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8-K - 8-K - INVESTMENT TECHNOLOGY GROUP, INC.a11-29160_18k.htm

EXHIBIT 99.1

 

FOR IMMEDIATE RELEASE

 

Investment Technology Group Reports

Third Quarter 2011 Results

 

Earnings Rise on Strong Volumes and Expense Management

 

Continued Growth in International Profitability

 

NEW YORK, November 3, 2011 — Investment Technology Group, Inc. (NYSE: ITG), a leading agency research broker and financial technology firm, today reported results for the quarter ended September 30, 2011.

 

Third quarter 2011 highlights included:

 

·                  GAAP net income of $10.5 million, or $0.25 per diluted share, compared to GAAP net income of $6.2 million, or $0.14 per diluted share for the third quarter of 2010.

 

·                  Revenues of $149.4 million compared to $130.4 million in the third quarter of 2010.

 

·                  Expenses of $132.2 million compared to $119.0 million in the third quarter of 2010. Third quarter 2011 expenses included $10.7 million of costs from ITG Investment Research and an increase from the third quarter of 2010 of $5.4 million in variable transaction processing costs. There were no costs from ITG Investment Research in the third quarter of 2010 due to the timing of the acquisitions.

 

·                  Average daily trading volume in the U.S. of 210.1 million shares, up 30% from the third quarter of 2010.  POSIT® average daily U.S. volume was a record 96.6 million shares, up 57% from the third quarter of 2010.

 

·                  Record activity in POSIT Europe with average daily value crossed of $278.3 million, a 150% increase over the third quarter of 2010.

 

·                  Record Asia Pacific revenues of $11.1 million, an increase of 37% over the third quarter of 2010, and the expansion of POSIT Marketplace® into Japanese equities. POSIT Marketplace is now available in 26 markets worldwide.

 



 

·                  The repurchase of 950,000 shares of common stock under the Company’s authorized share repurchase program for a total of $10.4 million. As announced on October 17, 2011, ITG’s Board of Directors recently increased the Company’s share repurchase authorization by 4 million shares.

 

ITG’s U.S. revenues were $98.0 million in the third quarter of 2011, compared to U.S. revenues of $88.1 million in the third quarter of 2010. ITG’s U.S. operations generated net income of $7.0 million in the third quarter of 2011, compared to net income of $7.2 million in the third quarter of 2010.

 

ITG’s International revenues were $51.4 million in the third quarter of 2011, compared to $42.3 million in the third quarter of 2010.  ITG’s International operations earned net income of $3.5 million in the third quarter of 2011, compared to a net loss of $1.0 million in the third quarter of 2010.

 

“Strong global trading volumes, together with our ongoing efforts to reduce the cost base of our business drove significant improvement in our profitability, demonstrating the considerable operating leverage in our business,” said Bob Gasser, ITG’s Chief Executive Officer and President.  “With volumes from our core institutional client base continuing to lag, we have benefited from the expansion of our client base through our execution and research offerings and the deployment of our products and services globally.”

 

Year-to-Date Results

 

For the nine months ended September 30, 2011, revenues were $442.1 million, GAAP net loss was $176.1 million, or $4.29 per diluted share, and adjusted net income was $25.9 million, or $0.62 per diluted share.  For the nine months ended September 30, 2010, revenues were $432.4 million, GAAP net income was $22.2 million, or $0.51 per diluted share, and adjusted net income was $33.4 million, or $0.77 per diluted share.

 

The discussion above includes adjusted net income and related per share amounts, which are non-GAAP financial measures that are described in the attached tables along with a reconciliation of these non-GAAP financial measures.

 

Conference Call

 

ITG has scheduled a conference call today at 11:00 a.m. ET to discuss third quarter results.  Those wishing to listen to the call should dial 1-866-713-8567 (1-617-597-5326

 



 

outside the US) and enter the passcode 55834260 at least 10 minutes prior to the start of the call to ensure connection.  The webcast and accompanying slideshow presentation can be downloaded from ITG’s web site at www.itg.com.  For those unable to listen to the live broadcast of the call, a replay will be available for one week by dialing 1-888-286-8010 (1-617-801-6888 outside the US) and entering the passcode 39481098. The replay will be available starting approximately two hours after the completion of the conference call.

 

ABOUT ITG

 

Investment Technology Group, Inc. is an independent agency research broker that partners with asset managers globally to improve performance throughout the investment process. A leader in electronic trading since launching the POSIT® crossing network in 1987, ITG takes a consultative approach in delivering the highest quality institutional liquidity, execution services, analytical tools, and proprietary research insights grounded in data.  Asset managers rely on ITG’s independence, experience, and intellectual capital to help mitigate risk, improve performance, and navigate increasingly complex markets. The firm is headquartered in New York with offices in North America, Europe, and the Asia Pacific region. For more information on ITG, please visit www.itg.com.

 

In addition to historical information, this press release may contain “forward-looking” statements that reflect management’s expectations for the future.  A variety of important factors could cause results to differ materially from such statements.  Certain of these factors are noted throughout ITG’s 2010 Annual Report on Form 10-K, and its Form 10-Qs and include, but are not limited to, general economic, business, credit and financial market conditions, internationally and nationally, financial market volatility, fluctuations in market trading volumes, effects of inflation, adverse changes or volatility in interest rates, fluctuations in foreign exchange rates, evolving industry regulations, changes in tax policy or accounting rules, the actions of both current and potential new competitors, changes in commission pricing, potential impairment charges related to goodwill and other long-lived assets, rapid changes in technology, errors or malfunctions in our systems or technology, cash flows into or redemptions from equity mutual funds, ability to meet liquidity requirements related to the clearing of our customers’ trades, customer trading patterns, the success of our products and service offerings, our ability to continue to innovate and meet the demands of our customers for new or enhanced products, our ability to successfully integrate acquired companies, our ability to attract and retain talented employees and our ability to achieve cost savings from our cost reduction plans. The forward-looking statements included herein represent ITG’s views as of the date of this release. ITG undertakes no obligation to revise or update publicly any forward-looking statement for any reason unless required by law.

 

ITG Media/Investor Contact:

J.T. Farley

1-212-444-6259

corpcomm@itg.com

 



 

INVESTMENT TECHNOLOGY GROUP, INC.

Consolidated Statements of Operations (unaudited)

(In thousands, except per share amounts)

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

 

 

2011

 

2010

 

2011

 

2010

 

Revenues:

 

 

 

 

 

 

 

 

 

Commissions and fees

 

$

117,648

 

$

105,948

 

$

348,174

 

$

358,366

 

Recurring

 

28,548

 

21,912

 

82,283

 

66,644

 

Other

 

3,223

 

2,536

 

11,657

 

7,398

 

Total revenues

 

149,419

 

130,396

 

442,114

 

432,408

 

 

 

 

 

 

 

 

 

 

 

Expenses:

 

 

 

 

 

 

 

 

 

Compensation and employee benefits

 

54,109

 

50,627

 

167,266

 

158,678

 

Transaction processing

 

24,840

 

19,401

 

70,970

 

63,641

 

Occupancy and equipment

 

14,904

 

14,423

 

44,909

 

44,589

 

Telecommunications and data processing services

 

14,559

 

12,759

 

44,500

 

39,365

 

Other general and administrative

 

23,181

 

21,652

 

68,103

 

71,737

 

Goodwill impairment

 

 

 

225,035

 

5,375

 

Restructuring charges

 

 

 

17,678

 

2,250

 

Acquisition related costs

 

 

 

2,523

 

 

Interest expense

 

636

 

158

 

1,400

 

588

 

Total expenses

 

132,229

 

119,020

 

642,384

 

386,223

 

Income (loss) before income tax expense (benefit)

 

17,190

 

11,376

 

(200,270

)

46,185

 

Income tax expense (benefit)

 

6,713

 

5,166

 

(24,153

)

24,035

 

Net income (loss)

 

$

10,477

 

$

6,210

 

$

(176,117

)

$

22,150

 

 

 

 

 

 

 

 

 

 

 

Earnings (loss) per share:

 

 

 

 

 

 

 

 

 

Basic

 

$

0.26

 

$

0.15

 

$

(4.29

)

$

0.51

 

Diluted

 

$

0.25

 

$

0.14

 

$

(4.29

)

$

0.51

 

 

 

 

 

 

 

 

 

 

 

Basic weighted average number of common shares outstanding

 

40,615

 

42,407

 

41,051

 

43,148

 

Diluted weighted average number of common shares outstanding

 

41,271

 

42,941

 

41,051

 

43,776

 

 



 

INVESTMENT TECHNOLOGY GROUP, INC. AND SUBSIDIARIES

Consolidated Statements of Financial Condition

(In thousands, except share amounts)

 

 

 

September 30,
2011

 

December 31,
2010

 

 

 

(unaudited)

 

 

 

Assets

 

 

 

 

 

Cash and cash equivalents

 

$

247,471

 

$

317,010

 

Cash restricted or segregated under regulations and other

 

68,181

 

68,965

 

Deposits with clearing organizations

 

40,299

 

14,235

 

Securities owned, at fair value

 

5,890

 

25,789

 

Receivables from brokers, dealers and clearing organizations

 

1,073,994

 

865,251

 

Receivables from customers

 

827,134

 

606,256

 

Premises and equipment, net

 

36,805

 

34,790

 

Capitalized software, net

 

60,129

 

62,507

 

Goodwill

 

274,284

 

468,479

 

Other intangibles, net

 

40,720

 

36,784

 

Income taxes receivable

 

6,148

 

5,561

 

Deferred taxes

 

13,207

 

4,902

 

Other assets

 

23,064

 

20,324

 

Total assets

 

$

2,717,326

 

$

2,530,853

 

 

 

 

 

 

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

Liabilities:

 

 

 

 

 

Accounts payable and accrued expenses

 

$

179,999

 

$

195,109

 

Short-term bank loans

 

63,794

 

 

Payables to brokers, dealers and clearing organizations

 

1,119,645

 

1,139,958

 

Payables to customers

 

635,460

 

272,027

 

Securities sold, not yet purchased, at fair value

 

1,395

 

19,362

 

Income taxes payable

 

11,690

 

16,215

 

Deferred taxes

 

343

 

18,114

 

Term debt

 

25,787

 

 

Total liabilities

 

2,038,113

 

1,660,785

 

 

 

 

 

 

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

 

 

Stockholders’ Equity:

 

 

 

 

 

Preferred stock, $0.01 par value; 1,000,000 shares authorized; no shares issued or outstanding

 

 

 

Common stock, $0.01 par value; 100,000,000 shares authorized; 51,899,229 and 51,790,608 shares issued at September 30, 2011 and December 31, 2010, respectively

 

519

 

518

 

Additional paid-in capital

 

247,200

 

246,085

 

Retained earnings

 

657,016

 

833,133

 

Common stock held in treasury, at cost; 11,772,062 and 10,524,757 shares at September 30, 2011 and December 31, 2010, respectively

 

(232,355

)

(220,161

)

Accumulated other comprehensive income (net of tax)

 

6,833

 

10,493

 

Total stockholders’ equity

 

679,213

 

870,068

 

Total liabilities and stockholders’ equity

 

$

2,717,326

 

$

2,530,853

 

 



 

INVESTMENT TECHNOLOGY GROUP, INC.

Reconciliation of U.S. GAAP Results to Adjusted Results

 

In evaluating ITG’s financial performance, management reviews results from operations which excludes non-operating or one-time charges.  Adjusted net income and adjusted diluted earnings per share are non-GAAP (generally accepted accounting principles) performance measures, but the Company believes that they are useful to assist investors in gaining an understanding of the trends and operating results for the Company’s businesses. These measures should be viewed in addition to, and not in lieu of, the Company’s reported results under GAAP.

 

The following is a reconciliation of GAAP results to adjusted results for the periods presented (in thousands except per share amounts):

 

 

 

Nine Months Ended September 30,

 

 

 

2011

 

2010

 

 

 

(unaudited)

 

(unaudited)

 

Total revenues

 

$

442,114

 

$

432,408

 

 

 

 

 

 

 

Total expenses

 

642,384

 

386,223

 

Less:

 

 

 

 

 

Goodwill impairment (1)(2)

 

(225,035

)

(5,375

)

Acquisition related costs (3)

 

(2,523

)

 

Software Write-Off (4)

 

 

(6,091

)

Restructuring charges (5)(6)

 

(17,678

)

(2,250

)

Adjusted operating expenses

 

397,148

 

372,507

 

 

 

 

 

 

 

(Loss) income before income tax (benefit) expense

 

(200,270

)

46,185

 

Effect of pro forma adjustment

 

245,236

 

13,716

 

Adjusted pre-tax operating income

 

44,966

 

59,901

 

 

 

 

 

 

 

Income tax (benefit) expense

 

(24,153

)

24,035

 

Tax effect of pro forma adjustment

 

43,260

 

2,482

 

Adjusted operating income tax expense

 

19,107

 

26,517

 

 

 

 

 

 

 

Net (loss) income

 

(176,117

)

22,150

 

Net effect of pro forma adjustment

 

201,976

 

11,234

 

Adjusted operating net income

 

$

25,859

 

$

33,384

 

 

 

 

 

 

 

Diluted (loss) earnings per share

 

$

(4.29

)

$

0.51

 

Net effect of pro forma adjustment

 

4.91

 

0.26

 

Adjusted diluted operating earnings per share

 

$

0.62

 

$

0.77

 

 


Notes:

(1)          In the second quarter of 2011, goodwill with a carrying value of $470.1 million in the U.S. operating segment was deemed impaired and its fair value was determined to be $245.1 million, resulting in an impairment charge of $225.0 million.

(2)          In 2010, goodwill with a carrying value of $5.4 million in the Asia Pacific operating segment relating to ITG’s Australian operations was deemed impaired and its fair value was determined to be zero, resulting in an impairment charge of $5.4 million.

(3)          During the second quarter of 2011, the Company acquired Ross Smith Energy Group Ltd, a Calgary-based independent provider of research on the oil and gas industry.  In connection with the acquisition, the Company incurred approximately $2.5 million of acquisition related costs, including legal fees, contract settlement costs and other professional fees.

(4)          As part of the fourth quarter 2009 restructuring, ITG made certain changes to its product priorities and wrote off $2.4 million of capitalized development initiatives that were not yet deployed. As ITG’s product development plan continued to evolve in the first quarter of 2010, it was determined that additional amounts capitalized in 2009 were not likely to be used and a further $6.1 million write-off was recorded.

(5)          In the second quarter of 2011, the Company decided to implement a restructuring plan to improve margins and enhance shareholder returns primarily focused on reducing costs in workforce, consulting and infrastructure in the U.S. and Europe.  The cost reduction plan resulted in a restructuring charge of $17.7 million, consisting of employee separation and related costs ($17.4 million) and lease consolidation costs ($0.3 million).

(6)          In the second quarter of 2010, ITG committed to a restructuring plan in the Asia Pacific operating segment to close its on-shore operations in Japan, resulting in lower operating costs and reduced capital requirements.  Restructuring charges primarily include employee severance, contract termination costs and non-cash write-offs of fixed assets and capitalized software.