DALLAS, Feb. 18, 2014 /PRNewswire/ -- Esposito
Global notified the Special Committee of Board of Directors of SWS
Group, Inc. (NYSE: SWS) on February 12,
2014, that it is prepared to make a proposal, subject to
certain conditions, to acquire all the outstanding common shares of
SWS in a business combination at a price of $8.00 a share in cash. Esposito Global is a
rapidly growing, fast-paced, technology-driven firm whose mission
is to provide exemplary products and services to their clients.
Esposito Global strives to earn and maintain the trust of clients
and employees through dedication to their core values of integrity,
commitment, respect, and innovation. Esposito is in the midst of
expansion in virtually every segment of the company to accommodate
the rapid organic growth of its client base and acquisition
strategy.
The proposal from Esposito Global represents a 32% premium above
the closing price of SWS common stock of $6.06 on January 9,
2014, the last business day prior to the public announcement
that Hilltop Holdings Inc. had made an offer to acquire SWS on
January 10, 2014. In
addition, Esposito Global's proposal represents a 14.3% premium
above the price currently offered by Hilltop, as set forth in its
Schedule 13D filed with the Securities and Exchange Commission.
Esposito believes its proposal clearly represents an attractive
value realization event for the shareholders of SWS.
Moreover, the consideration offered under the proposal would be
payable entirely in cash at the closing of the business
combination.
The proposal from Esposito Global is subject to certain
conditions, including completion of customary due diligence,
arranging for outside financing, negotiation of definitive
agreements and receipt of required governmental and third party
approvals.
About Esposito Global
Esposito Global is the corporate brand for the Esposito family
of financial services companies. Its affiliates include Esposito
Securities, Esposito Partners, and Esposito Private Equity
Group. Esposito Securities was founded in 2006 and serves
institutional investment clients worldwide. Mr. Mark A. Esposito leads Esposito Global and we
believe that the businesses of Esposito and SWS have significant
overlap and offer tremendous opportunity for further growth.
Mr. Esposito previously served a five-year tenure at SWS and
originally came to Dallas to start
the SWS portfolio trading business. We believe that he has a
deep knowledge of SWS and the industry in which it participates and
knowledge would facilitate the structuring and consummation of this
transaction and be a catalyst to effect positive change for both
companies and their employees. To experience the Esposito
commitment to customer service and for further information on our
products and services, please contact us at info@espoglobal.com or
visit www.espositoglobal.com.
About SWS Group, Inc.
As described in its public filings, SWS Group, Inc. is a
publicly traded, Dallas based
company that was originally established as a broker-dealer in 1972.
Since its inception, SWS has expanded its business segments and
currently functions in the areas of retail brokerage, securities
clearing, institutional brokerage, and banking and has provided
industry leading services for RIAs and other broker-dealers
throughout its existence. These subsidiary companies exist as
Southwest Securities, Inc., SWS Financial Services, Inc., and
Southwest Securities, FSB. Collectively, they make up one of the
region's leading securities firms.
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of
1995, which may be may be identified by the context in which the
statements are made and generally arise when Esposito Global is
discussing its beliefs, estimates or expectations regarding future
events. Forward-looking statements include, but are not
limited to, statements regarding proposals, plans and intentions of
Esposito Global, the steps that would be taken to effect a business
combination between Esposito Global and SWS Group, Inc. and the
benefits expected to be derived from such a business combination.
These statements represent only Esposito Global's beliefs at the
time the statements were made, and are subject to certain risks,
uncertainties and other factors. Actual future events and outcomes
may differ materially from what is expressed, anticipated or
forecast in such forward-looking statements. Certain factors
will could affect the forward-looking statements in this this press
release include the nature of any response received from SWS
regarding the proposed business combination, the results of any due
diligence review that may be undertaken by Esposito Global, the
satisfaction of conditions to which the proposal is subject and
market and other factors, many of which are outside the control of
Esposito Securities. Except as required by law, Esposito
Securities undertakes no duty to update any forward-looking
statement to reflect future events, events or developments relating
to the subject matter of this press release.
SOURCE Esposito Global