-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, KnPASC58nRejxub0eKuqBKtV7DRHClDFilhW8Qw2RWX0V1D895+rOc+RcUhWgpRS 4SxTw3OgHT/w5g32yo7J2A== 0001157523-04-000331.txt : 20040120 0001157523-04-000331.hdr.sgml : 20040119 20040120161557 ACCESSION NUMBER: 0001157523-04-000331 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040120 ITEM INFORMATION: FILED AS OF DATE: 20040120 FILER: COMPANY DATA: COMPANY CONFORMED NAME: JEFFERIES GROUP INC /DE/ CENTRAL INDEX KEY: 0001084580 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] IRS NUMBER: 954719745 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14947 FILM NUMBER: 04532796 BUSINESS ADDRESS: STREET 1: 520 MADISON AVENUE STREET 2: 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-284-2550 MAIL ADDRESS: STREET 1: 520 MADISON AVENUE STREET 2: 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 FORMER COMPANY: FORMER CONFORMED NAME: JEF HOLDING CO INC DATE OF NAME CHANGE: 19990419 8-K 1 a4553691.txt JEFFERIES GROUP 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 20, 2004 Jefferies Group, Inc. (Exact name of registrant as specified in its charter) Delaware 1-14947 95-4719745 (State or other jurisdiction of (Commission File Number) (IRS Employer incorporation) Identification No.) 520 Madison Avenue, 12th Floor, New York, New York 10022 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: 212-284-2550 ---------------------------------------------------------- (Former name or former address, if changed since last report) Item 12. Results of Operations and Financial Condition. On January 20, 2004, Jefferies Group, Inc. issued a press release announcing financial results for the quarter and year ended December 31, 2003. A copy of the press release is attached hereto as Exhibit 99.1. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Jefferies Group, Inc. Date: January 20, 2004 /s/ Lloyd H. Feller ----------------------------- Lloyd H. Feller Executive Vice President, General Counsel and Secretary INDEX TO EXHIBITS Exhibit No. Description - ------------- ---------------- 99.1 January 20, 2004 press release issued by Jefferies Group, Inc. EX-99 3 a4553691ex99.txt EXHIBIT 99.1 PRESS RELEASE Exhibit 99.1 Jefferies Announces Fourth Consecutive Record Year; Fourth Quarter Total Revenues Up 61%, Earnings Per Share Up 79% NEW YORK--(BUSINESS WIRE)--Jan. 20, 2004--Jefferies Group, Inc. (NYSE: JEF) today announced record financial results for the fourth quarter and year ended December 31, 2003. Highlights for the fourth quarter ended December 31, 2003: -- Earnings per share (diluted) were up 79% to a record $0.50 compared to $0.28 for the fourth quarter of 2002. -- Net earnings were up 97% to a record $30.6 million compared to $15.5 million for the fourth quarter of 2002. -- Earnings before income taxes and minority interest were up 116% to a record $52.8 million compared to $24.5 million for the fourth quarter of 2002. -- Total revenues were up 61% to a record $289 million versus $179 million for the fourth quarter of 2002. -- Investment banking revenues climbed 217% to $98.7 million compared to $31.1 million for the fourth quarter of 2002. Highlights for the year ended December 31, 2003: -- Earnings per share (diluted) were up 25% to a record $1.42 compared to $1.14 for 2002. -- Net earnings were up 34% to a record $84.1 million compared to $62.6 million for 2002. -- Earnings before income taxes and minority interest were up 39% to a record $144.5 million compared to $103.7 million for 2002. -- Total revenues were up 23% to a record $927 million compared to $755 million for 2002. -- Investment banking revenues were up 64% to a record $229.6 million compared to $139.8 million for 2002. In a joint statement, Richard B. Handler, Chairman and Chief Executive Officer, and John C. Shaw, Jr., President, commented, "These results are only possible because of the loyal support of our clients and the dedication of our 1,600 employee-partners. We thank them all." Conference Call A conference call with management discussion of financial results for the fourth quarter ended December 31, 2003 will be held January 21 at 11:00 AM (Eastern) and can be accessed at 617-801-9714 (code: 22871334). A replay of the call will be available two hours post-call at 617-801-6888 (code: 14373163). A live audio webcast and delayed replay will also be available under "Investor Relations" at www.jefco.com. Questions for consideration by management can be submitted in advance through the "Contact Us" function at www.jefco.com or by calling 203-708-5975 by 9:30 AM Eastern on January 21. About Jefferies Jefferies Group, Inc. (NYSE: JEF) is a holding company whose affiliated companies, including its principal operating subsidiary, Jefferies & Company, Inc., offer a variety of services for institutional investors and middle-market companies. Subsidiaries of Jefferies Group, Inc., together, comprise a full-service investment bank and institutional securities firm focused on the middle market. Jefferies offers financial advisory, capital raising, mergers and acquisitions, and restructuring services to small and mid-cap companies. The firm provides outstanding trade execution in equity, high yield, convertible and international securities, as well as fundamental research and asset management capabilities, to institutional investors. Additional services include correspondent clearing, prime brokerage, private client services and securities lending. The firm's leadership in equity trading is recognized by numerous consulting and survey organizations, and Jefferies' subsidiary, Helfant Group, Inc., executes approximately eleven percent of the daily reported volume of the NYSE. Through its subsidiaries, Jefferies Group, Inc. employs more than 1,600 people in offices worldwide, including Atlanta, Boston, Chicago, Dallas, London, Los Angeles, New York, Paris, San Francisco, Tokyo, Washington and Zurich. Further information about Jefferies, including a description of investment banking, trading, research and asset management services, can be found at www.jefco.com. JEFFERIES GROUP, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF EARNINGS (Amounts in Thousands, Except Per Share Amounts) (Unaudited) Three Months Ended Year Ended -------------------- ------------------- Dec. 31, Dec. 31, Dec. 31, Dec. 31, 2003 2002 2003 2002 --------- ---------- --------- --------- Revenues: Commissions $ 64,385 $ 69,165 $ 250,191 $ 268,984 Principal transactions 90,925 53,066 316,800 235,281 Investment banking 98,689 31,059 229,608 139,828 Interest 26,621 20,860 102,403 92,027 Asset management 6,690 3,425 17,268 12,026 Other 1,951 1,831 10,446 6,630 --------- ---------- ---------- --------- Total revenues 289,261 179,406 926,716 754,776 Interest expense 23,557 19,499 97,102 80,087 --------- ---------- ---------- --------- Revenues, net of interest expense 265,704 159,907 829,614 674,689 --------- ---------- ---------- --------- Non-interest expenses: Compensation and benefits 149,201 87,425 474,709 385,585 Floor brokerage and clearing fees 12,599 12,549 48,217 54,681 Technology and communications 15,959 13,377 58,581 52,216 Occupancy and equipment rental 7,885 7,139 32,534 26,156 Business development 8,890 5,538 26,481 22,973 Other 18,336 9,362 44,559 29,386 --------- ---------- ---------- --------- Total non-interest expenses 212,870 135,390 685,081 570,997 --------- ---------- ---------- --------- Earnings before income taxes and minority interest 52,834 24,517 144,533 103,692 Income taxes 19,233 9,015 52,851 41,121 --------- ---------- ---------- --------- Earnings before minority interest 33,601 15,502 91,682 62,571 Minority interest in earnings of consolidated subsidiaries, net 3,005 -- 7,631 -- --------- ---------- ---------- --------- Net earnings $ 30,596 $ 15,502 $ 84,051 $ 62,571 ========= ========== ========== ========= Earnings per share: Basic $ 0.57 $ 0.32 $ 1.58 $ 1.27 ========= ========== ========== ========= Diluted $ 0.50 $ 0.28 $ 1.42 $ 1.14 ========= ========== ========== ========= Weighted average shares: Basic 54,113 48,878 53,090 49,232 Diluted 61,039 55,236 59,266 55,020 All share and per share information has been restated to retroactively reflect the effect of the two-for-one stock split declared by the Board of Directors on July 14, 2003 effected as a stock dividend on Aug. 15, 2003. JEFFERIES GROUP, INC. AND SUBSIDIARIES SELECTED STATISTICAL INFORMATION (Dollars in Thousands, Except Per Share Amounts) (Unaudited) Quarters ended ------------------------------------------------------ 12/31/2003 9/26/2003 6/27/2003 3/28/2003 12/31/2002 ---------- --------- --------- --------- ---------- Statement of Earnings - ------------- Revenues, net of interest expense $265,704 $200,830 $198,831 $164,249 $159,907 Non-interest expenses: Compensation and benefits 149,201 115,996 114,115 95,397 87,425 Non-personnel expenses 63,669 48,694 52,414 45,595 47,965 ---------- --------- --------- --------- --------- Earnings before income taxes and minority interest 52,834 36,140 32,302 23,257 24,517 Income taxes 19,233 12,906 11,640 9,072 9,015 ---------- --------- --------- --------- --------- Earnings before minority interest 33,601 23,234 20,662 14,185 15,502 Minority interest in earnings of consolidated subsidiaries, net 3,005 2,702 1,924 -- -- ---------- --------- --------- --------- --------- Net earnings $30,596 $20,532 $18,738 $14,185 $15,502 ========== ========= ========= ========= ========= Diluted earnings per share $0.50 $0.35 $0.32 $0.25 $0.28 ========== ========= ========= ========= ========= Financial Ratios - ------------------ Pretax operating margin 19.9% 18.0% 16.2% 14.2% 15.3% Compensation and benefits/net revenues 56.2% 57.8% 57.4% 58.1% 54.7% Effective tax rate 36.4% 35.7% 36.0% 39.0% 36.8% All per share information has been restated to retroactively reflect the effect of the two-for-one stock split declared by the Board of Directors on July 14, 2003 effected as a stock dividend on Aug. 15, 2003. JEFFERIES GROUP, INC. AND SUBSIDIARIES SELECTED STATISTICAL INFORMATION (Dollars and Shares in Thousands) (Unaudited) Quarters ended ------------------------------------------------------- 12/31/2003 9/26/2003 6/27/2003 3/28/2003 12/31/2002 ---------- --------- --------- --------- ---------- Revenues by Source - ---------------- Commissions and principal transactions: Equities $92,021 $85,142 $85,047 $69,993 $86,802 International 21,507 21,951 25,618 16,231 16,703 High yield 16,228 10,843 9,434 10,835 7,479 Convertibles 6,899 5,146 8,570 8,184 7,825 Execution 6,492 6,210 5,946 5,089 5,842 Bonds Direct 8,600 8,066 6,038 4,538 3,293 Other proprietary trading 3,563 8,770 9,554 476 (5,713) ---------- --------- --------- --------- --------- Total 155,310 146,128 150,207 115,346 122,231 Investment banking 98,689 42,000 44,716 44,203 31,059 Interest 26,621 23,582 30,701 21,499 20,860 Asset management 6,690 4,891 3,010 2,677 3,425 Other 1,951 5,346 1,575 1,574 1,831 ---------- --------- --------- --------- --------- Total revenues $289,261 $221,947 $230,209 $185,299 $179,406 ========== ========= ========= ========= ========= Other Data - ------------ Number of trading days 66 63 63 60 65 Average employees 1,432 1,384 1,364 1,359 1,323 Common shares outstanding 56,702 56,425 55,142 55,136 53,904 Weighted average shares: Basic 54,113 53,534 52,608 52,054 48,878 Diluted 61,039 59,502 58,077 57,124 55,236 All share and per share information has been restated to retroactively reflect the effect of the two-for-one stock split declared by the Board of Directors on July 14, 2003 effected as a stock dividend on Aug. 15, 2003. As of December 31, 2003, stockholders' equity amounted to $838 million, resulting in a book value of $14.79 per share. CONTACT: Jefferies Group, Inc. Joseph A. Schenk, 212-284-2338 -----END PRIVACY-ENHANCED MESSAGE-----