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HANCOCK HOLDING COMPANY (NASDAQ:HBHC) Files An 8-K Other Events

HANCOCK HOLDING COMPANY (NASDAQ:HBHC) Files An 8-K Other Events

Item8.01.

Other Events

On December12, 2016, Hancock Holding Company (the Company)
entered into an underwriting agreement (the Underwriting
Agreement) with Morgan Stanley Co. LLC (the Underwriter) in
connection with a public offering of 5,500,000 shares of the
Companys common stock, par value $3.33 (the Common Stock). In
addition, to the Underwriting Agreement, the Company granted the
Underwriter a 30-day option to purchase up to an additional
825,000 shares of Common Stock from the Company. The Underwriter
agreed to purchase the shares of Common Stock at a price of
$41.05 per share. The foregoing description of the Underwriting
Agreement is qualified in its entirety by the full text of the
Underwriting Agreement, which is filed as Exhibit 1.1 to this
Current Report on Form 8-K and incorporated herein by reference.

On December16, 2016, the Company completed the issuance and sale
of 6,325,000 shares of Common Stock to the Underwriting
Agreement, including 825,000 shares of Common Stock sold to the
Underwriters option.

The sale of the shares of Common Stock was made to the Companys
Registration Statement on Form S-3ASR (File No.333-202407). In
connection with this offering, the legal opinion as to the
legality of the Common Stock is being filed as Exhibit 5.1 to
this Current Report on Form 8-K.

Item9.01. Financial Statements and Exhibits.

(d) Exhibits.

ExhibitNo.

Description

Exhibit1.1 Underwriting Agreement, dated December 12, 2016
Exhibit 5.1 Opinion of Joy Lambert Phillips, Executive Vice President,
Corporate Secretary, and General Counsel of the Company
Exhibit23.1 Consent of Joy Lambert Phillips, Executive Vice President,
Corporate Secretary, and General Counsel of the Company
(included in Exhibit 5.1)

About HANCOCK HOLDING COMPANY (NASDAQ:HBHC)
Hancock Holding Company (Hancock) is a financial services company that provides a network of service financial choices to the Gulf South region through its bank subsidiary, Whitney Bank, a Mississippi state bank. The Company operates through overall banking operations segment. Whitney Bank operates under brands, such as Hancock Bank in Mississippi, Alabama and Florida and Whitney Bank in Louisiana and Texas. The Bank operates across the Gulf South region comprising southern Mississippi; southern and central Alabama; southern Louisiana; the northern, central, and panhandle regions of Florida; Houston, Texas, and Nashville, Tennessee. The Bank offers a range of traditional and online community banking services to commercial, small business and retail customers, providing a variety of transaction and savings deposit products, treasury management services, investment brokerage services, secured and unsecured loan products, and letters of credit and similar financial guarantees. HANCOCK HOLDING COMPANY (NASDAQ:HBHC) Recent Trading Information
HANCOCK HOLDING COMPANY (NASDAQ:HBHC) closed its last trading session up +0.60 at 42.25 with 918,731 shares trading hands.

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