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8-K - 8-K - INVESTMENT TECHNOLOGY GROUP, INC.a13-23264_18k.htm

EXHIBIT 99.1

 

ITG Reports Third Quarter 2013 Results

 

Earnings Driven by Strong European Revenue and Continued Expense Discipline

 

NEW YORK, October 31, 2013 — ITG (NYSE: ITG), an independent execution and research broker, today reported results for the quarter ended September 30, 2013.

 

Third quarter 2013 highlights included:

 

·                  Net income of $7.7 million, or $0.20 per diluted share compared to net income of $0.2 million, or $0.01 per diluted share for the third quarter of 2012.

 

·                  Revenues of $127.6 million, compared to revenues of $119.6 million in the third quarter of 2012.

 

·                  Expenses of $116.9 million, compared to expenses of $119.4 million in the third quarter of 2012.

 

·                  Average daily trading volume in the U.S. of 155 million shares versus 172 million in the third quarter of 2012.  POSIT® average daily U.S. volume was 66 million shares compared to 81 million shares in the third quarter of 2012.  Total average daily volume traded through POSIT Alert® rose approximately 20% compared with the third quarter of 2012.

 

·                  In Europe, average daily value traded in POSIT was $652 million, compared with $317 million in the third quarter of 2012.  Total average daily value traded through POSIT Alert rose more than 250% in the third quarter of 2013 compared with the prior-year period.

 

·                  The repurchase of 370,000 shares of common stock under ITG’s authorized share repurchase program for a total of $6.1 million.  Repurchases since the first quarter of 2010 have totaled $136.7 million for a total of 10.4 million shares, resulting in a decrease in shares outstanding, net of issuances, of 17%.

 

Revenues from U.S. operations were $76.8 million in the third quarter of 2013 compared to $77.8 million in the third quarter of 2012.  ITG’s U.S. operations reported net income of $2.8 million in the third quarter of 2013, compared to net income of $1.2 million in the third quarter of 2012.  Sell-side client volume represented 51% of total U.S. volumes, up

 



 

from 49% in the second quarter of 2013.  Despite the higher percentage of sell-side volume, the overall revenue capture rate per share in the U.S. rose to $0.0049, from $0.0048 in the second quarter of 2013.  This marks the highest average U.S. revenue capture since the second quarter of 2011.

 

ITG’s International revenues were $50.7 million in the third quarter of 2013 compared to $41.8 million in the third quarter of 2012.  European revenues rose to $22.7 million, up 53% from the third quarter of 2012, while Asia Pacific revenues were $10.5 million, up 13% over the third quarter of 2012. Canadian revenues were $17.6 million, down 1% versus the third quarter of 2012.  ITG’s International operations reported net income of $4.9 million in the third quarter of 2013 compared to a net loss of $1.0 million in the third quarter of 2012.

 

“Strong European revenues boosted by continued market share gains helped offset weaker market volumes in the U.S.,” said Bob Gasser, ITG’s Chief Executive Officer and President.  “Our global product offerings continued to stimulate healthy cross-border flows while our premium Investment Research and Alert offerings helped improve our revenue capture. The firm’s expense discipline also remains a top priority.”

 

Year-to-Date Results

 

For the first nine months of 2013, revenues were $398.9 million, GAAP net income was $21.4 million, or $0.56 per diluted share, and adjusted net income was $27.4 million, or $0.72 per diluted share. For the first nine months of 2012, revenues were $382.9 million, GAAP net loss was $241.4 million, or $6.24 per diluted share, and adjusted net income was $7.6 million, or $0.19 per diluted share.

 

The discussion of results 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 to GAAP results.

 

Conference Call

 

ITG has scheduled a conference call today at 11:00 am ET to discuss third quarter results.  Those wishing to listen to the call should dial 1-877-317-6789 (1-412-317-6789 outside the U.S.) at least 15 minutes prior to the start of the call to ensure connection.  The webcast and accompanying slideshow presentation can be downloaded from ITG’s website at investor.itg.com.  For those unable to listen to the live broadcast of the call, a

 



 

replay will be available for one week by dialing 1-877-344-7529 (1-412-317-0088 outside the U.S.) and entering conference number 10035397.  The replay will be available starting approximately one hour after the completion of the conference call.

 

ABOUT ITG

 

ITG is an independent execution and research broker that partners with global portfolio managers and traders to provide unique data-driven insights throughout the investment process. From investment decision through settlement, ITG helps clients understand market trends, improve performance, mitigate risk and navigate increasingly complex markets. ITG is headquartered in New York with offices in North America, Europe, and Asia Pacific. For more information, 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 2012 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, both 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, the volatility of our stock price, 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. AND SUBSIDIARIES

Consolidated Statements of Operations (unaudited)

(In thousands, except per share amounts)

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

 

 

2013

 

2012

 

2013

 

2012

 

Revenues:

 

 

 

 

 

 

 

 

 

Commissions and fees

 

$

98,378

 

$

89,795

 

$

310,254

 

$

289,942

 

Recurring

 

25,761

 

26,707

 

77,384

 

82,173

 

Other

 

3,419

 

3,115

 

11,263

 

10,787

 

Total revenues

 

127,558

 

119,617

 

398,901

 

382,902

 

 

 

 

 

 

 

 

 

 

 

Expenses:

 

 

 

 

 

 

 

 

 

Compensation and employee benefits

 

49,664

 

47,135

 

150,415

 

149,262

 

Transaction processing

 

19,790

 

19,336

 

63,821

 

61,208

 

Occupancy and equipment

 

15,821

 

16,033

 

53,082

 

45,745

 

Telecommunications and data processing services

 

12,649

 

15,034

 

40,465

 

44,813

 

Other general and administrative

 

18,351

 

21,220

 

56,887

 

67,494

 

Goodwill impairment

 

 

 

 

274,285

 

Restructuring charges

 

 

 

(75

)

 

Interest expense

 

593

 

678

 

1,894

 

1,980

 

Total expenses

 

116,868

 

119,436

 

366,489

 

644,787

 

Income (loss) before income tax benefit

 

10,690

 

181

 

32,412

 

(261,885

)

Income tax expense (benefit)

 

2,975

 

(51

)

10,989

 

(20,479

)

Net income (loss)

 

$

7,715

 

$

232

 

$

21,423

 

$

(241,406

)

 

 

 

 

 

 

 

 

 

 

Income (loss) per share:

 

 

 

 

 

 

 

 

 

Basic

 

$

0.21

 

$

0.01

 

$

0.58

 

$

(6.24

)

Diluted

 

$

0.20

 

$

0.01

 

$

0.56

 

$

(6.24

)

 

 

 

 

 

 

 

 

 

 

Basic weighted average number of common shares outstanding

 

36,544

 

38,301

 

36,956

 

38,672

 

Diluted weighted average number of common shares outstanding

 

37,781

 

39,252

 

38,214

 

38,672

 

 



 

INVESTMENT TECHNOLOGY GROUP, INC. AND SUBSIDIARIES

Supplemental Financial Data (unaudited)

(In thousands)

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

 

 

2013

 

2012

 

2013

 

2012

 

Revenues by Geographic Region:

 

 

 

 

 

 

 

 

 

U.S. Operations

 

$

76,843

 

$

77,801

 

$

242,687

 

$

244,305

 

Canadian Operations

 

17,575

 

17,727

 

56,224

 

58,877

 

European Operations

 

22,663

 

14,793

 

65,407

 

50,412

 

Asia Pacific Operations

 

10,477

 

9,296

 

34,583

 

29,308

 

Total Revenues

 

$

127,558

 

$

119,617

 

$

398,901

 

$

382,902

 

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

 

 

2013

 

2012

 

2013

 

2012

 

Revenues by Product Group:

 

 

 

 

 

 

 

 

 

Electronic Brokerage

 

$

66,234

 

$

57,654

 

$

210,597

 

$

192,539

 

Research Sales and Trading

 

26,683

 

25,792

 

80,236

 

79,023

 

Trading Platforms

 

23,151

 

24,188

 

72,845

 

75,672

 

Analytics

 

11,177

 

11,696

 

34,447

 

34,651

 

Corporate (non-product)

 

313

 

287

 

776

 

1,017

 

Total Revenues

 

$

127,558

 

$

119,617

 

$

398,901

 

$

382,902

 

 



 

INVESTMENT TECHNOLOGY GROUP, INC. AND SUBSIDIARIES

Consolidated Statements of Financial Condition

(In thousands, except share amounts)

 

 

 

September 30,
2013
(unaudited)

 

December 31,
2012

 

Assets

 

 

 

 

 

Cash and cash equivalents

 

$

261,567

 

$

245,875

 

Cash restricted or segregated under regulations and other

 

70,275

 

61,117

 

Deposits with clearing organizations

 

32,476

 

29,149

 

Securities owned, at fair value

 

12,197

 

10,086

 

Receivables from brokers, dealers and clearing organizations

 

1,644,884

 

1,107,119

 

Receivables from customers

 

942,250

 

546,825

 

Premises and equipment, net

 

67,845

 

54,989

 

Capitalized software, net

 

39,418

 

43,994

 

Other intangibles, net

 

32,159

 

35,227

 

Income taxes receivable

 

275

 

7,460

 

Deferred taxes

 

36,061

 

39,155

 

Other assets

 

17,903

 

15,763

 

Total assets

 

$

3,157,310

 

$

2,196,759

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

Liabilities:

 

 

 

 

 

Accounts payable and accrued expenses

 

$

177,609

 

$

165,062

 

Short-term bank loans

 

52,486

 

22,154

 

Payables to brokers, dealers and clearing organizations

 

1,522,443

 

1,337,459

 

Payables to customers

 

936,381

 

226,892

 

Securities sold, not yet purchased, at fair value

 

7,490

 

5,249

 

Income taxes payable

 

17,450

 

10,608

 

Deferred taxes

 

343

 

293

 

Term debt

 

33,319

 

19,272

 

Total liabilities

 

2,747,521

 

1,786,989

 

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; 52,158,374 and 52,037,011 shares issued at September 30, 2013 and December 31, 2012, respectively

 

522

 

520

 

Additional paid-in capital

 

238,852

 

245,002

 

Retained earnings

 

426,908

 

405,485

 

Common stock held in treasury, at cost; 15,879,299 and 14,677,872 shares at September 30, 2013 and December 31, 2012, respectively

 

(265,522

)

(253,111

)

Accumulated other comprehensive income (net of tax)

 

9,029

 

11,874

 

Total stockholders’ equity

 

409,789

 

409,770

 

Total liabilities and stockholders’ equity

 

$

3,157,310

 

$

2,196,759

 

 

INVESTMENT TECHNOLOGY GROUP, INC.

Reconciliation of US 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 expenses and adjusted net income and related per share amounts are non-GAAP performance measures, but the Company believes that they are useful to assist investors in gaining an understanding of the trends and operating results for ITG’s core businesses. These measures should be viewed in addition to, and not in lieu of, ITG’s reported results under GAAP.

 

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

 



 

 

 

Nine Months Ended Ended September 30,

 

 

 

2013

 

2012

 

 

 

(unaudited)

 

(unaudited)

 

Total revenues

 

$

398,901

 

$

382,902

 

 

 

 

 

 

 

Total expenses

 

366,489

 

644,787

 

Less:

 

 

 

 

 

Restructuring charges (1)

 

75

 

 

Duplicate rent charges (2)

 

(2,568

)

 

Office move (3)

 

(3,910

)

 

Goodwill and other asset impairment (4)

 

 

(274,285

)

Adjusted operating expenses

 

360,086

 

370,502

 

 

 

 

 

 

 

Income (loss) before income tax expense (benefit)

 

32,412

 

(261,885

)

Effect of pro forma adjustment

 

6,403

 

274,285

 

Adjusted pre-tax operating income

 

38,815

 

12,400

 

 

 

 

 

 

 

Income tax expense (benefit)

 

10,989

 

(20,479

)

Tax effect of pro forma adjustment (5)

 

405

 

25,322

 

Adjusted operating income tax expense

 

11,394

 

4,843

 

 

 

 

 

 

 

Net income (loss)

 

21,423

 

(241,406

)

Net effect of pro forma adjustment

 

5,998

 

248,963

 

Adjusted operating net income

 

$

27,421

 

$

7,557

 

 

 

 

 

 

 

Diluted earnings (loss) per share

 

$

0.56

 

$

(6.24

)

Net effect of pro forma adjustment

 

0.16

 

6.43

 

Adjusted diluted operating earnings per share

 

$

0.72

 

$

0.19

 

 


Notes:

 

(1)         In the second quarter of 2013, the Company incurred $1.6 million to implement a restructuring plan to close its technology research and development facility in Israel and migrate that function to an outsourced service provider model effective January 1, 2014.  This plan primarily focused on reducing costs by limiting ITG’s geographic footprint while maintaining the necessary technological expertise via a consulting arrangement. The Company also reduced previously-recorded 2012 and 2011 restructuring accruals of $1.6 million to reflect the sub-lease of previously-vacated office space and certain legal and other employee-related charges deemed unnecessary.

(2)         During the fourth quarter of 2012, ITG began to build out and ready its new lower Manhattan headquarters while continuing to occupy its then-existing headquarters in midtown Manhattan and as a result incurred duplicate rent charges through June 2013.

(3)         In the second quarter of 2013, ITG moved into its new headquarters and incurred a one-time charge, which includes a reserve for the remaining lease obligation at the previous midtown Manhattan headquarters.

(4)         In the second quarter of 2012, goodwill with a carrying value of $274.3 million was deemed impaired and its fair value was determined to be zero, resulting in a full impairment charge.

(5)         The restructuring plan referred to in (1) above triggered the recognition of a tax charge of $1.6 million associated with the anticipated withdrawal of capital from Israel.

 

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