8-KOther EventsExhibits & Filings

TRUIST FINANCIAL CORP 8-K Report, Corporate Update (Jun 12, 2019)

Filed June 12, 2019For Securities:TFCTFC-POTFC-PRTFC-PI

Summary

This 8-K filing from TRUIST FINANCIAL CORP (TFC), formerly BB&T Corporation, on June 12, 2019, announces significant developments concerning the merger of equals with SunTrust Banks, Inc. The key takeaway for investors is the official unveiling of the combined entity's name: Truist Financial Corporation. This marks a crucial step in the integration process, signaling progress towards the formation of a new, larger financial institution. Furthermore, the filing confirms the selection of Charlotte, North Carolina, specifically 214 Tryon St., as the new corporate headquarters for Truist. This decision has strategic implications for the operational and administrative structure of the combined company. Investors should note that this report also references forward-looking statements and provides details on where to access further information regarding the merger, including the Form S-4 registration statement and joint proxy statement/prospectus, which are essential documents for understanding the transaction's details and risks.

Key Highlights

  • 1The combined company resulting from the merger of BB&T and SunTrust will be named Truist Financial Corporation.
  • 2The corporate headquarters for the new entity will be located at 214 Tryon St., Charlotte, North Carolina.
  • 3This filing confirms the official naming of the merged entity, a key milestone in the integration process.
  • 4The report includes standard forward-looking statements, outlining potential risks and uncertainties associated with the merger and integration.
  • 5Investors are directed to review the Form S-4 registration statement and joint proxy statement/prospectus for comprehensive information about the transaction.
  • 6The filing reiterates that the transaction is a merger of equals between BB&T and SunTrust.

Frequently Asked Questions

The combined company resulting from the merger of equals between BB&T and SunTrust will be named Truist Financial Corporation.

The corporate headquarters for Truist Financial Corporation will be located at 214 Tryon St., Charlotte, North Carolina.

Investors can find more detailed information about the merger in the Form S-4 registration statement and the joint proxy statement/prospectus filed with the SEC. These documents, along with other filings, are available on the SEC's website (www.sec.gov) and the respective websites of BB&T (www.bbt.com) and SunTrust (www.suntrust.com).

The filing mentions several potential risks, including the possibility of the merger agreement being terminated, legal proceedings, delays in completing the transaction, failure to obtain necessary regulatory or shareholder approvals, the risk that the anticipated benefits of the merger are not realized, higher than expected transaction costs, diversion of management attention, adverse reactions to the transaction, and challenges in integrating the two companies successfully.