UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 27, 2017
Hilltop Holdings Inc.
(Exact name of registrant as specified in its charter)
Maryland |
|
1-31987 |
|
84-1477939 |
|||||
(State or other jurisdiction of incorporation) |
|
(Commission File Number) |
|
(IRS Employer Identification No.) |
200 Crescent Court, Suite 1330 |
|
|
Dallas, Texas |
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75201 |
(Address of principal executive offices) |
|
(Zip Code) |
Registrant’s telephone number, including area code: (214) 855-2177
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 or Rule 12b– 2 of the Securities Exchange Act of 1934.
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Section 2 – Financial Information
Item 2.02 Results of Operations and Financial Condition.
On July 27, 2017, Hilltop Holdings Inc., or the Company, issued a press release announcing its results of operations and financial condition as of and for the three months ended June 30, 2017. The text of the release is set forth in Exhibit 99.1 attached to this Current Report on Form 8-K and is incorporated herein by reference.
The information in this Current Report on Form 8-K (including Exhibit 99.1) is being furnished pursuant to Item 2.02 and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as expressly set forth in such filing.
Section 8 – Other Events
Item 8.01 Other Events.
On July 27, 2017, the Board of Directors of the Company declared a quarterly cash dividend of $0.06 per common share, payable on August 31, 2017, to stockholders of record as of the close of business on August 15, 2017.
Section 9 – Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
(a) |
Financial statements of businesses acquired. |
Not applicable.
(b) |
Pro forma financial information. |
Not applicable.
(c) |
Shell company transactions. |
Not applicable.
(d) |
Exhibits. |
The following exhibit(s) are filed or furnished, depending on the relative item requiring such exhibit, in accordance with the provisions of Item 601 of Regulation S-K and Instruction B.2 to this form.
Exhibit Number |
|
Description of Exhibit |
99.1 |
|
Press Release dated July 27, 2017 (furnished pursuant to Item 2.02). |
-2-
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
|
|
Hilltop Holdings Inc., |
|
|
|
a Maryland corporation |
|
|
|
|
|
|
|
|
|
Date: |
July 27, 2017 |
By: |
/s/ COREY PRESTIDGE |
|
|
Name: |
Corey G. Prestidge |
|
|
Title: |
Executive Vice President, |
|
|
|
General Counsel & Secretary |
-3-
INDEX TO EXHIBITS
Exhibit Number |
|
Description of Exhibit |
99.1 |
|
Press Release dated July 27, 2017 (furnished pursuant to Item 2.02). |
Exhibit 99.1
|
Investor Relations Contact: |
|
Isabell Novakov |
|
214-252-4029 |
|
inovakov@hilltop-holdings.com |
Hilltop Holdings Inc. Announces Financial Results for Second Quarter 2017
DALLAS — (BUSINESS WIRE) July 27, 2017 — Hilltop Holdings Inc. (NYSE: HTH) (“Hilltop”) today announced financial results for the second quarter of 2017. Hilltop produced income of $62.5 million, or $0.63 per diluted share, for the second quarter of 2017, compared to $31.1 million, or $0.32 per diluted share, for the second quarter of 2016. Hilltop’s annualized return on average assets and return on average equity for the second quarter of 2017 were 1.94% and 13.24%, respectively, compared to 1.05% and 7.07%, respectively, for the second quarter of 2016.
Hilltop’s results during the three and six months ended June 30, 2017 included non-recurring items related to the Bank’s recording of an insurance receivable and related increase to other noninterest income of $15.0 million from coverage provided by an insurance policy for forgery related to a single, large loan previously charged-off by the Bank during the second quarter of 2016 and the recognition within corporate of a pre-tax net increase to other noninterest income of $11.6 million (or $14.3 million after income tax benefit of $2.6 million) related to the resolution of the appraisal proceedings from the SWS Merger. The resolution of this matter resulted in 1,856,638 shares of HTH common stock, which had been held in escrow during the pendency of the proceeding, being returned to the Company’s pool of authorized but unissued shares of common stock.
Hilltop also announced that its Board of Directors declared a quarterly cash dividend of $0.06 per common share, payable on August 31, 2017, to all common stockholders of record as of the close of business on August 15, 2017. Additionally, pursuant to the stock repurchase program reauthorized by the Hilltop Board of Directors in January 2017, Hilltop paid $8.8 million to repurchase 343,823 shares at an average price of $25.58 per share during the second quarter of 2017. These shares were returned to the pool of authorized but unissued shares of common stock.
Jeremy Ford, Co-CEO of Hilltop, said, “The second quarter 2017 results continued to demonstrate the benefit of our diversified business model with seasonal strength in the mortgage origination segment, offset by expected seasonal storm activity in the insurance segment. Our strong balance sheet and earnings enabled us to return $14.6 million of capital to shareholders during the quarter.”
Alan White, Co-CEO of Hilltop, added, “We continue to focus on improving the long-term fundamental drivers of our businesses. PlainsCapital Bank maintained a stable net interest margin and sound credit quality. PrimeLending grew home purchase origination volumes compared to the second quarter of 2016. HilltopSecurities achieved a pre-tax margin of 15.3% and provided $1.3 billion of core deposits to PlainsCapital Bank. Despite an active spring storm season, National Lloyds reported a modest improvement in its loss and LAE ratio.”
Second Quarter 2017 Highlights for Hilltop:
· |
Hilltop’s total assets were $13.3 billion at June 30, 2017, compared to $12.3 billion at March 31, 2017; |
· |
Hilltop’s common equity increased by $4.1 million from March 31, 2017 to $1.9 billion at June 30, 2017; |
· |
Non-covered loans1 held for investment, net of allowance for loan losses, increased by 5.8% to $6.1 billion and covered loans1, net of allowance for loan losses, decreased by 12.3% to $205.9 million at June 30, 2017 from March 31, 2017; |
· |
Non-covered non-performing loans increased to $29.5 million, or 0.36% of total non-covered loans, at June 30, 2017, compared to $28.8 million, or 0.41% of total non-covered loans, at March 31, 2017; |
· |
Energy classified and criticized loans were $26.9 million at June 30, 2017, slightly up from $26.5 million at March 31, 2017; |
· |
Loans held for sale increased by 50.5% to $2.0 billion from March 31, 2017 to June 30, 2017; |
· |
Total deposits were $7.6 billion at June 30, 2017, compared to $7.3 billion at March 31, 2017; |
· |
Hilltop maintained strong capital levels with a Tier 1 Leverage Ratio2 of 13.07% and a Common Equity Tier 1 Capital Ratio of 17.53% at June 30, 2017; |
· |
Hilltop’s net interest margin3 increased to 4.04% for the second quarter of 2017, from 3.52% in the first quarter of 2017; |
· |
The provision for loan losses was $5.9 million during the second quarter of 2017, compared to $1.7 million in the first quarter of 2017; |
· |
For the second quarter of 2017, noninterest income was $344.7 million, compared to $346.0 million in the second quarter of 2016, a 0.4% decrease, and included significant non-recurring items related to the following: |
o |
During the second quarter of 2017, the recognition within corporate of a pre-tax net increase to other noninterest income of $11.6 million related to the resolution of the appraisal proceedings from the SWS Merger; |
o |
During the second quarter of 2017, the Bank recorded an insurance receivable and related increase to other noninterest income of $15.0 million from coverage provided by an insurance policy for forgery related to a single, large loan of $24.5 million previously charged-off during the second quarter of 2016; |
· |
For the second quarter of 2017, noninterest expense was $366.3 million, compared to $367.4 million in the second quarter of 2016, a 0.3% decrease; and |
· |
National Lloyds Corporation paid off its $20.0 million insurance company note payable due March 2035. |
1 “Covered loans” refer 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 2017, excluding goodwill and intangible assets.
3 Net interest margin is defined as net interest income divided by average interest-earning assets.
Consolidated Financial and Other Information
Consolidated Balance Sheets |
|
June 30, |
|
March 31, |
|
December 31, |
|
September 30, |
|
June 30, |
|||||
(in 000's) |
|
2017 |
|
2017 |
|
2016 |
|
2016 |
|
2016 |
|||||
Cash and due from banks |
|
$ |
405,938 |
|
$ |
545,928 |
|
$ |
669,357 |
|
$ |
528,519 |
|
$ |
583,984 |
Federal funds sold |
|
|
388 |
|
|
24,404 |
|
|
21,407 |
|
|
40,419 |
|
|
29,677 |
Securities purchased under agreements to resell |
|
|
125,188 |
|
|
113,228 |
|
|
89,430 |
|
|
138,284 |
|
|
149,474 |
Assets segregated for regulatory purposes |
|
|
167,565 |
|
|
166,395 |
|
|
180,993 |
|
|
173,840 |
|
|
120,214 |
Securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Trading, at fair value |
|
|
471,485 |
|
|
373,300 |
|
|
265,534 |
|
|
402,104 |
|
|
305,418 |
Available for sale, at fair value |
|
|
763,206 |
|
|
755,546 |
|
|
598,007 |
|
|
563,720 |
|
|
517,784 |
Held to maturity, at amortized cost |
|
|
359,847 |
|
|
337,357 |
|
|
351,831 |
|
|
365,934 |
|
|
354,443 |
|
|
|
1,594,538 |
|
|
1,466,203 |
|
|
1,215,372 |
|
|
1,331,758 |
|
|
1,177,645 |
Loans held for sale |
|
|
2,000,257 |
|
|
1,329,493 |
|
|
1,795,463 |
|
|
1,673,069 |
|
|
1,550,475 |
Non-covered loans, net of unearned income |
|
|
6,118,211 |
|
|
5,783,853 |
|
|
5,843,499 |
|
|
5,674,655 |
|
|
5,472,446 |
Allowance for non-covered loan losses |
|
|
(59,208) |
|
|
(55,157) |
|
|
(54,186) |
|
|
(52,625) |
|
|
(51,013) |
Non-covered loans, net |
|
|
6,059,003 |
|
|
5,728,696 |
|
|
5,789,313 |
|
|
5,622,030 |
|
|
5,421,433 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Covered loans, net of allowance for covered loan losses |
|
|
205,877 |
|
|
234,681 |
|
|
255,714 |
|
|
292,031 |
|
|
322,073 |
Broker-dealer and clearing organization receivables |
|
|
1,552,525 |
|
|
1,574,031 |
|
|
1,497,741 |
|
|
1,340,617 |
|
|
2,257,480 |
Premises and equipment, net |
|
|
183,994 |
|
|
184,091 |
|
|
190,361 |
|
|
190,645 |
|
|
189,511 |
FDIC indemnification asset |
|
|
40,304 |
|
|
47,940 |
|
|
71,313 |
|
|
73,351 |
|
|
74,460 |
Covered other real estate owned |
|
|
42,304 |
|
|
45,374 |
|
|
51,642 |
|
|
61,988 |
|
|
67,634 |
Other assets |
|
|
618,368 |
|
|
583,554 |
|
|
613,453 |
|
|
657,805 |
|
|
832,344 |
Goodwill |
|
|
251,808 |
|
|
251,808 |
|
|
251,808 |
|
|
251,808 |
|
|
251,808 |
Other intangible assets, net |
|
|
40,516 |
|
|
42,601 |
|
|
44,695 |
|
|
47,112 |
|
|
49,690 |
Total assets |
|
$ |
13,288,573 |
|
$ |
12,338,427 |
|
$ |
12,738,062 |
|
$ |
12,423,276 |
|
$ |
13,077,902 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deposits: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-interest bearing |
|
$ |
2,251,208 |
|
$ |
2,272,905 |
|
$ |
2,199,483 |
|
$ |
2,232,813 |
|
$ |
2,280,108 |
Interest bearing |
|
|
5,323,414 |
|
|
5,056,957 |
|
|
4,864,328 |
|
|
4,797,772 |
|
|
4,846,705 |
Total deposits |
|
|
7,574,622 |
|
|
7,329,862 |
|
|
7,063,811 |
|
|
7,030,585 |
|
|
7,126,813 |
Broker-dealer and clearing organization payables |
|
|
1,395,314 |
|
|
1,437,548 |
|
|
1,347,128 |
|
|
1,251,839 |
|
|
2,111,994 |
Short-term borrowings |
|
|
1,515,069 |
|
|
753,777 |
|
|
1,417,289 |
|
|
1,265,022 |
|
|
1,012,862 |
Securities sold, not yet purchased, at fair value |
|
|
149,869 |
|
|
144,193 |
|
|
153,889 |
|
|
164,633 |
|
|
178,235 |
Notes payable |
|
|
300,283 |
|
|
324,701 |
|
|
317,912 |
|
|
313,313 |
|
|
319,636 |
Junior subordinated debentures |
|
|
67,012 |
|
|
67,012 |
|
|
67,012 |
|
|
67,012 |
|
|
67,012 |
Other liabilities |
|
|
393,351 |
|
|
392,025 |
|
|
496,501 |
|
|
481,504 |
|
|
464,904 |
Total liabilities |
|
|
11,395,520 |
|
|
10,449,118 |
|
|
10,863,542 |
|
|
10,573,908 |
|
|
11,281,456 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common stock |
|
|
963 |
|
|
984 |
|
|
985 |
|
|
985 |
|
|
985 |
Additional paid-in capital |
|
|
1,529,903 |
|
|
1,570,329 |
|
|
1,572,877 |
|
|
1,570,025 |
|
|
1,568,053 |
Accumulated other comprehensive income |
|
|
2,112 |
|
|
897 |
|
|
485 |
|
|
8,039 |
|
|
8,782 |
Retained earnings |
|
|
356,564 |
|
|
313,197 |
|
|
295,568 |
|
|
266,048 |
|
|
214,116 |
Deferred compensation employee stock trust, net |
|
|
845 |
|
|
893 |
|
|
903 |
|
|
900 |
|
|
938 |
Employee stock trust |
|
|
(248) |
|
|
(300) |
|
|
(309) |
|
|
(309) |
|
|
(347) |
Total Hilltop stockholders' equity |
|
|
1,890,139 |
|
|
1,886,000 |
|
|
1,870,509 |
|
|
1,845,688 |
|
|
1,792,527 |
Noncontrolling interests |
|
|
2,914 |
|
|
3,309 |
|
|
4,011 |
|
|
3,680 |
|
|
3,919 |
Total stockholders' equity |
|
|
1,893,053 |
|
|
1,889,309 |
|
|
1,874,520 |
|
|
1,849,368 |
|
|
1,796,446 |
Total liabilities & stockholders' equity |
|
$ |
13,288,573 |
|
$ |
12,338,427 |
|
$ |
12,738,062 |
|
$ |
12,423,276 |
|
$ |
13,077,902 |
|
|
Three Months Ended |
|
|||||||||||||
Consolidated Income Statements |
|
June 30, |
|
March 31, |
|
December 31, |
|
September 30, |
|
June 30, |
|
|||||
(in 000's, except per share data) |
|
2017 |
|
2017 |
|
2016 |
|
2016 |
|
2016 |
|
|||||
Interest income: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans, including fees |
|
$ |
113,793 |
|
$ |
89,991 |
|
$ |
102,046 |
|
$ |
97,590 |
|
$ |
98,468 |
|
Securities borrowed |
|
|
9,597 |
|
|
8,053 |
|
|
6,566 |
|
|
9,037 |
|
|
6,326 |
|
Securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Taxable |
|
|
9,539 |
|
|
7,027 |
|
|
7,097 |
|
|
5,935 |
|
|
6,834 |
|
Tax-exempt |
|
|
1,375 |
|
|
1,244 |
|
|
1,530 |
|
|
1,518 |
|
|
1,537 |
|
Other |
|
|
2,002 |
|
|
1,926 |
|
|
1,096 |
|
|
1,183 |
|
|
1,037 |
|
Total interest income |
|
|
136,306 |
|
|
108,241 |
|
|
118,335 |
|
|
115,263 |
|
|
114,202 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deposits |
|
|
5,464 |
|
|
4,690 |
|
|
3,971 |
|
|
3,996 |
|
|
4,037 |
|
Securities loaned |
|
|
7,481 |
|
|
6,340 |
|
|
4,653 |
|
|
6,954 |
|
|
4,916 |
|
Short-term borrowings |
|
|
3,648 |
|
|
1,418 |
|
|
1,829 |
|
|
1,497 |
|
|
1,392 |
|
Notes payable |
|
|
2,826 |
|
|
2,814 |
|
|
2,856 |
|
|
2,793 |
|
|
2,618 |
|
Junior subordinated debentures |
|
|
744 |
|
|
711 |
|
|
703 |
|
|
673 |
|
|
655 |
|
Other |
|
|
167 |
|
|
168 |
|
|
199 |
|
|
180 |
|
|
187 |
|
Total interest expense |
|
|
20,330 |
|
|
16,141 |
|
|
14,211 |
|
|
16,093 |
|
|
13,805 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income |
|
|
115,976 |
|
|
92,100 |
|
|
104,124 |
|
|
99,170 |
|
|
100,397 |
|
Provision for loan losses |
|
|
5,853 |
|
|
1,705 |
|
|
4,347 |
|
|
3,990 |
|
|
28,876 |
|
Net interest income after provision for loan losses |
|
|
110,123 |
|
|
90,395 |
|
|
99,777 |
|
|
95,180 |
|
|
71,521 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Noninterest income: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net realized gains (losses) on securities |
|
|
14 |
|
|
— |
|
|
— |
|
|
— |
|
|
(46) |
|
Net gains from sale of loans and other mortgage production income |
|
|
153,688 |
|
|
124,150 |
|
|
137,270 |
|
|
175,412 |
|
|
167,012 |
|
Mortgage loan origination fees |
|
|
25,976 |
|
|
19,556 |
|
|
24,850 |
|
|
26,807 |
|
|
25,797 |
|
Securities commissions and fees |
|
|
37,804 |
|
|
39,057 |
|
|
39,425 |
|
|
39,722 |
|
|
40,442 |
|
Investment and securities advisory fees and commissions |
|
|
25,537 |
|
|
22,202 |
|
|
31,690 |
|
|
31,129 |
|
|
29,354 |
|
Net insurance premiums earned |
|
|
36,020 |
|
|
36,140 |
|
|
38,344 |
|
|
38,747 |
|
|
38,721 |
|
Other |
|
|
65,653 |
|
|
30,334 |
|
|
37,548 |
|
|
42,641 |
|
|
44,725 |
|
Total noninterest income |
|
|
344,692 |
|
|
271,439 |
|
|
309,127 |
|
|
354,458 |
|
|
346,005 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Noninterest expense: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Employees' compensation and benefits |
|
|
214,413 |
|
|
186,559 |
|
|
208,760 |
|
|
225,194 |
|
|
217,398 |
|
Occupancy and equipment, net |
|
|
27,919 |
|
|
27,293 |
|
|
27,154 |
|
|
27,460 |
|
|
26,971 |
|
Loss and loss adjustment expenses |
|
|
33,184 |
|
|
21,700 |
|
|
14,018 |
|
|
16,055 |
|
|
37,211 |
|
Policy acquisition and other underwriting expenses |
|
|
11,251 |
|
|
11,229 |
|
|
10,757 |
|
|
11,064 |
|
|
11,316 |
|
Other |
|
|
79,484 |
|
|
73,711 |
|
|
95,095 |
|
|
84,360 |
|
|
74,469 |
|
Total noninterest expense |
|
|
366,251 |
|
|
320,492 |
|
|
355,784 |
|
|
364,133 |
|
|
367,365 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income taxes |
|
|
88,564 |
|
|
41,342 |
|
|
53,120 |
|
|
85,505 |
|
|
50,161 |
|
Income tax expense |
|
|
25,754 |
|
|
15,035 |
|
|
17,582 |
|
|
33,017 |
|
|
18,439 |
|
Net income |
|
|
62,810 |
|
|
26,307 |
|
|
35,538 |
|
|
52,488 |
|
|
31,722 |
|
Less: Net income (loss) attributable to noncontrolling interest |
|
|
334 |
|
|
(127) |
|
|
217 |
|
|
556 |
|
|
648 |
|
Income attributable to Hilltop |
|
$ |
62,476 |
|
$ |
26,434 |
|
$ |
35,321 |
|
$ |
51,932 |
|
$ |
31,074 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings per common share: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
$ |
0.64 |
|
$ |
0.27 |
|
$ |
0.36 |
|
$ |
0.53 |
|
$ |
0.32 |
|
Diluted |
|
$ |
0.63 |
|
$ |
0.27 |
|
$ |
0.36 |
|
$ |
0.53 |
|
$ |
0.32 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash dividends declared per common share |
|
$ |
0.06 |
|
$ |
0.06 |
|
$ |
0.06 |
|
$ |
— |
|
$ |
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average shares outstanding: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
|
98,154 |
|
|
98,441 |
|
|
98,514 |
|
|
98,490 |
|
|
98,457 |
|
Diluted |
|
|
98,414 |
|
|
98,757 |
|
|
98,810 |
|
|
98,625 |
|
|
98,586 |
|
|
|
Three Months Ended June 30, 2017 |
|||||||||||||||||||
Segment Results |
|
|
|
|
|
|
|
Mortgage |
|
|
|
|
|
|
All Other and |
|
Hilltop |
||||
(in 000's) |
|
Banking |
|
Broker-Dealer |
|
Origination |
|
Insurance |
|
Corporate |
|
Eliminations |
|
Consolidated |
|||||||
Net interest income (expense) |
|
$ |
102,191 |
|
$ |
10,349 |
|
$ |
996 |
|
$ |
602 |
|
$ |
(2,288) |
|
$ |
4,126 |
|
$ |
115,976 |
Provision for loan losses |
|
|
5,405 |
|
|
448 |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
5,853 |
Noninterest income |
|
|
25,499 |
|
|
92,810 |
|
|
179,637 |
|
|
38,413 |
|
|
12,608 |
|
|
(4,275) |
|
|
344,692 |
Noninterest expense |
|
|
62,511 |
|
|
86,901 |
|
|
161,369 |
|
|
49,416 |
|
|
6,298 |
|
|
(244) |
|
|
366,251 |
Income (loss) before income taxes |
|
$ |
59,774 |
|
$ |
15,810 |
|
$ |
19,264 |
|
$ |
(10,401) |
|
$ |
4,022 |
|
$ |
95 |
|
$ |
88,564 |
|
|
Three Months Ended |
|||||||||||||
|
|
June 30, |
|
March 31, |
|
December 31, |
|
September 30, |
|
June 30, |
|||||
Selected Financial Data |
|
2017 |
|
2017 |
|
2016 |
|
2016 |
|
2016 |
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Hilltop Consolidated: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Return on average stockholders' equity |
|
|
13.24% |
|
|
5.73% |
|
|
7.56% |
|
|
11.41% |
|
|
7.07% |
Return on average assets |
|
|
1.94% |
|
|
0.88% |
|
|
1.13% |
|
|
1.69% |
|
|
1.05% |
Net interest margin (1) |
|
|
4.04% |
|
|
3.52% |
|
|
3.80% |
|
|
3.65% |
|
|
3.77% |
Net interest margin (taxable equivalent) (2): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As reported |
|
|
4.05% |
|
|
3.54% |
|
|
3.82% |
|
|
3.67% |
|
|
3.80% |
Impact of purchase accounting |
|
|
82 bps |
|
|
49 bps |
|
|
71 bps |
|
|
64 bps |
|
|
72 bps |
Book value per common share ($) |
|
|
19.62 |
|
|
19.17 |
|
|
18.98 |
|
|
18.73 |
|
|
18.20 |
Shares outstanding, end of period (000's) |
|
|
96,333 |
|
|
98,407 |
|
|
98,544 |
|
|
98,541 |
|
|
98,498 |
Dividend payout ratio (3) |
|
|
9.43% |
|
|
22.30% |
|
|
16.71% |
|
|
0.00% |
|
|
0.00% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Banking Segment: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest margin (1) |
|
|
4.80% |
|
|
4.21% |
|
|
4.57% |
|
|
4.50% |
|
|
4.85% |
Net interest margin (taxable equivalent) (2): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As reported |
|
|
4.81% |
|
|
4.23% |
|
|
4.59% |
|
|
4.53% |
|
|
4.87% |
Impact of purchase accounting |
|
|
112 bps |
|
|
67 bps |
|
|
96 bps |
|
|
90 bps |
|
|
104 bps |
Accretion of discount on loans ($000's) |
|
|
23,164 |
|
|
12,098 |
|
|
17,926 |
|
|
15,969 |
|
|
17,344 |
Non-covered net charge-offs (recoveries) ($000's) |
|
|
842 |
|
|
238 |
|
|
3,083 |
|
|
3,107 |
|
|
26,130 |
Return on average assets |
|
|
1.63% |
|
|
0.94% |
|
|
1.09% |
|
|
1.09% |
|
|
0.66% |
Fee income ratio |
|
|
19.97% |
|
|
13.13% |
|
|
12.57% |
|
|
12.31% |
|
|
12.67% |
Efficiency ratio |
|
|
48.96% |
|
|
64.36% |
|
|
59.00% |
|
|
59.59% |
|
|
52.32% |
Employees' compensation and benefits ($000's) |
|
|
31,790 |
|
|
31,512 |
|
|
32,350 |
|
|
31,167 |
|
|
30,847 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Broker-Dealer Segment: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Employees' compensation and benefits ($000's) |
|
|
62,840 |
|
|
57,240 |
|
|
62,929 |
|
|
68,051 |
|
|
63,976 |
Variable compensation expense ($000's) |
|
|
36,556 |
|
|
30,808 |
|
|
37,984 |
|
|
42,446 |
|
|
38,750 |
Compensation as a % of net revenue |
|
|
60.9% |
|
|
62.9% |
|
|
58.6% |
|
|
61.1% |
|
|
58.0% |
Pre-tax margin |
|
|
15.33% |
|
|
10.45% |
|
|
-0.02% |
|
|
15.65% |
|
|
16.58% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mortgage Origination Segment: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mortgage loan originations - volume ($000's): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Home purchases |
|
|
3,502,128 |
|
|
2,269,138 |
|
|
2,772,316 |
|
|
3,191,851 |
|
|
3,261,386 |
Refinancings |
|
|
555,956 |
|
|
555,193 |
|
|
1,115,764 |
|
|
1,300,702 |
|
|
889,078 |
Total mortgage loan originations - volume |
|
|
4,058,084 |
|
|
2,824,331 |
|
|
3,888,080 |
|
|
4,492,553 |
|
|
4,150,464 |
Mortgage loan sales - volume ($000's) |
|
|
3,385,260 |
|
|
3,275,167 |
|
|
3,723,751 |
|
|
4,349,794 |
|
|
3,964,190 |
Mortgage servicing rights asset ($000's) (4) |
|
|
43,580 |
|
|
45,573 |
|
|
61,968 |
|
|
43,751 |
|
|
33,491 |
Employees' compensation and benefits ($000's) |
|
|
115,189 |
|
|
89,958 |
|
|
106,894 |
|
|
120,548 |
|
|
117,537 |
Variable compensation expense ($000's) |
|
|
71,877 |
|
|
46,906 |
|
|
64,809 |
|
|
75,271 |
|
|
74,604 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Insurance Segment: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss and LAE ratio |
|
|
92.1% |
|
|
60.0% |
|
|
36.6% |
|
|
41.4% |
|
|
96.1% |
Expense ratio |
|
|
39.7% |
|
|
38.4% |
|
|
33.2% |
|
|
33.6% |
|
|
33.9% |
Combined ratio |
|
|
131.8% |
|
|
98.4% |
|
|
69.8% |
|
|
75.0% |
|
|
130.0% |
Employees' compensation and benefits ($000's) |
|
|
2,786 |
|
|
2,780 |
|
|
2,262 |
|
|
2,401 |
|
|
2,304 |
(1) |
Net interest margin is defined as net interest income divided by average interest-earning assets. |
(2) |
Net interest margin (taxable equivalent), a non-GAAP measure, is defined as taxable equivalent net interest income divided by average interest-earning assets. Taxable equivalent adjustments are based on a 35% federal income tax rate. The interest income earned on certain earning assets is completely or partially exempt from federal income tax. As such, these tax-exempt instruments typically yield lower returns than taxable investments. To provide more meaningful comparisons of net interest margins for all earning assets, we use net interest income on a taxable-equivalent basis in calculating net interest margin by increasing the interest income earned on tax-exempt assets to make it fully equivalent to interest income earned on taxable investments. For the periods presented, the taxable equivalent adjustments to interest income for Hilltop Consolidated were $0.5 million, $0.5 million, $0.6 million, $0.5 million, and $0.6 million, respectively, and for the Banking Segment were $0.4 million, $0.4 million, $0.4 million, $0.4 million, and $0.5 million, respectively. |
(3) |
Dividend payout ratio is defined as cash dividends declared per common share divided by basic earnings per common share. |
(4) |
Reported on a consolidated basis and therefore does not include mortgage servicing rights assets related to loans serviced for the banking segment, which are eliminated in consolidation. |
|
|
June 30, |
|
March 31, |
|
December 31, |
|
September 30, |
|
June 30, |
|||||
Capital Ratios |
|
2017 |
|
2017 |
|
2016 |
|
2016 |
|
2016 |
|||||
Tier 1 capital (to average assets): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
PlainsCapital |
|
|
12.11% |
|
|
13.09% |
|
|
12.35% |
|
|
12.65% |
|
|
12.72% |
Hilltop |
|
|
13.07% |
|
|
13.98% |
|
|
13.51% |
|
|
13.41% |
|
|
13.18% |
Common equity Tier 1 capital (to risk-weighted assets): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
PlainsCapital |
|
|
13.95% |
|
|
15.50% |
|
|
14.64% |
|
|
15.15% |
|
|
14.71% |
Hilltop |
|
|
17.53% |
|
|
19.03% |
|
|
18.30% |
|
|
17.80% |
|
|
16.67% |
Tier 1 capital (to risk-weighted assets): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
PlainsCapital |
|
|
13.95% |
|
|
15.50% |
|
|
14.64% |
|
|
15.15% |
|
|
14.77% |
Hilltop |
|
|
18.07% |
|
|
19.62% |
|
|
18.87% |
|
|
18.37% |
|
|
17.26% |
Total capital (to risk-weighted assets): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
PlainsCapital |
|
|
14.72% |
|
|
16.30% |
|
|
15.38% |
|
|
15.90% |
|
|
15.51% |
Hilltop |
|
|
18.57% |
|
|
20.12% |
|
|
19.34% |
|
|
18.82% |
|
|
17.69% |
|
|
June 30, |
|
March 31, |
|
December 31, |
|
September 30, |
|
June 30, |
|||||
Non-Covered Non-Performing Loans Portfolio Data |
|
2017 |
|
2017 |
|
2016 |
|
2016 |
|
2016 |
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-covered loans accounted for on a non-accrual basis ($000's): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial and industrial |
|
|
13,818 |
|
|
13,490 |
|
|
9,515 |
|
|
19,651 |
|
|
18,412 |
Real estate |
|
|
14,877 |
|
|
14,437 |
|
|
13,932 |
|
|
4,817 |
|
|
4,777 |
Construction and land development |
|
|
632 |
|
|
661 |
|
|
755 |
|
|
703 |
|
|
139 |
Consumer |
|
|
208 |
|
|
223 |
|
|
244 |
|
|
50 |
|
|
61 |
Broker-dealer |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
|
29,535 |
|
|
28,811 |
|
|
24,446 |
|
|
25,221 |
|
|
23,389 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-covered non-performing loans as a % of total non-covered loans |
|
|
0.36% |
|
|
0.41% |
|
|
0.32% |
|
|
0.34% |
|
|
0.33% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-covered other real estate owned ($000's) |
|
|
4,591 |
|
|
4,556 |
|
|
4,507 |
|
|
3,063 |
|
|
2,656 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other repossessed assets ($000's) |
|
|
723 |
|
|
681 |
|
|
1,117 |
|
|
1,654 |
|
|
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-covered non-performing assets ($000's) |
|
|
34,849 |
|
|
34,048 |
|
|
30,070 |
|
|
29,938 |
|
|
26,045 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-covered non-performing assets as a % of total assets |
|
|
0.26% |
|
|
0.28% |
|
|
0.24% |
|
|
0.24% |
|
|
0.20% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-covered non-PCI loans past due 90 days or more and still accruing ($000's) |
|
|
48,757 |
|
|
42,767 |
|
|
47,486 |
|
|
41,824 |
|
|
50,032 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Troubled debt restructurings included in accruing non-covered loans ($000's) |
|
|
1,170 |
|
|
1,180 |
|
|
1,196 |
|
|
1,216 |
|
|
1,235 |
|
|
June 30, |
|
March 31, |
|
December 31, |
|
September 30, |
|
June 30, |
|
|||||
PlainsCapital Bank - Energy Exposure |
|
2017 |
|
2017 |
|
2016 |
|
2016 |
|
2016 |
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Select Energy Statistics |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Outstanding energy loan balance ($MM) |
|
|
158.2 |
|
|
149.1 |
|
|
166.5 |
|
|
168.8 |
|
|
223.6 |
|
Energy unfunded commitments ($MM) |
|
|
121.9 |
|
|
130.4 |
|
|
121.4 |
|
|
120.7 |
|
|
88.5 |
|
Energy loans as a % of total loans |
|
|
2.7% |
|
|
2.7% |
|
|
3.0% |
|
|
3.1% |
|
|
4.2% |
|
Classified and criticized energy loans ($MM): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Criticized energy loans |
|
|
0.0 |
|
|
0.0 |
|
|
0.0 |
|
|
1.8 |
|
|
12.7 |
|
Performing classified energy loans |
|
|
23.6 |
|
|
22.5 |
|
|
23.5 |
|
|
24.2 |
|
|
22.1 |
|
Non-performing classified energy loans |
|
|
3.3 |
|
|
4.0 |
|
|
5.2 |
|
|
13.4 |
|
|
6.7 |
|
|
|
|
26.9 |
|
|
26.5 |
|
|
28.7 |
|
|
39.4 |
|
|
41.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unimpaired energy reserves ($MM) |
|
|
11.3 |
|
|
10.6 |
|
|
10.6 |
|
|
10.0 |
|
|
9.8 |
|
Energy reserves as a % of energy loans |
|
|
7.1% |
|
|
7.1% |
|
|
6.5% |
|
|
6.7% |
|
|
4.7% |
|
Energy NCOs ($MM) |
|
|
0.0 |
|
|
0.0 |
|
|
1.5 |
|
|
1.0 |
|
|
0.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Energy Portfolio Breakdown |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exploration and production |
|
|
14% |
|
|
13% |
|
|
11% |
|
|
13% |
|
|
10% |
|
Services: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Field services |
|
|
22% |
|
|
24% |
|
|
22% |
|
|
26% |
|
|
22% |
|
Pipeline construction |
|
|
22% |
|
|
22% |
|
|
21% |
|
|
21% |
|
|
15% |
|
|
|
|
44% |
|
|
46% |
|
|
43% |
|
|
47% |
|
|
37% |
|
Midstream: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Distribution |
|
|
16% |
|
|
18% |
|
|
30% |
|
|
21% |
|
|
38% |
|
Transportation |
|
|
9% |
|
|
10% |
|
|
9% |
|
|
11% |
|
|
9% |
|
|
|
|
25% |
|
|
28% |
|
|
39% |
|
|
32% |
|
|
47% |
|
Other: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Wholesalers |
|
|
1% |
|
|
1% |
|
|
1% |
|
|
1% |
|
|
1% |
|
Equipment rentals |
|
|
0% |
|
|
0% |
|
|
0% |
|
|
0% |
|
|
0% |
|
Equipment wholesalers |
|
|
16% |
|
|
12% |
|
|
6% |
|
|
7% |
|
|
5% |
|
Total |
|
|
100% |
|
|
100% |
|
|
100% |
|
|
100% |
|
|
100% |
|
|
|
Three Months Ended June 30, |
|
||||||||||||||
|
|
2017 |
|
2016 |
|
||||||||||||
|
|
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) |
|
$ |
7,794,300 |
|
$ |
113,794 |
|
5.81 |
% |
$ |
7,038,518 |
|
$ |
98,468 |
|
5.56 |
% |
Investment securities - taxable |
|
|
1,399,402 |
|
|
9,516 |
|
2.72 |
% |
|
1,080,097 |
|
|
6,813 |
|
2.53 |
% |
Investment securities - non-taxable (2) |
|
|
232,340 |
|
|
1,903 |
|
3.28 |
% |
|
291,288 |
|
|
2,166 |
|
2.98 |
% |
Federal funds sold and securities purchased under agreements to resell |
|
|
147,179 |
|
|
27 |
|
0.07 |
% |
|
144,820 |
|
|
36 |
|
0.10 |
% |
Interest-bearing deposits in other financial institutions |
|
|
381,100 |
|
|
885 |
|
0.93 |
% |
|
388,520 |
|
|
484 |
|
0.50 |
% |
Securities borrowed |
|
|
1,512,222 |
|
|
9,597 |
|
2.51 |
% |
|
1,702,286 |
|
|
6,327 |
|
1.49 |
% |
Other |
|
|
81,230 |
|
|
1,113 |
|
5.49 |
% |
|
58,081 |
|
|
537 |
|
3.72 |
% |
Interest-earning assets, gross (2) |
|
|
11,547,773 |
|
|
136,835 |
|
4.72 |
% |
|
10,703,610 |
|
|
114,831 |
|
4.27 |
% |
Allowance for loan losses |
|
|
(57,976) |
|
|
|
|
|
|
|
(51,247) |
|
|
|
|
|
|
Interest-earning assets, net |
|
|
11,489,797 |
|
|
|
|
|
|
|
10,652,363 |
|
|
|
|
|
|
Noninterest-earning assets |
|
|
1,529,020 |
|
|
|
|
|
|
|
1,523,095 |
|
|
|
|
|
|
Total assets |
|
$ |
13,018,817 |
|
|
|
|
|
|
$ |
12,175,458 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities and Stockholders' Equity |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest-bearing liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest-bearing deposits |
|
$ |
5,140,116 |
|
$ |
5,464 |
|
0.43 |
% |
$ |
4,821,695 |
|
$ |
4,037 |
|
0.34 |
% |
Securities loaned |
|
|
1,388,897 |
|
|
7,481 |
|
2.16 |
% |
|
1,626,021 |
|
|
4,916 |
|
1.22 |
% |
Notes payable and other borrowings |
|
|
1,708,241 |
|
|
7,386 |
|
1.72 |
% |
|
1,096,007 |
|
|
4,852 |
|
1.78 |
% |
Total interest-bearing liabilities |
|
|
8,237,254 |
|
|
20,331 |
|
0.99 |
% |
|
7,543,723 |
|
|
13,805 |
|
0.73 |
% |
Noninterest-bearing liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Noninterest-bearing deposits |
|
|
2,273,533 |
|
|
|
|
|
|
|
2,203,065 |
|
|
|
|
|
|
Other liabilities |
|
|
612,712 |
|
|
|
|
|
|
|
657,435 |
|
|
|
|
|
|
Total liabilities |
|
|
11,123,499 |
|
|
|
|
|
|
|
10,404,223 |
|
|
|
|
|
|
Stockholders’ equity |
|
|
1,893,052 |
|
|
|
|
|
|
|
1,768,717 |
|
|
|
|
|
|
Noncontrolling interest |
|
|
2,266 |
|
|
|
|
|
|
|
2,518 |
|
|
|
|
|
|
Total liabilities and stockholders' equity |
|
$ |
13,018,817 |
|
|
|
|
|
|
$ |
12,175,458 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income (2) |
|
|
|
|
$ |
116,504 |
|
|
|
|
|
|
$ |
101,026 |
|
|
|
Net interest spread (2) |
|
|
|
|
|
|
|
3.73 |
% |
|
|
|
|
|
|
3.53 |
% |
Net interest margin (2) |
|
|
|
|
|
|
|
4.05 |
% |
|
|
|
|
|
|
3.80 |
% |
(1) |
Average balance includes non-accrual loans. |
(2) |
Presented on a taxable equivalent basis with annualized taxable equivalent adjustments based on a 35% federal income tax rate. The adjustment to interest income was $0.5 million and $0.6 million for the three months ended June 30, 2017 and 2016, respectively. |
Conference Call Information
Hilltop will host a live webcast and conference call at 8:00 AM Central (9:00 AM Eastern) on Friday, July 28, 2017. Hilltop Co-CEOs Jeremy B. Ford and Alan B. White and other key management members will review second quarter 2017 financial results. 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. Its primary line of business is to provide business and consumer banking services from offices located throughout Texas through PlainsCapital Bank. PlainsCapital Bank’s wholly owned subsidiary, PrimeLending, provides residential mortgage lending throughout the United States. Hilltop Holdings’ broker-dealer subsidiaries, Hilltop Securities Inc. and Hilltop Securities Independent Network Inc., 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 Company and American Summit Insurance Company. At June 30, 2017, Hilltop employed approximately 5,500 people and operated approximately 465 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, PrimeLending.com, Nationallloydsinsurance.com and Hilltopsecurities.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 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,” “plan,” “probable,” “projects,” “seeks,” “should,” “target,” “view” or “would” or the negative of these words and phrases or similar words or phrases. For a discussion of certain factors that could cause our actual results to differ materially from those described in the forward-looking statements, please see the risk factors discussed in our most recent Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q and other reports that are filed with the Securities and Exchange Commission. All forward-looking statements are qualified in their entirety by this cautionary statement.
Source: Hilltop Holdings Inc.
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