Item 1.01 Entry into a Material Definitive Agreement.
On July 17, 2020, Hancock Whitney Corporation (the "Company") entered into a
Master Purchase and Master Participation agreement (the "Agreements") to sell
$497 million of energy loans to certain funds and accounts managed by Oaktree
Capital Management, L.P. The sale includes reserve-based, midstream and
nondrilling service credits. The Company expects to receive proceeds of
$257.5 million from the sale of these loans upon satisfaction of certain closing
conditions. A copy of the press release announcing the sale of the loans is
attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 2.01 Completion of Acquisition or Disposition of Assets.
The information set forth in Item 1.01 of this report with respect to the sale
of the loans is incorporated by reference into this Item 2.01.
Item 2.02 Results of Operations and Financial Condition.
On July 21, 2020, the Company announced financial results for its second quarter
ended June 30, 2020. A copy of this press release and the accompanying financial
statements are attached hereto as Exhibit 99.2 and is incorporated by reference
into this Item 2.02. The press release is available on the Company's website.
The information provided in Item 2.02 of this report, including Exhibit 99.2,
shall not be deemed to be "filed" for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended.
Item 7.01 Regulation FD Disclosure.
On July 21, 2020 at 4:00 p.m. (Central Time), the Company intends to hold an
investor call and webcast to discuss financial results for the quarter ended
June 30, 2020, including the press release. Additional investor presentation
materials relating to such call are furnished hereto as Exhibit 99.3 and are,
along with the press release and financial statements, incorporated herein by
reference. All information in the press release and investor presentation
materials speak as of the date thereof and the Company does not assume any
obligation to update said information in the future. In addition, the Company
disclaims any inferences regarding the materiality of such information which
otherwise may arise as a result of it furnishing such information under Item
2.02 or Item 7.01 of this Form 8-K.
In accordance with the General Instruction B.2 of Form 8-K, the information
presented herein pursuant to Item 2.02, "Results of Operations," and Item 7.01,
"Regulation FD," shall not be deemed "filed" for purposes of Section 18 of the
Securities Exchange Act of 1934, as amended (the "Exchange Act"), nor shall the
information be deemed incorporated by reference in any filing under the Exchange
Act or the Securities Act of 1933, as amended, except as expressly set forth by
specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
99.1 Press Release dated July 17, 2020 announcing sale of energy loans
99.2 Press Release dated July 21, 2020 for Quarter Ended June 30, 2020
99.3 Presentation Slides dated July 21, 2020 (furnished with the Securities
and Exchange Commission as part of this Form 8-K)
104 Cover Page Interactive Data File (embedded within the inline XBRL
document)
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