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): October 1, 2013
INSTITUTIONAL FINANCIAL MARKETS, INC.
(Exact name of registrant as specified in its charter)
Maryland | 1-32026 | 16-1685692 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
Cira Centre 2929 Arch Street, 17th Floor Philadelphia, Pennsylvania |
19104 | |
(Address of principal executive offices) | (Zip Code) |
Registrants telephone number, including area code: (215) 701-9555
(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):
¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 8.01 | Other Events. |
On October 2, 2013, Institutional Financial Markets, Inc., a Maryland corporation, issued a press release related to the planned consolidation of its two registered broker-dealer subsidiaries, C&Co/PrinceRidge LLC and JVB Financial Group, LLC.
A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
Exhibit |
Description | |
99.1* | Press release regarding the consolidation of C&Co/PrinceRidge LLC and JVB Financial Group, LLC. |
* | Filed electronically herewith. |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
INSTITUTIONAL FINANCIAL MARKETS, INC. | ||||||
Date: October 2, 2013 |
By: | /s/ Joseph W. Pooler, Jr. | ||||
Joseph W. Pooler, Jr. | ||||||
Executive Vice President, Chief Financial Officer and Treasurer |
Exhibit 99.1
IFMI TO CONSOLIDATE C&CO/PRINCERIDGE AND JVB FINANCIAL INTO ONE BROKER-DEALER
Upon Approval, Combined Broker-Dealer to Operate Under JVB Financial Brand
Philadelphia and New York, October 2, 2013 Institutional Financial Markets, Inc. (NYSE MKT: IFMI) (IFMI), a financial services company specializing in credit-related fixed income investments, today announced that it has begun the process of consolidating its two registered broker-dealer subsidiaries, C&Co/PrinceRidge LLC and JVB Financial Group, LLC, into a single broker-dealer subsidiary. IFMI plans to seek regulatory approval of the consolidation as soon as practicable. Following the receipt of necessary regulatory approvals, the Company intends to operate its broker-dealer subsidiary under the JVB Financial brand.
Lester Brafman, Chief Executive Officer of IFMI, said, We believe that taking these steps will allow IFMI to enhance profitability by focusing on the combined strengths of C&Co/PrinceRidge and JVB Financial. The integrated firm will focus on areas where we believe that we have developed a distinct competitive advantage, and we will channel our resources to grow these business lines accordingly. Becoming a leaner and more efficient company means making a number of difficult decisions, including reducing the size of our workforce to eliminate redundant and non-core business lines. The decision to reduce our workforce was not taken lightly, but we believe it is a necessary step towards enhancing our financial position and improving IFMIs long-term prospects as a more competitive and successful company.
In connection with the anticipated consolidation, the Company has reduced the size of its workforce by approximately 20%. IFMI expects to incur pre-tax charges in the fourth quarter of 2013 for employee separation and vendor contract termination expenses of approximately $2.0 to $2.5 million.
About IFMI
IFMI is a financial services company specializing in credit-related fixed income investments. IFMI was founded in 1999 as an investment firm focused on small-cap banking institutions, but has grown to provide an expanding range of asset management, capital markets, and investment banking solutions to institutional investors and corporations. IFMIs primary operating segments are Capital Markets and Asset Management. The Capital Markets segment consists of credit-related fixed income sales, trading, and financing as well as new issue placements in corporate and securitized products and advisory services, operating primarily through IFMIs subsidiaries, C&Co/PrinceRidge Holdings LP and JVB Financial Holdings, LLC in the United States, and Cohen & Company Financial Limited in Europe. The Asset Management segment manages assets through collateralized debt obligations, permanent capital vehicles, and managed accounts. As of June 30, 2013, IFMI managed approximately $6.2 billion in credit-related fixed income assets in a variety of asset classes including U.S. trust preferred securities, European hybrid capital securities, Asian commercial real estate debt, and mortgage- and asset-backed securities. 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
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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 SEC, which are available at the SECs website at www.sec.gov and our website at www.IFMI.com/sec-filings. Such 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) receipt of applicable regulatory approvals in connection with the consolidation, and (j) unanticipated market closures due to inclement weather or other disasters. 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.
Contact:
Investors: |
Media: | |
Institutional Financial Markets, Inc. Joseph W. Pooler, Jr., 215-701-8952 Executive Vice President and Chief Financial Officer investorrelations@ifmi.com |
Joele Frank, Wilkinson Brimmer Katcher James Golden or Joe Berg, 212-355-4449 jgolden@joelefrank.com or jberg@joelefrank.com |
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