Attached files
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| 8-K - FORM 8-K - NATIONAL HOLDINGS CORP | nhld20170815_8k.htm |
Exhibit 99.1
National Holdings Corporation Reports Financial Results for Fiscal Third Quarter 2017
NEW YORK, NY, August 14, 2017 – National Holdings Corporation (NASDAQ: NHLD) (“National” or the “Company”), a leading full service independent brokerage, investment banking, trading and asset management firm providing diverse services including tax preparation, today announced its financial results for the fiscal third quarter ended June 30, 2017.
Third Quarter Fiscal 2017 Financial Highlights (GAAP Reconciliation below):
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■ |
Revenue of $48.0 million, versus $46.3 million for the third quarter of fiscal 2016. |
| ■ | Investment banking continued to produce excellent results, generating $12.6 million of revenue, versus $10.7 million in the prior year quarter. |
| ■ |
Adjusted EBITDA increased to $1.2 million from $0.2 million in the prior year quarter. |
| ■ |
Adjusted pre-tax earnings of $0.6 million. |
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■ | Pre-tax loss of $62,000 includes a non-operating, non-taxable expense of $642,000 related to the change in the fair value of the firm’s warrant liability. |
| ■ | Cash and cash equivalents of $32.6 million and no debt as of June 30, 2017, versus $27.5 million as of the fiscal year-end of 2016. |
| ■ | Equity of $35.0 million as of June 30, 2017. |
Management Commentary
Michael Mullen, Chief Executive Officer of National Holdings Corporation stated, “Quarter over quarter I continue to be extremely impressed by the progress our business has made. The team has been hard at work focusing on our core principles and it is clearly showing in our financials. The third quarter of fiscal 2017 showed continued revenue growth driven largely by our investment banking business, which has been one of the areas of focus for our Company.”
Mr. Mullen continued, “In addition to continued growth seen in our fiscal Q3 revenue figures, I am also extremely pleased by the growth the team has shown this year. We recently announced two key new hires, which will complement our existing team quite nicely, and be helpful in continuing to achieve the high level of success we have seen already this year.”
Fiscal Third Quarter 2017 Financial Results
National reported fiscal third quarter revenue of $48.0 million, up $1.7 million or 3.7% over the third quarter of 2016. Total expenses increased $0.8 million or 1.8% to $47.5 million in the quarter.
Revenue
The revenue growth was driven by investment banking, which increased to $12.6 million in fiscal 2017, up 17.6% on quality issuance and strong demand from our clients. While investment advisory revenue increased to $3.6 million, commissions and transfer fees and clearing services decreased $0.1 million to $26.5 million in fiscal 2017, down less than 1%, and net dealer inventory gains declined to $1.8 million as a review of clients during the quarter resulted in the elimination of a specific relationship. Tax revenue rebounded slightly on completion of extensions, up 5.9% to $2.5 million
Expenses
Total expenses increased to $47.5 million in the current quarter, up $0.8 million from the comparative quarter. The net increase is attributable to the increase in variable compensation costs, directly associated with the increase in revenue, and higher provisions for potential litigation exposure. Of further note, seven of the nine categories of expenses reported declined during the quarter.
Pre-tax Earnings
Pre-tax earnings were negatively impacted by $0.6 million, due to the change in the fair value of the firm’s warrant liability, which increased from the March 31, 2017 measurement date. This adjustment is a non-operating, non-taxable income adjustment and should be viewed as such.
Net Income
The net loss of $24,000 during the current quarter, when adjusted for the non-operating, non-taxable warrant liability adjustment, amounted to net income of $618,000 for the quarter, versus a net loss of $161,000 in the previous year quarter. Earnings per share, basic and fully diluted, were $.00 and ($.01) in the respective quarters.
Adjusted EBITDA increased to $1.2 million in the quarter from $0.2 million in the prior year quarter.
Balance Sheet
As of June 30, 2017, National had $32.6 million of cash and cash equivalents, versus $27.5 million as of September 30, 2016. The Company's balance sheet remains debt free.
About National Holdings Corporation
National Holdings Corporation is a full-service investment banking and asset management firm that provides a range of services, including independent retail brokerage and advisory services, investment banking, institutional sales and trading and equity research, financial planning, market making, tax preparation, insurance and annuities, to corporations, institutional investors and high net-worth clients. With over 1,000 independent advisors, registered reps, traders, sales associates and corporate staff, the Company is a leading Independent Advisor and Broker services company. National operates through five subsidiaries: National Securities Corporation, vFinance Investments, Inc., National Insurance Corporation, National Asset Management, Inc. and Gilman Ciocia, Inc. The Company’s National Securities subsidiary was founded in 1947. National was organized in 1999 and is headquartered in New York and Florida. For more information, visit www.nhldcorp.com.
Contacts:
National Holdings Corporation:
Michael Mullen, Chief Executive Officer, email: mm@nhldcorp.com,
Telephone: +1 212-417-8055
Investor Relations:
Email: ir@nhldcorp.com,
Telephone: +1 212 554 4351
FORWARD-LOOKING STATEMENTS
This press release may contain certain forward-looking statements. Any such statements, other than statements of historical fact, are based on management’s current expectations, estimates, projections, beliefs and assumptions about the Company, its current and prospective portfolio investments, and its industry. These statements are not guarantees of future performance and are subject to risks, uncertainties and other factors, some of which are beyond the Company’s control, difficult to predict and could cause actual results to differ materially from those expected or forecasted in such forward-looking statements. Actual developments and results are likely to vary materially from these estimates and projections as a result of a number of factors, including those described from time to time in National’s filings with the Securities and Exchange Commission. Such statements speak only as of the time when made, and National undertakes no obligation to update any such forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law.
NATIONAL HOLDINGS CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
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June 30, |
September 30, |
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ASSETS |
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Cash |
$ | 28,205,000 | $ | 21,694,000 | ||||
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Restricted cash |
1,380,000 | 354,000 | ||||||
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Cash deposits with clearing organizations |
1,040,000 | 1,030,000 | ||||||
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Securities owned, at fair value |
1,595,000 | 2,357,000 | ||||||
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Receivables from broker-dealers and clearing organizations |
2,786,000 | 3,357,000 | ||||||
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Forgivable loans receivable |
1,269,000 | 1,712,000 | ||||||
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Other receivables, net |
4,748,000 | 5,430,000 | ||||||
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Prepaid expenses |
1,155,000 | 1,910,000 | ||||||
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Fixed assets, net |
2,192,000 | 1,164,000 | ||||||
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Intangible assets, net |
5,119,000 | 5,704,000 | ||||||
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Goodwill |
6,226,000 | 6,531,000 | ||||||
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Deferred tax asset, net |
8,566,000 | 8,958,000 | ||||||
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Other assets, principally refundable deposits |
339,000 | 345,000 | ||||||
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Total Assets |
$ | 64,620,000 | $ | 60,546,000 | ||||
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LIABILITIES AND STOCKHOLDERS’ EQUITY |
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Liabilities |
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Securities sold, but not yet purchased, at fair value |
$ | — | $ | 298,000 | ||||
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Accrued commissions and payroll payable |
11,255,000 | 11,940,000 | ||||||
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Accounts payable and accrued expenses |
8,508,000 | 7,166,000 | ||||||
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Deferred clearing and marketing credits |
838,000 | 995,000 | ||||||
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Warrants issued in 2017 and issuable in 2016 |
8,832,000 | 14,055,000 | ||||||
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Other |
193,000 | 319,000 | ||||||
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Total Liabilities |
29,626,000 | 34,773,000 | ||||||
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Stockholders’ Equity |
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Preferred stock, $0.01 par value, 10,000,000 shares authorized; none outstanding |
— | — | ||||||
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Common stock $0.02 par value, authorized 75,000,000 shares at June 30, 2017 and 150,000,000 shares at September 30, 2016; 12,437,916 shares issued and outstanding at June 30, 2017 and September 30, 2016 |
248,000 | 248,000 | ||||||
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Additional paid-in-capital |
66,665,000 | 66,353,000 | ||||||
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Accumulated deficit |
(31,934,000 |
) |
(40,843,000 |
) | ||||
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Total National Holdings Corporation Stockholders’ Equity |
34,979,000 | 25,758,000 | ||||||
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Non-Controlling interest |
15,000 | 15,000 | ||||||
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Total Stockholders’ Equity |
34,994,000 | 25,773,000 | ||||||
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Total Liabilities and Stockholders’ Equity |
$ | 64,620,000 | $ | 60,546,000 | ||||
NATIONAL HOLDINGS CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
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Three Month Period Ended |
Nine Month Period Ended |
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2017 |
2016 |
2017 |
2016 |
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Revenues |
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Commissions |
$ | 24,881,000 | $ | 25,051,000 | $ | 73,380,000 | $ | 71,722,000 | ||||||||
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Net dealer inventory gains |
1,789,000 | 2,340,000 | 6,666,000 | 7,483,000 | ||||||||||||
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Investment banking |
12,623,000 | 10,735,000 | 38,532,000 | 22,921,000 | ||||||||||||
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Investment advisory |
3,604,000 | 3,361,000 | 10,480,000 | 10,337,000 | ||||||||||||
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Interest and dividends |
675,000 | 702,000 | 2,065,000 | 2,415,000 | ||||||||||||
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Transaction fees and clearing services |
1,649,000 | 1,591,000 | 5,834,000 | 5,512,000 | ||||||||||||
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Tax preparation and accounting |
2,527,000 | 2,386,000 | 6,527,000 | 7,222,000 | ||||||||||||
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Other |
299,000 | 176,000 | 1,016,000 | 385,000 | ||||||||||||
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Total Revenues |
48,047,000 | 46,342,000 | 144,500,000 | 127,997,000 | ||||||||||||
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Operating Expenses |
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Commissions, compensation and fees |
39,963,000 | 39,667,000 | 118,983,000 | 110,260,000 | ||||||||||||
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Clearing fees |
470,000 | 509,000 | 1,826,000 | 1,798,000 | ||||||||||||
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Communications |
690,000 | 786,000 | 2,094,000 | 2,427,000 | ||||||||||||
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Occupancy |
972,000 | 982,000 | 2,916,000 | 2,886,000 | ||||||||||||
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License and registration |
391,000 | 417,000 | 1,223,000 | 1,155,000 | ||||||||||||
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Professional fees |
1,083,000 | 2,327,000 | 3,336,000 | 4,897,000 | ||||||||||||
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Interest |
5,000 | 13,000 | 13,000 | 16,000 | ||||||||||||
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Depreciation and amortization |
288,000 | 302,000 | 871,000 | 898,000 | ||||||||||||
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Other administrative expenses |
3,610,000 | 1,624,000 | 7,315,000 | 3,973,000 | ||||||||||||
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Total Operating Expenses |
47,472,000 | 46,627,000 | 138,577,000 | 128,310,000 | ||||||||||||
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Income (Loss) before Other Income (Expense) and Income Taxes |
575,000 | (285,000 |
) |
5,923,000 | (313,000 |
) | ||||||||||
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Other Income (Expense) |
||||||||||||||||
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Gain on disposal of Gilman branches |
— | — | 130,000 | — | ||||||||||||
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Change in fair value of warrants |
(642,000 |
) |
— | 5,223,000 | — | |||||||||||
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Other income |
5,000 | — | 10,000 | — | ||||||||||||
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Total Other Income (Expense) |
(637,000 |
) |
— | 5,363,000 | — | |||||||||||
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Income (Loss) before Income Taxes |
(62,000 |
) |
(285,000 |
) |
11,286,000 | (313,000 |
) | |||||||||
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Income tax expense (benefit) |
(38,000 |
) |
(124,000 |
) |
2,377,000 | (69,000 |
) | |||||||||
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Net Income (Loss) |
$ | (24,000 |
) |
$ | (161,000 |
) |
$ | 8,909,000 | $ | (244,000 |
) | |||||
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Net income (loss) per share - Basic |
$ | — | $ | (0.01 |
) |
$ | 0.72 | $ | (0.02 |
) | ||||||
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Net income (loss) per share - Diluted |
$ | — | $ | (0.01 |
) |
$ | 0.72 | $ | (0.02 |
) | ||||||
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Weighted average number of shares outstanding - Basic |
12,437,916 | 12,440,035 | 12,437,916 | 12,442,059 | ||||||||||||
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Weighted average number of shares outstanding - Diluted |
12,437,916 | 12,440,035 | 12,459,834 | 12,442,059 | ||||||||||||
NON-GAAP INFORMATION
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Three Months Ended June 30, |
Nine Months Ended June 30, |
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2017 |
2016 |
2017 |
2016 |
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Net income (loss), as reported |
$ | (24,000 |
) |
$ | (161,000 |
) |
$ | 8,909,000 | $ | (244,000 |
) | |||||
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Interest expense |
5,000 | 13,000 | 13,000 | 16,000 | ||||||||||||
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Income taxes (benefit) |
(38,000 |
) |
(124,000 |
) |
2,377,000 | (69,000 |
) | |||||||||
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Depreciation |
91,000 | 122,000 | 278,000 | 345,000 | ||||||||||||
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Amortization |
197,000 | 180,000 | 593,000 | 553,000 | ||||||||||||
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EBITDA |
231,000 | 30,000 | 12,170,000 | 601,000 | ||||||||||||
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Non-cash compensation expense |
129,000 | 26,000 | 312,000 | 125,000 | ||||||||||||
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Change in fair value of warrants |
642,000 | — | (5,223,000 |
) |
— | |||||||||||
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Forgivable loan amortization |
158,000 | 169,000 | 520,000 | 493,000 | ||||||||||||
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Gain on disposal of Gilman branches |
$ | — | $ | — | $ | (130,000 |
) |
$ | — | |||||||
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EBITDA, as adjusted |
$ | 1,160,000 | $ | 225,000 | $ | 7,649,000 | $ | 1,219,000 | ||||||||