Acquisitions (Tables) (SWS)

3 Months Ended

Mar. 31, 2015

Acquisitions

Schedule of components of the consideration paid

The components of the consideration paid are shown in the following table (in thousands).

Fair value of preliminary consideration paid:
Common stock issued	$	200,626
Cash	78,217
Fair value of Hilltop’s existing investment in SWS	70,282
Total preliminary consideration paid	$	349,125

Summary of fair values of the identifiable assets acquired, and liabilities assumed

The resulting preliminary fair values of the identifiable assets acquired, and liabilities assumed, of SWS at January 1, 2015 are summarized in the following table (in thousands).

Cash and due from banks	$	119,314
Securities purchased under agreements to resell	44,741
Assets segregated for regulatory purposes	181,610
Securities	707,476
Non-covered loans, net	863,819
Broker-dealer and clearing organization receivables	1,221,793
Other assets	159,753
Total identifiable assets acquired	3,298,506
Deposits	(1,287,509		)
Broker-dealer and clearing organization payables	(1,109,978		)
Short-term borrowings	(164,240		)
Securities sold, not yet purchased, at fair value	(140,409		)
Notes payable	(76,643		)
Other liabilities	(87,786		)
Total liabilities assumed	(2,866,565		)
Preliminary bargain purchase gain	(82,816		)
	349,125
Less Hilltop’s existing investment in SWS	(70,282		)
Net identifiable assets acquired	$	278,843

Schedule of allocation to intangible assets

The preliminary allocation to intangible assets is as follows (in thousands).

	Estimated Useful	Gross Intangible
	Life (Years)	Assets
Customer relationships	14	$	10,700
Core deposits	4	160
		$	10,860

Schedule of loans acquired in business combination

The following table presents details on acquired loans at the acquisition date (in thousands).

	Loans, excluding		PCI		Total
	PCI Loans		Loans		Loans
Commercial and industrial (1)	$	447,959	$	9,850	$	457,809
Real estate	324,477		62,218		386,695
Construction and land development	14,708		1,391		16,099
Consumer	3,216		—		3,216
Total	$	790,360	$	73,459	$	863,819

(1)  Acquired loans include margin loans to customers and correspondents of $269.4 million associated with acquired broker-dealer operations, none of which are PCI loans.

Schedule of pro forma results

	Three
	Months Ended
	March 31, 2014
Net interest income	$	99,842
Other revenues	225,315
Net income	24,658

PCI loans

Acquisitions

Schedule of PCI Loans at acquisition

The following table presents information about the PCI loans at acquisition (in thousands).

Contractually required principal and interest payments	$	120,078
Nonaccretable difference	32,040
Cash flows expected to be collected	88,038
Accretable difference	14,579
Fair value of loans acquired with a deterioration of credit quality	$	73,459

Loans excluding PCI Loans

Acquisitions

Schedule of acquired loans without credit impairment

The following table presents information about the acquired loans without credit impairment at acquisition (in thousands).

Contractually required principal and interest payments	$	901,672
Contractual cash flows not expected to be collected	39,721
Fair value at acquisition	790,360