First Horizon National CorporationUnderwriting Agreement • May 26th, 2020 • 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”), (i) an aggregate of $450,000,000 principal amount of its 3.550% Senior Notes due 2023 (the “2023 Notes”) and (ii) an aggregate of $350,000,000 principal amount of its 4.000% Senior Notes due 2025 (the “2025 Notes” and, together with the 2023 Notes, the “Securities”). The Securities 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”).
May 26, 2020Underwriting Agreement • May 26th, 2020 • First Horizon National Corp • National commercial banks
In connection with the issuance and sale of (i) $450,000,000 aggregate principal amount of 3.550% Senior Notes due 2023 and (ii) $350,000,000 aggregate principal amount of 4.000% Senior Notes due 2025 (together, the “Notes”) of First Horizon National Corporation, a Tennessee corporation (the “Company”), pursuant to the Underwriting Agreement, dated May 20, 2020, between the Company and Morgan Stanley & Co. LLC, Barclays Capital Inc., FHN Financial Securities Corp., Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC, 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:
SUPPLEMENTAL INDENTURE NO. 1Supplemental Indenture • May 26th, 2020 • First Horizon National Corp • National commercial banks • New York
THIS SUPPLEMENTAL INDENTURE NO. 1 (this “Supplemental Indenture”) is made as of May 26, 2020 between First Horizon National Corporation, a corporation duly organized and existing under the laws of the State of Tennessee (herein called the “Company”), having its principal office at 165 Madison Avenue, Memphis, Tennessee 38103, and The Bank of New York Mellon Trust Company, N.A., a national banking association duly organized and existing under the laws of the United States of America, as Trustee (herein called the “Trustee”).
May 26, 2020Underwriting Agreement • May 26th, 2020 • First Horizon National Corp • National commercial banks
In connection with the issuance and sale of (i) $450,000,000 aggregate principal amount of 3.550% Senior Notes due 2023 and (ii) $350,000,000 aggregate principal amount of 4.000% Senior Notes due 2025 (together, the “Notes”) of First Horizon National Corporation, a Tennessee corporation (the “Company”), pursuant to the Underwriting Agreement, dated May 20, 2020, between the Company and Morgan Stanley & Co. LLC, Barclays Capital Inc., FHN Financial Securities Corp., Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC, as the Representatives of the several Underwriters listed therein, we have examined such corporate records, certificates and other documents, and such questions of law, as we have considered necessary or appropriate for the purposes of this opinion. The Notes were issued pursuant to an Indenture, dated as of December 20, 2010, as supplemented by the Supplemental Indenture No. 1, dated as of May 26, 2020 (together, the “Indenture”), between the Company and The Bank of Ne
