0Q
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2017
☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number: 1-31987
Hilltop Holdings Inc.
(Exact name of registrant as specified in its charter)
Maryland |
|
84-1477939 |
(State or other jurisdiction of incorporation or |
|
(I.R.S. Employer Identification No.) |
organization) |
|
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|
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2323 Victory Avenue, Suite 1400 |
|
|
Dallas, TX |
|
75219 |
(Address of principal executive offices) |
|
(Zip Code) |
(214) 855-2177
(Registrant’s telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer ☒ |
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Accelerated filer ☐ |
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|
|
Non-accelerated filer ☐ |
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Smaller reporting company ☐ |
Emerging growth company ☐ |
|
|
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☒
The number of shares of the registrant's common stock outstanding at October 26, 2017 was 95,910,314.
HILLTOP HOLDINGS INC.
FORM 10-Q
FOR THE QUARTER ENDED SEPTEMBER 30, 2017
PART I — FINANCIAL INFORMATION |
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Item 1. |
Financial Statements |
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|
3 | |
|
4 | |
|
5 | |
|
6 | |
|
7 | |
|
8 | |
|
55 | |
|
|
|
Management’s Discussion and Analysis of Financial Condition and Results of Operations |
56 | |
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|
|
94 | ||
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|
|
97 | ||
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|
|
|
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||
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|
99 | ||
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|
99 | ||
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|
99 | ||
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|
100 |
2
HILLTOP HOLDINGS INC. AND SUBSIDIARIES
(in thousands, except share and per share data)
(Unaudited)
|
|
September 30, |
|
December 31, |
||
|
|
2017 |
|
2016 |
||
Assets |
|
|
|
|
|
|
Cash and due from banks |
|
$ |
354,569 |
|
$ |
669,357 |
Federal funds sold |
|
|
400 |
|
|
21,407 |
Securities purchased under agreements to resell |
|
|
134,654 |
|
|
89,430 |
Assets segregated for regulatory purposes |
|
|
207,336 |
|
|
180,993 |
Securities: |
|
|
|
|
|
|
Trading, at fair value |
|
|
676,411 |
|
|
265,534 |
Available for sale, at fair value (amortized cost of $762,984 and $598,198, respectively) |
|
|
765,542 |
|
|
598,007 |
Held to maturity, at amortized cost (fair value of $364,122 and $345,088, respectively) |
|
|
368,031 |
|
|
351,831 |
|
|
|
1,809,984 |
|
|
1,215,372 |
|
|
|
|
|
|
|
Loans held for sale |
|
|
1,939,321 |
|
|
1,795,463 |
Non-covered loans, net of unearned income |
|
|
6,148,813 |
|
|
5,843,499 |
Allowance for non-covered loan losses |
|
|
(58,779) |
|
|
(54,186) |
Non-covered loans, net |
|
|
6,090,034 |
|
|
5,789,313 |
|
|
|
|
|
|
|
Covered loans, net of allowance of $2,141 and $413, respectively |
|
|
188,269 |
|
|
255,714 |
Broker-dealer and clearing organization receivables |
|
|
1,672,123 |
|
|
1,497,741 |
Premises and equipment, net |
|
|
176,281 |
|
|
190,361 |
FDIC indemnification asset |
|
|
33,143 |
|
|
71,313 |
Covered other real estate owned |
|
|
40,343 |
|
|
51,642 |
Other assets |
|
|
596,095 |
|
|
613,453 |
Goodwill |
|
|
251,808 |
|
|
251,808 |
Other intangible assets, net |
|
|
38,440 |
|
|
44,695 |
Total assets |
|
$ |
13,532,800 |
|
$ |
12,738,062 |
|
|
|
|
|
|
|
Liabilities and Stockholders' Equity |
|
|
|
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|
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Deposits: |
|
|
|
|
|
|
Noninterest-bearing |
|
$ |
2,279,633 |
|
$ |
2,199,483 |
Interest-bearing |
|
|
5,383,814 |
|
|
4,864,328 |
Total deposits |
|
|
7,663,447 |
|
|
7,063,811 |
|
|
|
|
|
|
|
Broker-dealer and clearing organization payables |
|
|
1,517,698 |
|
|
1,347,128 |
Short-term borrowings |
|
|
1,477,201 |
|
|
1,417,289 |
Securities sold, not yet purchased, at fair value |
|
|
173,509 |
|
|
153,889 |
Notes payable |
|
|
300,196 |
|
|
317,912 |
Junior subordinated debentures |
|
|
67,012 |
|
|
67,012 |
Other liabilities |
|
|
424,381 |
|
|
496,501 |
Total liabilities |
|
|
11,623,444 |
|
|
10,863,542 |
Commitments and contingencies (see Notes 12 and 13) |
|
|
|
|
|
|
Stockholders' equity: |
|
|
|
|
|
|
Hilltop stockholders' equity: |
|
|
|
|
|
|
Common stock, $0.01 par value, 125,000,000 shares authorized; 95,904,322 and 98,543,774 shares issued and outstanding at September 30, 2017 and December 31, 2016, respectively |
|
|
959 |
|
|
985 |
Additional paid-in capital |
|
|
1,525,169 |
|
|
1,572,877 |
Accumulated other comprehensive income |
|
|
2,585 |
|
|
485 |
Retained earnings |
|
|
376,873 |
|
|
295,568 |
Deferred compensation employee stock trust, net |
|
|
840 |
|
|
903 |
Employee stock trust (12,066 and 15,492 shares, at cost, respectively) |
|
|
(241) |
|
|
(309) |
Total Hilltop stockholders' equity |
|
|
1,906,185 |
|
|
1,870,509 |
Noncontrolling interests |
|
|
3,171 |
|
|
4,011 |
Total stockholders' equity |
|
|
1,909,356 |
|
|
1,874,520 |
Total liabilities and stockholders' equity |
|
$ |
13,532,800 |
|
$ |
12,738,062 |
See accompanying notes.
3
HILLTOP HOLDINGS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)
(Unaudited)
|
|
Three Months Ended September 30, |
|
Nine Months Ended September 30, |
|
||||||||
|
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2017 |
|
2016 |
|
2017 |
|
2016 |
|
||||
Interest income: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans, including fees |
|
$ |
102,546 |
|
$ |
97,590 |
|
$ |
306,330 |
|
$ |
287,591 |
|
Securities borrowed |
|
|
11,404 |
|
|
9,037 |
|
|
29,054 |
|
|
22,952 |
|
Securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Taxable |
|
|
11,157 |
|
|
5,935 |
|
|
27,723 |
|
|
19,136 |
|
Tax-exempt |
|
|
1,471 |
|
|
1,518 |
|
|
4,090 |
|
|
4,692 |
|
Other |
|
|
2,366 |
|
|
1,183 |
|
|
6,294 |
|
|
3,248 |
|
Total interest income |
|
|
128,944 |
|
|
115,263 |
|
|
373,491 |
|
|
337,619 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Deposits |
|
|
6,841 |
|
|
3,996 |
|
|
16,995 |
|
|
11,872 |
|
Securities loaned |
|
|
8,935 |
|
|
6,954 |
|
|
22,756 |
|
|
17,857 |
|
Short-term borrowings |
|
|
4,567 |
|
|
1,497 |
|
|
9,633 |
|
|
3,974 |
|
Notes payable |
|
|
2,680 |
|
|
2,793 |
|
|
8,320 |
|
|
7,993 |
|
Junior subordinated debentures |
|
|
774 |
|
|
673 |
|
|
2,229 |
|
|
1,973 |
|
Other |
|
|
167 |
|
|
180 |
|
|
502 |
|
|
543 |
|
Total interest expense |
|
|
23,964 |
|
|
16,093 |
|
|
60,435 |
|
|
44,212 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income |
|
|
104,980 |
|
|
99,170 |
|
|
313,056 |
|
|
293,407 |
|
Provision for loan losses |
|
|
1,260 |
|
|
3,990 |
|
|
8,818 |
|
|
36,273 |
|
Net interest income after provision for loan losses |
|
|
103,720 |
|
|
95,180 |
|
|
304,238 |
|
|
257,134 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Noninterest income: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net realized gains on securities |
|
|
— |
|
|
— |
|
|
14 |
|
|
— |
|
Net gains from sale of loans and other mortgage production income |
|
|
138,498 |
|
|
175,412 |
|
|
416,336 |
|
|
469,721 |
|
Mortgage loan origination fees |
|
|
25,256 |
|
|
26,807 |
|
|
70,788 |
|
|
71,417 |
|
Securities commissions and fees |
|
|
38,735 |
|
|
39,722 |
|
|
115,596 |
|
|
118,481 |
|
Investment and securities advisory fees and commissions |
|
|
25,620 |
|
|
31,129 |
|
|
73,359 |
|
|
84,302 |
|
Net insurance premiums earned |
|
|
34,493 |
|
|
38,747 |
|
|
106,653 |
|
|
117,201 |
|
Other |
|
|
35,875 |
|
|
42,641 |
|
|
131,862 |
|
|
116,716 |
|
Total noninterest income |
|
|
298,477 |
|
|
354,458 |
|
|
914,608 |
|
|
977,838 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Noninterest expense: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Employees' compensation and benefits |
|
|
209,747 |
|
|
225,194 |
|
|
611,352 |
|
|
625,353 |
|
Occupancy and equipment, net |
|
|
29,073 |
|
|
27,460 |
|
|
84,285 |
|
|
82,264 |
|
Loss and loss adjustment expenses |
|
|
31,234 |
|
|
16,055 |
|
|
86,118 |
|
|
75,225 |
|
Policy acquisition and other underwriting expenses |
|
|
10,917 |
|
|
11,064 |
|
|
33,397 |
|
|
33,632 |
|
Other |
|
|
72,871 |
|
|
84,360 |
|
|
225,433 |
|
|
240,213 |
|
Total noninterest expense |
|
|
353,842 |
|
|
364,133 |
|
|
1,040,585 |
|
|
1,056,687 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income taxes |
|
|
48,355 |
|
|
85,505 |
|
|
178,261 |
|
|
178,285 |
|
Income tax expense |
|
|
18,003 |
|
|
33,017 |
|
|
58,792 |
|
|
65,879 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
|
30,352 |
|
|
52,488 |
|
|
119,469 |
|
|
112,406 |
|
Less: Net income attributable to noncontrolling interest |
|
|
146 |
|
|
556 |
|
|
353 |
|
|
1,833 |
|
Income attributable to Hilltop |
|
$ |
30,206 |
|
$ |
51,932 |
|
$ |
119,116 |
|
$ |
110,573 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings per common share: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
$ |
0.31 |
|
$ |
0.53 |
|
$ |
1.22 |
|
$ |
1.12 |
|
Diluted |
|
$ |
0.31 |
|
$ |
0.53 |
|
$ |
1.22 |
|
$ |
1.12 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash dividends declared per common share |
|
$ |
0.06 |
|
$ |
— |
|
$ |
0.18 |
|
$ |
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average share information: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
|
96,096 |
|
|
98,490 |
|
|
97,554 |
|
|
98,367 |
|
Diluted |
|
|
96,306 |
|
|
98,625 |
|
|
97,803 |
|
|
98,573 |
|
See accompanying notes.
4
HILLTOP HOLDINGS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(in thousands)
(Unaudited)
|
|
Three Months Ended September 30, |
|
Nine Months Ended September 30, |
|
||||||||
|
|
2017 |
|
2016 |
|
2017 |
|
2016 |
|
||||
Net income |
|
$ |
30,352 |
|
$ |
52,488 |
|
$ |
119,469 |
|
$ |
112,406 |
|
Other comprehensive income: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net unrealized gains (losses) on securities available for sale, net of tax of $263, $(420), $1,190 and $3,004, respectively |
|
|
473 |
|
|
(743) |
|
|
2,109 |
|
|
5,410 |
|
Reclassification adjustment for gains (losses) included in net income, net of tax of $0, $0, $(5) and $0, respectively |
|
|
— |
|
|
— |
|
|
(9) |
|
|
— |
|
Comprehensive income |
|
|
30,825 |
|
|
51,745 |
|
|
121,569 |
|
|
117,816 |
|
Less: comprehensive income attributable to noncontrolling interest |
|
|
146 |
|
|
556 |
|
|
353 |
|
|
1,833 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive income applicable to Hilltop |
|
$ |
30,679 |
|
$ |
51,189 |
|
$ |
121,216 |
|
$ |
115,983 |
|
See accompanying notes.
5
HILLTOP HOLDINGS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(in thousands)
(Unaudited)
|
|
|
|
|
|
|
|
|
Accumulated |
|
|
|
Deferred |
|
|
|
|
|
|
Total |
|
|
|
|
|
|
||||
|
|
|
|
|
|
Additional |
|
Other |
|
|
|
Compensation |
|
Employee |
|
Hilltop |
|
|
|
|
Total |
|||||||||
|
Common Stock |
|
Paid-in |
|
Comprehensive |
|
Retained |
|
Employee Stock |
|
Stock Trust |
|
Stockholders’ |
|
Noncontrolling |
|
Stockholders’ |
|||||||||||||
|
Shares |
|
Amount |
|
Capital |
|
Income |
|
Earnings |
|
Trust, Net |
|
Shares |
|
Amount |
|
Equity |
|
Interest |
|
Equity |
|||||||||
Balance, December 31, 2015 |
98,896 |
|
$ |
989 |
|
$ |
1,577,270 |
|
$ |
2,629 |
|
$ |
155,475 |
|
$ |
1,034 |
|
22 |
|
$ |
(443) |
|
$ |
1,736,954 |
|
$ |
1,171 |
|
$ |
1,738,125 |
Net income |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
110,573 |
|
|
— |
|
— |
|
|
— |
|
|
110,573 |
|
|
1,833 |
|
|
112,406 |
Other comprehensive income |
— |
|
|
— |
|
|
— |
|
|
5,410 |
|
|
— |
|
|
— |
|
— |
|
|
— |
|
|
5,410 |
|
|
— |
|
|
5,410 |
Issuance of common stock |
538 |
|
|
5 |
|
|
4,134 |
|
|
— |
|
|
— |
|
|
— |
|
— |
|
|
— |
|
|
4,139 |
|
|
— |
|
|
4,139 |
Stock-based compensation expense |
— |
|
|
— |
|
|
7,274 |
|
|
— |
|
|
— |
|
|
— |
|
— |
|
|
— |
|
|
7,274 |
|
|
— |
|
|
7,274 |
Common stock issued to board members |
17 |
|
|
— |
|
|
325 |
|
|
— |
|
|
— |
|
|
— |
|
— |
|
|
— |
|
|
325 |
|
|
— |
|
|
325 |
Issuance of common stock related to share-based awards, net |
(94) |
|
|
(1) |
|
|
(2,710) |
|
|
— |
|
|
— |
|
|
— |
|
— |
|
|
— |
|
|
(2,711) |
|
|
— |
|
|
(2,711) |
Repurchases of common stock |
(816) |
|
|
(8) |
|
|
(16,268) |
|
|
— |
|
|
— |
|
|
— |
|
— |
|
|
— |
|
|
(16,276) |
|
|
— |
|
|
(16,276) |
Deferred compensation plan |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(134) |
|
(7) |
|
|
134 |
|
|
— |
|
|
— |
|
|
— |
Net cash distributed from noncontrolling interest |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
— |
|
|
— |
|
|
— |
|
|
676 |
|
|
676 |
Balance, September 30, 2016 |
98,541 |
|
$ |
985 |
|
$ |
1,570,025 |
|
$ |
8,039 |
|
$ |
266,048 |
|
$ |
900 |
|
15 |
|
$ |
(309) |
|
$ |
1,845,688 |
|
$ |
3,680 |
|
$ |
1,849,368 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, December 31, 2016 |
98,544 |
|
$ |
985 |
|
$ |
1,572,877 |
|
$ |
485 |
|
$ |
295,568 |
|
$ |
903 |
|
15 |
|
$ |
(309) |
|
$ |
1,870,509 |
|
$ |
4,011 |
|
$ |
1,874,520 |
Net income |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
119,116 |
|
|
— |
|
— |
|
|
— |
|
|
119,116 |
|
|
353 |
|
|
119,469 |
Other comprehensive income |
— |
|
|
— |
|
|
— |
|
|
2,100 |
|
|
— |
|
|
— |
|
— |
|
|
— |
|
|
2,100 |
|
|
— |
|
|
2,100 |
Stock-based compensation expense |
— |
|
|
— |
|
|
8,396 |
|
|
— |
|
|
— |
|
|
— |
|
— |
|
|
— |
|
|
8,396 |
|
|
— |
|
|
8,396 |
Common stock issued to board members |
12 |
|
|
— |
|
|
327 |
|
|
— |
|
|
— |
|
|
— |
|
— |
|
|
— |
|
|
327 |
|
|
— |
|
|
327 |
Issuance of common stock related to share-based awards, net |
264 |
|
|
3 |
|
|
(2,433) |
|
|
— |
|
|
— |
|
|
— |
|
— |
|
|
— |
|
|
(2,430) |
|
|
— |
|
|
(2,430) |
Repurchases of common stock |
(2,916) |
|
|
(29) |
|
|
(53,998) |
|
|
— |
|
|
(20,427) |
|
|
— |
|
— |
|
|
— |
|
|
(74,454) |
|
|
— |
|
|
(74,454) |
Dividends on common stock ($0.18 per share) |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(17,384) |
|
|
— |
|
— |
|
|
— |
|
|
(17,384) |
|
|
— |
|
|
(17,384) |
Deferred compensation plan |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(63) |
|
(3) |
|
|
68 |
|
|
5 |
|
|
— |
|
|
5 |
Net cash distributed to noncontrolling interest |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
— |
|
|
— |
|
|
— |
|
|
(1,193) |
|
|
(1,193) |
Balance, September 30, 2017 |
95,904 |
|
$ |
959 |
|
$ |
1,525,169 |
|
$ |
2,585 |
|
$ |
376,873 |
|
$ |
840 |
|
12 |
|
$ |
(241) |
|
$ |
1,906,185 |
|
$ |
3,171 |
|
$ |
1,909,356 |
See accompanying notes.
6
HILLTOP HOLDINGS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(Unaudited)
|
|
Nine Months Ended September 30, |
||||
|
|
2017 |
|
2016 |
||
Operating Activities |
|
|
|
|
|
|
Net income |
|
$ |
119,469 |
|
$ |
112,406 |
Adjustments to reconcile net income to net cash used in operating activities: |
|
|
|
|
|
|
Provision for loan losses |
|
|
8,818 |
|
|
36,273 |
Depreciation, amortization and accretion, net |
|
|
(11,300) |
|
|
(37,616) |
Net realized gains on securities |
|
|
(14) |
|
|
— |
Deferred income taxes |
|
|
6,013 |
|
|
4,878 |
Other, net |
|
|
8,540 |
|
|
11,661 |
Net change in securities purchased under agreements to resell |
|
|
(45,224) |
|
|
(32,624) |
Net change in assets segregated for regulatory purposes |
|
|
(26,343) |
|
|
(15,227) |
Net change in trading securities |
|
|
(410,877) |
|
|
(187,958) |
Net change in broker-dealer and clearing organization receivables |
|
|
(157,908) |
|
|
149,674 |
Net change in FDIC indemnification asset |
|
|
24,637 |
|
|
18,486 |
Net change in other assets |
|
|
(35,967) |
|
|
(50,760) |
Net change in broker-dealer and clearing organization payables |
|
|
223,043 |
|
|
(117,398) |
Net change in other liabilities |
|
|
(100,970) |
|
|
(1,612) |
Net change in securities sold, not yet purchased |
|
|
19,620 |
|
|
34,589 |
Proceeds from sale of mortgage servicing rights asset |
|
|
17,499 |
|
|
7,586 |
Net gains from sales of loans |
|
|
(416,336) |
|
|
(469,721) |
Loans originated for sale |
|
|
(11,251,438) |
|
|
(11,995,553) |
Proceeds from loans sold |
|
|
11,520,363 |
|
|
12,292,342 |
Net cash used in operating activities |
|
|
(508,375) |
|
|
(240,574) |
Investing Activities |
|
|
|
|
|
|
Proceeds from maturities and principal reductions of securities held to maturity |
|
|
42,185 |
|
|
141,485 |
Proceeds from sales, maturities and principal reductions of securities available for sale |
|
|
248,578 |
|
|
367,307 |
Purchases of securities held to maturity |
|
|
(58,831) |
|
|
(175,781) |
Purchases of securities available for sale |
|
|
(415,282) |
|
|
(250,896) |
Net change in loans |
|
|
(206,362) |
|
|
(465,542) |
Purchases of premises and equipment and other assets |
|
|
(20,093) |
|
|
(31,119) |
Proceeds from sales of premises and equipment and other real estate owned |
|
|
27,333 |
|
|
58,490 |
Net cash received from (paid for) Federal Home Loan Bank and Federal Reserve Bank stock |
|
|
14,540 |
|
|
(6,807) |
Net cash used in investing activities |
|
|
(367,932) |
|
|
(362,863) |
Financing Activities |
|
|
|
|
|
|
Net change in deposits |
|
|
547,163 |
|
|
108,834 |
Net change in short-term borrowings |
|
|
59,912 |
|
|
317,649 |
Proceeds from notes payable |
|
|
285,806 |
|
|
208,794 |
Payments on notes payable |
|
|
(303,472) |
|
|
(134,052) |
Proceeds from issuance of common stock |
|
|
— |
|
|
4,139 |
Payments to repurchase common stock |
|
|
(27,388) |
|
|
— |
Dividends paid on common stock |
|
|
(17,384) |
|
|
— |
Net cash distributed (to) from noncontrolling interest |
|
|
(1,193) |
|
|
676 |
Taxes paid on employee stock awards netting activity |
|
|
(2,431) |
|
|
(2,406) |
Other, net |
|
|
(501) |
|
|
(704) |
Net cash provided by financing activities |
|
|
540,512 |
|
|
502,930 |
|
|
|
|
|
|
|
Net change in cash and cash equivalents |
|
|
(335,795) |
|
|
(100,507) |
Cash and cash equivalents, beginning of period |
|
|
690,764 |
|
|
669,445 |
Cash and cash equivalents, end of period |
|
$ |
354,969 |
|
$ |
568,938 |
|
|
|
|
|
|
|
Supplemental Disclosures of Cash Flow Information |
|
|
|
|
|
|
Cash paid for interest |
|
$ |
57,504 |
|
$ |
42,399 |
Cash paid for income taxes, net of refunds |
|
$ |
69,863 |
|
$ |
53,899 |
Supplemental Schedule of Non-Cash Activities |
|
|
|
|
|
|
Conversion of loans to other real estate owned |
|
$ |
8,319 |
|
$ |
14,894 |
Additions to mortgage servicing rights |
|
$ |
8,429 |
|
$ |