May 22, 2017 (Shareholders Foundation) - An investigation on behalf of investors, who currently hold shares of Capital Bank Financial Corp (NASDAQ:CBF), was announced concerning whether the takeover of Capital Bank Financial Corp. by First Horizon National Corp for a value of approximately $40.835 per share is unfair to NASDAQ:CBF stockholders.

The investigation by a law firm concerns whether certain officers and directors of Capital Bank Financial Corp breached their fiduciary duties owed to NASDAQ:CBF investors in connection with the proposed acquisition.

On May 04, 2017, First Horizon National Corp. (NYSE:FHN) and Capital Bank Financial Corp (NASDAQ:CBF) have entered into an agreement that will create the fourth largest regional bank in the Southeast.

Under the agreement First Horizon, which has $30 billion in assets, will acquire Capital Bank Financial Corp (NASDAQ:CBF), which has $10 billion in assets. Under the agreement, each holder of Capital Bank Financial Corp (NASDAQ:CBF) common stock will be entitled to receive cash or stock with a value equivalent to 1.750 First Horizon shares and $7.90 in cash for each Capital Bank Financial Corp (NASDAQ:CBF) share held, subject to the election allocation and proration provisions of the merger agreement. Based on May 3, 2017 closing prices, that values the Capital Bank Financial Corp (NASDAQ:CBF) shares at $40.835 per share.

However, given that at least one analyst has set the high target price for NASDAQ:CBF shares at $50.00 per share, the investigation concerns whether the offer is unfair to NASDAQ:CBF stockholders. More specifically, the investigation concerns whether the Capital Bank Financial Board of Directors undertook an adequate sales process, adequately shopped the company before entering into the transaction, maximized shareholder value by negotiating the best price, and acted in the shareholders' best interests in connection with the proposed sale.

Capital Bank Financial Corp reported that its net Income rose from $38.84 million in 2013 to $58.16 million in 2016. Shares of Capital Bank Financial Corp (NASDAQ:CBF) grew from $15.35 per share in February 2013 to as high as $44.05 per share in March 2017.