Acquisition (Tables) - SWS

3 Months Ended

Mar. 31, 2016

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

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

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

Cash and due from banks	$	119,314
Federal funds sold and 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		159,906
Total identifiable assets acquired		3,298,659
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		(89,466)
Total liabilities assumed		(2,868,245)
Bargain purchase gain		(81,289)
		349,125
Less Hilltop existing investment in SWS		(70,282)
Net identifiable assets acquired	$	278,843

Schedule of allocation to intangible assets

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

	Estimated Useful	Gross Intangible
	Life (Years)	Assets
Customer relationships	14	$	7,300
Core deposits	4		160
		$	7,460

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	$	178,603	$	9,850	$	188,453
Real estate		324,477		62,218		386,695
Construction and land development		14,708		1,391		16,099
Consumer		3,216		—		3,216
Broker-dealer (1)		269,356		—		269,356
Total	$	790,360	$	73,459	$	863,819

(1)    Represents acquired margin loans to customers and correspondents associated with acquired broker-dealer segment operations.

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