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Trustmark to offer common stock

JACKSON — Trustmark Corporation is making an underwritten public offering of approximately $100 million of its common stock. In connection with the offering, the underwriters will have a 30-day option to purchase up to an additional $15 million of common stock to cover over-allotments, if any.

Upon completion of this offering, Trustmark intends to notify the U.S. Treasury of its intent to redeem all 215,000 shares of its outstanding Fixed Rate Cumulative Perpetual Preferred Stock, Series A. The approval of the U.S. Treasury and the company’s banking regulators is required for the redemption of the Series A Preferred Stock. Trustmark has consulted its banking regulators as to its intent to redeem the Series A Preferred Stock, and the company understands that the U.S. Treasury will also consult these regulators upon receipt of notice from the company of its intent to so redeem. The company can make no assurances as to when, or if, it will receive such approvals. If the company receives such approvals, it expects to fund a portion of such redemption with the net proceeds of the offering. To the extent the company does not use the net proceeds of the offering to redeem the Series A Preferred Stock, it will use the net proceeds for general corporate purposes.

If Trustmark redeems the Series A Preferred Stock, it also intends to seek agreement with the U.S. Treasury to repurchase the warrant to purchase 1,647,931 shares of common stock issued to the U.S. Treasury under its Capital Purchase Program. In order to effect this repurchase, the Company must reach agreement with the U.S. Treasury on the fair market value of the warrant. The company can make no assurances as to whether it will in fact reach such agreement and, if so, at what price.

Trustmark has filed a registration statement, including a prospectus and a related prospectus supplement, with the Securities and Exchange Commission for the offering.

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