|[November 13, 2012]
Hilltop Holdings Inc. and PlainsCapital Corporation Announce Regulatory Approval of Planned Acquisition
DALLAS --(Business Wire)--
Hilltop Holdings Inc. (NYSE: HTH), a Dallas-based holding company, and
Dallas-based PlainsCapital Corporation, the financial services holding
company for PlainsCapital Bank, PrimeLending, and FirstSouthwest, today
jointly announced the receipt of regulatory approval from federal
regulators to proceed with Hilltop's acquisition of PlainsCapital
Corporation. Hilltop also received approval to become a financial
holding company upon consummation of the transaction.
The companies expect the acquisition to close on or about Nov. 30, 2012.
Once completed, PlainsCapital Corporation will be a wholly owned
subsidiary of Hilltop.
Stephens Inc. served as financial advisor to Hilltop, and Wachtell,
Lipton, Rosen & Katz served as legal advisor. JPMorgan Securities LLC
served as financial advisor to PlainsCapital Corporation, and Sullivan &
Cromwell and Haynes & Boone served as legal advisors.
About Hilltop Holdings Inc.
Hilltop is a holding company that is endeavoring to make acquisitions
and effect a business combination. As of September 30, 2012, Hilltop had
approximately $524 million aggregate available cash that may be used for
this purpose. Hilltop also provides fire and homeowners insurance to low
value dwellings and manufactured homes primarily in Texas and other
areas of the south through its wholly owned property and casualty
insurance subsidiary, NLASCO, Inc.
About PlainsCapital Corporation
Founded in 1987, PlainsCapital Corporation is a Texas bank holding
company and diversified financial services company headquartered in
Dallas with more than $6.0 billion in assets, 3,400 employees and 330
locations in 40 states as of September 30, 2012. By providing
responsive, highly personalized service, PlainsCapital builds enduring
client relationships with middle market businesses, high net worth
individuals, public sector entities, institutional investors,
broker-dealers, investment advisors, and community banks trough its
family of companies: PlainsCapital Bank, FirstSouthwest, and
This press release may contain 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 which may cause Hilltop's actual
results, performance or achievements to be materially different from any
expected future results, performance, or achievements. Forward-looking
statements speak only as of the date they are made and, except as
required by law, Hilltop does not assume any duty to update
forward-looking statements. Such forward-looking statements include, but
are not limited to, statements about the business combination
transaction involving Hilltop and PlainsCapital, including future
financial and operating results, the combined company's plans,
objectives, expectations and intentions and other statements that are
not historical facts. The following factors, among others, could cause
actual results to differ from those set forth in the forward-looking
statements: (i) the risk that the transaction will not be consummated or
that the benefits from the transaction may not be fully realized or may
take longer to realize than expected, including as a result of changes
in general economic and market conditions, interest and exchange rates,
monetary policy, laws and regulations and their enforcement, and the
degree of competition in the geographic and business areas in which
Hilltop and PlainsCapital operate; (ii) the ability to promptly and
effectively integrate the businesses of Hilltop and PlainsCapital; (iii)
the reaction of the companies' customers, employees and counterparties
to the transaction; and (iv) diversion of management time on
merger-related issues. For more information, see the risk factors
described in the registration statement on Form S-4 filed by Hilltop and
each of Hilltop's and PlainsCapital's Annual Reports on Form 10-K,
Quarterly Reports on Form 10-Q and other filings with the Securities and
Exchange Commission (the "SEC (News - Alert)").
In connection with the proposed transaction, Hilltop filed with the SEC
a registration statement on Form S-4 that includes a joint proxy
statement of Hilltop and PlainsCapital that also constitutes a
prospectus of Hilltop. Hilltop and PlainsCapital also filed other
relevant documents with the SEC regarding the proposed transaction.
INVESTORS ARE URGED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS AND
OTHER RELEVANT DOCUMENTS FILED WITH THE SEC BECAUSE THEY CONTAIN
IMPORTANT INFORMATION. You may obtain a free copy of the joint proxy
statement/prospectus and other relevant documents filed by Hilltop and
PlainsCapital with the SEC at the SEC's website at www.sec.gov.
Copies of the documents filed by Hilltop with the SEC will be available
free of charge on Hilltop's website at www.hilltop-holdings.com
or by contacting Hilltop Investor Relations at 214-855-2177. Copies of
the documents filed by PlainsCapital with the SEC will be available free
of charge on PlainsCapital's website at www.plainscapital.com
or by contacting PlainsCapital Investor Relations at 214-252-4155.
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