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Genpass Inc. to acquire Money Belt ATM network

February 20, 2002

MEMPHIS, Tenn. -- Genpass Inc., owner and operator of the MoneyMaker network, has announced an agreement with First Tennessee Bank National Assoc., a subsidiary of First Tennessee National Corp. (NYSE:FTN), to acquire First Tennessee's Money Belt ATM network.

The acquisition includes the Money Belt brand and its businesses - including the operating of ATMs for other financial institutions - but does not include 485 ATMs owned by First Tennessee. The transaction, which is expected to close before Dec. 31, is subject to necessary approvals and is expected to result in a pre-tax gain to First Tennessee of approximately $32 million.

Money Belt, which operates in 10 states including Tennessee, Arkansas, Louisiana and Mississippi, is ranked as the 17th largest ATM network in the U.S. Money Belt serves more than 800,000 cardholders and its network supports 817 ATMs owned by the 242 financial institutions in the network.

First Tennessee will continue to be a member of the Money Belt network and will continue to carry the Money Belt brand on its 485 ATMs. First Tennessee will also continue to sell Money Belt services through its financial institutions division. In order to serve the network's participants, Genpass Inc. will continue to use the Money Belt brand for the network and will keep the executive offices and current staff in Memphis.

The MoneyMaker ATM network is ranked fourth in ATM driving and seventh in transaction switching in the country and drives more than 16,000 ATMs in 50 states processing more than 220 million transactions annually. The network's customers include more than 500 financial services providers, independent sales organizations, merchants and other consumer businesses. Genpass Inc. also owns and operates Genpass Service Solutions Inc., a national independent ATM service company with more than 350 banking, credit union, retailer and corporate customers.

Genpass Inc. is owned by the private equity firm of GTCR Golder Rauner LLC. GTCR currently manages more than $4 billion in equity capital invested in a broad range of companies and industries, including transaction processing, information technology services, financial services and marketing services.

First Tennessee National Corp. has assets of $19.2 billion and is one of the 50 largest bank holding companies in the United States in asset size and market capitalization.


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