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8-K - FORM 8-K - NATIONAL HOLDINGS CORPnhld20150518_8k.htm

Exhibit 99.1

 

 

  

NATIONAL HOLDING CORPORATION ANNOUNCES
FISCAL SECOND QUARTER 2015 FINANCIAL RESULTS

 

Continued Profitability Despite Challenging Quarter

 

Management to Host Conference Call on May 18, 2015 at 10:00 a.m. ET

 

 

NEW YORK, NY, May 18, 2015 – National Holding Corporation (NASDAQ:NHLD) (“National” or the “Company”), a leading full service independent brokerage, investment banking and asset management firm providing diverse services including tax preparation, today announced its financial results for the fiscal second quarter ended March 31, 2015.

 

Second Quarter Fiscal 2015 Financial Highlights

 

 

Revenue of $42.9 million, versus $52.7 million for the second quarter of fiscal 2014

 

9th consecutive quarter of positive net income

 

13th consecutive quarter of positive EBITDA

 

Cash and equivalents of $28.5 million, or $2.29 per share, and no debt at 3/31/15

 

Equity of $45.4 million, or $3.65 per share, at 3/31/15

 

Management Commentary

 

“Revenues this quarter were below the record second quarter last year as we faced weak industry conditions at the beginning of the quarter, a slow start to our investment banking business and lower sales of alternative investment products. Despite this confluence of negative factors, we still delivered another quarter of positive EBITDA and net income,” said Robert Fagenson, Executive Chairman and Chief Executive Officer of National Holdings Corporation.

 

Added Mark Goldwasser, President of National Holdings Corporation, “After thoroughly reviewing our alternative investment products, we restructured and expanded our platform toward the end of the quarter.

 

“In addition, the continuing dislocation among independent brokerage firms is creating immediate opportunities for us to accelerate our plans to enlarge our distribution network and drive top-line growth and improve margins. To that end, we further expanded our retail brokerage network during the second quarter, adding both individuals and groups to our branch offices in the tri-state area. Between January 1st and May 15th, we have added 35 registered reps and advisors with $8 million in trailing twelve month production who have expanded our assets under management by $335 million. Our recruiting pipeline is the most robust we have seen since 2000.”

 

Concluded Mr. Fagenson, “Our overall business rebounded in February and March, and continued to improve in April. This encouraging trend, along with an expanded alternative investment platform, an enlarged retail brokerage network and a robust investment banking calendar suggest to us that the challenges of the second quarter are behind us and that National Holdings is well positioned for improved performance going forward.

 

“Over the past three years, we have been executing a strategy of diversifying our business lines and scaling the business through continued expansion of our brokerage system while lowering the cost base of the business. Our strategy is sound and working, and we remain committed to executing our top line growth initiatives while maintaining strict cost discipline in order to drive profitability gains.”

 

 

 
 

 

 

Fiscal Second Quarter 2015 Financial Results

 

National Holdings reported fiscal second quarter 2015 revenue of $42.9 million, a decline of 18.6% versus $52.7 million in the fiscal second quarter 2014. The Company experienced a 15.0% decrease in commission revenues to $25.7 million in the second quarter due to reduced sales of certain alternative investments and lower transaction volumes that corresponded to a reduction in trade execution. Investment banking revenue in the second quarter of 2015 fell 21.9% to $4.4 million due to minimal deal activity in the first month of the quarter. Investment advisory revenue declined 4.6% to $3.5 million from $3.7 million in the prior’s year’s period due to a change in the timing of the billing on certain customer accounts. Revenues from the Company’s tax and accounting business increased slightly in the second quarter to $3.7 million.

 

Total expenses decreased 13.6% to $42.4 million for the quarter ended March 31, 2015, compared with $49.0 million in the quarter ended March 31, 2014. The decrease in total expenses was primarily due to a decline in commissions, compensation and fees, which fell 13.8% to $36.1 million and was directly attributable to the decrease in revenues.

 

Income from operations for the three months ended March 31, 2015 was $0.5 million, compared with $3.7 million for the three months ended March 31, 2014. On a GAAP basis, net income for the three months ended March 31, 2015 was $0.3 million, or $0.03 per basic and diluted share, compared with net income of $3.6 million, or $0.29 and $0.28 per basic and diluted share, respectively, in 2014. Adjusted EBITDA, a non-GAAP measure, was $1.0 million in the quarter ended March 31, 2015, compared with $4.3 million in the quarter ended March 31, 2014.

 

Balance Sheet

 

As of March 31, 2015, National Holdings had $28.5 million in cash and equivalents, receivables from broker dealers and clearing organizations, and marketable securities, or $2.29 per share, and no debt, versus $26.4 million, or $2.14 per share, and no debt as of March 31, 2014 and versus $30.5 million, or $2.45 per share, and no debt as of September 30, 2014. The company reported total stockholder’s equity of approximately $45.4 million, or $3.65 per share, which represents a $0.9 million increase from September 30, 2014.

 

Fiscal Second Quarter 2015 Financial Results Conference Call

 

Management will host a conference call to discuss the operating and financial results at 10:00am ET on Monday, May 18, 2015. To participate in the conference call, please dial (888) 285-0969 or (706) 902-2067 approximately 10 minutes prior to the call. Please reference conference ID #48816071.

 

A live webcast of the conference call will be available at http://www.nhldcorp.com/investors.aspx. Please access the website 15 minutes prior to the start of the call to download and install any necessary audio software.

 

A replay of the conference call will be available through June 1, 2015 and can be accessed by dialing (800) 585-8367 or (404) 537-3406, conference ID #48816071. A webcast replay of the conference call will also be available in the Investors section of the Company’s website following the call.

 

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 1,100 independent advisors, brokers, traders and sales associates, the Company is a leading Independent Advisor and Broker services company. National Holdings 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 Holdings was organized in 1999 and is headquartered in New York and Florida. For more information, visit www.nhldcorp.com.

 

 

 
 

 

 

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 Holding Corporation’s filings with the Securities and Exchange Commission. Such statements speak only as of the time when made, and National Holding Corporation 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

 

   

March 31,

   

September 30,

 
   

2015

   

2014

 
   

(Unaudited)

         

ASSETS

               
                 

Cash

  $ 23,924,000     $ 24,465,000  

Restricted cash

    217,000       92,000  

Cash deposits with clearing organizations

    1,005,000       1,005,000  

Securities owned, at fair value

    914,000       1,061,000  

Receivables from broker-dealers and clearing organizations

    3,632,000       4,985,000  

Forgivable loans receivable

    936,000       662,000  

Other receivables, net

    4,277,000       3,998,000  

Prepaid expenses

    1,913,000       932,000  

Fixed assets, net

    804,000       752,000  

Intangible assets, net

    7,755,000       7,595,000  

Goodwill

    6,531,000       6,531,000  

Deferred tax asset, net

    11,551,000       11,925,000  

Other assets, principally refundable deposits

    532,000       790,000  

Total Assets

  $ 63,991,000     $ 64,793,000  
                 

LIABILITIES AND STOCKHOLDERS’ EQUITY

               
                 

Liabilities

               

Securities sold, but not yet purchased, at fair value

  $ 34,000     $ 55,000  

Accrued commissions and payroll payable

    12,530,000       13,520,000  

Accounts payable and other liabilities

    5,118,000       5,715,000  

Deferred clearing credit

    893,000       971,000  

Total Liabilities

    18,575,000       20,261,000  
                 

Stockholders’ Equity

               

Preferred stock, $0.01 par value, 10,000,000 shares authorized; none outstanding

               

Common stock $0.02 par value, 150,000,000 shares authorized; 12,446,365 issued and outstanding at March 31, 2015 and at September 30, 2014

    249,000       249,000  

Additional paid-in-capital

    80,090,000       79,837,000  

Accumulated deficit

    (34,938,000 )     (35,569,000 )
                 

Total National Holdings Corporation Stockholders’ Equity

    45,401,000       44,517,000  
                 

Non-Controlling interest

    15,000       15,000  

Total Stockholders’ Equity

    45,416,000       44,532,000  
                 

Total Liabilities and Stockholders’ Equity

  $ 63,991,000     $ 64,793,000  

 

 
 

 

 

 NATIONAL HOLDINGS CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

 

 

   

Three Month Period Ended

   

Six Month Period Ended

 
   

March 31,

   

March 31,

 
   

2015

   

2014

   

2015

   

2014

 

Revenues

                               

Commissions

  $ 25,746,000     $ 30,306,000     $ 50,162,000     $ 57,913,000  

Principal transactions

    2,705,000       5,983,000       6,143,000       9,142,000  

Investment banking

    4,391,000       5,619,000       9,513,000       8,952,000  

Investment advisory

    3,527,000       3,696,000       7,352,000       6,936,000  

Interest and dividends

    847,000       885,000       1,678,000       1,817,000  

Transfer fees and clearing services

    1,853,000       2,452,000       4,567,000       4,767,000  

Tax preparation and accounting

    3,748,000       3,737,000       4,507,000       4,275,000  

Other

    100,000       55,000       193,000       112,000  

Total Revenues

    42,917,000       52,733,000       84,115,000       93,914,000  
                                 

Operating Expenses

                               

Commissions, compensation and fees

    36,099,000       41,929,000       71,387,000       76,528,000  

Clearing fees

    886,000       1,103,000       1,528,000       2,140,000  

Communications

    1,194,000       1,191,000       2,442,000       2,331,000  

Occupancy

    1,004,000       1,073,000       2,025,000       2,027,000  

License and registration

    467,000       307,000       867,000       753,000  

Professional fees

    1,095,000       1,228,000       1,820,000       2,098,000  

Interest

    2,000       8,000       6,000       24,000  

Depreciation and amortization

    294,000       298,000       568,000       562,000  

Other administrative expenses

    1,343,000       1,902,000       2,424,000       2,691,000  

Total Operating Expenses

    42,384,000       49,039,000       83,067,000       89,154,000  
                                 

Income before Income Tax Expense

    533,000       3,694,000       1,048,000       4,760,000  
                                 

Income tax expense

    196,000       134,000       417,000       241,000  

Net Income

  $ 337,000     $ 3,560,000     $ 631,000     $ 4,519,000  
                                 

Net income per share of common stock Basic

  $ 0.03     $ 0.29     $ 0.05     $ 0.37  

Net income per share of common stock Diluted

  $ 0.03     $ 0.28     $ 0.05     $ 0.37  
                                 

Weighted number of shares outstanding Basic

    12,446,365       12,324,689       12,446,365       12,150,330  

Weighted number of shares outstanding Diluted

    12,502,758       12,502,307       12,497,628       12,301,330  

 

 

 
 

 

 

Non-GAAP Financial Measures

 

To provide investors with greater insight, promote transparency and allow for a more comprehensive understanding of the information used by management in its financial and operational decision-making, the Company supplements its consolidated statements of income presented on a GAAP basis with non-GAAP financial measures of earnings. Please refer to the schedule in this release for a reconciliation of non-GAAP financial measures to GAAP measures.

 

Management uses Earnings before Interest, Income Taxes, Depreciation and Amortization (“EBITDA”) and adjusted EBITDA as financial measures to evaluate the profitability and efficiency of the Company’s business model. EBITDA and adjusted EBITDA are not presented in accordance with GAAP.

 

Investors should consider the non-GAAP measures in addition to, and not as a substitute for, financial measures prepared in accordance with GAAP. Additionally, the Company’s non-GAAP measures may differ from similar measures used by other companies, even if similar terms are used to identify such measures.

 

 

National Holdings Corporation

Reconciliation of Non-GAAP Financial Measures to GAAP Measures

 

 

   

Three Months Ended

   

Six Months Ended

 
   

March 31,

   

March 31,

 
   

2015

   

2014

   

2015

   

2014

 
                                 

Net income, as reported

  $ 337,000     $ 3,560,000     $ 631,000     $ 4,519,000  

Interest expense

    2,000       8,000       6,000       24,000  

Income taxes

    196,000       134,000       417,000       241,000  

Depreciation

    82,000       101,000       159,000       201,000  

Amortization

    212,000       197,000       409,000       361,000  

EBITDA

    829,000       4,000,000       1,622,000       5,346,000  

Non-cash compensation expense

    85,000       217,000       253,000       425,000  

Forgivable loan amortization

    83,000       54,000       149,000       105,000  

EBITDA, as adjusted

  $ 997,000     $ 4,271,000     $ 2,024,000     $ 5,876,000  

 

 

 

Contacts:

 

 

National Holdings Corporation

 

Robert Fagenson, Executive Chairman & Chief Executive Officer   Tel: +1 212 417 8210
   
LHA  

Ed McGregor/Jody Burfening  

Tel: +1 212 838 3777

emcgregor@lhai.com