UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): August 3, 2017
INSTITUTIONAL FINANCIAL MARKETS, INC.
(Exact name of registrant as specified in its charter)
Maryland |
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1-32026 |
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16-1685692 |
(State or other jurisdiction |
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(Commission |
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(IRS Employer |
Cira Centre |
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19104 |
(Address of principal executive offices) |
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(Zip Code) |
Registrants telephone number, including area code: (215) 701-9555
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Item 2.02 Results of Operations and Financial Condition.
On August 3, 2017, Institutional Financial Markets, Inc., a Maryland corporation (the Company), issued a press release announcing the Companys financial results for the second quarter ended June 30, 2017. A copy of the earnings release is attached to this report as Exhibit 99.1.
The information hereunder shall not be deemed to be filed for the purposes of Section 18 of the Securities Exchange Act of 1934 (the Exchange Act) or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into a filing under the Securities Act of 1933, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit |
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Description |
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99.1* |
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Press release dated August 3, 2017 announcing Institutional Financial Markets, Inc.s financial results for the second quarter ended June 30, 2017. |
* Filed electronically herewith.
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.
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INSTITUTIONAL FINANCIAL MARKETS, INC. | ||
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Date: August 3, 2017 |
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By: |
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/s/ Joseph W. Pooler, Jr. |
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Name: |
Joseph W. Pooler, Jr. |
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Title: |
Executive Vice President, Chief Financial Officer and Treasurer |
Exhibit 99.1
IFMI REPORTS SECOND QUARTER 2017 FINANCIAL RESULTS
Second Quarter Operating Income of $1.7 million
Second Quarter Income before Income Taxes of $0.6 million
Second Quarter Net Income of $0.6 million, or $0.03 per Diluted Share
Board Declares Dividend of $0.02 per Share
Philadelphia and New York, August 3, 2017 Institutional Financial Markets, Inc. (NYSE American: IFMI), a financial services firm specializing in fixed income markets, today reported financial results for its second quarter ended June 30, 2017.
· Operating income was $1.7 million for the three months ended June 30, 2017, compared to $2.6 million for the three months ended March 31, 2017, and $2.2 million for the three months ended June 30, 2016. Operating income was $4.3 million for the six months ended June 30, 2017, compared to $3.5 million for the six months ended June 30, 2016.
· Income before income taxes was $0.6 million for the three months ended June 30, 2017, compared to $1.0 million for the three months ended March 31, 2017, and $1.2 million for the three months ended June 30, 2016. Income before income taxes was $1.6 million for the six months ended June 30, 2017, compared to $1.5 million for the six months ended June 30, 2016.
· Net income was $0.6 million, or $0.03 per diluted share, for the three months ended June 30, 2017, compared to $1.0 million, or $0.05 per diluted share, for the three months ended March 31, 2017, and $1.2 million, or $0.07 per diluted share, for the three months ended June 30, 2016. Net income was $1.6 million, or $0.08 per diluted share, for the six months ended June 30, 2017, compared to $1.5 million, or $0.08 per diluted share, for the six months ended June 30, 2016.
· Revenue was $11.4 million for the three months ended June 30, 2017, compared to $14.5 million for the three months ended March 31, 2017, and $14.4 million for the three months ended June 30, 2016. Revenue was $25.9 million for the six months ended June 30, 2017, compared to $28.1 million for the six months ended June 30, 2016.
· Total operating expenses were $9.6 million for the three months ended June 30, 2017, compared to $11.9 million for the three months ended March 31, 2017, and $12.2 million for the three months ended June 30, 2016. Total operating expenses were $21.6 million for the six months ended June 30, 2017, compared to $24.6 million for the six months ended June 30, 2016.
· Compensation as a percentage of revenue was 49% for the three months ended June 30, 2017, compared to 50% for the three months ended March 31, 2017, and 58% for the three months ended June 30, 2016. Compensation as a percentage of revenue was 49% for the six months ended June 30, 2017, compared to 60% for the six months ended June 30, 2016. The number of IFMI employees was 82 as of June 30, 2017, compared to 80 as of March 31, 2017, and 80 as of June 30, 2016.
· Non-compensation operating expenses, excluding depreciation and amortization, were $4.0 million for the three months ended June 30, 2017, compared to $4.7 million for the three months ended March 31, 2017, and $3.7 million for the three months ended June 30, 2016. Non-compensation operating expenses, excluding depreciation and amortization, were $8.7 million for the six months ended June 30, 2017, compared to $7.5 million for the six months ended June 30, 2016.
· Interest expense was $1.1 million for the quarter ended June 30, 2017, compared to $1.6 million for the quarter ended March 31, 2017, and $1.0 million for the quarter ended June 30, 2016. Interest expense was $2.7 million for the six months ended June 30, 2017, compared to $2.0 million for the six months ended June 30, 2016.
Lester Brafman, Chief Executive Officer of IFMI, said, We were pleased with IFMIs results in the second quarter. Despite a weak environment for our domestic capital markets business, we were able to post our sixth consecutive quarter of profitability. We continue to explore various business development opportunities in both our capital markets and asset management segments. We remain committed to enhancing stockholder value, and in the second quarter continued to pay our quarterly dividend.
Total Equity and Dividend Declaration
· At June 30, 2017, total equity was $48.2 million, compared to $46.8 million as of December 31, 2016.
· The Companys Board of Directors has declared a dividend of $0.02 per share. The dividend will be payable on August 31, 2017, to stockholders of record on August 17, 2017.
Conference Call
Management will hold a conference call this morning at 10:00 a.m. Eastern Time to discuss these results. The conference call will also be available via webcast. Interested parties can access the webcast by clicking the webcast link on the Companys website at www.IFMI.com. Those wishing to listen to the conference call with operator assistance can dial (877) 686-9573 (domestic) or (706) 643-6983 (international), participant pass code 54956674, or request the IFMI earnings call. A replay of the call will be available for two weeks following the call by dialing (800) 585-8367 (domestic) or (404) 537-3406 (international), participant pass code 54956674.
About IFMI
IFMI is a financial services company specializing in fixed income markets. IFMI was founded in 1999 as an investment firm focused on small-cap banking institutions, but has grown to provide an expanding range of capital markets and asset management services. IFMIs operating segments are Capital Markets, Asset Management, and Principal Investing. The Capital Markets segment consists of fixed income sales, trading, and matched book repo financing as well as new issue placements in corporate and securitized products, and advisory services, operating primarily through IFMIs subsidiaries, J.V.B. Financial Group, LLC in the United States and Cohen & Company Financial Limited in Europe. The Asset Management segment manages assets through collateralized debt obligations, managed accounts, and investment funds. As of June 30, 2017, IFMI managed approximately $3.6 billion in fixed income assets in a variety of asset classes including US and European trust preferred securities, subordinated debt, and corporate loans. As of June 30, 2017, almost all of IFMIs assets under management, or 91.7%, were in collateralized debt obligations that IFMI manages, which were all securitized prior to 2008. The Principal Investing segment has historically been comprised of investments in IFMI sponsored investment vehicles, but has changed to include investments in certain non-sponsored vehicles. For more information, please visit www.IFMI.com.
Forward-looking Statements
This communication contains certain statements, estimates, and forecasts with respect to future performance and events. These statements, estimates, and forecasts are forward-looking statements. In some cases, forward-looking statements can be identified by the use of forward-looking terminology such as may, might, will, should, expect, plan, anticipate, believe, estimate, predict, potential, seek, or continue or the negatives thereof or variations thereon or similar terminology. All statements other than statements of historical fact
included in this communication are forward-looking statements and are based on various underlying assumptions and expectations and are subject to known and unknown risks, uncertainties, and assumptions, and may include projections of our future financial performance based on our growth strategies and anticipated trends in our business. These statements are based on our current expectations and projections about future events. There are important factors that could cause our actual results, level of activity, performance, or achievements to differ materially from the results, level of activity, performance, or achievements expressed or implied in the forward-looking statements including, but not limited to, those discussed under the heading Risk Factors and Managements Discussion and Analysis of Financial Condition in our filings with the Securities and Exchange Commission (SEC), which are available at the SECs website at www.sec.gov and our website at www.IFMI.com/sec-filings. Such risk factors include the following: (a) a decline in general economic conditions or the global financial markets, (b) losses caused by financial or other problems experienced by third parties, (c) losses due to unidentified or unanticipated risks, (d) a lack of liquidity, i.e., ready access to funds for use in our businesses, (e) the ability to attract and retain personnel, (f) litigation and regulatory issues, (g) competitive pressure, (h) an inability to generate incremental income from acquired businesses, (i) unanticipated market closures due to inclement weather or other disasters, (j) losses (whether realized or unrealized) on our principal investments, including on our CLO investments, (k) the possibility that payments to the Company of subordinated management fees from its European CLO will continue to be deferred or will be discontinued, and (l) the possibility that the stockholder rights plan may fail to preserve the value of the Companys deferred tax assets, whether as a result of the acquisition by a person of 5% of the Companys common stock or otherwise. As a result, there can be no assurance that the forward-looking statements included in this communication will prove to be accurate or correct. In light of these risks, uncertainties, and assumptions, the future performance or events described in the forward-looking statements in this communication might not occur. Accordingly, you should not rely upon forward-looking statements as a prediction of actual results and we do not undertake any obligation to update any forward-looking statements, whether as a result of new information, future events, or otherwise.
Cautionary Note Regarding Quarterly Financial Results
Due to the nature of our business, our revenue and operating results may fluctuate materially from quarter to quarter. Accordingly, revenue and net income in any particular quarter may not be indicative of future results. Further, our employee compensation arrangements are in large part incentive-based and, therefore, will fluctuate with revenue. The amount of compensation expense recognized in any one quarter may not be indicative of such expense in future periods. As a result, we suggest that annual results may be the most meaningful gauge for investors in evaluating our business performance.
INSTITUTIONAL FINANCIAL MARKETS, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited)
(in thousands, except per share data)
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Three Months Ended |
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Six Months Ended |
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6/30/17 |
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3/31/17 |
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6/30/16 |
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6/30/17 |
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6/30/16 |
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Revenues |
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Net trading |
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$ |
6,095 |
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$ |
8,075 |
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$ |
11,285 |
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$ |
14,170 |
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$ |
21,487 |
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Asset management |
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1,731 |
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2,692 |
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1,569 |
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4,423 |
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3,881 |
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New issue and advisory |
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868 |
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1,112 |
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984 |
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1,980 |
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1,365 |
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Principal transactions |
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21 |
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469 |
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56 |
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490 |
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182 |
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Other revenue |
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2,659 |
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2,144 |
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471 |
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4,803 |
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1,185 |
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Total revenues |
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11,374 |
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14,492 |
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14,365 |
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25,866 |
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28,100 |
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Operating expenses |
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Compensation and benefits |
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5,549 |
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7,185 |
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8,388 |
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12,734 |
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16,928 |
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Business development, occupancy, equipment |
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697 |
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586 |
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651 |
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1,283 |
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1,315 |
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Subscriptions, clearing, and execution |
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1,667 |
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1,713 |
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1,502 |
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3,380 |
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3,024 |
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Professional services and other operating |
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1,674 |
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2,354 |
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1,542 |
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4,028 |
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3,205 |
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Depreciation and amortization |
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61 |
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66 |
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72 |
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127 |
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154 |
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Total operating expenses |
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9,648 |
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11,904 |
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12,155 |
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21,552 |
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24,626 |
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Operating income (loss) |
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1,726 |
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2,588 |
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2,210 |
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4,314 |
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3,474 |
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Non-operating income (expense) |
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Interest expense, net |
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(1,112 |
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(1,612 |
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(992 |
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(2,724 |
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(1,982 |
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Income (loss) before income taxes |
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614 |
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976 |
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1,218 |
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1,590 |
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1,492 |
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Income tax expense (benefit) |
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2 |
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5 |
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17 |
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7 |
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27 |
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Net income (loss) |
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612 |
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971 |
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1,201 |
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1,583 |
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1,465 |
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Less: Net income (loss) attributable to the noncontrolling interest |
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186 |
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299 |
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371 |
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485 |
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436 |
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Net income (loss) attributable to IFMI |
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$ |
426 |
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$ |
672 |
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$ |
830 |
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$ |
1,098 |
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$ |
1,029 |
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Earnings per share
Basic |
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Net income (loss) attributable to IFMI |
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$ |
426 |
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$ |
672 |
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$ |
830 |
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$ |
1,098 |
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$ |
1,029 |
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Basic shares outstanding |
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12,167 |
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11,992 |
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11,906 |
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12,080 |
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12,589 |
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Net income (loss) attributable to IFMI per share |
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$ |
0.04 |
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$ |
0.06 |
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$ |
0.07 |
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$ |
0.09 |
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$ |
0.08 |
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Fully Diluted |
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Net income (loss) attributable to IFMI |
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$ |
426 |
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$ |
672 |
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$ |
830 |
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$ |
1,098 |
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$ |
1,029 |
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Net income (loss) attributable to the noncontrolling interest |
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186 |
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299 |
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371 |
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485 |
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436 |
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Interest and amortization on Convertible $15M, 8% Notes |
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354 |
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80 |
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435 |
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Adjustment (1) |
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(1 |
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(2 |
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Enterprise net income (loss) |
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$ |
966 |
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$ |
1,051 |
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$ |
1,200 |
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$ |
2,018 |
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$ |
1,463 |
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Basic shares outstanding |
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12,167 |
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11,992 |
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11,906 |
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12,080 |
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12,589 |
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Unrestricted Operating LLC membership units exchangeable into IFMI shares |
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5,324 |
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5,324 |
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5,324 |
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5,324 |
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5,324 |
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Additional Convertible $15M, 8% Notes |
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10,345 |
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2,529 |
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6,437 |
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Additional dilutive shares |
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78 |
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200 |
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62 |
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138 |
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71 |
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Fully diluted shares outstanding |
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27,914 |
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20,045 |
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17,292 |
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23,979 |
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17,984 |
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Fully diluted net income (loss) per share |
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$ |
0.03 |
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$ |
0.05 |
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$ |
0.07 |
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$ |
0.08 |
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$ |
0.08 |
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(1) An adjustment is included because if the non-controlling interest membership units had been converted at the beginning of the period, the Company would have incurred a higher income tax expense or realized a higher income tax benefit, as applicable.
INSTITUTIONAL FINANCIAL MARKETS, INC.
CONSOLIDATED BALANCE SHEETS
(in thousands)
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June 30, 2017 |
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(unaudited) |
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December 31, 2016 |
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Assets |
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Cash and cash equivalents |
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$ |
10,716 |
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$ |
15,216 |
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Receivables from brokers, dealers, and clearing agencies |
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121,925 |
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81,178 |
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Due from related parties |
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53 |
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57 |
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Other receivables |
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5,618 |
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5,225 |
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Investments - trading |
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134,935 |
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157,178 |
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Other investments, at fair value |
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5,986 |
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8,303 |
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Receivables under resale agreements |
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410,309 |
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281,821 |
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Goodwill |
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7,992 |
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7,992 |
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Other assets |
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1,875 |
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4,301 |
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Total assets |
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$ |
699,409 |
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$ |
561,271 |
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Liabilities |
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Payables to brokers, dealer, and clearing agencies |
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$ |
50,953 |
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$ |
85,761 |
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Due to related parties |
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50 |
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Accounts payable and other liabilities |
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10,010 |
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9,618 |
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Accrued compensation |
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3,121 |
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4,795 |
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Trading securities sold, not yet purchased |
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118,178 |
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85,183 |
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Securities sold under agreements to repurchase |
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421,166 |
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295,445 |
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Deferred income taxes |
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4,105 |
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4,134 |
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Debt |
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43,647 |
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29,523 |
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Total liabilities |
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651,180 |
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514,509 |
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Equity |
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Voting nonconvertible preferred stock |
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5 |
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5 |
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Common stock |
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12 |
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12 |
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Additional paid-in capital |
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69,871 |
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69,415 |
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Accumulated other comprehensive loss |
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(955 |
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(1,074 |
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Accumulated deficit |
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(28,980 |
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(29,576 |
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Total stockholders equity |
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39,953 |
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38,782 |
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Noncontrolling interest |
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8,276 |
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7,980 |
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Total equity |
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48,229 |
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46,762 |
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Total liabilities and equity |
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$ |
699,409 |
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$ |
561,271 |
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Contact: |
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Investors - |
Media - |
Institutional Financial Markets, Inc. |
Joele Frank, Wilkinson Brimmer Katcher |
Joseph W. Pooler, Jr. |
James Golden or Andrew Squire |
Executive Vice President and |
212-355-4449 |
Chief Financial Officer |
jgolden@joelefrank.com or asquire@joelefrank.com |
215-701-8952 |
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investorrelations@ifmi.com |
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