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8-K - 8-K - FX Alliance Inc.a12-11141_18k.htm

Exhibit 99.1

 

GRAPHIC

 

FX Alliance Inc. Reports First Quarter 2012 Financial Results

 

First Quarter 2012 Highlights

 

·                  Revenues of $30.0 million on Q1 2012 Average Daily Volumes of $86.8 billion

 

·                  Net Income of $4.6 million

 

·                  Adjusted Net Income of $5.2 million

 

·                  Strengthened the senior management team with the addition of Steve Rubinow as Chief Information Officer

 

NEW YORK, May 3, 2012 - FX Alliance Inc. (“FXall”) (NYSE: FX), the leading independent global provider of electronic foreign exchange trading solutions, today reported financial results for the first quarter of 2012.

 

For the first quarter of 2012, revenues increased 10% to $30.0 million from $27.4 million in the first quarter of 2011. Adjusted Net Income decreased 12% to $5.2 million, or $0.18 per share, from $5.9 million or $0.20 per share for the same period last year.  Net Income decreased 10% to $4.6 million, compared with $5.1 million for the same period last year.  Assuming the conversion of our Series A Preferred Shares to common shares on a pro forma basis as of the beginning of the period, net income per share was $0.16.  Reflecting the conversion of the Series A Preferred Shares at the completion of the Initial Public Offering, earnings per share was $0.13.  A full reconciliation of GAAP to non-GAAP financial measures is included with this release.

 

“Our first quarter results reflect the continued strength of our platform and the investments we are making to maintain our leadership in the electronic institutional foreign exchange market,” said Phil Weisberg, Chief Executive Officer of FXall.  “The increase in our volumes during the quarter amidst a volatile market environment highlights the depth of our relationships globally and the quality of our product.  I would also like to recognize the entire team at FXall following the successful completion of our recent IPO.”

 

First Quarter 2012 Results

 

First quarter 2012 total revenues increased 10% to $30.0 million from $27.4 million for the same period last year, predominantly driven by transaction fees which grew 11% to $22.8 million in the first quarter of 2012.  User, settlement, and license fees also contributed to the growth from the first quarter of 2011, up 5% to $7.2 million.

 

Total average daily volume (counting one side of each trade) was $86.8 billion, an increase of 13% from the first quarter of 2011, driven by growth across both Relationship and Active trading.  Average daily volume for Relationship Trading was $68.0 billion, 7% higher than the first quarter of 2011, while average daily volume for Active Trading increased 36% from the first quarter of 2011 to $18.8 billion.  The average transaction fee per million in the first quarter of 2012 was $4.11, reflecting $3.58 for Relationship Trading and $6.00 for Active Trading.

 

Operating expenses were $22.4 million, 21% higher than Q1 2011.  The increase in expenses includes additional expenses related to operating as a public company and approximately $1.4 million of non-recurring IPO-related expenses.  The non-recurring IPO expenses include $0.6 million in professional fees, $0.5 million in IPO-related compensation expense and $0.3 million of general and administrative

 

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expense.  Adjusted EBITDA was $11.1 million, down from $12.6 million in Q1 2011.  The Adjusted EBITDA margin was 37% compared to 46% in the first quarter of 2011.

 

The effective tax rate for the first quarter was 39.8% compared to 42.8% in the first quarter of 2011.

 

Capital expenditures for the quarter ended March 31, 2012 were $5.1 million, compared with $2.0 million in the same period in 2011 and $4.5 million in Q4 2011.

 

At March 31, 2012, cash, cash equivalents and investments available-for-sale were $56.0 million.

 

Financial Measures

 

Adjusted Net Income and Adjusted EBITDA are non-GAAP financial measures.  The Company believes that these non-GAAP financial measures, when taken into consideration with the corresponding GAAP financial measures, are important in understanding the Company’s operating results.  See the attached schedule for a full reconciliation of these non-GAAP financial measures to the most directly comparable financial measures prepared in accordance with GAAP.

 

Conference Call Details

 

As previously announced, FXall will host a conference call today, May 3, 2012, at 9:00 a.m. EST to discuss its first quarter 2012 results.  The conference call will be webcast live on the Internet, and can be accessed through the Investor Relations section of the FXall website, http://investors.fxall.com.  Participants can also access the conference call by dialing (800) 215-2410 (toll-free domestic) or (617) 597-5410 (International) and providing the passcode 45239316.  A replay of the call will be available for one week via telephone starting approximately one hour after the call ends.  The replay can be accessed at (888) 286-8010 (toll-free domestic) or (617) 801-6888 (international) passcode: 74688537.

 

About FXall

 

FXall is the leading independent global provider of electronic foreign exchange trading solutions, with over 1,000 institutional clients worldwide. FXall’s offices in New York, Boston, Washington, London, Zurich, Hong Kong, Tokyo, Singapore, Sydney and Mumbai serve the needs of active traders, asset managers, corporate treasurers, banks, broker-dealers and prime brokers.

 

Contacts:

 

Investor contact:

Andrew Posen

Head of Investor Relations

Telephone: (646) 268-9952

andrew.posen@fxall.com

 

News media contact:

Dafina Grapci-Penney

Greentarget

Telephone: +44 20 7324 5486

Mobile: + 44 752 533 5733

dafina.grapci-penney@greentarget.co.uk

 

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Cautionary Note Regarding Forward-Looking Statements

 

Certain statements in this press release constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Statements preceded by, followed by or that otherwise include the words “believes”, “expects”, “anticipates”, “intends”, “projects”, “estimates”, “plans”, “may increase”, “forecast” and similar expressions or future or conditional verbs such as “will”, “should”, “would”, “may” and “could” are generally forward-looking in nature and not historical facts. Any statements that refer to expectations or other characterizations of future events, circumstances or results, including all statements related to our estimated and projected earnings, revenues, costs, expenditures, cash flows, growth rates and financial results, our plans and objectives for future operations, growth, initiatives, or strategies are forward-looking statements.

 

Various risks that could cause future results to differ from those expressed by the forward-looking statements included in this press release include, but are not limited to, any failure to successfully execute our growth strategy, including failing to increase our FX trading volumes, or failing to grow and maximize our existing institutional client relationships or effectively cross-sell our products to our clients; economic conditions, such as the current Eurozone crisis, including their effect on the FX, financial and capital markets, our vendors and business partners, employment levels, and inflation; our loss of key personnel or our inability to hire additional personnel; damage or interruption to our electronic trading platform or information systems; the impact of governmental laws and regulations; changes in the competitive environment in our industry and the markets in which we operate; natural disasters, unusually adverse weather conditions, pandemic outbreaks, boycotts and geo-political events; and our failure to maintain effective internal controls. Other unknown or unpredictable factors also could have material adverse effects on our performance or achievements. In light of these risks, uncertainties, assumptions and factors, the forward-looking events discussed in this press release may not occur. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date stated, or if no date is stated, as of the date of this press release. Important assumptions and other important factors that could cause actual results to differ materially from those in the forward-looking statements are specified in FX Alliance Inc.’s Annual Report on Form 10-K for the year ended December 31, 2011, included under headings such as “Forward-Looking Statements,” “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and in other filings and furnishings made by the Company with the SEC from time to time. Except for our ongoing obligations to disclose material information under the federal securities laws, we undertake no obligation to release publicly any revisions to any forward-looking statements, to report events or to report the occurrence of unanticipated events unless required by law.

 

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FX ALLIANCE INC.

Consolidated Statements of Operations

(in thousands, except share and per share data)

(unaudited)

 

 

 

Three Months Ended

 

 

 

March 31,

 

 

 

2012

 

2011

 

Revenues

 

 

 

 

 

Transaction fees

 

$

22,805

 

$

20,515

 

User, settlement, and license fees

 

7,216

 

6,869

 

Total revenues

 

30,021

 

27,384

 

Operating Expenses

 

 

 

 

 

Salaries and benefits

 

14,111

 

12,130

 

Technology

 

1,898

 

1,584

 

General and administrative

 

2,111

 

1,469

 

Marketing

 

341

 

433

 

Professional fees

 

1,345

 

427

 

Depreciation and amortization

 

2,570

 

2,432

 

Total operating expenses

 

22,376

 

18,475

 

Operating income

 

7,645

 

8,909

 

Interest and other income, net

 

42

 

90

 

Income before income taxes

 

7,687

 

8,999

 

Provision for income taxes

 

3,063

 

3,854

 

Net income

 

4,624

 

5,145

 

Accretion and allocated earnings of preferred stock

 

1,276

 

2,650

 

Net income allocated to common stockholders

 

$

3,348

 

$

2,495

 

 

 

 

 

 

 

Earnings per common share:

 

 

 

 

 

Basic

 

$

0.13

 

$

0.12

 

Diluted

 

$

0.13

 

$

0.12

 

 

 

 

 

 

 

Weighted-average common shares outstanding:

 

 

 

 

 

Basic

 

25,203,349

 

21,043,899

 

Diluted

 

26,142,498

 

21,461,584

 

 

 

 

 

 

 

Net Income per common share including conversion of preferred at beginning of period:

 

 

 

 

 

Basic(1)

 

$

0.16

 

$

0.18

 

Diluted(1)

 

$

0.16

 

$

0.18

 

 

 

 

 

 

 

Adjusted Net Income per common share including conversion of preferred at beginning of period:

 

 

 

 

 

Basic(1) 

 

$

0.18

 

$

0.21

 

Diluted(1) 

 

$

0.18

 

$

0.20

 

 

 

 

 

 

 

Adjusted Weighted-average common shares outstanding including conversion of preferred at beginning of period:

 

 

 

 

 

Basic(1) 

 

28,306,522

 

28,284,637

 

Diluted(1) 

 

29,245,671

 

28,702,322

 

 


(1)  Figures reflect non-GAAP financial measures

 

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FX ALLIANCE INC.

Consolidated Balance Sheets

(in thousands)

(unaudited)

 

 

 

31-Mar-12

 

31-Dec-11

 

 

 

 

 

 

 

Assets

 

 

 

 

 

Current assets

 

 

 

 

 

Cash and cash equivalents

 

$

48,854

 

$

127,722

 

Investments available-for-sale

 

7,191

 

7,077

 

Accounts receivable, net

 

14,625

 

13,122

 

Income taxes receivable

 

8,944

 

7,748

 

Deferred income taxes

 

5,234

 

5,390

 

Prepaid expenses and other current assets

 

2,313

 

2,284

 

Total current assets

 

87,161

 

163,343

 

 

 

 

 

 

 

Software development costs, net

 

21,213

 

19,746

 

Property and equipment, net

 

12,515

 

11,379

 

Deferred income taxes, net of current portion

 

10,133

 

11,298

 

Intangible assets, net

 

1,917

 

2,016

 

Goodwill

 

2,999

 

2,999

 

Other assets

 

2,515

 

1,730

 

Total assets

 

$

138,453

 

$

212,511

 

 

 

 

 

 

 

Liabilities, Reedemable Convertible Preferred Stock and Stockholders’ Equity

 

 

 

 

 

Current liabilities

 

 

 

 

 

Accounts payable and accrued expenses

 

$

5,040

 

$

5,985

 

Accrued compensation

 

5,335

 

13,575

 

Income taxes payable

 

718

 

924

 

Deferred revenues

 

280

 

287

 

Total current liabilities

 

11,373

 

20,771

 

Long term liabilities

 

 

 

 

 

Deferred rent

 

2,818

 

3,011

 

Commitments and Contingencies

 

 

 

 

 

 

 

 

 

 

 

Redeemable Convertible Series A Preferred stock

 

 

109,276

 

 

 

 

 

 

 

Stockholders’ Equity

 

 

 

 

 

Preferred stock

 

 

 

Common stock

 

3

 

2

 

Additional paid-in capital

 

120,845

 

17,144

 

Accumulated other comprehensive income, net of tax

 

74

 

33

 

Retained earnings

 

3,340

 

62,274

 

Total stockholders’ equity

 

124,262

 

79,453

 

Total liabilities, redeemable convertible preferred stock and stockholders’ equity

 

$

138,453

 

$

212,511

 

 

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FX ALLIANCE INC.

Key Operating Metrics

(unaudited)

 

 

 

Three Months Ended

 

 

 

March 31,

 

 

 

2012

 

2011

 

 

 

 

 

 

 

Total Trading Volume (in millions)(1)

 

 

 

 

 

Relationship Trading

 

$

4,350,882

 

$

4,049,526

 

Active Trading

 

1,204,270

 

886,311

 

Total

 

$

5,555,152

 

$

4,935,837

 

 

 

 

 

 

 

Trading Days (2)

 

64

 

64

 

 

 

 

 

 

 

Average Daily Volume (in millions)

 

 

 

 

 

Relationship Trading

 

$

67,983

 

$

63,274

 

Active Trading

 

18,817

 

13,848

 

Total

 

$

86,800

 

$

77,122

 

 

 

 

 

 

 

Transaction Fees (in thousands)

 

 

 

 

 

Relationship Trading

 

$

15,574

 

$

14,755

 

Active Trading

 

7,231

 

5,760

 

Total

 

$

22,805

 

$

20,515

 

 

 

 

 

 

 

Average Transaction Fee per Million

 

 

 

 

 

Relationship Trading

 

$

3.58

 

$

3.64

 

Active Trading

 

$

6.00

 

$

6.50

 

Total

 

$

4.11

 

$

4.16

 

 


(1)

Notional U.S. dollar-equivalent (calculated at the time of trade) of trades executed on FXall generating transaction fees (counting one side of the transaction).

(2)

Trading days include each Monday through Friday excluding New Year’s Day, Good Friday and Christmas Day.

 

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FX ALLIANCE INC.

Reconciliation of Non-GAAP Financial Measures

(in thousands, except share data)

(unaudited)

 

 

 

Three Months Ended

 

 

 

March 31,

 

 

 

2012

 

2011

 

 

 

 

 

 

 

Adjusted EBITDA:

 

 

 

 

 

Net income

 

$

4,624

 

$

5,145

 

Interest and other income

 

(42

)

(90

)

Depreciation and amortization

 

2,570

 

2,432

 

Stock-based compensation expense

 

886

 

1,295

 

Provision for income taxes

 

3,063

 

3,854

 

Adjusted EBITDA

 

$

11,101

 

$

12,636

 

 

 

 

 

 

 

Adjusted Net Income:

 

 

 

 

 

Net income

 

$

4,624

 

$

5,145

 

Stock-based compensation expense, net of tax

 

545

 

736

 

Adjusted Net Income

 

$

5,169

 

$

5,881

 

 

 

 

 

 

 

Adjusted Weighted-average basic common shares outstanding including conversion of preferred at beginning of period:

 

 

 

 

 

Weighted-average basic common shares outstanding

 

25,203,349

 

21,043,899

 

Conversion of preferred shares into common shares

 

3,103,173

 

7,240,738

 

Adjusted Weighted-average basic common shares outstanding including conversion of preferred

 

28,306,522

 

28,284,637

 

 

 

 

 

 

 

Adjusted Weighted-average fully diluted common shares outstanding including conversion of preferred at beginning of period:

 

 

 

 

 

Weighted-average fully diluted common shares outstanding

 

26,142,498

 

21,461,584

 

Conversion of preferred shares into common shares

 

3,103,173

 

7,240,738

 

Adjusted Weighted-average fully diluted common shares outstanding including conversion of preferred

 

29,245,671

 

28,702,322

 

 

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