Acquisition Of Whitney Holding Corporation (Tables)

6 Months Ended

Jun. 30, 2011

Acquisition Of Whitney Holding Corporation

Assets Purchased And The Liabilities Assumed And The Adjustments To Fair Value

Preliminary Statement of Net Assets Acquired (at fair value) (in millions) June 4,  2011

ASSETS
Cash and cash equivalents	$	957
Loans held for sale		57
Securities		2,635
Loans and leases		6,456
Property and equipment		284
Other intangible assets (1)		266
Other assets		580
Total identifiable assets assets	$	11,235
LIABILITIES
Deposits	$	9,182
Borrowings		776
Other liabilities		175
Total liabilities	$	10,133
Net identifiable assets acquired	$	1,102
Goodwill (2)		514
Net assets acquired	$	1,616
CONSIDERATION:
Hancock Holding Company common shares issued (in millions)		41
Purchase price per share of the Company's common stock (3)		32.04
Company common stock issued and cash exchanged for fractional shares	$	1,307
Stock options converted		1
Cash paid for TARP preferred stock and warrant		308
Fair value of total consideration transferred	$	1,616

(1) Intangible assets consists of core deposit intangible of $189 million, trade name of $54 million, trust relationships of $11 million, and credit card relationships of $11 million. The amortization is life 12 - 17 years for the CDI intangible asset; 15 years for credit card relationships and 10 years for trust. They will be amortized on an accelerated basis.

(2) No goodwill is expected to be deductible for federal income tax purposes. The goodwill will be primarily allocated to the Whitney Bank segment.

(3) The value of the shares of common stock exchanged with Whitney shareholders was based upon the closing price of the Company's common stock at June 3, 2011, the last traded day prior to the date of acquisition.

Schedule Of Goodwill And Other Non-Amortizing Intangibles Reconciliation

	June 30, 2011
Goodwill and non-amortizing intangibles at December 31, 2010	$	61,631
Additions:
Goodwill Whitney acquisition		513,917
Trade Name Whitney acquisition		54,140
Goodwill and non-amortizing intangibles at June 30, 2011	$	629,688

Schedule Of Results Of Operations

	Three Months Ended				Six Months Ended
	June 30, 2011		June 30, 2010		June 30, 2011		June 30, 2010
(In millions)
Total revenues, net of interest expense	$	197	$	243	$	463	$	498
Net Income		20		19	$	36	$	70

Schedule Of Loans At Acquisition Date

	Acquired Impaired		Acquired Performing		Total Acquired Loans
	(In thousands)
Commercial non-real estate	$	131,729	$	2,328,082	$	2,459,811
Commercial real estate owner-occupied		90,231		951,661		1,041,892
Construction and land development		161,478		566,597		728,075
Commercial real estate non-owner occupied		85,015		842,622		927,637
Total commercial/real estate		468,453		4,688,962		5,157,415
Residential mortgage		68,380		788,999		857,379
Consumer		—		441,228		441,228
Total	$	536,833	$	5,919,189	$	6,456,022

Schedule Of Acquired Impaired loans Receivable At The Acquisition Date

Contractually required principal and interest payments	$	879,385
Nonaccretable difference		247,819
Cash flows expected to be collected		631,566
Accretable difference		94,733
Fair value of loans acquired with a deterioration of credit quality	$	536,833