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Enterprising Investor

03/21/11 9:19 PM

#27 RE: Enterprising Investor #24

Oak Hill Capital is controled by Robert Bass.

Robert Bass is ranked 74 on the Forbes 400. His uncle, Sid Richardson, was once worth $810 million. He and his three brothers Lee (182), Ed (269), and Sid Bass (182) all attended Yale University. Working together with his brothers at first as Bass Brothers Enterprises and then working independently, Robert Bass made many successful investments through his own firm, the Robert M. Bass Group, later Keystone Inc. In 2004, he started Aerion Corp to develop supersonic corporate jets, which is the beneficiary of lucrative Federal DARPA contracts.

The Bass family has done well (overall) with its investment strategy. Richard Rainwater, with whom Robert Bass attended Stanford Business School, helped turn the family's modest $50 million fortune into one worth upwards of $5 billion after about 15 years working with the family.

The Bass family is noted for their developments in Tarrant County, Texas and their efforts to revitalize an area in downtown Fort Worth called Sundance Square. The Sid Richardson Museum is located there.

http://www.sidrichardsonmuseum.org/nu_site/sid_richardson_museum.php/museum/highlights

Enterprising Investor

03/22/11 8:01 AM

#29 RE: Enterprising Investor #24

Enterprising Investor

04/12/11 6:16 PM

#30 RE: Enterprising Investor #24

SWS Commences Mailing of Definitive Proxy Statement In Connection With Proposed $100 Million Capital Raise (4/12/11)

Special Meeting of Stockholders Scheduled for May 18, 2011

DALLAS, April 12, 2011 /PRNewswire/ -- SWS Group, Inc. (NYSE: SWS) today announced it has filed with the Securities and Exchange Commission definitive proxy materials in connection with its definitive Funding Agreement with Hilltop Holdings Inc. (NYSE: HTH) and Oak Hill Capital Partners (the "Investors"). The company expects to commence mailing of the definitive proxy materials to SWS Group stockholders today. As previously announced on March 21, 2011, pursuant to the Funding Agreement, Hilltop and Oak Hill Capital each agreed to invest in SWS Group through a $50 million loan, and SWS Group agreed to issue each of Hilltop and Oak Hill Capital a warrant to purchase common shares of SWS Group.

A special meeting of SWS Group stockholders to consider and vote upon the proposed transaction will be held at Renaissance Tower, 1201 Elm Street, Suite 4200, Dallas, Texas 75270, at 9:00 a.m., local time, on May 18, 2011. All SWS Group stockholders of record at the close of business on April 7, 2011, are entitled to vote on the matters presented at the special meeting.

SWS Group's Board of Directors has unanimously approved the transaction and recommends that all SWS Group stockholders vote "FOR" the proposed issuance of the warrants and the securities issuable upon the exercise of the warrants.

The extension of the loan and issuance of the warrants are conditioned on, among other things, receipt of requisite regulatory approvals and consents, approval by the stockholders of SWS Group of the issuance of the warrants and the securities issuable upon the exercise of the warrants, maintenance by SWS Group of specified levels of deposits and other customary conditions. Closing of these transactions is expected in the third calendar quarter of 2011.

SWS Group stockholders are encouraged to read the company's definitive proxy materials in their entirety as they provide, among other things, a detailed discussion of the process that led to the proposed transaction and the reasons behind the Board of Directors' unanimous recommendation that stockholders vote "FOR" the approval of the transaction.

SWS stockholders who have questions about the transaction or need assistance in submitting their proxy or voting their shares should contact the company's proxy solicitor, MacKenzie Partners, located at 105 Madison Avenue, New York, NY 10016 at (212) 929-5500 (call collect) or (800) 322-2885 (toll-free).

Sandler O'Neill + Partners, L.P. is serving as financial advisor to SWS Group and Andrews Kurth LLP is serving as its legal advisor.

http://www.prnewswire.com/news-releases/sws-group-to-commence-mailing-of-definitive-proxy-statement-in-connection-with-proposed-100-million-capital-raise-119722339.html

Enterprising Investor

05/18/11 12:05 PM

#31 RE: Enterprising Investor #24

SWS Group Stockholders Approve $100 Million Capital Raise (5/18/11)

DALLAS, May 18, 2011 /PRNewswire/ -- SWS Group, Inc. (NYSE: SWS) announced that at the Company's special meeting of stockholders held today, SWS Group's stockholders voted to approve the proposed $100 million capital raise with Hilltop Holdings Inc. (NYSE: HTH) and Oak Hill Capital Partners.

"We are pleased that today's vote overwhelmingly reaffirmed the unanimous recommendation of the Board of Directors and confirmed the Board's view that this investment is in the best interest of stockholders and the future of SWS Group," said James H. Ross, Chief Executive Officer of SWS Group. "On behalf of the Board of Directors and management team, I want to thank our stockholders, customers and dedicated employees for their support throughout this process. We look forward to completing this transaction as soon as possible and continuing to meet the needs of our customers for many years to come."

As previously announced, Hilltop and Oak Hill Capital have each agreed to make a $50 million loan to SWS Group, and SWS Group agreed to issue each of Hilltop and Oak Hill Capital a warrant to purchase shares of common stock of SWS Group. Upon exercise of the warrants, Hilltop Holdings and Oak Hill Capital would each own approximately 17 percent of the Company.

The capital raise is conditioned on requisite regulatory approvals or consents and satisfaction of customary conditions. The transaction is expected to close as soon as practicable following receipt of regulatory approval.

Sandler O'Neill + Partners, L.P., is serving as financial advisor to SWS Group, and Andrews Kurth LLP is serving as its legal advisor.

About SWS Group

SWS Group, Inc. is a Dallas-based company offering a broad range of investment and financial services through its subsidiaries. The Company's common stock is listed and traded on the New York Stock Exchange under the symbol SWS. SWS Group, Inc. subsidiaries include Southwest Securities, Inc., a national clearing firm, registered investment adviser and registered broker-dealer; SWS Financial Services, Inc., a registered investment adviser and a registered broker-dealer serving independent securities brokers and their clients, and Southwest Securities, FSB, one of the largest banks headquartered in the Dallas-Fort Worth metropolitan area.

http://www.prnewswire.com/news-releases/sws-group-stockholders-approve-100-million-capital-raise-with-hilltop-holdings-and-oak-hill-capital-partners-122153454.html