Form 8-K - Current report

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 21, 2025

 

 

Hancock Whitney Corporation

(Exact name of Registrant as Specified in Its Charter)

 

 

Mississippi			001-36872	64-0693170
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
Hancock Whitney Plaza 2510 14th Street
Gulfport, Mississippi				39501
(Address of Principal Executive Offices)				(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: [phone]

 

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
COMMON STOCK, $3.33 PAR VALUE		HWC		The Nasdaq Stock Market LLC
6.25% SUBORDINATED NOTES		HWCPZ		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

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. ☐

 

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Item 7.01 Regulation FD Disclosure.

On January 21, 2025, Hancock Whitney Corporation announced that its wholly owned bank subsidiary, Hancock Whitney Bank, had entered into an agreement to acquire Sabal Trust Company, a non-depository trust company based in St. Petersburg, Florida. The acquisition is expected to close in the second quarter of 2025, subject to the receipt of regulatory approvals and the satisfaction of other customary closing conditions.

A copy of the press release is furnished with this Current Report on Form 8-K as Exhibit 99.1.

Forward-Looking Statements

This Current Report on Form 8-K contains forward-looking statements within the meaning of, and subject to the protections of, section 27A of the Securities Act of 1933, as amended, and section 21E of the Securities Exchange Act of 1934, as amended. Any statement that does not describe historical or current facts is a forward-looking statement. These statements often include the words “believes,” “expects,” “anticipates,” “estimates,” “intends,” “plans,” “forecast,” “goals,” “targets,” “initiatives,” “focus,” “potentially,” “probably,” “projects,” “outlook," or similar expressions or future conditional verbs such as “may,” “will,” “should,” “would,” and “could.” Forward-looking statements are based upon the current beliefs and expectations of management and on information currently available to management. Our statements speak as of the date hereof, and we do not assume any obligation to update these statements or to update the reasons why actual results could differ from those contained in such statements in light of new information or future events.

Forward-looking statements are subject to significant risks and uncertainties. Investors are cautioned against placing undue reliance on such statements. Statements about the proposed acquisition, including future financial and operating results, may differ materially from those set forth in the forward looking statements, including as a result of changes in the level of business contracts to be acquired, the ability to retain customers and employees following closing, receipt of certain third party or regulatory approvals and the ability to realize expected cost savings or other synergies from the acquisition. Additional factors that could cause actual results to differ materially from those described in the forward-looking statements can be found in Part I, "Item 1A. Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2023 and in other periodic reports that we file with the SEC.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit Number Description

99.1 Press Release dated January 21, 2025

104 The cover page of this Current Report on Form 8-K, formatted in Inline XBRL.

 

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			HANCOCK WHITNEY CORPORATION
Date:	January 21, 2025	By:	/s/ Michael M. Achary
			Michael M. Achary Chief Financial Officer

 

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FOR IMMEDIATE RELEASE January 21, 2025	Exhibit 99.1

 

 

For more information

Kathryn Shrout Mistich, VP, Investor Relations Manager

504.539.7836 or [e-mail]

 

Hancock Whitney Acquiring Sabal Trust Company

Strategic Acquisition Will Expand Wealth Management Line of Business and Strengthen Commitment to Central Florida

 

GULFPORT, Miss. (January 21, 2025) — Hancock Whitney Corporation (Nasdaq: HWC) (“the Company”) today announced that Hancock Whitney Bank, its wholly owned bank subsidiary, entered into an agreement to acquire the non-depository trust company, Sabal Trust Company (“Sabal”), based in St. Petersburg, Florida.

 

"This transaction is an excellent strategic opportunity to expand our wealth and asset management group within the high-growth Florida market and to add a strong team to our wealth and asset management business,” said John M. Hairston, President & CEO. “With the combination, we believe Hancock Whitney will have one of the most talented teams of advisors located across the Gulf South, and the opportunity to grow fee income and expand relationships with private banking, wholesale banking, and retail services offerings.”

 

Financial terms of the transaction were not disclosed. The transaction is expected to be immediately accretive to GAAP EPS excluding one-time costs and meets or exceeds the Company’s minimum thresholds for Internal Rate of Return (IRR) and Return on Invested Capital (ROIC).

 

The business being acquired has four locations within the greater Tampa, Florida and Orlando, Florida metropolitan statistical areas (“MSAs”), and would build the Company’s market share of investment management and trust business in these high-growth markets.

Sabal earned revenues of $22.1 million in the year ended December 31, 2024, and had assets under management of approximately $3 billion at December 31, 2024.

 

The transaction is expected to close during the second quarter of 2025, subject to receipt of regulatory approvals and the satisfaction of other customary closing conditions. Wachtell, Lipton, Rosen & Katz is serving as legal advisor.

 

 

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Hancock Whitney Acquiring Sabal Trust Company

January 21, 2025

 

About Hancock Whitney

Since the late 1800s, Hancock Whitney has embodied core values of Honor & Integrity, Strength & Stability, Commitment to Service, Teamwork, and Personal Responsibility. Hancock Whitney offices and financial centers in Mississippi, Alabama, Florida, Louisiana, and Texas offer comprehensive financial products and services, including traditional and online banking; commercial and small business banking; private banking; trust and investment services; healthcare banking; and mortgage services. The company also operates combined loan and deposit production offices in the greater metropolitan areas of Nashville, Tennessee and Atlanta, Georgia. More information is available at www.hancockwhitney.com.

 

About Sabal Trust Company

Sabal Trust Company is the largest independent, employee-owned non-depository trust company in Florida. Sabal Trust Company is headquartered in St. Petersburg, Florida, and has additional offices in Tampa, Sarasota, and the Villages, Florida and has assets under management of approximately $3 billion. Sabal Trust Company provides trust administration, investment management, retirement planning, estate settlement, and family office services. More information is available at www.sabaltrust.com.

 

Forward-Looking Statements

This release contains forward-looking statements within the meaning of, and subject to the protections of, section 27A of the Securities Act of 1933, as amended, and section 21E of the Securities Exchange Act of 1934, as amended. Any statement that does not describe historical or current facts is a forward-looking statement. These statements often include the words “believes,” “expects,” “anticipates,” “estimates,” “intends,” “plans,” “forecast,” “goals,” “targets,” “initiatives,” “focus,” “potentially,” “probably,” “projects,” “outlook," or similar expressions or future conditional verbs such as “may,” “will,” “should,” “would,” and “could.” Forward-looking statements are based upon the current beliefs and expectations of management and on information currently available to management. Our statements speak as of the date hereof, and we do not assume any obligation to update these statements or to update the reasons why actual results could differ from those contained in such statements in light of new information or future events.

 

Forward-looking statements are subject to significant risks and uncertainties. Investors are cautioned against placing undue reliance on such statements. Statements about the proposed acquisition, including future financial and operating results, may differ materially from those set forth in the forward looking statements, including as a result of changes in the level of business contracts to be acquired, the ability to retain customers and employees following closing, receipt of certain third party or regulatory approvals and the ability to realize expected cost savings or other synergies from the acquisition. Additional factors that could cause actual results to differ materially from those described in the forward-looking statements can be found in Part I, "Item 1A. Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2024 and in other periodic reports that we file with the SEC.

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Document And Entity Information	Jan. 21, 2025
Document Information [Line Items]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Jan. 21, 2025
Entity Registrant Name	Hancock Whitney Corporation
Entity Central Index Key	0000750577
Entity Emerging Growth Company	false
Entity File Number	001-36872
Entity Incorporation, State or Country Code	MS
Entity Tax Identification Number	64-0693170
Entity Address, Address Line One	Hancock Whitney Plaza
Entity Address, Address Line Two	2510 14th Street
Entity Address, City or Town	Gulfport
Entity Address, State or Province	MS
Entity Address, Postal Zip Code	39501
City Area Code	(228)
Local Phone Number	868-4727
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Senior Subordinated Notes 1 [Member]
Document Information [Line Items]
Title of 12(b) Security	6.25% SUBORDINATED NOTES
Trading Symbol	HWCPZ
Security Exchange Name	NASDAQ
Common Stock Par Value Dollar Three Point Three Three Per Share [Member]
Document Information [Line Items]
Title of 12(b) Security	COMMON STOCK, $3.33 PAR VALUE
Trading Symbol	HWC
Security Exchange Name	NASDAQ

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