DALLAS--(BUSINESS WIRE)--
Hilltop Holdings Inc. (NYSE: HTH) (“Hilltop”) today announced financial
results for the first quarter 2015. Hilltop produced income to common
stockholders of $113.4 million, or $1.13 per diluted share, for the
first quarter of 2015, compared to $23.8 million, or $0.26 per diluted
share, for the first quarter of 2014. Hilltop’s annualized return on
average assets and return on average equity for the first quarter of
2015 were 3.72% and 27.27%, respectively. The return on average assets
and return on average equity for the first quarter of 2014 were 1.14%
and 7.65%, respectively.
Jeremy Ford, CEO of Hilltop, said, “We are excited to report strong
results for the first quarter of 2015, which reflects purchase
accounting related to the SWS acquisition, as well as favorable
operating earnings from our subsidiaries. PlainsCapital Bank generated
loan growth in its key markets, PrimeLending increased its mortgage
originations year-over-year by 51%, and National Lloyds achieved an 82%
combined ratio.”
Mr. Ford continued, “With the completion of our acquisition of SWS, this
marks the initial quarter to include the operations of SWS in our
consolidated results. The leadership team and employees of First
Southwest and Southwest Securities have worked diligently and continue
to make significant progress towards a full integration.”
Mr. Ford concluded, “Since 2011, Hilltop has grown from $925 million to
$12.6 billion in assets through three key acquisitions as well as
prudent organic growth. We continue to evaluate M&A opportunities to
build our core banking franchise in Texas and remain focused on
delivering profitable long-term results.”
First Quarter 2015 Highlights for Hilltop:
-
On January 1, 2015, Hilltop completed its acquisition of SWS;
-
Hilltop’s total assets increased to $12.6 billion at March 31, 2015,
compared to $9.2 billion at December 31, 2014;
-
Total stockholders’ equity increased by $321.1 million from December
31, 2014 to $1.8 billion at March 31, 2015;
-
Non-covered loans1 held for investment, net of allowance
for loan losses, increased by 23.5% to $4.8 billion, and covered loans1,
net of allowance for loan losses, decreased by 13.7% to $550.6 million
from December 31, 2014 to March 31, 2015;
-
Loans held for sale decreased by 7.2% to $1.2 billion, from December
31, 2014 to March 31, 2015;
-
Total deposits increased by $759.4 million from December 31, 2014 to
$7.1 billion at March 31, 2015;
-
Hilltop was well-capitalized with a Tier 1 Leverage Ratio2
of 12.68% and Total Capital Ratio of 20.82% at March 31, 2015; and
-
Hilltop continues to retain approximately $58.9 million of freely
usable cash, as well as excess capital at our subsidiaries, at March
31, 2015.
For the first quarter of 2015, consolidated taxable equivalent net
interest income was $94.2 million compared with $86.0 million in the
first quarter of 2014, a 9.5% increase, primarily due to the inclusion
of operations acquired in the SWS Merger within our broker-dealer
segment. The consolidated taxable equivalent net interest margin was
3.53% for the first quarter of 2015, a 109 basis point decrease from
4.62% in the first quarter of 2014, impacted by the securities lending
business acquired in the SWS Merger. During the first quarter of 2015,
the consolidated taxable equivalent net interest margin was 69 basis
points greater due to purchase accounting and driven mainly by accretion
of discount on loans of $17.0 million, offset by amortization of premium
on acquired securities of $0.9 million.
For the first quarter of 2015, noninterest income was $354.4 million
compared to $170.1 million in the first quarter of 2014, a 108.3%
increase. The year-over-year change included the recognition of a
preliminary bargain purchase gain related to the SWS Merger of $82.8
million during the quarter ended March 31, 2015. Net gains from sale of
loans, other mortgage production income and mortgage loan origination
fees increased $43.7 million from the first quarter of 2014 to $135.1
million in the first quarter of 2015. The increase was primarily driven
by a decline in mortgage interest rates during the last three quarters
of 2014 that continued into 2015. Refinancing volume increased to $1.1
billion during the three months ended March 31, 2015 from $397.4 million
during the three months ended March 31, 2014 (representing 40.0% and
21.3%, respectively, of total loan origination volume). Home purchases
volume during the three months ended March 31, 2015 and 2014 was $1.7
billion and $1.5 billion, respectively, a 15.0% increase. Improvement in
the mortgage origination segment was partially offset by changes in the
fair value of the MSR asset and the related derivatives, which resulted
in a loss of $5.0 million during the three months ended March 31, 2015.
Net insurance premiums earned decreased to $39.6 million in the first
quarter of 2015 from $40.3 million in the first quarter of 2014, which
was primarily attributable to previously discussed efforts to manage and
diversify its business concentrations and products to minimize the
effects of future weather-related events. Advisory fees and commissions
from our broker-dealer segment increased $46.6 million to $68.0 million
in the first quarter of 2015, primarily due to the operations acquired
in the SWS Merger as well as increased volumes in our non-profit housing
program and on higher revenues from advising public finance clients.
For the first quarter of 2015, noninterest expense was $314.5 million
compared to $212.6 million in the first quarter of 2014, a 47.9%
increase. Employees’ compensation and benefits increased $76.1 million,
or 71.5%, to $182.6 million in the first quarter of 2015, primarily due
to operations acquired in the SWS Merger as well as increased variable
compensation tied to the mortgage origination and broker-dealer
segments. Loss and loss adjustment expenses increased to $18.9 million
in the first quarter of 2015 from $18.3 million in the first quarter of
2014, while policy acquisition and other underwriting expenses remained
unchanged at $11.7 million during the first quarter of 2015 compared to
the same quarter a year ago. Occupancy and equipment expense increased
by $2.8 million from the first quarter of 2014 to $29.2 million in the
first quarter of 2015 and other noninterest expense increased by $22.3
million from the first quarter of 2014 to $72.2 million in the first
quarter of 2015. Amortization of identifiable intangibles from purchase
accounting was $2.8 million for the first quarter of 2015. In connection
with the SWS Merger, we incurred $5.6 million in pre-tax transaction
costs and pre-tax integration related costs associated with employee
expenses and professional fees were $4.0 million and $0.4 million,
respectively, during the three months ended March 31, 2015.
For the first quarter of 2015, the provision for loan losses was $2.7
million, compared to $3.2 million for the first quarter of 2014. The
first quarter of 2015 provision was comprised of charges relating to
newly originated loans and acquired loans without credit impairment at
acquisition of $3.4 million, partially offset by the recapture of
charges on purchased credit impaired (“PCI”) loans of $0.7 million. Net
charge-offs on non-covered loans for the first quarter of 2015 were $0.5
million, and the allowance for non-covered loan losses was $39.4
million, or 0.81% of total non-covered loans at March 31, 2015.
Non-covered, non-performing assets at March 31, 2015 were $32.8 million,
or 0.26% of total assets, compared to $23.2 million, or 0.25% of total
assets, at December 31, 2014.
Senior Notes Offering
On April 9, 2015, Hilltop completed an offering of $150.0 million
aggregate principal amount of its 5% senior notes due 2025 (“Senior
Notes”) in a private offering that was exempt from the registration
requirements of the Securities Act of 1933, as amended (the “Securities
Act”). The Senior Notes were offered within the United States only to
qualified institutional buyers pursuant to Rule 144A under the
Securities Act, and to persons outside of the United States under
Regulation S under the Securities Act. The Senior Notes were issued
pursuant to an indenture, dated as of April 9, 2015, by and between
Hilltop and U.S. Bank National Association, as trustee. The net proceeds
from the offering, after deducting estimated fees and expenses and the
initial purchaser’ discounts, were approximately $148 million. Hilltop
used the net proceeds of the offering to redeem all of Hilltop’s
outstanding Non-Cumulative Perpetual Preferred Stock, Series B at an
aggregate liquidation value of $114.1 million, plus accrued but unpaid
dividends of $0.4 million and Hilltop will utilize the remainder for
general corporate purposes.
|
|
| Condensed Balance Sheet |
| March 31, |
| December 31, |
| September 30, |
| June 30, |
| March 31, |
| ($000s) |
| 2015 |
| 2014 |
| 2014 |
| 2014 |
| 2014 |
|
Cash and due from banks
| |
694,108
| | |
782,473
| | |
635,933
| | |
673,972
| | |
889,950
| |
|
Securities
| |
1,363,157
| | |
1,109,461
| | |
1,332,342
| | |
1,328,716
| | |
1,329,690
| |
|
Loans held for sale
| |
1,215,308
| | |
1,309,693
| | |
1,272,813
| | |
1,410,873
| | |
887,200
| |
|
Non-covered loans, net of unearned income
| |
4,834,687
| | |
3,920,476
| | |
3,768,843
| | |
3,714,837
| | |
3,646,946
| |
|
Allowance for non-covered loan losses
| | (39,365 | ) | | (37,041 | ) | | (39,027 | ) | | (36,431 | ) | | (34,645 | ) |
|
Non-covered loans, net
| |
4,795,322
| | |
3,883,435
| | |
3,729,816
| | |
3,678,406
| | |
3,612,301
| |
|
Covered loans, net of allowance for loan losses
| |
550,626
| | |
638,029
| | |
747,514
| | |
840,898
| | |
909,783
| |
|
Broker-dealer and clearing organization receivables
| |
2,222,517
| | |
167,884
| | |
223,679
| | |
190,764
| | |
174,442
| |
|
Covered other real estate owned
| |
137,703
| | |
136,945
| | |
126,798
| | |
142,174
| | |
152,310
| |
| FDIC indemnification asset
| |
107,567
| | |
130,437
| | |
149,788
| | |
175,114
| | |
188,736
| |
|
Premises and equipment, net
| |
215,684
| | |
206,991
| | |
205,734
| | |
201,545
| | |
202,155
| |
|
Other assets
| | 1,260,902 |
| | 877,068 |
| | 755,985 |
| | 753,986 |
| | 686,865 |
|
|
Total assets
| | 12,562,894 |
| | 9,242,416 |
| | 9,180,402 |
| | 9,396,448 |
| | 9,033,432 |
|
| | | | | | | | | |
|
|
Deposits
| |
7,129,277
| | |
6,369,892
| | |
6,236,282
| | |
6,155,310
| | |
6,663,176
| |
|
Broker-dealer and clearing organization payables
| |
1,951,040
| | |
179,042
| | |
243,835
| | |
227,891
| | |
161,888
| |
|
Short-term borrowings
| |
999,476
| | |
762,696
| | |
845,984
| | |
1,187,193
| | |
491,406
| |
|
Notes payable
| |
108,682
| | |
56,684
| | |
55,684
| | |
55,584
| | |
55,465
| |
|
Other liabilities
| | 592,100 |
| | 412,863 |
| | 374,873 |
| | 373,308 |
| | 306,284 |
|
|
Total liabilities
| |
10,780,575
| | |
7,781,177
| | |
7,756,658
| | |
7,999,286
| | |
7,678,219
| |
|
Total Hilltop stockholders' equity
| |
1,781,443
| | |
1,460,452
| | |
1,422,975
| | |
1,396,442
| | |
1,354,497
| |
|
Noncontrolling interest
| | 876 |
| | 787 |
| | 769 |
| | 720 |
| | 716 |
|
|
Total liabilities & stockholders' equity
| | 12,562,894 |
| | 9,242,416 |
| | 9,180,402 |
| | 9,396,448 |
| | 9,033,432 |
|
| | | | | | | | | |
|
| | | | | | | | | |
|
| | Three Months Ended |
| Condensed Income Statement | | March 31, | | December 31, | | September 30, | | June 30, | | March 31, |
| ($000s) |
| 2015 |
| 2014 |
| 2014 |
| 2014 |
| 2014 |
|
Interest income
| |
107,669
| | |
99,316
| | |
93,217
| | |
104,408
| | |
91,828
| |
|
Interest expense
| | 14,277 |
| | 7,802 |
| | 7,457 |
| | 5,962 |
| | 6,407 |
|
|
Net interest income
| |
93,392
| | |
91,514
| | |
85,760
| | |
98,446
| | |
85,421
| |
|
Provision for loan losses
| | 2,687 |
| | 4,125 |
| | 4,033 |
| | 5,533 |
| | 3,242 |
|
|
Net interest income after provision for loan losses
| |
90,705
| | |
87,389
| | |
81,727
| | |
92,913
| | |
82,179
| |
|
Noninterest income
| |
354,372
| | |
213,795
| | |
212,135
| | |
203,281
| | |
170,100
| |
|
Noninterest expense
| | 314,476 |
| | 246,768 |
| | 254,744 |
| | 251,212 |
| | 212,629 |
|
|
Income before income taxes
| |
130,601
| | |
54,416
| | |
39,118
| | |
44,982
| | |
39,650
| |
|
Income tax expense
| | 15,420 |
| | 20,950 |
| | 14,010 |
| | 16,294 |
| | 14,354 |
|
|
Net income
| |
115,181
| | |
33,466
| | |
25,108
| | |
28,688
| | |
25,296
| |
|
Less: Net income attributable to noncontrolling interest
| | 353 |
| | 325 |
| | 296 |
| | 177 |
| | 110 |
|
|
Income attributable to Hilltop
| |
114,828
| | |
33,141
| | |
24,812
| | |
28,511
| | |
25,186
| |
|
Dividends on preferred stock
| | 1,426 |
| | 1,425 |
| | 1,426 |
| | 1,426 |
| | 1,426 |
|
|
Income applicable to Hilltop common stockholders
| | 113,402 |
| | 31,716 |
| | 23,386 |
| | 27,085 |
| | 23,760 |
|
| | | | | | | | | |
|
| | | | | | | | | |
|
| | Three Months Ended |
| | March 31, | | December 31, | | September 30, | | June 30, | | March 31, |
| Selected Financial Data |
| 2015 |
| 2014 |
| 2014 |
| 2014 |
| 2014 |
|
Return on average stockholders' equity
| |
27.27
|
%
| |
8.55
|
%
| |
6.51
|
%
| |
7.99
|
%
| |
7.65
|
%
|
|
Return on average assets
| |
3.72
|
%
| |
1.42
|
%
| |
1.03
|
%
| |
1.24
|
%
| |
1.14
|
%
|
|
Net interest margin (taxable equivalent)
| |
3.53
|
%
| |
4.72
|
%
| |
4.38
|
%
| |
5.18
|
%
| |
4.62
|
%
|
|
Earnings per common share ($):
| | | | | | | | | | |
|
Basic
| |
1.13
| | |
0.35
| | |
0.26
| | |
0.30
| | |
0.26
| |
|
Diluted
| |
1.13
| | |
0.35
| | |
0.26
| | |
0.30
| | |
0.26
| |
|
Weighted average shares outstanding (000's):
| | | | | | | | | | |
|
Basic
| |
99,741
| | |
89,713
| | |
89,711
| | |
89,709
| | |
89,707
| |
|
Diluted
| |
100,627
| | |
90,560
| | |
90,558
| | |
90,569
| | |
90,585
| |
|
Book value per share ($)
| |
16.63
| | |
14.93
| | |
14.51
| | |
14.22
| | |
13.76
| |
|
Shares outstanding (000's)
| |
100,286
| | |
90,182
| | |
90,180
| | |
90,181
| | |
90,178
| |
| | | | | | | | | |
|
| | | | | | | | | |
|
| | March 31, | | December 31, | | September 30, | | June 30, | | March 31, |
| Capital Ratios |
| 2015 |
| 2014 |
| 2014 |
| 2014 |
| 2014 |
| | | | | | | | | |
|
|
Tier 1 capital (to average quarterly assets):
| | | | | | | | | | |
|
Bank
| |
11.34
|
%
| |
10.31
|
%
| |
9.95
|
%
| |
9.97
|
%
| |
9.53
|
%
|
|
Hilltop
| |
12.68
|
%
| |
14.17
|
%
| |
13.63
|
%
| |
13.51
|
%
| |
13.12
|
%
|
|
Common Equity Tier 1 capital (to risk-weighted assets):
| | | | | | | | | | |
|
Bank
| |
16.46
|
%
| |
NA
| |
NA
| |
NA
| |
NA
|
|
Hilltop
| |
18.05
|
%
| |
NA
| |
NA
| |
NA
| |
NA
|
|
Tier 1 capital (to risk-weighted assets):
| | | | | | | | | | |
|
Bank
| |
16.46
|
%
| |
13.74
|
%
| |
13.48
|
%
| |
13.22
|
%
| |
13.47
|
%
|
|
Hilltop
| |
20.26
|
%
| |
19.02
|
%
| |
18.57
|
%
| |
18.11
|
%
| |
18.66
|
%
|
|
Total capital (to risk-weighted assets):
| | | | | | | | | | |
|
Bank
| |
17.19
|
%
| |
14.45
|
%
| |
14.21
|
%
| |
13.90
|
%
| |
14.14
|
%
|
|
Hilltop
| |
20.82
|
%
| |
19.69
|
%
| |
19.28
|
%
| |
18.79
|
%
| |
19.32
|
%
|
|
|
|
| |
|
| |
| | Three Months Ended | | | Three Months Ended |
| | March 31, 2015 | | | March 30, 2014 |
| | Average |
| Interest |
| Annualized | | | Average |
| Interest |
| Annualized |
| | Outstanding | | Earned or | | Yield or | | | Outstanding | | Earned or | | Yield or |
| | Balance | | Paid | | Rate | | | Balance | | Paid | | Rate |
| Assets | | | | | | | | | | | | | |
|
Interest-earning assets
| | | | | | | | | | | | | |
|
Loans, gross (1)
| |
$
|
6,354,615
| | |
$
|
87,388
| |
5.50
|
%
| | |
$
|
5,068,892
| | |
$
|
79,744
| |
6.29
|
%
|
|
Investment securities - taxable
| | |
1,164,030
| | | |
7,049
| |
2.80
|
%
| | | |
1,122,241
| | | |
7,588
| |
2.71
|
%
|
|
Investment securities - non-taxable (2)
| | |
264,123
| | | |
2,525
| |
3.84
|
%
| | | |
183,143
| | | |
1,861
| |
4.06
|
%
|
Federal funds sold and securities purchased under agreements to
resell
| | |
70,449
| | | |
17
| |
0.10
|
%
| | | |
26,336
| | | |
19
| |
0.29
|
%
|
Interest-bearing deposits in other financial institutions
| | |
872,032
| | | |
574
| |
0.27
|
%
| | | |
966,921
| | | |
595
| |
0.25
|
%
|
|
Other
| |
|
2,088,380
|
| |
|
10,901
| |
2.11
|
%
| | |
|
188,276
|
| |
|
2,640
| |
5.67
|
%
|
|
Interest-earning assets, gross
| | |
10,813,629
| | | |
108,454
| |
4.06
|
%
| | | |
7,555,809
| | | |
92,447
| |
4.90
|
%
|
|
Allowance for loan losses
| |
|
(41,424
|
)
| | | | | | |
|
(36,861
|
)
| | | | |
|
Interest-earning assets, net
| | |
10,772,205
| | | | | | | | |
7,518,948
| | | | | |
|
Noninterest-earning assets
| |
|
1,796,232
|
| | | | | | |
|
1,432,519
|
| | | | |
| Total assets | |
$
|
12,568,437
|
| | | | | | |
$
|
8,951,467
|
| | | | |
| | | | | | | | | | | | |
|
| | | | | | | | | | | | |
|
| Liabilities and Stockholders' Equity | | | | | | | | | | | | | |
|
Interest-bearing liabilities
| | | | | | | | | | | | | |
|
Interest-bearing deposits
| |
$
|
5,104,544
| | |
$
|
4,315
| |
0.34
|
%
| | |
$
|
4,949,212
| | |
$
|
3,759
| |
0.31
|
%
|
|
Notes payable and other borrowings
| |
|
2,877,686
|
| |
|
9,962
| |
1.40
|
%
| | |
|
664,072
|
| |
|
2,648
| |
1.60
|
%
|
|
Total interest-bearing liabilities
| | |
7,982,230
| | | |
14,277
| |
0.72
|
%
| | | |
5,613,284
| | | |
6,407
| |
0.46
|
%
|
|
Noninterest-bearing liabilities
| | | | | | | | | | | | | |
|
Noninterest-bearing deposits
| | |
2,152,610
| | | | | | | | |
1,721,403
| | | | | |
|
Other liabilities
| |
|
725,469
|
| | | | | | |
|
285,121
|
| | | | |
|
Total liabilities
| | |
10,860,309
| | | | | | | | |
7,619,808
| | | | | |
|
Stockholders' equity
| | |
1,707,624
| | | | | | | | |
1,331,243
| | | | | |
|
Noncontrolling interest
| |
|
504
|
| | | | | | |
|
416
|
| | | | |
| Total liabilities and stockholders' equity | |
$
|
12,568,437
|
| | | | | | |
$
|
8,951,467
|
| | | | |
| | | |
| | | | | | |
| | |
| Net interest income(2) | | | |
$
|
94,177
| | | | | | |
$
|
86,040
| | |
| Net interest spread(2) | | | | | |
3.34
|
%
| | | | | | |
4.44
|
%
|
| Net interest margin(2) | | | | | |
3.53
|
%
| | | | | | |
4.62
|
%
|
| | | | | | | | | | | | | | |
|
| | | | | | | | | | | | | | |
|
(1) Average balance includes non-accrual loans.
|
(2) Annualized taxable equivalent adjustments are based on a 35%
tax rate. The adjustment to interest income was $0.8 million and
$0.6 million for the three months ended March 31, 2015 and 2014,
respectively.
|
|
|
Conference Call Information
Hilltop will host a live webcast and conference call at 8:00 AM Central
(9:00 AM Eastern), Thursday, April 30, 2015. Hilltop President and CEO
Jeremy B. Ford and other key management members will discuss results for
the first quarter of 2015. Interested parties can access the conference
call by dialing 1-877-508-9457 (domestic) or 1-412-317-0789
(international). The conference call also will be webcast simultaneously
on Hilltop’s Investor Relations website (http://ir.hilltop-holdings.com).
About Hilltop
Hilltop Holdings is a Dallas-based financial holding company. Through
its wholly owned subsidiary, PlainsCapital Corporation, a regional
commercial banking franchise, it has two operating subsidiaries:
PlainsCapital Bank and PrimeLending. Under Hilltop Securities Holdings
LLC, First Southwest, Southwest Securities and SWS Financial Services
provide a full complement of securities brokerage, institutional and
investment banking services in addition to clearing services and retail
financial advisory. Through Hilltop Holdings’ other wholly owned
subsidiary, National Lloyds Corporation, it provides property and
casualty insurance through two insurance companies, National Lloyds
Insurance Companyand American Summit Insurance Company. At March 31,
2015, Hilltop employed approximately 5,300 people and operated
approximately 450 locations in 44 states. Hilltop Holdings' common stock
is listed on the New York Stock Exchange under the symbol "HTH." Find
more information at Hilltop-Holdings.com, PlainsCapital.com,
Firstsw.com
and Swst.com.
FORWARD-LOOKING STATEMENTS
This press release contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995. These
forward-looking statements involve known and unknown risks,
uncertainties and other factors that may cause our actual results,
performance or achievements to be materially different from any future
results, performance or achievements anticipated in such statements.
Forward-looking statements speak only as of the date they are made and,
except as required by law, we do not assume any duty to update
forward-looking statements. Such forward-looking statements include, but
are not limited to, statements concerning such things as our business
strategy, our financial condition, our litigation, our efforts to make
strategic acquisitions, our recent acquisition of SWS Group, Inc.
(“SWS”) and integration thereof, our revenue, our liquidity and sources
of funding, market trends, operations and business, expectations
concerning mortgage loan origination volume, expected losses on covered
loans and related reimbursements from the Federal Deposit Insurance
Corporation (“FDIC”), projected losses on mortgage loans originated,
anticipated changes in our revenues or earnings, the effects of
government regulation applicable to our operations, the appropriateness
of our allowance for loan losses and provision for loan losses, the
collectability of loans, our other plans, objectives, strategies,
expectations and intentions and other statements that are not statements
of historical fact, and may be identified by words such as
“anticipates,” “believes,” “could,” “estimates,” “expects,” “forecasts,”
“goal,” “intends,” “may,” “might,” “probable,” “projects,” “seeks,”
“should,” “view,” or “would” or the negative of these words and phrases
or similar words or phrases. The following factors, among others, could
cause actual results to differ from those set forth in the
forward-looking statements: (i) risks associated with merger and
acquisition integration, including the diversion of management time on
acquisition-related issues and our ability to promptly and effectively
integrate our businesses with those of SWS and achieve the synergies and
value creation contemplated by the acquisition; (ii) our ability to
estimate loan losses; (iii) changes in the default rate of our; (iv)
risks associated with concentration in real estate related loans; (v)
our ability to obtain reimbursements for losses on acquired loans under
loss-share agreements with the FDIC; (vi) changes in general economic,
market and business conditions in areas or markets where we compete;
(vii) severe catastrophic events in Texas and other areas of the
southern United States; (viii) changes in the interest rate environment;
(ix) cost and availability of capital; (x) changes in state and federal
laws, regulations or policies affecting one or more of the Company’s
business segments, including changes in regulatory fees, deposit
insurance premiums, capital requirements and the Dodd-Frank Wall Street
Reform and Consumer Protection Act; (xi) our ability to use net
operating loss carry forwards to reduce future tax payments; (xii)
approval of new, or changes in, accounting policies and practices;
(xiii) changes in key management; (xiv) competition in our banking,
broker-dealer, mortgage origination, and insurance segments from other
banks and financial institutions, as well as investment banking and
financial advisory firms, mortgage bankers, asset-based non-bank
lenders, government agencies and insurance companies; (xv) failure of
our insurance segment reinsurers to pay obligations under reinsurance
contracts; and (xvi) our ability to use excess cash in an effective
manner, including the execution of successful acquisitions. For further
discussion of such factors, see the risk factors described in the
Hilltop Annual Report on Form 10-K for the year ended December 31, 2014
and other reports filed with the Securities and Exchange Commission. All
forward-looking statements are qualified in their entirety by this
cautionary statement.
1 “Covered loans” refers to loans acquired in the FNB
Transaction that are subject to loss-share agreements with the FDIC,
while all other loans are referred to as “non-covered loans.”
2 Based on the end of period Tier 1 capital divided by total
average assets during the first quarter of 2015, excluding goodwill and
intangible assets.

Hilltop Holdings
Investor Relations:
Isabell Novakov,
214-252-4029
inovakov@plainscapital.com
Source: Hilltop Holdings Inc.