Filed by Union Planters Corporation
Pursuant to Rule 425 under the Securities Act of 1933 and
deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934
Subject Companies: Union Planters Corporation (Commission File No. 1-10160)
Regions Financial Corporation (Commission File No. 0-6159)
The following is an email message to employees of Union Planters Corporation
from Jackson W. Moore, Chairman, President and Chief Executive Officer of Union
Planters Corporation:
A message from Jack Moore:
It is with great excitement that I announce our agreement to partner with
Regions Financial Corp. in creating a new regional force in banking and
financial services. Union Planters and Regions are joining forces to build an
organization that will create many opportunities for you, our customers,
communities and shareholders. Our combined companies will create the 12th
largest bank holding company in the United States, with total assets of $81
billion. We will now enjoy the No. 1 market position in the mid-South region of
Alabama, Arkansas, Georgia, Louisiana, Mississippi and Tennessee. In addition,
the new company will have significant market share and branch coverage in other
high growth markets.
This move is a smart one because it's a natural evolution in the growth of both
companies. We will expand our customer base from 2.5 to 5.1 million customers in
15 states. In addition, we will nearly double our branch and ATM network with
1,400 banking centers and 1,700 ATMs. This growth will provide greater
convenience and broader choices for customers, expanded opportunities for our
associates and significant benefits for shareholders of both companies. The
strength of this partnership will reinforce common cultures and best practices
in both Regions and Union Planters.
I know that many of you will ask, "What's going to change?" While many of these
details have to be worked out once the legal part of the merger is finalized, we
do know several things already. First, once the merger is completed, our name
will be Regions. Carl E. Jones Jr., Regions' current chairman and CEO, will be
chairman and chief executive officer of the combined company until he retires in
June 2005. He will continue his role as chairman of the board until June 2006.
When the merger occurs, I will be the president of the combined company and
become CEO when Carl retires in June 2005 and assume the additional role of
chairman in June 2006.
We expect the number of associates affected overall will be minimal because of
our limited branch overlap. As I mentioned earlier, we can expect the growth of
the combined company to lead to expanded career opportunities for our
associates.
I am extremely proud of you and the dedication you have given Union Planters.
It's because of you that we have a rich 134-year history of serving our
customers and communities. I look forward to what our two organizations can
accomplish together. I am confident this partnership will create both a new
force in banking and financial services and very bright future.
To review the press release announcing this merger, access UPNet or our Web site
www.upbna.com. If you receive media calls regarding this announcement, please
refer all calls to Media Relations at (901) 580-5344.
Associates may call 1-877-375-1346 to hear a message from me regarding this
partnership.
# # #
Stockholders are urged to read the joint proxy statement/prospectus
regarding the proposed transaction when it becomes available, because it will
contain important information. Stockholders will be able to obtain a free copy
of the joint proxy statement/prospectus, as well as other filings containing
information about Regions and Union Planters, without charge, at the Securities
and Exchange Commission's Internet site www.sec.gov. Copies of the joint proxy
statement/prospectus and the filings with the Securities and Exchange Commission
that will be incorporated by reference in the joint proxy statement/prospectus
can also be obtained, without charge, by directing a request to Jenifer M.
Goforth, Regions Financial Corporation, P. O. Box 10247, Birmingham, AL
35202-0247, telephone: 205/244-2823 or to Richard W. Trigger, Union Planters
Corporation, 6200 Poplar Ave., Memphis, TN 38119, telephone: 901/580-5977. The
respective directors and executive officers of Regions and Union Planters and
other persons may be deemed to be participants in the solicitation of proxies in
respect of the proposed merger. Information regarding Regions' directors and
executive officers is available in its proxy statement filed with the Securities
and Exchange Commission by Regions on April 16, 2003, and information regarding
Union Planters' directors and executive officers is available in its proxy
statement filed with the Securities and Exchange Commission by Union Planters on
March 7, 2003. Other information regarding the participants in the proxy
solicitation and a description of their direct and indirect interest, by
security holdings or otherwise, will be contained in the joint proxy
statement/prospectus and other relevant materials to be filed with the
Securities and Exchange Commission when they become available.