Exhibit 99.1
| Investor Relations Contact: |
| Erik Yohe |
| 214-525-4634 |
| eyohe@hilltop-holdings.com |
Hilltop Holdings Inc. Announces Financial Results for Third Quarter 2019
DALLAS — (BUSINESS WIRE) October 31, 2019 — Hilltop Holdings Inc. (NYSE: HTH) (“Hilltop”) today announced financial results for the third quarter of 2019. Hilltop produced income to common stockholders of $79.4 million, or $0.86 per diluted share, for the third quarter of 2019, compared to $35.8 million, or $0.38 per diluted share, for the third quarter of 2018.
Hilltop also announced that its Board of Directors declared a quarterly cash dividend of $0.08 per common share payable on December 3, 2019, to all common stockholders of record as of the close of business on November 15, 2019. Additionally, under the stock repurchase program approved by the Hilltop Board of Directors in January 2019, Hilltop was authorized to repurchase its outstanding common stock in the open market or through privately negotiated transactions. Hilltop has paid $73.4 million to repurchase 3,390,247 shares at an average price of $21.64 during the first nine months of 2019. These shares were returned to the pool of authorized but unissued shares of common stock. Share repurchase amounts include the repurchase of common shares to offset issuances under the employee compensation plan.
The aforementioned repurchases are inclusive of the purchase of 2,175,404 shares of our common stock from Oak Hill Capital Partners III, L.P., Oak Hill Capital Management Partners III, L.P. and Oak Hill Capital Management, LLC (collectively, “Oak Hill Capital”) for $48.4 million, or $22.25 per share, and consummated on August 20, 2019. As a result, the repurchase of shares by Hilltop from Oak Hill Capital fully utilized the stock repurchase program previously authorized in January 2019.
Based upon a review recently conducted, Hilltop determined that we did not design and maintain effective internal control over certain aspects relating to the determination of the qualitative factors considered by management in the allowance for loan losses estimation process, particularly quantitative support for such qualitative factors. Based upon the foregoing, management and the Audit Committee of the Board of Directors concluded that this control deficiency constituted a material weakness as of December 31, 2018. As of the date of this press release, we do not expect this control deficiency to result in a restatement of our consolidated financial statements.
We expect to file an amendment to our Annual Report on Form 10-K for the fiscal year ended December 31, 2018 and Quarterly Reports on Form 10-Q for the quarters ended March 31, 2019 and June 30, 2019 to include disclosures concerning this material weakness. In addition, we anticipate that the report of PricewaterhouseCoopers LLP on our internal control over financial reporting at December 31, 2018 will be revised to reflect the identification of this material weakness.
Hilltop and our Board of Directors are committed to maintaining a strong internal control environment. Management has evaluated the material weakness described above and has made significant progress updating its design and implementation of internal controls to remediate the aforementioned control deficiency and enhance our internal control environment. The remediation plan is being implemented and includes enhanced documentation and quantitative analysis of the qualitative factors considered in the estimation of the allowance for loan losses. Management expects to successfully implement the remediation plan prior to filing our Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2019, and currently plans to evaluate our updated internal controls design and determine whether the controls have operated effectively during the fourth quarter of 2019.
Effective January 1, 2020, Hilltop will adopt the current expected credit loss model, or CECL, which will replace the current process for estimating allowance for loan losses in its entirety. Based upon the work completed to date and the current loan portfolios, we estimate that the allowance for credit losses will be between $80 million and $110 million, inclusive of the change in reserve for unfunded commitments, when CECL is adopted on January 1, 2020. The estimated increase over the current allowance for loan losses is driven by the fact that under CECL the allowance will cover expected credit losses over the entire expected life of the loan portfolios and also will take into account forecasts of
expected future macroeconomic conditions. While not expected to be material, the impact of the adoption of CECL also will affect our regulatory capital, performance and other asset quality ratios.
Jeremy Ford, CEO of Hilltop, said, “This was an excellent quarter for all of the Hilltop businesses, as each improved pre-tax income versus the prior quarter and prior year. During the quarter, the Bank generated strong earnings from loan growth and a focus on efficiency, HilltopSecurities delivered profit improvement from growth in Capital Markets and Structured Finance, and National Lloyds produced solid income from reduced storm activity and the execution of our previously disclosed strategy to exit non-core states. Importantly, the mortgage team at PrimeLending reported record results by maintaining their focus on profitable originations and efficiency efforts while the mortage market conditions improved. I want to thank all of our teammates across Hilltop for their part in executing towards our combined vision and am excited about our momentum heading into the fourth quarter of 2019.”
Third Quarter 2019 Highlights for Hilltop:
· | Hilltop’s annualized return on average assets and return on average equity for the third quarter of 2019 were 2.26% and 15.55%, respectively, compared to 1.07% and 7.41%, respectively, for the third quarter of 2018; |
· | Hilltop’s book value per common share increased to $22.71 at September 30, 2019, compared to $21.85 at June 30, 2019; |
· | Hilltop’s total assets were $14.8 billion at September 30, 2019, compared to $14.3 billion at June 30, 2019; |
· | Loans1, net of allowance for loan losses, increased to $6.7 billion compared to $6.6 billion at June 30, 2019; |
· | Non-performing loans were $35.5 million, or 0.38% of total loans at September 30, 2019, compared to $32.0 million, or 0.36% of total loans, at June 30, 2019; |
· | Loans held for sale increased by 23.3% from June 30, 2019 to $2.0 billion at September 30, 2019; |
· | Total deposits were $8.7 billion at September 30, 2019, compared to $8.5 billion at June 30, 2019; |
· | Hilltop maintained strong capital levels with a Tier 1 Leverage Ratio2 of 12.67% and a Common Equity Tier 1 Capital Ratio of 16.15% at September 30, 2019; |
· | Hilltop’s net interest margin3 decreased to 3.45% for the third quarter of 2019, compared to 3.49% in the second quarter of 2019; |
· | The provision (recovery) for loan losses was $47 thousand during the third quarter of 2019, compared to ($0.7) million in the second quarter of 2019; |
· | For the third quarter of 2019, noninterest income was $341.4 million, compared to $269.7 million in the third quarter of 2018, a 26.6% increase; |
· | For the third quarter of 2019, noninterest expense was $350.1 million, compared to $335.7 million in the third quarter of 2018, a 4.3% increase; and |
· | Hilltop’s effective tax rate increased to 21.8% during the third quarter of 2019, compared to 17.0% during the same period in 2018. |
o | The effective tax rate during the third quarter of 2018 was lower than the statutory rate due to tax planning strategies and a tax benefit recognized on the deductible portion of settlement of litigation. |
1 “Loans” reflect loans held for investment excluding broker-dealer loans, net of allowance for loan losses, of $558.1 million and $570.3 million at September 30, 2019 and June 30, 2019, respectively.
2 Based on the end of period Tier 1 capital divided by total average assets during the quarter, 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
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Consolidated Balance Sheets |
| September 30, |
| June 30, |
| March 31, |
| December 31, |
| September 30, | |||||
(in 000's) |
| 2019 |
| 2019 |
| 2019 |
| 2018 |
| 2018 | |||||
Cash and due from banks |
| $ | 326,129 |
| $ | 342,001 |
| $ | 313,192 |
| $ | 644,073 |
| $ | 405,682 |
Federal funds sold |
|
| 423 |
|
| 521 |
|
| 438 |
|
| 400 |
|
| 468 |
Assets segregated for regulatory purposes |
|
| 83,878 |
|
| 151,271 |
|
| 156,851 |
|
| 133,993 |
|
| 220,115 |
Securities purchased under agreements to resell |
|
| 49,998 |
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| 50,660 |
|
| 65,205 |
|
| 61,611 |
|
| 164,656 |
Securities: |
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Trading, at fair value |
|
| 707,268 |
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| 601,524 |
|
| 703,295 |
|
| 745,466 |
|
| 660,314 |
Available for sale, at fair value |
|
| 1,003,850 |
|
| 1,009,924 |
|
| 1,019,851 |
|
| 875,658 |
|
| 874,496 |
Held to maturity, at amortized cost |
|
| 371,361 |
|
| 365,905 |
|
| 369,865 |
|
| 351,012 |
|
| 348,163 |
Equity, at fair value |
|
| 19,494 |
|
| 19,592 |
|
| 19,343 |
|
| 19,679 |
|
| 21,555 |
|
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| 2,101,973 |
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| 1,996,945 |
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| 2,112,354 |
|
| 1,991,815 |
|
| 1,904,528 |
Loans held for sale |
|
| 1,984,231 |
|
| 1,609,477 |
|
| 1,059,280 |
|
| 1,393,246 |
|
| 1,524,980 |
Loans held for investment, net of unearned income |
|
| 7,321,208 |
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| 7,202,604 |
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| 7,011,679 |
|
| 6,930,458 |
|
| 6,940,306 |
Allowance for loan losses |
|
| (55,604) |
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| (55,177) |
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| (58,809) |
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| (59,486) |
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| (60,152) |
Loans held for investment, net |
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| 7,265,604 |
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| 7,147,427 |
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| 6,952,870 |
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| 6,870,972 |
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| 6,880,154 |
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Broker-dealer and clearing organization receivables |
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| 1,731,979 |
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| 1,707,249 |
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| 1,651,199 |
|
| 1,440,287 |
|
| 1,491,507 |
Premises and equipment, net |
|
| 213,757 |
|
| 208,975 |
|
| 210,333 |
|
| 237,373 |
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| 236,172 |
Operating lease right-of-use assets |
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| 121,838 |
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| 123,832 |
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| 108,806 |
|
| — |
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| — |
Other assets |
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| 633,794 |
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| 602,143 |
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| 591,442 |
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| 580,362 |
|
| 604,445 |
Goodwill |
|
| 291,435 |
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| 291,435 |
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| 291,435 |
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| 291,435 |
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| 291,435 |
Other intangible assets, net |
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| 31,990 |
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| 33,934 |
|
| 35,965 |
|
| 38,005 |
|
| 40,394 |
Total assets |
| $ | 14,837,029 |
| $ | 14,265,870 |
| $ | 13,549,370 |
| $ | 13,683,572 |
| $ | 13,764,536 |
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Deposits: |
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Non interest-bearing |
| $ | 2,732,325 |
| $ | 2,598,253 |
| $ | 2,490,144 |
| $ | 2,560,750 |
| $ | 2,525,677 |
Interest-bearing |
|
| 5,998,547 |
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| 5,864,826 |
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| 5,807,975 |
|
| 5,975,406 |
|
| 5,764,556 |
Total deposits |
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| 8,730,872 |
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| 8,463,079 |
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| 8,298,119 |
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| 8,536,156 |
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| 8,290,233 |
Broker-dealer and clearing organization payables |
|
| 1,546,163 |
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| 1,531,891 |
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| 1,490,227 |
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| 1,294,925 |
|
| 1,396,401 |
Short-term borrowings |
|
| 1,502,755 |
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| 1,338,893 |
|
| 914,525 |
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| 1,065,807 |
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| 1,216,649 |
Securities sold, not yet purchased, at fair value |
|
| 59,249 |
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| 45,447 |
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| 69,354 |
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| 81,667 |
|
| 179,582 |
Notes payable |
|
| 245,341 |
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| 231,923 |
|
| 225,372 |
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| 228,872 |
|
| 220,192 |
Operating lease liabilities |
|
| 131,133 |
|
| 132,750 |
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| 118,452 |
|
| — |
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| — |
Junior subordinated debentures |
|
| 67,012 |
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| 67,012 |
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| 67,012 |
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| 67,012 |
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| 67,012 |
Other liabilities |
|
| 471,077 |
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| 403,070 |
|
| 351,178 |
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| 435,240 |
|
| 430,309 |
Total liabilities |
|
| 12,753,602 |
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| 12,214,065 |
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| 11,534,239 |
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| 11,709,679 |
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| 11,800,378 |
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Common stock |
|
| 906 |
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| 928 |
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| 938 |
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| 936 |
|
| 946 |
Additional paid-in capital |
|
| 1,441,604 |
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| 1,473,599 |
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| 1,491,585 |
|
| 1,489,816 |
|
| 1,504,467 |
Accumulated other comprehensive income (loss) |
|
| 12,305 |
|
| 7,862 |
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| (1,062) |
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| (8,627) |
|
| (14,722) |
Retained earnings |
|
| 602,835 |
|
| 544,275 |
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| 499,452 |
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| 466,737 |
|
| 448,923 |
Deferred compensation employee stock trust, net |
|
| 789 |
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| 788 |
|
| 827 |
|
| 825 |
|
| 860 |
Employee stock trust |
|
| (170) |
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| (171) |
|
| (213) |
|
| (217) |
|
| (252) |
Total Hilltop stockholders' equity |
|
| 2,058,269 |
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| 2,027,281 |
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| 1,991,527 |
|
| 1,949,470 |
|
| 1,940,222 |
Noncontrolling interests |
|
| 25,158 |
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| 24,524 |
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| 23,604 |
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| 24,423 |
|
| 23,936 |
Total stockholders' equity |
|
| 2,083,427 |
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| 2,051,805 |
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| 2,015,131 |
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| 1,973,893 |
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| 1,964,158 |
Total liabilities & stockholders' equity |
| $ | 14,837,029 |
| $ | 14,265,870 |
| $ | 13,549,370 |
| $ | 13,683,572 |
| $ | 13,764,536 |
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| Three Months Ended |
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Consolidated Income Statements |
| September 30, |
| June 30, |
| March 31, |
| December 31, |
| September 30, |
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(in 000's, except per share data) |
| 2019 |
| 2019 |
| 2019 |
| 2018 |
| 2018 |
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Interest income: |
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Loans, including fees |
| $ | 119,580 |
| $ | 114,325 |
| $ | 110,870 |
| $ | 119,322 |
| $ | 113,535 |
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Securities borrowed |
|
| 21,010 |
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| 15,517 |
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| 16,859 |
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| 16,782 |
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| 16,346 |
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Securities: |
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Taxable |
|
| 15,764 |
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| 14,684 |
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| 15,616 |
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| 15,512 |
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| 11,994 |
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Tax-exempt |
|
| 1,576 |
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| 1,513 |
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| 1,498 |
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| 1,648 |
|
| 1,717 |
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Other |
|
| 4,026 |
|
| 4,017 |
|
| 5,197 |
|
| 4,438 |
|
| 4,734 |
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Total interest income |
|
| 161,956 |
|
| 150,056 |
|
| 150,040 |
|
| 157,702 |
|
| 148,326 |
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Interest expense: |
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Deposits |
|
| 18,887 |
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| 18,036 |
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| 17,106 |
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| 14,838 |
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| 12,353 |
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Securities loaned |
|
| 17,889 |
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| 13,470 |
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| 14,738 |
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| 13,935 |
|
| 13,984 |
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Short-term borrowings |
|
| 8,166 |
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| 6,897 |
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| 5,471 |
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| 7,476 |
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| 7,831 |
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Notes payable |
|
| 2,715 |
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| 2,629 |
|
| 2,641 |
|
| 2,627 |
|
| 2,702 |
|
Junior subordinated debentures |
|
| 955 |
|
| 986 |
|
| 1,001 |
|
| 968 |
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| 955 |
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Other |
|
| 132 |
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| 162 |
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| 152 |
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| 143 |
|
| 160 |
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Total interest expense |
|
| 48,744 |
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| 42,180 |
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| 41,109 |
|
| 39,987 |
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| 37,985 |
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Net interest income |
|
| 113,212 |
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| 107,876 |
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| 108,931 |
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| 117,715 |
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| 110,341 |
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Provision (recovery) for loan losses |
|
| 47 |
|
| (672) |
|
| 951 |
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| 6,926 |
|
| (371) |
|
Net interest income after provision (recovery) for loan losses |
|
| 113,165 |
|
| 108,548 |
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| 107,980 |
|
| 110,789 |
|
| 110,712 |
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Noninterest income: |
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Net gains from sale of loans and other mortgage production income |
|
| 157,050 |
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| 131,173 |
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| 96,139 |
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| 90,628 |
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| 116,243 |
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Mortgage loan origination fees |
|
| 37,782 |
|
| 33,409 |
|
| 21,873 |
|
| 26,615 |
|
| 27,004 |
|
Securities commissions and fees |
|
| 34,426 |
|
| 34,142 |
|
| 35,969 |
|
| 36,984 |
|
| 36,968 |
|
Investment and securities advisory fees and commissions |
|
| 28,685 |
|
| 22,859 |
|
| 20,160 |
|
| 26,260 |
|
| 23,487 |
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Net insurance premiums earned |
|
| 32,654 |
|
| 33,466 |
|
| 33,203 |
|
| 34,146 |
|
| 34,185 |
|
Other |
|
| 50,804 |
|
| 57,822 |
|
| 45,124 |
|
| 23,883 |
|
| 31,810 |
|
Total noninterest income |
|
| 341,401 |
|
| 312,871 |
|
| 252,468 |
|
| 238,516 |
|
| 269,697 |
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Noninterest expense: |
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|
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|
|
|
|
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|
|
|
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|
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Employees' compensation and benefits |
|
| 235,197 |
|
| 215,743 |
|
| 189,898 |
|
| 179,881 |
|
| 205,575 |
|
Occupancy and equipment, net |
|
| 27,202 |
|
| 28,219 |
|
| 28,023 |
|
| 30,512 |
|
| 29,015 |
|
Professional services |
|
| 24,346 |
|
| 23,753 |
|
| 22,942 |
|
| 26,793 |
|
| 27,984 |
|
Loss and loss adjustment expenses |
|
| 14,677 |
|
| 24,981 |
|
| 14,926 |
|
| 20,694 |
|
| 18,712 |
|
Other |
|
| 48,687 |
|
| 50,981 |
|
| 53,296 |
|
| 52,939 |
|
| 54,425 |
|
Total noninterest expense |
|
| 350,109 |
|
| 343,677 |
|
| 309,085 |
|
| 310,819 |
|
| 335,711 |
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|
|
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Income before income taxes |
|
| 104,457 |
|
| 77,742 |
|
| 51,363 |
|
| 38,486 |
|
| 44,698 |
|
Income tax expense |
|
| 22,750 |
|
| 17,951 |
|
| 11,586 |
|
| 8,928 |
|
| 7,600 |
|
Net income |
|
| 81,707 |
|
| 59,791 |
|
| 39,777 |
|
| 29,558 |
|
| 37,098 |
|
Less: Net income attributable to noncontrolling interest |
|
| 2,289 |
|
| 1,980 |
|
| 991 |
|
| 1,443 |
|
| 1,293 |
|
Income attributable to Hilltop |
| $ | 79,418 |
| $ | 57,811 |
| $ | 38,786 |
| $ | 28,115 |
| $ | 35,805 |
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Earnings per common share: |
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Basic |
| $ | 0.87 |
| $ | 0.62 |
| $ | 0.41 |
| $ | 0.30 |
| $ | 0.38 |
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Diluted |
| $ | 0.86 |
| $ | 0.62 |
| $ | 0.41 |
| $ | 0.30 |
| $ | 0.38 |
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Cash dividends declared per common share |
| $ | 0.08 |
| $ | 0.08 |
| $ | 0.08 |
| $ | 0.07 |
| $ | 0.07 |
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Weighted average shares outstanding: |
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Basic |
|
| 91,745 |
|
| 93,399 |
|
| 93,669 |
|
| 94,092 |
|
| 94,554 |
|
Diluted |
|
| 91,824 |
|
| 93,418 |
|
| 93,669 |
|
| 94,130 |
|
| 94,610 |
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| Three Months Ended September 30, 2019 | |||||||||||||||||||
Segment Results |
|
|
|
|
|
|
| Mortgage |
|
|
|
|
|
| All Other and |
| Hilltop | ||||
(in 000's) |
| Banking |
| Broker-Dealer |
| Origination |
| Insurance |
| Corporate |
| Eliminations |
| Consolidated | |||||||
Net interest income (expense) |
| $ | 97,642 |
| $ | 13,724 |
| $ | (2,725) |
| $ | 566 |
| $ | (1,384) |
| $ | 5,389 |
| $ | 113,212 |
Provision (recovery) for loan losses |
|
| — |
|
| 47 |
|
| — |
|
| — |
|
| — |
|
| — |
|
| 47 |
Noninterest income |
|
| 8,856 |
|
| 107,742 |
|
| 194,857 |
|
| 34,896 |
|
| 460 |
|
| (5,410) |
|
| 341,401 |
Noninterest expense |
|
| 53,767 |
|
| 94,411 |
|
| 160,634 |
|
| 28,923 |
|
| 12,561 |
|
| (187) |
|
| 350,109 |
Income (loss) before income taxes |
| $ | 52,731 |
| $ | 27,008 |
| $ | 31,498 |
| $ | 6,539 |
| $ | (13,485) |
| $ | 166 |
| $ | 104,457 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Nine Months Ended September 30, 2019 | |||||||||||||||||||
Segment Results |
|
|
|
|
|
|
| Mortgage |
|
|
|
|
|
| All Other and |
| Hilltop | ||||
(in 000's) |
| Banking |
| Broker-Dealer |
| Origination |
| Insurance |
| Corporate |
| Eliminations |
| Consolidated | |||||||
Net interest income (expense) |
| $ | 283,755 |
| $ | 37,984 |
| $ | (4,224) |
| $ | 1,802 |
| $ | (4,045) |
| $ | 14,747 |
| $ | 330,019 |
Provision (recovery) for loan losses |
|
| 355 |
|
| (29) |
|
| — |
|
| — |
|
| — |
|
| — |
|
| 326 |
Noninterest income |
|
| 30,219 |
|
| 304,607 |
|
| 477,438 |
|
| 107,539 |
|
| 1,850 |
|
| (14,913) |
|
| 906,740 |
Noninterest expense |
|
| 172,744 |
|
| 277,088 |
|
| 417,032 |
|
| 98,850 |
|
| 37,397 |
|
| (240) |
|
| 1,002,871 |
Income (loss) before income taxes |
| $ | 140,875 |
| $ | 65,532 |
| $ | 56,182 |
| $ | 10,491 |
| $ | (39,592) |
| $ | 74 |
| $ | 233,562 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Three Months Ended | |||||||||||||
|
| September 30, |
| June 30, |
| March 31, |
| December 31, |
| September 30, | |||||
Selected Financial Data |
| 2019 |
| 2019 |
| 2019 |
| 2018 |
| 2018 | |||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Hilltop Consolidated: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Return on average stockholders' equity |
|
| 15.55% |
|
| 11.63% |
|
| 8.04% |
|
| 5.76% |
|
| 7.41% |
Return on average assets |
|
| 2.26% |
|
| 1.74% |
|
| 1.21% |
|
| 0.86% |
|
| 1.07% |
Net interest margin (1) |
|
| 3.45% |
|
| 3.49% |
|
| 3.69% |
|
| 3.75% |
|
| 3.48% |
Net interest margin (taxable equivalent) (2): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As reported |
|
| 3.46% |
|
| 3.49% |
|
| 3.70% |
|
| 3.76% |
|
| 3.49% |
Impact of purchase accounting |
|
| 26 bps |
|
| 23 bps |
|
| 32 bps |
|
| 43 bps |
|
| 28 bps |
Book value per common share ($) |
|
| 22.71 |
|
| 21.85 |
|
| 21.23 |
|
| 20.83 |
|
| 20.51 |
Shares outstanding, end of period (000's) |
|
| 90,629 |
|
| 92,775 |
|
| 93,821 |
|
| 93,610 |
|
| 94,594 |
Dividend payout ratio (3) |
|
| 9.24% |
|
| 12.92% |
|
| 19.32% |
|
| 23.43% |
|
| 18.48% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Banking Segment: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest margin (1) |
|
| 3.97% |
|
| 4.06% |
|
| 4.24% |
|
| 4.50% |
|
| 4.13% |
Net interest margin (taxable equivalent) (2): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As reported |
|
| 3.98% |
|
| 4.06% |
|
| 4.25% |
|
| 4.51% |
|
| 4.14% |
Impact of purchase accounting |
|
| 35 bps |
|
| 31 bps |
|
| 44 bps |
|
| 61 bps |
|
| 39 bps |
Accretion of discount on loans ($000's) |
|
| 7,868 |
|
| 6,444 |
|
| 8,735 |
|
| 12,737 |
|
| 8,147 |
Net charge-offs (recoveries) ($000's) |
|
| (380) |
|
| 2,960 |
|
| 1,628 |
|
| 7,592 |
|
| 1,447 |
Return on average assets |
|
| 1.51% |
|
| 1.43% |
|
| 1.34% |
|
| 1.31% |
|
| 1.19% |
Fee income ratio |
|
| 8.3% |
|
| 10.3% |
|
| 10.3% |
|
| 10.1% |
|
| 10.7% |
Efficiency ratio |
|
| 50.5% |
|
| 55.9% |
|
| 58.8% |
|
| 56.8% |
|
| 63.7% |
Employees' compensation and benefits ($000's) |
|
| 31,309 |
|
| 33,050 |
|
| 32,171 |
|
| 31,955 |
|
| 36,878 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Broker-Dealer Segment: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net revenue ($000's) (4) |
|
| 121,466 |
|
| 116,969 |
|
| 104,157 |
|
| 89,750 |
|
| 95,266 |
Employees' compensation and benefits ($000's) |
|
| 69,954 |
|
| 70,333 |
|
| 63,075 |
|
| 54,249 |
|
| 59,535 |
Variable compensation expense ($000's) |
|
| 44,921 |
|
| 44,833 |
|
| 34,581 |
|
| 31,744 |
|
| 33,574 |
Compensation as a % of net revenue |
|
| 57.6% |
|
| 60.1% |
|
| 60.6% |
|
| 60.4% |
|
| 62.5% |
Pre-tax margin (5) |
|
| 22.2% |
|
| 18.9% |
|
| 15.8% |
|
| 12.1% |
|
| 10.4% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mortgage Origination Segment: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mortgage loan originations - volume ($000's): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Home purchases |
|
| 3,380,812 |
|
| 3,329,024 |
|
| 2,050,760 |
|
| 2,586,677 |
|
| 3,237,444 |
Refinancings |
|
| 1,390,989 |
|
| 631,065 |
|
| 396,282 |
|
| 384,990 |
|
| 416,201 |
Total mortgage loan originations - volume |
|
| 4,771,801 |
|
| 3,960,089 |
|
| 2,447,042 |
|
| 2,971,667 |
|
| 3,653,645 |
Mortgage loan sales - volume ($000's) |
|
| 4,316,118 |
|
| 3,338,070 |
|
| 2,711,114 |
|
| 3,008,793 |
|
| 4,015,051 |
Net gains from mortgage loan sales (basis points) |
|
| 335 |
|
| 333 |
|
| 330 |
|
| 334 |
|
| 330 |
Mortgage servicing rights asset ($000's) (6) |
|
| 51,297 |
|
| 53,695 |
|
| 62,049 |
|
| 66,102 |
|
| 68,804 |
Employees' compensation and benefits ($000's) |
|
| 123,890 |
|
| 106,449 |
|
| 79,043 |
|
| 84,334 |
|
| 102,025 |
Variable compensation expense ($000's) |
|
| 81,287 |
|
| 65,516 |
|
| 38,929 |
|
| 44,529 |
|
| 58,686 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Insurance Segment: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss and LAE ratio |
|
| 44.9% |
|
| 74.6% |
|
| 45.0% |
|
| 60.6% |
|
| 54.7% |
Expense ratio |
|
| 38.3% |
|
| 38.4% |
|
| 41.5% |
|
| 37.9% |
|
| 38.8% |
Combined ratio |
|
| 83.2% |
|
| 113.0% |
|
| 86.5% |
|
| 98.5% |
|
| 93.5% |
Employees' compensation and benefits ($000's) |
|
| 2,748 |
|
| 2,784 |
|
| 3,202 |
|
| 2,670 |
|
| 2,595 |
(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 the applicable 21% federal income tax rate for all periods presented. 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. The taxable equivalent adjustments to interest income for Hilltop (consolidated) were $0.1 million, $0.2 million, $0.2 million, $0.3 million, and $0.2 million, respectively, for the periods presented and for the banking segment were $0.1 million, $0.2 million, $0.2 million, $0.2 million, and $0.2 million, respectively, for each of the periods presented. |
(3) | Dividend payout ratio is defined as cash dividends declared per common share divided by basic earnings per common share. |
(4) | Net revenue is defined as the sum of total broker-dealer net interest income plus total broker-dealer noninterest income. |
(5) | Pre-tax margin is defined as income before income taxes divided by net revenue |
(6) | 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. |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| September 30, |
| June 30, |
| March 31, |
| December 31, |
| September 30, | |||||
Capital Ratios |
| 2019 |
| 2019 |
| 2019 |
| 2018 |
| 2018 | |||||
Tier 1 capital (to average assets): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
PlainsCapital |
|
| 11.79% |
|
| 12.53% |
|
| 12.61% |
|
| 12.47% |
|
| 11.86% |
Hilltop |
|
| 12.67% |
|
| 13.00% |
|
| 13.22% |
|
| 12.53% |
|
| 12.40% |
Common equity Tier 1 capital (to risk-weighted assets): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
PlainsCapital |
|
| 13.25% |
|
| 13.84% |
|
| 13.89% |
|
| 13.90% |
|
| 13.88% |
Hilltop |
|
| 16.15% |
|
| 16.32% |
|
| 16.75% |
|
| 16.58% |
|
| 16.95% |
Tier 1 capital (to risk-weighted assets): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
PlainsCapital |
|
| 13.25% |
|
| 13.84% |
|
| 13.89% |
|
| 13.90% |
|
| 13.88% |
Hilltop |
|
| 16.58% |
|
| 16.77% |
|
| 17.22% |
|
| 17.04% |
|
| 17.42% |
Total capital (to risk-weighted assets): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
PlainsCapital |
|
| 13.87% |
|
| 14.48% |
|
| 14.60% |
|
| 14.63% |
|
| 14.63% |
Hilltop |
|
| 16.95% |
|
| 17.14% |
|
| 17.64% |
|
| 17.47% |
|
| 17.87% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| September 30, |
| June 30, |
| March 31, |
| December 31, |
| September 30, | |||||
Non-Performing Loans Portfolio Data |
| 2019 |
| 2019 |
| 2019 |
| 2018 |
| 2018 | |||||
Loans accounted for on a non-accrual basis ($000's): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial real estate |
|
| 8,727 |
|
| 5,276 |
|
| 5,332 |
|
| 5,324 |
|
| 7,506 |
Commercial and industrial |
|
| 13,313 |
|
| 14,152 |
|
| 13,350 |
|
| 14,870 |
|
| 21,323 |
Construction and land development |
|
| 1,358 |
|
| 1,413 |
|
| 1,473 |
|
| 3,278 |
|
| 3,402 |
1-4 family residential |
|
| 12,103 |
|
| 11,136 |
|
| 10,662 |
|
| 10,437 |
|
| 4,476 |
Mortgage warehouse |
|
| — |
|
| — |
|
| — |
|
| — |
|
| — |
Consumer |
|
| 30 |
|
| 34 |
|
| 38 |
|
| 41 |
|
| 45 |
Broker-dealer |
|
| — |
|
| — |
|
| — |
|
| — |
|
| — |
Covered |
|
| — |
|
| — |
|
| — |
|
| — |
|
| 5,777 |
|
|
| 35,531 |
|
| 32,011 |
|
| 30,855 |
|
| 33,950 |
|
| 42,529 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-performing loans as a % of total loans |
|
| 0.38% |
|
| 0.36% |
|
| 0.38% |
|
| 0.41% |
|
| 0.50% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other real estate owned ($000's) |
|
| 18,738 |
|
| 20,753 |
|
| 23,066 |
|
| 27,578 |
|
| 32,518 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other repossessed assets ($000's) |
|
| — |
|
| — |
|
| 30 |
|
| 68 |
|
| 99 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-performing assets ($000's) |
|
| 54,269 |
|
| 52,764 |
|
| 53,951 |
|
| 61,596 |
|
| 75,146 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-performing assets as a % of total assets |
|
| 0.37% |
|
| 0.37% |
|
| 0.40% |
|
| 0.45% |
|
| 0.55% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-PCI loans past due 90 days or more and still accruing ($000's) |
|
| 81,678 |
|
| 77,425 |
|
| 77,045 |
|
| 83,131 |
|
| 80,664 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Troubled debt restructurings included in accruing loans held for investment ($000's) |
|
| 2,222 |
|
| 2,256 |
|
| 1,313 |
|
| 1,339 |
|
| 1,362 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Three Months Ended September 30, |
| ||||||||||||||
|
| 2019 |
| 2018 |
| ||||||||||||
|
| Average |
| Interest |
| Annualized |
| Average |
| Interest |
| Annualized |
| ||||
|
| Outstanding |
| Earned or |
| Yield or |
| Outstanding |
| Earned or |
| Yield or |
| ||||
Net Interest Margin (Taxable Equivalent) Details |
| Balance |
| Paid |
| Rate |
| Balance |
| Paid |
| Rate |
| ||||
Assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest-earning assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans held for sale |
| $ | 1,754,975 |
| $ | 18,178 |
| 4.14 | % | $ | 1,718,410 |
| $ | 20,409 |
| 4.75 | % |
Loans held for investment, gross (1) |
|
| 7,167,169 |
|
| 101,402 |
| 5.57 | % |
| 6,767,004 |
|
| 93,126 |
| 5.41 | % |
Investment securities - taxable |
|
| 1,815,454 |
|
| 15,733 |
| 3.47 | % |
| 1,625,368 |
|
| 11,964 |
| 2.94 | % |
Investment securities - non-taxable (2) |
|
| 240,595 |
|
| 1,694 |
| 2.82 | % |
| 250,042 |
|
| 1,950 |
| 3.12 | % |
Federal funds sold and securities purchased under agreements to resell |
|
| 50,522 |
|
| 251 |
| 1.97 | % |
| 202,274 |
|
| 956 |
| 1.87 | % |
Interest-bearing deposits in other financial institutions |
|
| 330,968 |
|
| 1,928 |
| 2.31 | % |
| 379,160 |
|
| 1,915 |
| 2.00 | % |
Securities borrowed |
|
| 1,565,608 |
|
| 21,010 |
| 5.25 | % |
| 1,550,902 |
|
| 16,346 |
| 4.12 | % |
Other |
|
| 83,379 |
|
| 1,862 |
| 8.89 | % |
| 89,718 |
|
| 1,879 |
| 8.33 | % |
Interest-earning assets, gross (2) |
|
| 13,008,670 |
|
| 162,058 |
| 4.92 | % |
| 12,582,878 |
|
| 148,545 |
| 4.66 | % |
Allowance for loan losses |
|
| (55,710) |
|
|
|
|
|
|
| (61,736) |
|
|
|
|
|
|
Interest-earning assets, net |
|
| 12,952,960 |
|
|
|
|
|
|
| 12,521,142 |
|
|
|
|
|
|
Noninterest-earning assets |
|
| 1,389,963 |
|
|
|
|
|
|
| 1,299,974 |
|
|
|
|
|
|
Total assets |
| $ | 14,342,923 |
|
|
|
|
|
| $ | 13,821,116 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities and Stockholders' Equity |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest-bearing liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest-bearing deposits |
| $ | 5,943,901 |
| $ | 18,887 |
| 1.26 | % | $ | 5,608,748 |
| $ | 12,353 |
| 0.87 | % |
Securities loaned |
|
| 1,448,345 |
|
| 17,889 |
| 4.90 | % |
| 1,415,231 |
|
| 13,984 |
| 3.92 | % |
Notes payable and other borrowings |
|
| 1,605,598 |
|
| 11,968 |
| 2.94 | % |
| 1,720,823 |
|
| 11,648 |
| 2.68 | % |
Total interest-bearing liabilities |
|
| 8,997,844 |
|
| 48,744 |
| 2.15 | % |
| 8,744,802 |
|
| 37,985 |
| 1.72 | % |
Noninterest-bearing liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Noninterest-bearing deposits |
|
| 2,680,729 |
|
|
|
|
|
|
| 2,538,833 |
|
|
|
|
|
|
Other liabilities |
|
| 611,337 |
|
|
|
|
|
|
| 602,983 |
|
|
|
|
|
|
Total liabilities |
|
| 12,289,910 |
|
|
|
|
|
|
| 11,886,618 |
|
|
|
|
|
|
Stockholders’ equity |
|
| 2,029,511 |
|
|
|
|
|
|
| 1,918,977 |
|
|
|
|
|
|
Noncontrolling interest |
|
| 23,502 |
|
|
|
|
|
|
| 15,521 |
|
|
|
|
|
|
Total liabilities and stockholders' equity |
| $ | 14,342,923 |
|
|
|
|
|
| $ | 13,821,116 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income (2) |
|
|
|
| $ | 113,314 |
|
|
|
|
|
| $ | 110,560 |
|
|
|
Net interest spread (2) |
|
|
|
|
|
|
| 2.77 | % |
|
|
|
|
|
| 2.94 | % |
Net interest margin (2) |
|
|
|
|
|
|
| 3.46 | % |
|
|
|
|
|
| 3.49 | % |
(1) | Average balance includes non-accrual loans. |
(2) | Presented on a taxable equivalent basis with annualized taxable equivalent adjustments based on the applicable 21% federal income tax rates for the periods presented. The adjustment to interest income was $0.1 million and $0.2 million for the three months ended September 30, 2019 and 2018, respectively. |
Conference Call Information
Hilltop will host a live webcast and conference call at 8:00 AM Central (9:00 AM Eastern) on Friday, November 1, 2019. Hilltop President and CEO Jeremy B. Ford and Hilltop CFO William B. Furr will review third quarter 2019 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 September 30, 2019, Hilltop employed approximately 5,000 people and operated approximately 440 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 the appropriateness of the allowance for loan losses and provision for loan losses, the estimate of allowance for credit losses pursuant to CECL when adopted, anticipated amendments to the Annual Report on Form 10-K for the fiscal year ended December 31, 2018 and our Quarterly Reports on Form 10-Q for the quarters ended March 31, 2019 and June 30, 2019, the impact of the material weakness upon our financial statements, implementation of the remediation plan and our plans, objectives, strategies, expectations, intentions and other statements that are not statements of historical fact, and may be identified by words such as “anticipates,” “believes,” “building,” “could,” “estimates,” “expects,” “forecasts,” “goal,” “guidance,” “intends,” “may,” “might,” “outlook,” “plan,” “probable,” “projects,” “seeks,” “should,” “target,” “view,” “will” 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 materially from those set forth in the forward-looking statements: (i) the credit risks of lending activities, including our ability to estimate loan losses and increases to the allowance for loan losses as a result of the implementation of CECL; (ii) the effects of changes in the level of, and trends in, loan delinquencies and write-offs; (iii) changes in general economic, market and business conditions in areas or markets where we compete, including changes in the price of crude oil; (iv) risks associated with concentration in real estate related loans; (v) severe catastrophic events in Texas and other areas of the southern United States; and (vi) the remediation of the material weakness may not be effected in a timely manner. For further discussion of such factors, see the risk factors described 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.