Subsequent Event

9 Months Ended

Sep. 30, 2013

Subsequent Event

Subsequent Event

23. Subsequent Event

On October 15, 2013, Hilltop entered into a First Supplemental Indenture pursuant to which Hilltop guaranteed the obligations of HTH Operating Partnership LP, a wholly owned subsidiary of Hilltop (“OP”), under that certain Indenture, dated as of August 9, 2005 (the “Indenture”). OP previously issued $96.6 million aggregate principal amount of its 7.5% Senior Exchangeable Notes due 2025 (the “Notes”) under the Indenture, of which $90.9 million were outstanding as of October 15, 2013, including $6.9 million aggregate principal amount held by Hilltop’s insurance company subsidiaries.

On October 15, 2013, OP called for redemption all outstanding Notes on November 14, 2013 (the “Redemption Date”). The Notes will be redeemed at a redemption price equal to the principal amount of the Notes, plus accrued and unpaid interest up to, but excluding, the Redemption Date.

At any time prior to the Redemption Date, holders may exchange their Notes into shares of Hilltop common stock at the rate of 73.94998 shares per $1,000 principal amount of the Notes (or approximately $13.52 per share). In lieu of delivery of Hilltop common stock upon the exercise of a holder of its exchange right, OP may elect to pay such holder of the Notes an amount in cash (or a combination of Hilltop common stock and cash) in respect of all or a portion of such holder’s Notes equal to the closing price of Hilltop’s common stock for the five consecutive trading days commencing on and including the third business day following the exercise of such exchange right. As of November 8, 2013, such redemptions resulted in the issuance of 2,896,316 shares of Hilltop common stock.