or changes in expectations.

Disclaimers and Other Information

This communication contains forward-looking statements involving significant risks and uncertainties. A number of important factors could cause actual results to differ materially from those in the forward-looking information. Those factors include general economic and financial market conditions, including expectations of and actual timing and amount of interest rate movements including the slope of the yield curve, competition, ability to execute business plans, geopolitical developments, recent and future legislative and regulatory developments, inflation or deflation, market (particularly real estate market) and monetary fluctuations, natural disasters, customer, investor and regulatory responses to these conditions and items already mentioned in this press release, as well as critical accounting estimates and other factors described in First Horizon's annual report on Form 10-K and other recent filings with the SEC. First Horizon disclaims any obligation to update any such factors or to publicly announce the result of any revisions to any of the forward-looking statements included herein or therein to reflect future events or developments or changes in expectations.

About First Horizon

First Horizon National Corp. (NYSE:FHN) provides financial services through its First Tennessee, Capital Bank, FTB Advisors, and FTN Financial businesses. First Horizon operates more than 350 bank locations across the southern U.S. and 28 FTN Financial offices across the entire U.S. Our banking subsidiary was founded in 1864 and has the 14th oldest national bank charter in the country. Our First Tennessee and Capital Bank brands have the largest deposit market share in Tennessee and one of the highest customer retention rates of any bank in the country. We have been ranked by American Banker as No. 5 among the Top 10 Most Reputable U.S. Banks. Our FTB Advisors wealth management group has over 300 financial advisors and about $30 billion in assets under administration. FTN Financial is a capital markets industry leader in fixed income sales, trading and strategies for institutional customers in the U.S. and abroad. We have been recognized as one of the nation’s best employers by Working Mother and American Banker magazines and the National Association for Female Executives. More information is available at www.FirstHorizon.com.

FHN-G

CONTACT:
First Horizon Investor Relations, Aarti Bowman, (901) 523-4017
First Horizon Media Relations, James Dowd, (901) 523-4305

EX-99.1

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