Return to Mergers & Acquisitions

Deal Overview

Buyer:
Hilltop Holdings Inc.
Actual Acquirer:
Hilltop Holdings Inc.
Target:
PlainsCapital Corporation
Deal Type:
Bank & Thrift Company
Agreement Date:
5/8/2012
Announcement Date:
5/9/2012
Announced Deal Value ($ M):
527.05
Status:
Completed
Completion Date:
11/30/2012
Announced Deal Value Per Share ($ )
15.23

Consideration Breakout
Cash ($M) 310.0
Common Stock ($M) 380.9
Common Stock Issued 27,123,000
Preferred Stock ($M) 114.1
Preferred Stock Issued 114,068

Deal Pricing Ratios

Announcement Completion
Price / Book (%) 115.6 133.2
Price / Tangible Book (%) 129.9 145.7
Price / Earnings (x) 8.6 7.4
Price / Deposits (%) 12.64 16.08
Price / Assets (%) 9.11 10.96
Tangible Book Premium/ Deposits (%) 4.46 8.09
Deal Terms
Description of Consideration

Hilltop Holdings Inc. exchanged 0.7760 shares and paid $9.00 per share in cash for each outstanding share of PlainsCapital Corp. Hilltop Holdings Inc. issued 114,068 shares of preferred stock in exchange for PlainsCapital Corp.'s preferred stock held by the U.S. Treasury Department under its SBLF.

Accounting Method Acquisition
In-State Transaction? Yes
Merger of Equals? No
Geographic Expansion? In Market
Goodwill Generated ($ 000) 264,223
Estimated Cost Savings (%) NA
Estimated Cost Savings ($ 000) NA
Est. Restructuring Charges ($ 000) 6,600
Maximum Termination Fee ($ 000) 17,500.00
Minimum Termination Fee ($ 000) 0
Exchange Ratio (Common For Common) 0.78
Exchange Ratio (Common For Preferred) NA
Exchange Ratio (Preferred For Common) NA
Exchange Ratio (Preferred For Preferred) 1.00
Lockup Agreement No
Strike Price ($ ) NA
% of Shares Outstanding NA
Shares Under Option NA
Core Deposit Intangibles ($ 000) 34,500
Deal Advisers
Financial Advisers
Party Advised Adviser Hired? Firm Name
Buyer Yes Stephens Inc.
Seller Yes J.P. Morgan Securities LLC
Legal Counsel
Party Advised Adviser Hired? Firm Name
Buyer Yes Wachtell Lipton Rosen & Katz
Seller Yes Sullivan & Cromwell LLP