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Delaware court issues opinion on SWS Group appraisal 2+ years after Hilltop deal

More than two years after Dallas-based Hilltop Holdings Inc. completed its acquisition of SWS Group Inc., the Court of Chancery of the State of Delaware on May 30 issued its memorandum opinion regarding the appraisal of SWS Group.

The court found that, as of the date of SWS Group's merger with a unit of Hilltop Holdings, the "fair value" of SWS Group's shares was $6.38 per share, according to a Form 8-K filed June 1.

Accordingly, Hilltop Holdings will pay in cash $6.38 per share, plus statutory interest from the effective date of the merger until the date of payment, to the petitioners and the other SWS Group stockholders who sought appraisal rights under Delaware law, collectively representing 7,438,453 shares.

At the effective time of the merger, each outstanding share of SWS Group common stock, other than shares held by Hilltop Holdings, in treasury by SWS Group or by stockholders who sought appraisal rights, was converted into the right to receive 0.2496 shares of Hilltop Holdings common stock and $1.94 in cash, the aggregate value of which was $6.92 per share of SWS Group common stock.