Condensed Financial Statements of Parent (Tables) (Hilltop Holdings Inc.)

12 Months Ended

Dec. 31, 2013

Hilltop Holdings Inc.

Condensed Financial Statements

Schedule of Condensed Statements of Operations

Condensed financial statements of Hilltop (parent only) follow (in thousands).

	Year Ended December 31,
	2013			2012			2011
Investment income	$	6,635		$	7,035		$	4,284
Interest expense	8,232			6,996			7,135
General and administrative expense	10,439			14,488			8,868
Loss before income taxes, equity in undistributed earnings of subsidiaries and preferred stock activity	(12,036		)	(14,449		)	(11,719		)
Income tax expense (benefit)	(4,680		)	(3,313		)	(5,138		)
Equity in undistributed earnings of subsidiaries	134,065			6,038			50
Net income (loss)	$	126,709		$	(5,098	)	$	(6,531	)

Schedule of Condensed Statements of Comprehensive Income (Loss)

Condensed financial statements of Hilltop (parent only) follow (in thousands).

	Year Ended December 31,
	2013			2012			2011
Net income (loss)	$	126,709		$	(5,098	)	$	(6,531	)
Other comprehensive income (loss), net of tax	(43,418		)	(4,900		)	8,581
Comprehensive income (loss)	$	83,291		$	(9,998	)	$	2,050

Schedule of Condensed Balance Sheets

Condensed financial statements of Hilltop (parent only) follow (in thousands).

	December 31,
	2013		2012		2011
Assets
Cash and cash equivalents	$	163,856	$	204,754	$	533,374
Securities, available for sale	69,023		64,082		70,513
Investment in subsidiaries	1,069,226		944,546		126,017
Other assets	14,293		27,743		24,884
Total assets	$	1,316,398	$	1,241,125	$	754,788
Liabilities and Stockholders’ Equity
Accounts payable and accrued expenses	$	5,257	$	5,779	$	8,555
Notes payable	—		90,850		90,850
Stockholders’ equity	1,311,141		1,144,496		655,383
Total liabilities and stockholders’ equity	$	1,316,398	$	1,241,125	$	754,788

Schedule of Condensed Statements of Cash Flows

Condensed financial statements of Hilltop (parent only) follow (in thousands).

	Year Ended December 31,
	2013			2012			2011
Operating Activities
Net income (loss)	$	126,709		$	(5,098	)	$	(6,531	)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Equity in undistributed earnings of subsidiaries	(134,065		)	(6,038		)	(50		)
Deferred income taxes	8,850			(1,011		)	(3,756		)
Loss on redemption of senior exchangeable notes	3,733			—			—
Other, net	132			(3,370		)	(204		)
Net cash provided by (used in) operating activities	5,359			(15,517		)	(10,541		)
Investing Activities
Capital contribution	(35,000		)	—			—
Cash paid for acquisition	—			(311,805		)	—
Purchases of securities available for sale	—			—			(57,489		)
Net cash used in investing activities	(35,000		)	(311,805		)	(57,489		)
Financing Activities
Payments to repurchase common stock	—			(1,298		)	—
Redemption of senior exchangeable notes	(11,088		)	—			—
Dividends paid on preferred stock	(2,985		)	—			—
Other, net	2,816			—			—
Net cash used in financing activities	(11,257		)	(1,298		)	—
Net change in cash and cash equivalents	(40,898		)	(328,620		)	(68,030		)
Cash and cash equivalents, beginning of year	204,754			533,374			601,404
Cash and cash equivalents, end of year	$	163,856		$	204,754		$	533,374