Attached files
file | filename |
---|---|
8-K - FORM 8-K - optionsXpress Holdings, Inc. | c20385e8vk.htm |
Exhibit 99.1
optionsXpress Announces Second Quarter Results
CHICAGO, IL, July 26, 2011 optionsXpress Holdings, Inc. (NasdaqGS: OXPS) today reported results
for the three months ended June 30, 2011.
Highlights from the second quarter 2011 included:
| Revenues of $59.2 million, a 10% decrease year-over-year |
| Net income of $8.8 million, or $0.15 per diluted share |
| Retail daily average revenue trades (DARTs) of 32,200, a 2% decrease year-over-year |
| Net new account growth of 8,100 during the quarter, resulting in 397,400 customer accounts,
a 9% increase year-over-year |
| Ending customer assets of $8.4 billion, a 20% increase year-over-year |
While we did see trading activity slow somewhat in the short-term, primarily in the back half
of the second quarter, customer accounts grew at an annualized rate of 8% and customer assets were
flat while the S&P 500, NASDAQ and Russell 2000 indices all declined, commented David Fisher,
Chief Executive Officer of optionsXpress. We are encouraged that our customer growth continues to
demonstrate the long-term value of our product for derivatives traders.
For the second quarter, Retail DARTs were 32,200, 2% lower than the second quarter of 2010,
and down 12% from the first quarter of 2011. Total net revenues decreased 10% from the second
quarter of 2010 and were down 10% when compared to the first quarter of 2011. Resulting net income
was $8.8 million, or $0.15 per diluted share, a 43% decrease from the $15.6 million reported in the
second quarter of 2010.
Second quarter results included approximately $2.6 million in one-time legal costs related to an
agreement to settle a customer matter. Second quarter results also
included approximately $1.6 million in expenses related to the merger with The Charles Schwab
Corporation that was previously announced on March 21, 2011. Finally, the Company recognized
non-cash gains related to prior acquisitions of approximately $1.9 million in the quarter. All of
these items together in the second quarter reduced income before taxes by approximately $2.3
million and reduced net income by approximately $2.0 million.
Proposed Merger by Schwab
On March 21, 2011, optionsXpress Holdings, Inc. and The Charles Schwab Corporation announced that
they had entered into a definitive agreement under which Schwab will acquire optionsXpress. Under
the terms of the agreement, optionsXpress stockholders will receive 1.02 shares of Schwab stock for
each share of optionsXpress stock. Based on Schwabs closing stock price as of March 18, 2011, the
transaction values each optionsXpress share at $17.91, resulting in a total transaction value of
approximately $1.0 billion.
On April 22, 2011, the Federal Trade Commission granted early termination of the waiting period
under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, relating to The Charles
Schwab Corporations pending acquisition of optionsXpress Holdings, Inc.
This transaction is expected to close as soon as we receive the necessary regulatory and
shareholder approvals, which we anticipate will be in the third quarter of 2011. Until the
transaction is completed, optionsXpress and Schwab will continue to act as separate businesses.
About optionsXpress Holdings, Inc.
optionsXpress Holdings, Inc., a pioneer in equity options and futures trading, offers an
innovative suite of online brokerage services for investor education, strategy evaluation and trade
execution. optionsXpress Holdings subsidiaries include optionsXpress, Inc., a retail online
brokerage specializing in options and futures, brokersXpress, LLC, an online trading and reporting
platform for independent investment professionals, Open E Cry, LLC, an innovative futures broker
offering direct access futures trading for high volume commodities and futures traders through its
proprietary software platform, and Optionetics, Inc, a leading provider of investment education
services, including live seminars, proprietary software analytics, online and offline educational
products and individual coaching.
More information can be found in the Investor Relations section of optionsXpress website at
http://www.optionsxpress.com/investor.
Safe Harbor
This communication contains forward-looking statements within the meaning of Section 27A of
the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking
statements include statements that refer to expectations, projections or other characterizations of
future events or circumstances and are identified by words such as believe, anticipate,
expect, estimate, intend, plan, will, may, aim, target, could, should,
continue, build, improve, growth, increase, and other similar expressions. These
forward-looking statements relate to the business combination transaction involving The Charles
Schwab Corporation (Schwab) and optionsXpress Holdings, Inc. (optionsXpress), including
expected synergies; timing of closing; client and stockholder benefits; management; accretion;
growth; client retention; and merger-related charges which reflect managements beliefs, objectives
and expectations as of the date hereof. Achievement of the expressed beliefs, objectives and
expectations is subject to risks and uncertainties that could cause actual results to differ
materially from those beliefs, objectives or expectations. Important transaction-related factors
that may cause such differences include, but are not limited to, the risk that expected revenue,
expense and other synergies from the transaction may not be fully realized or may take longer to
realize than expected; the parties are unable to successfully implement their integration
strategies; failure of the parties to satisfy the closing conditions in the merger agreement in a
timely manner or at all, including regulatory approvals; failure of the optionsXpress stockholders
to approve the merger; and disruptions to the parties businesses as a result of the announcement
and pendency of the merger. Other important factors include general market conditions, including
the level of interest rates, equity valuations and trading activity; the parties ability to
attract and retain clients and grow client assets/relationships; competitive pressures on rates and
fees; the level of client assets, including cash balances; the impact of changes in market
conditions on money market fund fee waivers, revenues, expenses and pre-tax margins; capital needs;
the parties ability to develop and launch new products, services and capabilities in a timely and
successful manner; the effect of adverse developments in litigation or regulatory matters; any
adverse impact of financial reform legislation and related regulations; and other factors set forth
in Schwabs and optionsXpress Annual Reports on Form 10-K for the fiscal year ended December 31,
2010. Schwab and optionsXpress disclaim any obligation and do not intend to update or revise any
forward-looking statements.
In connection with the proposed transaction, Schwab filed with the Securities and Exchange
Commission (SEC) a registration statement on Form S-4 on April 21, 2011, as amended on July 22,
2011, that included a proxy statement/prospectus for the stockholders of optionsXpress.
optionsXpress will mail the final proxy statement/prospectus to its stockholders after the
foregoing registration statement is declared effective by the SEC. Investors and security holders
are urged to read the proxy statement/prospectus regarding the proposed transaction and other
relevant documents filed with the SEC when they become available because they will contain
important information. Copies of all documents filed with the SEC regarding the proposed
transaction may be obtained, free of charge, at the SECs
website (http://www.sec.gov). These
documents, when available, may also be obtained, free of charge, from Schwabs website,
www.aboutschwab.com/investor, under the tab Financials and SEC Filings or from optionsXpress
website, www.optionsXpress.com/investor, under the item SEC Filings.
Participants in this transaction
Schwab, optionsXpress and their respective directors, executive officers and certain other members
of management and employees may be deemed to be participants in the solicitation of proxies from
the optionsXpress stockholders in respect of the proposed transaction. Information regarding the
persons who may, under the rules of the SEC, be deemed to be participants in the solicitation of
the stockholders of optionsXpress in connection with the proposed transaction will be set forth in
the proxy statement/prospectus when it is filed with the SEC. Information about Schwabs executive
officers and directors is available in Schwabs Annual Report on Form 10-K filed with the SEC on
February 25, 2011 and Schwabs definitive proxy statement filed with the SEC on March 30, 2011.
Information about optionsXpress executive officers and directors is available in optionsXpress
10-K/A filed with the SEC on April 27, 2011. You can obtain free copies of these documents from
Schwab and optionsXpress using the contact information above.
FOR FURTHER INFORMATION:
Investor Inquiries:
Adam DeWitt
(877) 280-9010
Adam DeWitt
(877) 280-9010
optionsXpress Holdings, Inc.
Consolidated Statements of Operations
In thousands, except per share data
(Unaudited)
Consolidated Statements of Operations
In thousands, except per share data
(Unaudited)
Three Months Ended | ||||||||||||||||
June | June | Change | ||||||||||||||
30, 2011 | 30, 2010 | $ | % | |||||||||||||
Revenues: |
||||||||||||||||
Commissions |
$ | 41,764 | $ | 44,713 | $ | (2,949 | ) | (7 | %) | |||||||
Other brokerage-related revenue |
4,730 | 5,243 | (513 | ) | (10 | %) | ||||||||||
Interest revenue and fees |
3,857 | 4,826 | (969 | ) | (20 | %) | ||||||||||
Interest expense |
(58 | ) | (56 | ) | (2 | ) | 4 | % | ||||||||
Net interest revenue and fees |
3,799 | 4,770 | (971 | ) | (20 | %) | ||||||||||
Education revenues |
5,524 | 7,707 | (2,183 | ) | (28 | %) | ||||||||||
Other income |
3,374 | 3,067 | 307 | 10 | % | |||||||||||
Net revenues |
$ | 59,191 | $ | 65,500 | $ | (6,309 | ) | (10 | %) | |||||||
Expenses: |
||||||||||||||||
Compensation and benefits |
$ | 12,046 | $ | 11,854 | $ | 192 | 2 | % | ||||||||
Brokerage, clearing and other related expenses |
10,407 | 10,250 | 157 | 2 | % | |||||||||||
Brokerage advertising |
4,600 | 5,747 | (1,147 | ) | (20 | %) | ||||||||||
Education marketing and fulfillment |
3,849 | 4,986 | (1,137 | ) | (23 | %) | ||||||||||
Depreciation and amortization |
2,180 | 2,277 | (97 | ) | (4 | %) | ||||||||||
Loan interest and fees |
1,001 | | 1,001 | n/a | ||||||||||||
Other general and administrative |
10,133 | 5,794 | 4,339 | 75 | % | |||||||||||
Total expenses |
$ | 44,216 | $ | 40,908 | $ | 3,308 | 8 | % | ||||||||
Income before income taxes |
14,975 | 24,592 | (9,617 | ) | (39 | %) | ||||||||||
Income taxes |
6,133 | 9,005 | (2,872 | ) | (32 | %) | ||||||||||
Net income |
$ | 8,842 | $ | 15,587 | $ | (6,745 | ) | (43 | %) | |||||||
Basic earnings per share |
$ | 0.15 | $ | 0.27 | $ | (0.12 | ) | (44 | %) | |||||||
Diluted earnings per share |
$ | 0.15 | $ | 0.27 | $ | (0.12 | ) | (44 | %) | |||||||
Weighted average shares
outstanding basic |
57,497 | 57,403 | 94 | 0 | % | |||||||||||
Weighted average shares
outstanding diluted |
57,861 | 57,611 | 250 | 0 | % |
Six Months Ended | ||||||||||||||||
June | June | Change | ||||||||||||||
30, 2011 | 30, 2010 | $ | % | |||||||||||||
Revenues: |
||||||||||||||||
Commissions |
$ | 87,160 | $ | 84,311 | $ | 2,849 | 3 | % | ||||||||
Other brokerage-related revenue |
10,581 | 9,741 | 840 | 9 | % | |||||||||||
Interest revenue and fees |
8,140 | 9,593 | (1,453 | ) | (15 | %) | ||||||||||
Interest expense |
(128 | ) | (107 | ) | (21 | ) | 20 | % | ||||||||
Net interest revenue and fees |
8,012 | 9,486 | (1,474 | ) | (16 | %) | ||||||||||
Education revenues |
10,907 | 15,237 | (4,330 | ) | (28 | %) | ||||||||||
Other income |
8,428 | 3,756 | 4,672 | 124 | % | |||||||||||
Net revenues |
$ | 125,088 | $ | 122,531 | $ | 2,557 | 2 | % | ||||||||
Expenses: |
||||||||||||||||
Compensation and benefits |
$ | 24,367 | $ | 23,502 | $ | 865 | 4 | % | ||||||||
Brokerage, clearing and other related expenses |
20,151 | 19,268 | 883 | 5 | % | |||||||||||
Brokerage advertising |
9,983 | 10,116 | (133 | ) | (1 | %) | ||||||||||
Education marketing and fulfillment |
6,892 | 10,281 | (3,389 | ) | (33 | %) | ||||||||||
Depreciation and amortization |
4,346 | 4,568 | (222 | ) | (5 | %) | ||||||||||
Loan interest and fees |
2,014 | | 2,014 | n/a | ||||||||||||
Other general and administrative |
20,139 | 11,370 | 8,769 | 77 | % | |||||||||||
Total expenses |
$ | 87,892 | $ | 79,105 | $ | 8,787 | 11 | % | ||||||||
Income before income taxes |
37,196 | 43,426 | (6,230 | ) | (14 | %) | ||||||||||
Income taxes |
14,126 | 15,951 | (1,825 | ) | (11 | %) | ||||||||||
Net income |
$ | 23,070 | $ | 27,475 | $ | (4,405 | ) | (16 | %) | |||||||
Basic earnings per share |
$ | 0.40 | $ | 0.48 | $ | (0.08 | ) | (17 | %) | |||||||
Diluted earnings per share |
$ | 0.40 | $ | 0.48 | $ | (0.08 | ) | (17 | %) | |||||||
Weighted average shares
outstanding basic |
57,477 | 57,434 | 43 | 0 | % | |||||||||||
Weighted average shares
outstanding diluted |
57,845 | 57,643 | 202 | 0 | % |
optionsXpress Holdings, Inc.
Consolidated Balance Sheets
In thousands
(Unaudited)
Consolidated Balance Sheets
In thousands
(Unaudited)
Period Ended | ||||||||||||||||
June 30, | December 31, | Change | ||||||||||||||
2011 | 2010 | $ | % | |||||||||||||
Assets: |
||||||||||||||||
Cash and cash equivalents |
$ | 50,153 | $ | 100,875 | $ | (50,722 | ) | (50 | %) | |||||||
Cash and investments segregated
in compliance with federal regulations |
1,127,398 | 945,870 | 181,528 | 19 | % | |||||||||||
Receivables from brokerage customers, net |
252,241 | 235,589 | 16,652 | 7 | % | |||||||||||
Receivables from brokers, dealers and
clearing organizations |
13,441 | 25,686 | (12,245 | ) | (48 | %) | ||||||||||
Investments in securities |
10,562 | 11,442 | (880 | ) | (8 | %) | ||||||||||
Deposits with clearing organizations |
20,712 | 20,480 | 232 | 1 | % | |||||||||||
Fixed assets, net |
11,062 | 11,345 | (283 | ) | (2 | %) | ||||||||||
Goodwill |
87,489 | 85,360 | 2,129 | 2 | % | |||||||||||
Other intangible assets, net |
3,691 | 4,837 | (1,146 | ) | (24 | %) | ||||||||||
Other assets |
39,968 | 31,434 | 8,534 | 27 | % | |||||||||||
Total assets |
$ | 1,616,717 | $ | 1,472,918 | $ | 143,799 | 10 | % | ||||||||
Liabilities and stockholders equity: |
||||||||||||||||
Liabilities |
||||||||||||||||
Payables to brokerage customers |
$ | 1,322,206 | $ | 1,193,479 | $ | 128,727 | 11 | % | ||||||||
Payables to brokers, dealers and clearing
organizations |
4,551 | 1,711 | 2,840 | 166 | % | |||||||||||
Accrued liabilities and accounts payable |
23,907 | 19,471 | 4,436 | 23 | % | |||||||||||
Current and deferred income taxes |
562 | 651 | (89 | ) | (14 | %) | ||||||||||
Other liabilities |
25,812 | 32,521 | (6,709 | ) | (21 | %) | ||||||||||
Long-term debt |
110,400 | 120,000 | (9,600 | ) | (8 | %) | ||||||||||
Total liabilities |
1,487,438 | 1,367,833 | 119,605 | 9 | % | |||||||||||
Stockholders equity |
129,279 | 105,085 | 24,194 | 23 | % | |||||||||||
Total liabilities and stockholders
equity |
$ | 1,616,717 | $ | 1,472,918 | $ | 143,799 | 10 | % | ||||||||
optionsXpress Holdings, Inc.
Statistical Operating Data
Statistical Operating Data
Three Months Ended | ||||||||||||||||
June 30, | June 30, | Change | ||||||||||||||
2011 | 2010 | $ or # | % | |||||||||||||
Number of customer accounts
(at period end)(1) |
397,400 | 365,500 | 31,900 | 9 | % | |||||||||||
Daily average revenue trades (DARTs) (2) |
||||||||||||||||
Retail DARTs |
32,200 | 32,700 | (500 | ) | (2 | %) | ||||||||||
Institutional DARTs |
15,300 | 17,100 | (1,800 | ) | (11 | %) | ||||||||||
Total DARTs |
47,500 | 49,800 | (2,300 | ) | (5 | %) | ||||||||||
Customer trades per account (3) |
30 | 35 | (5 | ) | (14 | %) | ||||||||||
Average commission per trade |
$ | 13.94 | $ | 14.26 | $ | (0.32 | ) | (2 | %) | |||||||
Option trades as a % of total trades |
43 | % | 40 | % | 3 | % | ||||||||||
Brokerage advertising expense per net new
customer account (4) |
$ | 568 | $ | 737 | $ | (169 | ) | (23 | %) | |||||||
Total client assets (000s) |
$ | 8,403,112 | $ | 7,030,199 | $ | 1,372,913 | 20 | % | ||||||||
Client margin balances (000s) |
$ | 227,595 | $ | 204,194 | $ | 23,401 | 11 | % |
Six Months Ended | ||||||||||||||||
June 30, | June 30, | Change | ||||||||||||||
2011 | 2010 | $ or # | % | |||||||||||||
Number of customer accounts
(at period end)(1) |
397,400 | 365,500 | 31,900 | 9 | % | |||||||||||
Daily average revenue trades (DARTs) (2) |
||||||||||||||||
Retail DARTs |
34,400 | 31,500 | 2,900 | 9 | % | |||||||||||
Institutional DARTs |
14,700 | 15,700 | (1,000 | ) | (6 | %) | ||||||||||
Total DARTs |
49,100 | 47,200 | 1,900 | 4 | % | |||||||||||
Customer trades per account (3) |
32 | 33 | (1 | ) | (3 | %) | ||||||||||
Average commission per trade |
$ | 14.23 | $ | 14.40 | $ | (0.17 | ) | (1 | %) | |||||||
Option trades as a % of total trades |
44 | % | 41 | % | 3 | % | ||||||||||
Brokerage advertising expense per net new
customer account (4) |
$ | 556 | $ | 707 | $ | (151 | ) | (21 | %) | |||||||
Total client assets (000s) |
$ | 8,403,112 | $ | 7,030,199 | $ | 1,372,913 | 20 | % | ||||||||
Client margin balances (000s) |
$ | 227,595 | $ | 204,194 | $ | 23,401 | 11 | % |
(1) | Customer accounts are open, numbered accounts. |
|
(2) | DARTs are total revenue-generating trades for a period divided by the number of trading days
in that period. |
|
(3) | Customer trades per account are total trades divided by the average number of total customer
accounts during the period. Customer trades are annualized. |
|
(4) | Calculated based on total net new customer accounts opened during the period. |
optionsXpress Holdings, Inc.
Segment Information
In thousands
Segment Information
In thousands
Three Months Ended | Six Months Ended | |||||||||||||||
June 30, | June 30, | June 30, | June 30, | |||||||||||||
2011 | 2010 | 2011 | 2010 | |||||||||||||
Revenue |
||||||||||||||||
Brokerage services |
$ | 53,859 | $ | 57,797 | $ | 114,550 | $ | 107,288 | ||||||||
Education services |
6,003 | 8,186 | 11,867 | 16,200 | ||||||||||||
Eliminations |
(671 | ) | (483 | ) | (1,329 | ) | (957 | ) | ||||||||
Revenue |
$ | 59,191 | $ | 65,500 | $ | 125,088 | $ | 122,531 | ||||||||
Income/(loss) before income taxes |
||||||||||||||||
Brokerage services |
$ | 16,776 | $ | 25,637 | $ | 40,352 | $ | 45,973 | ||||||||
Education services |
(1,801 | ) | (1,045 | ) | (3,156 | ) | (2,547 | ) | ||||||||
Income before income taxes |
$ | 14,975 | $ | 24,592 | $ | 37,196 | $ | 43,426 |