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8-K - 8-K - INVESTMENT TECHNOLOGY GROUP, INC.a14-23552_18k.htm

EXHIBIT 99.1

 

ITG Reports Third Quarter 2014 Results

 

Strong European Performance and Profitability in Asia Pacific Offset Challenging

North American Volumes

 

NEW YORK, November 3, 2014 — ITG (NYSE: ITG), an independent execution and research broker, today reported results for the quarter ended September 30, 2014.

 

Third quarter 2014 highlights included:

 

·                  Net income of $11.4 million, or $0.32 per diluted share compared to net income of $7.7 million, or $0.20 per diluted share for the third quarter of 2013. Net income for the third quarter of 2014 includes a net tax benefit of $2.4 million, or $0.07 per diluted share, from resolving a multi-year contingency in the U.S.

 

·                  Revenues of $134.8 million, compared to revenues of $127.6 million in the third quarter of 2013.

 

·                  Expenses of $122.7 million, compared to expenses of $116.9 million in the third quarter of 2013.

 

·                  Average daily trading volume in the U.S. of 146.7 million shares versus 154.6 million shares in the third quarter of 2013.  POSIT® average daily U.S. volume was 71.5 million shares compared to 66.4 million shares in the third quarter of 2013.  Total average daily volume traded through POSIT Alert® was 14.3 million shares compared to 16.1 million in the third quarter of 2013.

 

·                  In Europe, average daily value traded in POSIT was $951 million, compared with $652 million in the third quarter of 2013.  Total average daily value traded through POSIT Alert rose more than 100% in the third quarter of 2014 compared with the prior-year period.

 

·                  An annualized return on average equity of 10.8%, compared with 7.6% in the third quarter of 2013. On a year-to-date basis, annualized return on average equity is 12.1% compared to 6.9% for the nine months ended September 30, 2013.

 



 

·                  The repurchase of 520,000 shares of common stock under ITG’s authorized share repurchase program for a total of $9.1 million.  Repurchases since the first quarter of 2010 have totaled $177.0 million for a total of 12.6 million shares, resulting in a decrease in shares outstanding, net of issuances, of more than 20%.

 

Revenues from U.S. operations were $72.5 million in the third quarter of 2014 compared to $76.8 million in the third quarter of 2013.  ITG’s U.S. operations reported net income of $2.8 million in the third quarter of 2014, flat as compared to net income in the third quarter of 2013. The overall revenue capture rate per share in the U.S. was $0.0046, down from $0.0049 in the third quarter of 2013.  While the average rate from buy-side clients remains strong, the decline in the overall average rate was due in large part to an increase in the percentage of volume from sell-side clients.

 

ITG’s International revenues were $62.2 million in the third quarter of 2014 compared to $50.7 million in the third quarter of 2013.  European revenues were $31.7 million, up 40% from the third quarter of 2013.  Canadian revenues were $17.9 million, up 2% versus the third quarter of 2013 while Asia Pacific revenues were $12.6 million, up 20% from the third quarter of 2013. ITG’s International operations reported net income of $8.5 million in the third quarter of 2014 versus net income of $4.9 million in the third quarter of 2013, an increase of 73%.

 

“Strong international performance continues to be a crucial driver of our overall profitability,” said Bob Gasser, ITG’s Chief Executive Officer and President.  “We believe our geographic diversification and the ongoing expansion into new asset classes will enable us to deliver improved shareholder returns in the years ahead,” added Mr. Gasser.

 

Year-to-Date Results

 

For the first nine months of 2014, revenues were $410.8 million and net income was $37.9 million, or $1.04 per diluted share.  For the first nine months of 2013, revenues were $398.9 million, 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.

 

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

 

A conference call to discuss the firm’s results will be held at 11:00 am ET on November 3, 2014.  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 will be available on 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 10053483.  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 2013 Annual Report on Form 10-K, and its Form 10-Qs (as amended, if applicable) 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 and regulatory scrutiny, changes in tax policy or accounting rules, the actions of both current and potential new competitors, changes in commission pricing, 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 and our ability to attract and retain talented employees. 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

Condensed Consolidated Statements of Operations (unaudited)

(In thousands, except per share amounts)

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

 

 

2014

 

2013

 

2014

 

2013

 

Revenues:

 

 

 

 

 

 

 

 

 

Commissions and fees

 

$

102,900

 

$

98,378

 

$

317,777

 

$

310,254

 

Recurring

 

26,452

 

25,761

 

77,004

 

77,384

 

Other

 

5,421

 

3,419

 

16,067

 

11,263

 

Total revenues

 

134,773

 

127,558

 

410,848

 

398,901

 

 

 

 

 

 

 

 

 

 

 

Expenses:

 

 

 

 

 

 

 

 

 

Compensation and employee benefits

 

52,408

 

49,664

 

156,305

 

150,415

 

Transaction processing

 

21,561

 

19,790

 

62,166

 

63,821

 

Occupancy and equipment

 

14,937

 

15,821

 

45,000

 

53,082

 

Telecommunications and data processing services

 

12,942

 

12,649

 

38,294

 

40,465

 

Other general and administrative

 

20,281

 

18,351

 

60,101

 

56,887

 

Restructuring charges

 

 

 

 

(75

)

Interest expense

 

566

 

593

 

1,796

 

1,894

 

Total expenses

 

122,695

 

116,868

 

363,662

 

366,489

 

Income before income tax expense

 

12,078

 

10,690

 

47,186

 

32,412

 

Income tax expense

 

713

 

2,975

 

9,275

 

10,989

 

Net income

 

$

11,365

 

$

7,715

 

$

37,911

 

$

21,423

 

 

 

 

 

 

 

 

 

 

 

Income per share:

 

 

 

 

 

 

 

 

 

Basic

 

$

0.32

 

$

0.21

 

$

1.06

 

$

0.58

 

Diluted

 

$

0.32

 

$

0.20

 

$

1.04

 

$

0.56

 

 

 

 

 

 

 

 

 

 

 

Basic weighted average number of common shares outstanding

 

35,093

 

36,544

 

35,628

 

36,956

 

Diluted weighted average number of common shares outstanding

 

36,026

 

37,781

 

36,599

 

38,214

 

 



 

INVESTMENT TECHNOLOGY GROUP, INC. AND SUBSIDIARIES

Supplemental Financial Data (unaudited)

(In thousands)

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

 

 

2014

 

2013

 

2014

 

2013

 

Revenues by Geographic Region:

 

 

 

 

 

 

 

 

 

U.S. Operations

 

$

72,540

 

$

76,843

 

$

225,531

 

$

242,687

 

Canadian Operations

 

17,946

 

17,575

 

55,194

 

56,224

 

European Operations

 

31,677

 

22,663

 

95,605

 

65,407

 

Asia Pacific Operations

 

12,610

 

10,477

 

34,518

 

34,583

 

Total Revenues

 

$

134,773

 

$

127,558

 

$

410,848

 

$

398,901

 

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

 

 

2014

 

2013

 

2014

 

2013

 

Revenues by Product Group:

 

 

 

 

 

 

 

 

 

Electronic Brokerage

 

$

68,663

 

$

66,234

 

$

214,740

 

$

210,597

 

Research, Sales and Trading

 

30,470

 

26,683

 

90,026

 

80,236

 

Platforms

 

23,570

 

23,151

 

70,636

 

72,845

 

Analytics

 

11,612

 

11,177

 

34,413

 

34,447

 

Corporate (non-product)

 

458

 

313

 

1,033

 

776

 

Total Revenues

 

$

134,773

 

$

127,558

 

$

410,848

 

$

398,901

 

 



 

INVESTMENT TECHNOLOGY GROUP, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Financial Condition

(In thousands, except share amounts)

 

 

 

September 30,

 

December 31,

 

 

 

2014

 

2013

 

 

 

(unaudited)

 

 

 

Assets

 

 

 

 

 

Cash and cash equivalents

 

$

228,461

 

$

261,897

 

Cash restricted or segregated under regulations and other

 

71,038

 

71,202

 

Deposits with clearing organizations

 

33,635

 

74,771

 

Securities owned, at fair value

 

21,943

 

7,436

 

Receivables from brokers, dealers and clearing organizations

 

2,094,468

 

1,018,342

 

Receivables from customers

 

1,376,047

 

591,004

 

Premises and equipment, net

 

59,484

 

66,171

 

Capitalized software, net

 

38,072

 

37,892

 

Goodwill, net

 

14,332

 

 

Intangibles, net

 

32,700

 

31,201

 

Income taxes receivable

 

539

 

54

 

Deferred taxes

 

30,864

 

34,130

 

Other assets

 

23,411

 

15,787

 

Total assets

 

$

4,024,994

 

$

2,209,887

 

 

 

 

 

 

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

Liabilities:

 

 

 

 

 

Accounts payable and accrued expenses

 

$

186,145

 

$

175,931

 

Short-term bank loans

 

89,926

 

73,539

 

Payables to brokers, dealers and clearing organizations

 

1,660,229

 

1,025,268

 

Payables to customers

 

1,611,985

 

469,264

 

Securities sold, not yet purchased, at fair value

 

22,856

 

2,953

 

Income taxes payable

 

14,156

 

14,805

 

Deferred taxes

 

1,141

 

363

 

Term debt

 

20,937

 

30,332

 

Total liabilities

 

3,607,375

 

1,792,455

 

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; 52,229,962 and 52,158,374 shares issued at September 30, 2014 and December 31, 2013, respectively

 

522

 

522

 

Additional paid-in capital

 

237,561

 

240,057

 

Retained earnings

 

474,481

 

436,570

 

Common stock held in treasury, at cost; 17,444,851 and 16,005,500 shares at September 30, 2014 and December 31, 2013, respectively

 

(295,995

)

(268,253

)

Accumulated other comprehensive income (net of tax)

 

1,050

 

8,536

 

Total stockholders’ equity

 

417,619

 

417,432

 

Total liabilities and stockholders’ equity

 

$

4,024,994

 

$

2,209,887

 

 



 

INVESTMENT TECHNOLOGY GROUP, INC.

Non-GAAP Financial Measures

 

In evaluating ITG’s financial performance, management reviews results from operations, which excludes non-operating items.  Adjusted net income, and related per share amounts, and adjusted   earnings before interest, taxes, depreciation and amortization (EBITDA) are non-GAAP performance measures that the Company believes 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.

 

Reconciliation of US GAAP Results to Adjusted Results

(In thousands, except share amounts)

 

 

 

Nine Months Ended
September 30, 2013

 

 

 

(unaudited)

 

 

 

Consolidated

 

Total revenues

 

$

398,901

 

 

 

 

 

Total expenses

 

366,489

 

Less:

 

 

 

Restructuring charges (1)

 

75

 

Duplicate rent charges (2)

 

(2,568

)

Office move (3)

 

(3,910

)

Adjusted expenses

 

360,086

 

 

 

 

 

Income before income tax expense

 

32,412

 

Effect of adjustments

 

6,403

 

Adjusted pre-tax income

 

38,815

 

 

 

 

 

Income tax expense

 

10,989

 

Tax effect of adjustments (4)

 

405

 

Adjusted income tax expense

 

11,394

 

 

 

 

 

Net income

 

21,423

 

Net effect of adjustments

 

5,998

 

Adjusted net income

 

$

27,421

 

 

 

 

 

Diluted earnings per share

 

$

0.56

 

Net effect of adjustments

 

0.16

 

Adjusted diluted earnings per share

 

$

0.72

 

 


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.  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 the build out of its new lower Manhattan headquarters while continuing to occupy its then-existing headquarters in midtown Manhattan.  As a result, ITG 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 included a reserve for the remaining lease obligation at the previous midtown Manhattan headquarters.

(4)         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 the closure of the Israeli facility.

 



 

Reconciliation of Adjusted Earnings

Before Interest, Taxes, Depreciation, and Amortization

(In thousands)

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

 

 

2014

 

2013

 

2014

 

2013

 

 

 

 

 

 

 

 

 

 

 

Net Income (1)(2)

 

$

11,365

 

$

7,715

 

$

37,911

 

$

21,423

 

Impact of adjustments, after-tax

 

 

 

 

5,998

 

Adjusted net income

 

11,365

 

7,715

 

37,911

 

27,421

 

 

 

 

 

 

 

 

 

 

 

Deduct:

 

 

 

 

 

 

 

 

 

Investment income

 

(279

)

(258

)

(838

)

(710

)

 

 

 

 

 

 

 

 

 

 

Add Back:

 

 

 

 

 

 

 

 

 

Interest expense

 

566

 

593

 

1,796

 

1,894

 

Provision for income taxes

 

713

 

2,975

 

9,275

 

10,989

 

Tax effect of adjustments

 

 

 

 

405

 

Depreciation and Amortization

 

12,024

 

13,383

 

37,889

 

40,281

 

Adjusted earnings before interest, taxes, depreciation, and amortization

 

$

24,389

 

$

24,408

 

$

86,033

 

$

80,280

 

 


Notes:

(1)         Net income includes pre-tax charges for stock-based compensation of $4.2 million and $4.9 million for the three months ended September 30, 2014 and 2013, respectively

(2)         Net income includes pre-tax charges for stock-based compensation of $12.5 million and $15.1 million for the nine months ended September 30, 2014 and 2013, respectively

 

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