First Horizon National CorporationUnderwriting Agreement • October 30th, 2015 • First Horizon National Corp • National commercial banks • New York
First Horizon National Corporation, a Tennessee corporation (the “Company”), proposes to issue and sell to the underwriters named in Schedule A annexed hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of $500,000,000 principal amount of its 3.500% Senior Notes due 2020 (the “Securities”). The Senior Notes will be issued under an indenture, dated as of December 20, 2010 (the “Indenture”), between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”).
October 30, 2015Indenture • October 30th, 2015 • First Horizon National Corp • National commercial banks
October 30, 2015Underwriting Agreement • October 30th, 2015 • First Horizon National Corp • National commercial banks
In connection with the issuance and sale of $500,000,000 aggregate principal amount of 3.500% Senior Notes due 2020 (the “Notes”) of First Horizon National Corporation, a Tennessee corporation (the “Company”), pursuant to the Underwriting Agreement, dated October 26, 2015, between the Company and Morgan Stanley & Co. LLC, Barclays Capital Inc., Goldman, Sachs & Co., and FTN Financial Securities Corp., as the Representatives of the several Underwriters listed therein, I (or counsel acting under my supervision) have examined such corporate records, certificates and other documents, and such questions of law, as I (or counsel acting under my supervision) have considered necessary or appropriate for the purposes of this opinion. Upon the basis of such examination, it is my opinion that:
