(Source: MARKETWIRE)

Broadridge Financial Solutions, Inc. (NYSE: BR), a leading global
provider of technology-based solutions to the financial services
industry, today reported net revenues of $457.9 million, net earnings
of $26.4 million, and fully-diluted earnings per share of $0.19 for
the first quarter ended September 30, 2009. This compares with net
revenues of $472.4 million, net earnings of $35.6 million, and
fully-diluted earnings per share of $0.25 for the comparable quarter
of the previous fiscal year.
Post-First Quarter Strategic Transactions
On November 2, 2009, Broadridge entered into agreements with Penson
Worldwide, Inc. ("PWI") and Penson Financial Services, Inc., a
subsidiary of PWI ("Penson"), that provide for the sale of its
clearing client contracts to Penson and a ten-year outsourcing
services contract under which Broadridge will provide certain
securities processing and back-office services to Penson. This
transaction is part of Broadridge's strategy to exit the securities
clearing business, which is expected to provide Broadridge with
access to net cash estimated to be in the range of $180 million to
$200 million that was previously committed to our securities clearing
business as regulatory capital. Exiting the clearing business will
enable the securities processing business to solely focus on the
revenue opportunities associated with securities processing and
operations outsourcing services.
Broadridge will receive between $60 million and $70 million in total
consideration from PWI for the sale of the clearing client contracts
consisting of a five-year subordinated note from PWI and shares of
PWI's common stock in an amount calculated as the lesser of one-third
of the total consideration and an amount not exceeding 9.9% of PWI's
outstanding common stock. The specific amount of such consideration
will be determined immediately prior to closing pursuant to an agreed
formula. In addition, Broadridge has agreed to make an
eighteen-month $50 million subordinated loan to PWI to fund its
additional regulatory capital requirements in the event it is not
able to obtain these funds from other sources prior to closing.
Broadridge expects the outsourcing services contract to generate
approximately $65 million to $75 million in annual revenue when the
business is fully converted onto Broadridge's securities processing
platform over the next 12 to 18 months.
The outsourcing services contract will include selective processing
services for Penson's existing securities processing operations and
back-office functions, as well as selective processing services
related to the clearing client contracts acquired by Penson from
Broadridge. Broadridge is expecting to incur one-time expenses and a
pre-tax loss on the transaction in the aggregate amount of
approximately $30 million to $35 million which are substantially
non-cash items. It is anticipated that the transaction will close
within the next six months, subject to agreement on outsourcing
service levels and the satisfaction of customary closing conditions,
including regulatory approvals.
The Company also announced that subsequent to the end of its first
quarter, it has signed an agreement with Morgan Stanley Smith Barney
LLC ("Morgan Stanley Smith Barney") for customer communications
services, which includes the production and distribution of account
statements, performance reports, tax reporting documents, and certain
trade confirms, as well as the provision of prospectus fulfillment
services. The length of the agreement is seven years and is expected
to generate annual fee revenue greater than $35 million when the
systems are fully converted onto the Broadridge production platform
over the next two years.
CEO Comments on Results and Transactions
Commenting on the results, Richard J. Daly, Chief Executive Officer,
said, "I am very pleased with the overall momentum across the entire
business, when I consider the transactions that we have executed
post-quarter and the financial results for the quarter. Our first
quarter performance is in-line with our expectations and overall, I
am satisfied with our financial results and the positive activity in
our sales pipeline."
Mr. Daly continued, "The Morgan Stanley Smith Barney contract signing
has enabled us to not only win back the statement processing business
we lost from Morgan Stanley around the time of our spin-off from ADP,
but to further expand our relationship with the recently formed
Morgan Stanley Smith Barney."
Mr. Daly added, "The Penson transaction creates considerable momentum
for our securities processing strategy. It will enable us to have use
of significant free cash that had previously been restricted, will
eliminate any balance sheet risk associated with the clearing
business, and provides us with a clear strategy for our securities
processing business which now includes outsourcing. We are delighted
to be working with Penson going forward because of their long track
record of success in growing their global clearing business and
particularly because of their singular strategic focus on the global
clearing market. The Penson transaction puts our securities
processing business in a position where I believe we are on the right
path to increase shareholder value from this segment."
Financial Results for First Quarter Fiscal Year 2010
For the first quarter of fiscal year 2010, net revenues decreased 3%
to $457.9 million compared to $472.4 million for the same period last
year. The revenue increase from higher fee revenues related to new
business and increased event-driven activity was more than offset by
the decline in low margin distribution revenues, the negative impact
from previously-disclosed client losses and price concessions, and
unfavorable foreign currency exchange rates.
Net earnings, as expected, decreased 26% to $26.4 million from $35.6
million primarily as a result of lower revenues and the one-time gain
from the purchase of $125.0 million principal amount of our 6.125%
senior notes due in 2017 (the "Senior Notes") in the prior fiscal
year. Diluted earnings per share decreased to $0.19 per share on
slightly less weighted-average shares outstanding, compared to $0.25
per share in the first quarter of fiscal year 2009. Closed sales of
$30.7 million for the first quarter of fiscal year 2010 were in-line
with expectations and were $2.2 million lower than last year's
comparable quarter results, which benefited from a large new client
sale.
During the first quarter of fiscal year 2010, the Company repurchased
approximately 3.5 million shares of Broadridge common stock under its
share repurchase plan at an average price of $20.53 per share.
Analysis of First Quarter Fiscal Year 2010
Investor Communication Solutions
Net revenues for the Investor Communication Solutions segment
decreased 1% to $309.9 million in the first quarter of fiscal year
2010, compared to the first quarter of fiscal year 2009. The increase
in fee revenues related to internal growth and mutual fund activity
was more than offset by a decline in low margin distribution
revenues. Operating margin increased slightly by 0.2 percentage
points or 20 basis points compared to the first quarter of fiscal
year 2009, as the positive margin impact from higher fee revenues
were offset by higher investment spending and lower distribution
revenue.
Securities Processing Solutions
Net revenues for the Securities Processing Solutions segment
decreased 7% to $124.2 million in the first quarter of fiscal year
2010, compared to the first quarter of fiscal year 2009. This
decrease, as expected, was primarily driven by the carry-over impact
of price concessions related to contract renewals and the
previously-announced client losses that occurred last fiscal year.
Operating margin decreased 5.6 percentage points or 560 basis points
compared to the first quarter of fiscal year 2009, primarily as a
result of the higher margin impact associated with lost revenues
related to client losses and price concessions.
Clearing and Outsourcing Solutions
Net revenues for the Clearing and Outsourcing Solutions segment
increased 10% to $25.6 million in the first quarter of fiscal year
2010, compared to the first quarter of fiscal year 2009. The increase
was driven by net new business (sales less losses) primarily from the
addition of Neuberger Berman and higher trading activity. Operating
loss of $2.4 million for the first quarter of fiscal year 2010
decreased by $0.7 million from an operating loss of $3.1 million in
the first quarter of fiscal year 2009 as a result of higher revenues
and a benefit from one-time expense reductions.
Other
Net revenues for Other decreased by $0.1 million, compared to the
first quarter of fiscal year 2009. This decrease was related to lower
interest income in the current fiscal year compared to the same period
last year. Pre-tax loss for Other increased by $6.0 million, compared
to the first quarter of fiscal year 2009. This increase was primarily
due to the effect of the one-time gain of $8.4 million from the
purchase of the Senior Notes during the first quarter of fiscal year
2009 and a negative impact from foreign currency exchange in the
first quarter of fiscal year 2010, partially offset by a decrease in
interest expense of $2.8 million in the first quarter of fiscal year
2010 related to a lower outstanding balance on the Senior Notes.
Fiscal Year 2010 Financial Guidance
We are increasing our full year net revenues growth guidance to a
range of 6% to 8% from our previous guidance range of 4% to 8%.