Hancock Holding Company Announces Final Results of Cash Tender Offer for Whitney Bank Notes

Jul 17, 2012, 08:30 ET from Hancock Holding Company

GULFPORT, Miss., July 17, 2012 /PRNewswire/ -- Hancock Holding Company (Nasdaq: HBHC) today announced the final results of the previously announced cash tender offer (the "Offer") by Whitney Bank (the "Bank"), its wholly-owned subsidiary, to purchase up to $75,000,000 aggregate principal amount (the "Maximum Tender Amount") of its 5.875% Subordinated Notes due 2017 (the "Notes").  The terms and conditions of the Offer are set forth in an Offer to Purchase (the "Offer to Purchase") and a Letter of Transmittal (the "Letter of Transmittal"), each dated June 18, 2012.

The Offer expired at 11:59 p.m., New York City time, on July 16, 2012 (the "Expiration Date"). As of the Expiration Date, $51,989,000 aggregate principal amount of Notes were validly tendered and not validly withdrawn, according to information received from Global Bondholder Services Corporation, the Information Agent and Depositary for the Offer. 

CUSIP

Number

Title of Security

Principal Amount Outstanding Prior to Payment Date

Principal Amount Tendered

Principal Amount Accepted

Principal Amount to Remain Outstanding After Payment Date

966629AA5

5.875% Subordinated Notes due 2017

$150,000,000

$51,989,000

$51,989,000

$98,011,000

The Bank has accepted for purchase all $51,989,000 of the Notes validly tendered and not validly withdrawn pursuant to the Offer.  The Company will deliver the applicable consideration (as described below) to the Depository Trust Company on the expected payment date of July 17, 2012 (the "Payment Date") for prompt payment for all Notes accepted for purchase.

Holders who validly tendered and did not validly withdraw their Notes before 5:00 p.m., New York City time, on June 29, 2012 (the "Early Tender Deadline") will receive the Total Consideration (as described below), which includes the early tender payment of $30 per $1,000 principal amount of Notes accepted for purchase (the "Early Tender Payment").  Holders who validly tendered their Notes after the Early Tender Deadline but on or before the Expiration Date will receive the "Tender Offer Consideration," which equals the Total Consideration minus the Early Tender Payment.

The "Total Consideration" per each $1,000 principal amount of Notes validly tendered and accepted for payment pursuant to the Offer was calculated by Sandler O'Neill & Partners, L.P., the Dealer Manager for the Offer, as of 2:00 p.m., New York City time, on July 12, 2012, in the manner described in the Offer to Purchase by using a fixed spread over the reference yield, each as specified in the table below, and assuming that the Payment Date will occur on July 17, 2012.  The Total Consideration includes the Early Tender Payment.  Tendering holders will also receive accrued and unpaid interest on their Notes up to, but excluding, the Payment Date.

CUSIP

Number

Title of Security

Reference U.S.

Treasury

Security

Reference Yield

Fixed Spread

(Basis points)

Total Consideration per $1,000 Principal Amount(1)

Tender Offer Consideration per $1,000 Principal Amount

966629AA5

5.875% Subordinated Notes due 2017

0.625% U.S. Treasury Note due May 31, 2017

0.620%

295 bps

$1,098.97

$1,068.97

(1) Total Consideration per $1,000 principal amount of Notes accepted for purchase includes the Early Tender Payment of $30 per $1,000 principal amount of Notes accepted for purchase.

Sandler O'Neill & Partners, L.P. is the Dealer Manager for the Offer.  Persons with questions regarding the Offer should contact Sandler O'Neill & Partners, L.P. at 212-466-7807 (collect) or 866-805-4128 (toll-free).  Requests for copies of the Offer to Purchase, the related Letter of Transmittal and other related materials should be directed to Global Bondholder Services Corporation, the Information Agent and Depositary for the Offer, at 212-430-3774 (for banks and brokers only) or 866-873-7700 (for all others and toll-free) or in writing at 65 Broadway - Suite 404, New York, NY 10006, Attention: Corporate Actions.

This press release is neither an offer to purchase nor a solicitation of an offer to sell the Notes or any other securities, nor shall it constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale is unlawful. The Offer is made only by and pursuant to the terms of the Offer to Purchase and the related Letter of Transmittal.  None of the Bank, the dealer manager or the information agent and depositary makes any recommendations as to whether holders should tender their Notes pursuant to the Offer.  Holders must make their own decisions as to whether to tender Notes and, if so, the principal amount of Notes to tender.

About Hancock Holding Company

Hancock Holding Company, the parent company of Hancock Bank and Whitney Bank, operates a combined total of almost 260 full-service bank branches and more than 350 ATMs across a Gulf south corridor comprising South Mississippi; southern and central Alabama; southern Louisiana; the northern, central, and Panhandle regions of Florida; and Houston, Texas.

The Hancock Holding Company family of financial services companies also includes Hancock Investment Services, Inc.; Hancock Insurance Agency and Whitney Insurance Agency, Inc.; and corporate trust offices in Gulfport and Jackson, Miss., New Orleans and Baton Rouge, La., and Orlando, Fla.; and Harrison Finance Company. 

Additional information is available at www.hancockbank.com and www.whitneybank.com.

Forward-Looking Statements

This news release contains "forward-looking statements" within the meaning of section 27A of the Securities Act of 1933, as amended, and section 21E of the Securities Exchange Act of 1934, as amended, and we intend such forward-looking statements to be covered by the safe harbor provisions therein and are including this statement for purposes of invoking these safe-harbor provisions.  Forward-looking statements provide projections of results of operations or of financial condition or state other forward-looking information, such as expectations about future conditions and descriptions of plans and strategies for the future.  

Hancock's ability to accurately project results or predict the effects of future plans or strategies is inherently limited.  Although Hancock believes that the expectations reflected in its forward-looking statements are based on reasonable assumptions, actual results and performance could differ materially from those set forth in the forward-looking statements.  Factors that could cause actual results to differ from those expressed in Hancock's forward-looking statements include, but are not limited to, those risk factors outlined in Hancock's public filings with the Securities and Exchange Commission, which are available at the SEC's internet site (http://www.sec.gov).

You are cautioned not to place undue reliance on these forward-looking statements.  Hancock does not intend, and undertakes no obligation, to update or revise any forward-looking statements, whether as a result of differences in actual results, changes in assumptions or changes in other factors affecting such statements, except as required by law.

SOURCE Hancock Holding Company



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