-----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, MFKrj0Kiwnm/wcjBj3EF4/DL3FJFCmuRtvfpv+R+Va8O3EscudtbZsPUif8PME6u YaqH1Qfe7vYPuZo/TpaVDA== 0001104659-08-060667.txt : 20080926 0001104659-08-060667.hdr.sgml : 20080926 20080926132110 ACCESSION NUMBER: 0001104659-08-060667 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080926 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080926 DATE AS OF CHANGE: 20080926 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Interactive Brokers Group, Inc. CENTRAL INDEX KEY: 0001381197 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-33440 FILM NUMBER: 081090694 BUSINESS ADDRESS: STREET 1: ONE PICKWICK PLAZA CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: 203-618-5800 MAIL ADDRESS: STREET 1: ONE PICKWICK PLAZA CITY: GREENWICH STATE: CT ZIP: 06830 8-K 1 a08-24458_18k.htm 8-K

 

 

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):  September 26, 2008

 

INTERACTIVE BROKERS GROUP, INC.

(Exact Name of Registrant as Specified in its Charter)

 

Delaware

 

001-33440

 

30-0390693

(State or Other Jurisdiction
of Incorporation)

 

(Commission File Number)

 

(I.R.S. Employer
Identification Number)

 

One Pickwick Plaza, Greenwich, CT 06830

(Address of Principal Executive Offices) (Zip Code)

 

(203) 618-5800

(Registrant’s Telephone Number, Including Area Code)

 

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:

 

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))

 

 

 



 

Item 2.02. Results of Operations and Financial Condition.

 

On September 26, 2008, the Registrant issued a press release reporting its preliminary financial estimates for the third quarter to end on September 30, 2008. A copy of the press release is furnished as Exhibit 99.1 to this report and incorporated herein by reference.

 

Item 8.01.  Other Events.

 

On September 26, 2008, the Registrant issued a press release announcing that its Board of Directors approved a share buyback program by its subsidiary IBG LLC, authorizing IBG LLC to repurchase up to 8,000,000 shares of the Registrant’s common stock.  The repurchases will be funded with IBG LLC’s existing cash and will be purchased from the open market and in private transactions if the Registrant deems the price appropriate.

 

The purchases may be made from time to time as market conditions warrant and subject to regulatory considerations.  The timing and amounts of any purchases will be determined by the Registrant’s management.  The share repurchase approval has no time limit and may be discontinued at any time.

 

A copy of the press release is furnished as Exhibit 99.1 to this report and incorporated herein by reference.

 

All of the information furnished in this report (including Exhibit 99.1 hereto) shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and unless expressly set forth by specific reference in such filings, shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended, whether made before or after the date hereof and regardless of any general incorporation language in such filings.

 

Item 9.01. Financial Statements and Exhibits.

 

(d)

 

Exhibits.

 

 

 

99.1

 

Press Release dated September 26, 2008.

 

2



 

SIGNATURE

 

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.

 

Dated: September 26, 2008

 

 

INTERACTIVE BROKERS GROUP, INC.

 

 

 

 

 

 

 

By:

 

 

Name:

 Paul J. Brody

 

Title:

 Chief Financial Officer, Treasurer
 and Secretary

 

3



 

EXHIBIT INDEX

 

99.1

 

Press Release dated September 26, 2008.

 

4


EX-99.1 2 a08-24458_1ex99d1.htm EX-99.1

Exhibit  99.1

 

Interactive Brokers Group Announces Preliminary Financial Estimates for the Quarter to end on September 30, 2008 and Approval of Share Repurchase Program

 

Interactive Brokers Group, Inc. (NASDAQ GS: IBKR), an automated global electronic market maker and broker, today announced preliminary financial estimates for the quarter to end on September 30, 2008 and further announced that its Board of Directors has approved a share buyback program by its subsidiary IBG LLC, authorizing IBG LLC to repurchase up to 8,000,000 shares of the company’s common stock.

 

The company has provided below its preliminary expectations as to certain operating results for the quarter to end on September 30, 2008.  These preliminary expectations are based upon management estimates and are subject to adjustments and results of the last days of operations in this quarter.  The estimated operating results for the quarter to end on September 30, 2008 have not been reviewed or audited by our independent registered public accounting firm. Our independent public accounting firm will be reviewing our financial statements for the quarter to end on September 30, 2008, and such review could result in changes to the preliminary expectations indicated below.

 

Based on the foregoing, the company expects income before income tax and minority interest to be between $325 million and $375 million and diluted earnings per share to be between $0.55 and $0.65 for the quarter to end on September 30, 2008.  Operating results for the quarter to end on September 30, 2008 are not necessarily indicative of the results to be expected in future periods.

 

The company believes that the impact of the recent significant market events have unduly depressed the price of the company’s common stock, and the company’s Board of Directors has therefore determined that a program of stock repurchases would be an opportunistic use of available funds.

 

Thomas Peterffy, Chairman and Chief Executive Officer, said, “Our strong financial profile and cash position provide us with the opportunity to repurchase our stock to return value to shareholders.  The repurchase program reinforces our belief in the long-term value of our stock, which is being negatively affected by the current credit market environment.  IBG LLC has more than $4 billion of equity capital and does not rely on outside liquidity to any meaningful extent and is therefore relatively unaffected by recent events.”

 

The repurchases will be funded with IBG LLC’s existing cash and will be purchased from the open market and in private transactions if the company deems the price appropriate.  The purchases may be made from time to time as market conditions warrant and subject to regulatory considerations. The timing and amounts of any purchases will be determined by the company’s management.  The share repurchase approval has no time limit and may be discontinued at any time.

 

For further information call:

Earl Nemser, Vice Chairman, Interactive Brokers Group, Inc., (917) 689-9994

 

1


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