Hilltop Holdings Inc. Announces Financial Results for Second Quarter 2017

July 27, 2017 5:05 PM | 137 min read |

Hilltop Holdings Inc. 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:
    • 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;
    • 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.

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