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First Horizon and Capital Bank agree to sell 2 branches to Apex Bank

MEMPHIS, Tenn., Nov. 17, 2017 (GLOBE NEWSWIRE) -- First Horizon National Corp. (NYSE:FHN) (“First Horizon”) and Capital Bank Financial Corp. (NASDAQ:CBF) (“Capital Bank Financial”) announced today that, in connection with their proposed merger, Capital Bank Corporation (“Capital Bank”) will sell two branches in Greene County, totaling approximately $34 million in deposits and $2.5 million in loans, to Apex Bank, a Tennessee banking corporation. Apex Bank’s purchase includes both branches slated for divestiture under First Horizon’s agreement with the United States Department of Justice and commitments to the Board of Governors of the Federal Reserve System, which were entered into in connection with a customary review of First Horizon’s pending merger with Capital Bank Financial.

Apex Bank has $517 million in assets and currently operates 11 branches in Tennessee, including two branches in Greene County. Apex Bank expects to retain all current branch employees when the purchase closes.

Under the agreement, Apex Bank agreed to purchase the following Capital Bank branches in Greene County:

Branch Address
Towne Square 255 West Summer Street
Greeneville, TN 37743

Baileyton 560 Van Hill Road
Greeneville, TN 37745

The divestiture transaction is subject to completion of the First Horizon and Capital Bank Financial merger, the receipt of customary regulatory approvals by Apex Bank, and satisfaction of customary closing conditions.

Barclays Capital Inc. served as financial advisor and Sullivan & Cromwell LLP served as legal counsel to First Horizon. Wachtell Lipton Rosen & Katz served as legal counsel to Capital Bank Financial.

Forward-Looking Statements

This communication contains certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 with respect to our beliefs, plans, goals, expectations, and estimates. Forward-looking statements are not a representation of historical information, but instead pertain to future operations, strategies, financial results or other developments. The words “believe,” “expect,” “anticipate,” “intend,” “estimate,” “should,” “is likely,” “will,” “going forward,” and other expressions that indicate future events and trends identify forward-looking statements.

Forward-looking statements are necessarily based upon estimates and assumptions that are inherently subject to significant business, operational, economic and competitive uncertainties and contingencies, many of which are beyond the control of First Horizon and Capital Bank Financial, and many of which, with respect to future business decisions and actions, are subject to change. Examples of uncertainties and contingencies include, among other important factors: global, general, and local economic and business conditions, including economic recession or depression; expectations of and actual timing and amount of interest rate movements, including the slope and shape of the yield curve, which can have a significant impact on a financial services institution; market and monetary fluctuations, including fluctuations in mortgage markets; inflation or deflation; customer, investor, competitor, regulatory, and legislative responses to any or all of these conditions; demand for First Horizon’s and Capital Bank Financial’s product offerings; the actions of the Securities and Exchange Commission (SEC), the Financial Accounting Standards Board (FASB), the Office of the Comptroller of the Currency (OCC), the Board of Governors of the Federal Reserve System (Federal Reserve), the Federal Deposit Insurance Corporation (FDIC), the Financial Industry Regulatory Authority (FINRA), the U.S. Department of the Treasury (Treasury), the Municipal Securities Rulemaking Board (MSRB), the Consumer Financial Protection Bureau (CFPB), the Financial Stability Oversight Council (FSOC), the Public Company Accounting Oversight Board (PCAOB), and other regulators and agencies; pending, threatened, or possible future regulatory, administrative, and judicial outcomes, actions, and proceedings; current or future Executive orders; changes in laws and regulations applicable to First Horizon and Capital Bank Financial; the possibility that the proposed transaction will not close when expected or at all because conditions to the closing are not satisfied on a timely basis or at all; the possibility that the anticipated benefits of the transaction will not be realized when expected or at all, including as a result of the impact of, or problems arising from, the integration of the two companies or as a result of the strength of the economy and competitive factors in the areas where First Horizon and Capital Bank Financial do business; the possibility that the transaction may be more expensive to complete than anticipated, including as a result of unexpected factors or events; diversion of management’s attention from ongoing business operations and opportunities; potential adverse reactions or changes to business or employee relationships, including those resulting from the announcement or completion of the transaction; First Horizon’s and Capital Bank Financial’s success in executing their respective business plans and strategies and managing the risks involved in the foregoing; and other factors that may affect future results of First Horizon and Capital Bank Financial.

Additional factors that could cause results to differ materially from those contemplated by forward-looking statements can be found in First Horizon’s Annual Report on Form 10-K for the year ended December 31, 2016, and in its subsequent Quarterly Reports on Form 10-Q filed with the SEC and available in the “Investor Relations” section of First Horizon’s website, http://www.firsthorizon.com, under the heading “SEC Filings” and in other documents First Horizon files with the SEC, and in Capital Bank Financial’s Annual Report on Form 10-K for the year ended December 31, 2016 and in its subsequent Quarterly Reports on Form 10-Q, including for the quarters ended March 31, 2017, June 30, 2017 and September 30, 2017, filed with the SEC and available in the “Investor Relations” section of Capital Bank Financial’s website, www.CapitalBank-US.com, under the heading “Financials & Filings” and in other documents Capital Bank Financial files with the SEC.

Important Other Information

In connection with the pending merger of First Horizon with Capital Bank Financial, First Horizon has filed with the SEC a Registration Statement on Form S-4 (No. 333-219052), which was declared effective on July 28, 2017, a Joint Proxy Statement/Prospectus dated July 28, 2017, as well as other relevant documents concerning the pending merger of First Horizon with Capital Bank Financial. SHAREHOLDERS OF CAPITAL BANK FINANCIAL AND FIRST HORIZON ARE URGED TO READ THE REGISTRATION STATEMENT AND THE JOINT PROXY STATEMENT/PROSPECTUS AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC REGARDING THE MERGER, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY DO AND WILL CONTAIN IMPORTANT INFORMATION. Shareholders may obtain a free copy of the Joint Proxy Statement/Prospectus, as well as other filings containing information about First Horizon and Capital Bank Financial, without charge, at the SEC’s website (http://www.sec.gov). Copies of the Joint Proxy Statement/Prospectus and the filings with the SEC that will be incorporated by reference in the Joint Proxy Statement/Prospectus can also be obtained, without charge, by directing a request to Clyde A. Billings, Jr., First Horizon National Corporation, 165 Madison, 13th Floor, Memphis, TN 38103, telephone (901) 523-5679, or Capital Bank Financial Corp., Attention: Secretary, 4725 Piedmont Row Drive, Suite 110, Charlotte, NC 28210.

About First Horizon
The 4,300 employees of First Horizon National Corp. (NYSE:FHN) provide financial services through more than 160 bank locations across Tennessee and the southern U.S. and 28 FTN Financial offices across the U.S. The company was founded in 1864 and has the 14th oldest national bank charter in the country. First Tennessee, No. 5 on American Banker’s Top 10 Most Reputable U.S. Banks, has the largest deposit market share in Tennessee and one of the highest customer retention rates of any bank in the country. FTN Financial is an industry leader in fixed income sales, trading and strategies for institutional customers in the U.S. and abroad. First Horizon has been recognized as one of the nation's best employers by Working Mother and American Banker. More information is available at www.FirstHorizon.com.

About Capital Bank
Capital Bank Financial is a bank holding company, formed in 2009 to create a premier regional banking franchise in the southeastern United States. Capital Bank Financial is the parent of Capital Bank Corporation, a State of North Carolina chartered financial institution with $10.1 billion in total assets as of September 30, 2017, and 178 full-service banking offices throughout Florida, North and South Carolina, Tennessee, and Virginia. To learn more about Capital Bank Financial, please visit www.capitalbank-us.com.

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Contacts

First Horizon
Investor Relations Aarti Bowman (901)523-4017 AAGoorha@FirstHorizon.com
Media Relations James Dowd (901)523-4305 JEDowd@FirstHorizon.com

Capital Bank
Investor Relations Kenneth A. Posner (212)399-4020 KPosner@CBFCorp.com

Source:First Horizon National Corporation