Td Bank News

Td Bank News

TD Bank News: TD Bank and First Horizon Announce Merger of Equals to Create a Leading U.S.-Based Financial Services Company

TD Bank and First Horizon to Merge

Toronto Dominion Bank ("TD") (TSX and NYSE: TD) and First Horizon Corporation ("First Horizon") (NYSE: FHN) today announced that they have entered into a definitive agreement under which the two companies will merge in a transaction valued at approximately USD $13.4 billion, or USD $25.8 billion including the assumption of First Horizon's debt. The transaction has been unanimously approved by the Boards of Directors of both companies and is expected to close in the first half of 2023, subject to regulatory approvals and other customary closing conditions. "This merger is a bold and transformative step forward in TD's long-term growth strategy in the United States," said Leo Salom, TD's Group President and CEO. "First Horizon is a well-respected regional bank with a strong franchise and a commitment to customer service that aligns well with our own. Together, we will create a leading U.S.-based financial services company with the scale, capabilities, and expertise to deliver exceptional experiences for our customers and drive long-term value for our shareholders." "This transaction is a testament to the strength of First Horizon and the dedication of our talented team," said Bryan Jordan, First Horizon's President and CEO. "In TD, we have found a partner that shares our values and our unwavering commitment to our customers, employees, and communities. We are excited about the opportunities this merger will create for our stakeholders and look forward to working with TD to build a stronger, more innovative financial institution." Under the terms of the agreement, First Horizon shareholders will receive 1.14 TD common shares for each share of First Horizon common stock they own. Based on TD's closing share price on January 13, 2023, the transaction implies a price of USD $25.00 per First Horizon share, representing a premium of approximately 23% to First Horizon's unaffected closing share price on January 13, 2023. Upon completion of the merger, TD will have approximately 1,560 branches and 2,200 ATMs across the United States, serving approximately 10 million customers. The combined company will have approximately USD $436 billion in assets, USD $369 billion in loans, and USD $333 billion in deposits. The transaction is expected to generate significant cost synergies, with annualized pre-tax run-rate synergies of approximately USD $610 million expected to be fully realized by 2025. TD expects to achieve these synergies through a combination of revenue enhancements and expense reductions, including branch and back-office optimization, technology consolidation, and procurement savings. TD has a strong track record of successfully integrating acquisitions, having completed 15 acquisitions in the United States since 2005. The company is committed to a smooth transition for First Horizon customers, employees, and communities, and plans to maintain a significant presence in both the Carolinas and Tennessee. The merger is subject to customary closing conditions, including the receipt of regulatory approvals and the approval of First Horizon's shareholders. The transaction is expected to close in the first half of 2023.

Benefits of the Merger

The merger of TD and First Horizon will create a leading U.S.-based financial services company with the scale, capabilities, and expertise to deliver exceptional experiences for customers and drive long-term value for shareholders. The combined company will have: * A strong presence in attractive and growing markets with approximately 10 million customers and 1,560 branches across the United States. * A broad range of products and services to meet the needs of customers, including retail, commercial, and wealth management. * Enhanced scale and capabilities to drive innovation and customer-centric solutions. * A commitment to providing excellent customer service and giving back to the communities it serves. * Significant cost synergies, with annualized pre-tax run-rate synergies of approximately USD $610 million expected to be fully realized by 2025.

Conclusion

The merger of TD and First Horizon is a transformative step forward in TD's long-term growth strategy in the United States. The combined company will create a leading U.S.-based financial services company with the scale, capabilities, and expertise to deliver exceptional experiences for customers and drive long-term value for shareholders.