8-KOther EventsExhibits & Filings

TRUIST FINANCIAL CORP 8-K Report, Corporate Update (Mar 3, 2020)

Filed March 3, 2020For Securities:TFCTFC-POTFC-PRTFC-PI

Summary

This Truist Financial Corp. (TFC) 8-K filing, dated March 2, 2020, primarily serves to provide updated and supplemental financial information related to the previously completed merger of equals between BB&T Corporation and SunTrust Banks, Inc. The filing incorporates key historical financial statements of SunTrust and unaudited pro forma combined financial statements, offering investors a clearer picture of the combined entity's financial standing as if the merger had occurred earlier. Specifically, this report includes audited consolidated financial statements for SunTrust for the years ended December 31, 2018 and 2017, along with unaudited financial statements for the nine months ended September 30, 2019 and 2018. Crucially, it also presents unaudited pro forma combined statements of income for the year ended December 31, 2019, reflecting the merger's impact. This information is intended to update registration statements and provide a more comprehensive view for investors assessing the financial trajectory post-merger.

Key Highlights

  • 1The 8-K filing provides essential historical financial data for SunTrust Banks, Inc., for the fiscal years 2018 and 2017.
  • 2Unaudited financial statements for SunTrust covering the nine-month periods ending September 30, 2019, and 2018, are included.
  • 3The filing incorporates unaudited pro forma condensed combined statements of income for the year ended December 31, 2019, giving effect to the merger as if it occurred on January 1, 2019.
  • 4This report supplements registration statements and aims to provide investors with a consolidated view of the combined entity's financial performance.
  • 5The information is intended to facilitate investor understanding of the financial implications of the merger between BB&T and SunTrust.
  • 6Exhibit 99.1 contains the audited consolidated financial statements and auditor's report for SunTrust for the years ended Dec 31, 2018, and 2017.
  • 7Exhibit 99.2 provides the unaudited consolidated financial statements for SunTrust as of September 30, 2019, and for the related nine-month periods.

Frequently Asked Questions

The main purpose of this 8-K filing is to provide updated and supplementary financial information for Truist Financial Corp. following its merger of equals with SunTrust Banks, Inc. It includes historical financial statements of SunTrust and pro forma combined statements to give investors a clearer view of the merged entity's financial position and performance.

The filing includes historical audited consolidated financial statements for SunTrust for the years ended December 31, 2018, and 2017, as well as historical unaudited consolidated financial statements for the nine months ended September 30, 2019, and 2018.

Pro forma combined statements show how the combined company's financial statements would have looked if the merger had occurred at an earlier date (January 1, 2019, in this case). They are important for investors to understand the potential financial impact and ongoing performance of the merged entity, Truist, as if it had been operating as one company for the entire reported period.

The detailed financial statements are provided as exhibits to this 8-K filing. Exhibit 99.1 contains SunTrust's historical audited financial statements for 2018 and 2017. Exhibit 99.2 contains SunTrust's historical unaudited financial statements for the nine months ended September 30, 2019, and 2018. Exhibit 99.3 contains the unaudited pro forma combined statements of income for the year ended December 31, 2019.