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HTH > SEC Filings for HTH > Form 8-K on 15-Nov-2013All Recent SEC Filings

Show all filings for HILLTOP HOLDINGS INC.

Form 8-K for HILLTOP HOLDINGS INC.


15-Nov-2013

Unregistered Sale of Equity Securities


Item 3.02 Unregistered Sales of Equity Securities

As previously reported, on October 15, 2013, HTH Operating Partnership LP, a wholly owned subsidiary of Hilltop Holdings Inc. (the "Company"), called all $90.9 million in aggregate principal amount of its 7% Senior Exchangeable Notes due 2025 (the "Notes") for redemption with a redemption date of November 14, 2013. The Company guaranteed the Notes and was therefore legally obligated to make all payments of principal and interest on the Notes. At any time prior to the close of business on November 13, 2013, holders of the Notes could exchange the Notes for shares of the Company's common stock ("Common Stock") at the rate of 73.94998 shares per $1,000 principal amount of the Notes (or approximately $13.52 per share).

On November 12 and November 13, 2013, the Company issued an aggregate of 3,311,689 shares of Common Stock in exchange for $44.8 million aggregate principal amount of the Notes tendered for exchange. As of the closing of the redemption, the aggregate number of shares of Common Stock issued in exchange for Notes was 6,208,005 shares. The exchanges were exempt from registration under Section 3(a)(9) of the Securities Act of 1933, as amended, as the shares of Common Stock were issued to existing holders of securities guaranteed by the Company and no commission or other remuneration was paid or given for soliciting the exchanges.


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