-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, iWoh+pr2Y2sswIbPaa/eNvNgLG/DSJ1y5WzWVmqOGkUqcw/iQHJo4MNFc9L+WglU cOYEo21WEX3OfCNwS4l+iA== 0000720672-94-000011.txt : 19941129 0000720672-94-000011.hdr.sgml : 19941129 ACCESSION NUMBER: 0000720672-94-000011 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19940930 FILED AS OF DATE: 19941114 SROS: MSE SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: STIFEL FINANCIAL CORP CENTRAL INDEX KEY: 0000720672 STANDARD INDUSTRIAL CLASSIFICATION: 6211 IRS NUMBER: 431273600 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-09305 FILM NUMBER: 94560171 BUSINESS ADDRESS: STREET 1: 500 N. BROADWAY STREET 2: 14TH FLOOR CITY: ST LOUIS STATE: MO ZIP: 63102-2188 BUSINESS PHONE: 3143422000 MAIL ADDRESS: STREET 1: 500 N BROADWAY CITY: ST LOUIS STATE: MO ZIP: 63102-2188 10-Q 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) / x / QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 1994 OR / / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________ to __________ Commission file number 1-9305 STIFEL FINANCIAL CORP. (Exact name of registrant as specified in its charter) DELAWARE 43-1273600 (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) 500 N. Broadway, St. Louis, Missouri 63102-2188 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code 314-342-2000 (Former name, former address, and former fiscal year, if changed since last report) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes / x / No / / Shares of common stock outstanding at September 30, 1994: 3,891,419 par value $.15. Exhibit Index is on page 16. STIFEL FINANCIAL CORP. AND SUBSIDIARIES INDEX PAGE PART I. FINANCIAL INFORMATION Item 1. Financial Statements (Unaudited) Consolidated Statements of Financial Condition -- September 30, 1994 and December 31, 1993 3-4 Consolidated Statements of Operations -- Three Months Ended September 30, 1994 and September 24, 1993 5 Consolidated Statements of Operations -- Nine Months Ended September 30, 1994 and September 24, 1993 6 Consolidated Statements of Cash Flows-- Nine Months Ended September 30, 1994 and September 24, 1993 7-8 Notes to Consolidated Financial Statements 9 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 10-13 PART II. OTHER INFORMATION Item 1. Legal Proceedings 14 Item 6. Exhibits and Reports on Form 8-K 14 Signatures 15 PART 1. FINANCIAL CONDITION Item 1. Financial Statements STIFEL FINANCIAL CORP. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
September 30, 1994 December 31, 1993 (Unaudited) (Note) ASSETS Cash and cash equivalents $ 5,350,104 $ 6,542,052 Cash and U.S. Government securities segregated for the exclusive benefit of customers 1,164,633 1,261,480 Receivable from brokers and dealers 34,825,665 16,462,295 Receivable from customers (less allowance for doubtful accounts of $1,080,006 at September 30, 1994 and $1,435,058 at December 31, 1993) 135,772,204 153,373,372 Securities owned, at market value 19,039,022 86,510,135 Membership in exchanges, at cost (approximate market value: $1,740,500 at September 30, 1994 and $1,514,000 at December 31, 1993) 513,015 513,015 Office equipment, leasehold improvements, and building, at cost (less allowances for de- preciation and amortization of $13,759,652 at September 30, 1994 and $12,973,124 at December 31, 1993), respectively 4,496,698 4,760,453 Non-securities receivable from employees 5,476,037 2,754,086 Goodwill and other intangible assets 4,359,048 4,590,998 Miscellaneous other assets 9,658,737 11,435,070 ------------- ------------- $ 220,655,163 $ 288,202,956 ============= =============
NOTE: The Consolidated Statement of Financial Condition at December 31, 1993 has been derived from the audited financial statements at that date. See Notes to Consolidated Financial Statements. STIFEL FINANCIAL CORP. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (CONTINUED)
September 30, 1994 December 31, 1993 (Unaudited) (Note) LIABILITIES AND STOCKHOLDERS' EQUITY Short-term borrowings from banks $ 64,600,000 $136,950,000 Payable to brokers and dealers 44,444,825 24,522,655 Payable to customers 27,335,402 36,323,885 Market value of securities sold, but not yet purchased 7,363,375 3,906,547 Drafts payable 10,551,265 14,376,402 Employee compensation 7,613,711 8,987,033 Obligation under capital lease 423,271 931,274 Accounts payable and accrued expenses 8,566,992 10,835,943 Long-term debt 10,760,000 10,760,000 ------------ ------------ Total Liabilities 181,658,841 247,593,739 Stockholders' equity Common stock 617,886 617,886 Additional paid-in capital 17,332,733 17,268,905 Retained earnings 22,950,209 24,161,663 ------------ ------------ 40,900,828 42,048,454 Less: Cost of stock in treasury 1,795,064 1,240,452 Unamortized expense of restricted stock awards 109,442 198,785 ------------ ------------ Total Stockholders' Equity 38,996,322 40,609,217 ------------ ------------ $220,655,163 $288,202,956 ============ ============
NOTE: The Consolidated Statement of Financial Condition at December 31, 1993 has been derived from the audited financial statements at that date. See Notes to Consolidated Financial Statements. STIFEL FINANCIAL CORP. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
Three Months Ended September 30, 1994 September 24, 1993 REVENUES Commissions $ 5,822,828 $ 6,419,618 Principal transactions 6,500,298 6,372,703 Investment banking 2,742,977 8,003,794 Interest 2,810,076 2,345,412 Sale of investment company shares 2,139,823 3,158,853 Sale of insurance products 536,423 511,508 Sale of unit investment trusts 434,772 1,155,707 Other 2,585,802 1,470,330 ----------- ----------- 23,572,999 29,437,925 EXPENSES Employee compensation & benefits 14,643,573 17,914,213 Commissions & floor brokerage 524,253 560,350 Communication & office supplies 2,106,994 1,880,586 Occupancy & equipment rental 2,293,566 2,038,464 Promotional 677,559 757,183 Interest 1,533,933 937,375 Other operating expenses 2,473,718 2,496,670 ----------- ----------- 24,253,596 26,584,841 ----------- ----------- (LOSS) INCOME BEFORE INCOME TAXES (680,597) 2,853,084 (Benefit) Provision for income taxes (260,281) 1,127,502 ----------- ----------- NET (LOSS) INCOME $ (420,316) $ 1,725,582 Net (loss) income per share: Primary $ (0.10) $ 0.42 Fully diluted $ (0.10) $ 0.36 Dividends declared per share $ 0.03 $ 0.025 Average common equivalent shares outstanding: Primary 4,004,628 4,091,376 Fully Diluted 5,229,518 5,316,266
See Notes to Consolidated Financial Statements. STIFEL FINANCIAL CORP. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
Nine Months Ended September 30, 1994 September 24, 1993 REVENUES Commissions $19,155,029 $20,527,255 Principal transactions 16,659,807 17,852,737 Investment banking 9,930,380 22,904,797 Interest 7,939,749 6,591,731 Sale of investment company shares 7,758,169 9,020,800 Sale of insurance products 1,720,256 1,476,933 Sale of unit investment trusts 1,773,286 2,868,982 Other 7,209,062 4,439,439 ----------- ----------- 72,145,738 85,682,674 EXPENSES Employee compensation & benefits 46,066,914 53,230,228 Commissions & floor brokerage 1,550,351 1,820,773 Communication & office supplies 5,784,508 5,264,184 Occupancy & equipment rental 6,663,790 5,764,504 Promotional 2,208,903 2,283,412 Interest 4,312,391 3,431,419 Other operating expenses 7,174,534 5,692,286 ----------- ----------- 73,761,391 77,486,806 ----------- ----------- (LOSS) INCOME BEFORE INCOME TAXES (1,615,653) 8,195,868 (Benefit) Provision for income taxes (643,638) 3,042,708 ----------- ----------- NET (LOSS) INCOME $ (972,015) $ 5,153,160 Net (loss) income per share: Primary $ (0.24) $ 1.28 Fully diluted $ (0.24) $ 1.07 Dividends declared per share $ 0.06 $ 0.075 Average common equivalent shares outstanding: Primary 4,097,105 4,036,504 Fully Diluted 5,321,995 5,280,319
See Notes to Consolidated Financial Statements. STIFEL FINANCIAL CORP. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
Nine Months Ended September 30, 1994 September 24, 1993 CASH FLOWS FROM OPERATING ACTIVITIES Net (loss) income $ (972,015) $ 5,153,160 Non-cash items included in earnings: Depreciation and amortization 1,872,214 1,548,963 Bonus notes amortization 567,158 336,228 Deferred compensation 353,656 335,304 Provision for litigation and bad debt 839,597 1,212,198 Unrealized (gains) losses on investments (403,317) 349,938 Amortization of restricted stock awards 89,853 177,277 ------------ ------------ 2,347,146 9,113,068 Decrease (increase) in operating receivables: Customers 17,601,168 (9,554,715) Brokers and dealers (18,363,370) (1,747,750) (Decrease) increase in operating payables: Customers (8,988,483) (6,406,378) Brokers and dealers 19,922,170 6,759,129 Decrease in other receivables and assets: Cash & U.S. Government securities segregated for the exclusive benefit of customers 96,847 3,696,719 Securities owned 67,471,113 87,454,565 Other assets 834,543 1,336,310 Increase (decrease) in liabilities: Securities sold not yet purchased 3,456,828 2,049,783 Securities sold under repurchase agreement - - (36,906,900) Drafts payable, accrued expenses, and employee compensation (7,827,181) (9,847,234) ------------ ------------ Cash Provided By Operating Activities $ 76,550,781 $ 45,946,597
See Notes to Consolidated Financial Statements. STIFEL FINANCIAL CORP. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED) (UNAUDITED)
Nine Months Ended September 30, 1994 September 24, 1993 Cash Provided By Operating Activities - from previous page $ 76,550,781 $ 45,946,597 CASH FLOWS FROM FINANCING ACTIVITIES Net payments for short-term borrowings from banks (72,350,000) (47,515,000) Proceeds from: Employee stock purchase plan 611,688 627,587 Exercised stock options 58,424 239,930 Dividend reinvestment plan 423 - - Payments for: Purchase of treasury stock (1,252,807) (1,314,314) Restricted Stock Awards - - (61,086) Principal payments under capital leases (508,003) (455,027) Cash Dividends (239,104) (282,455) ------------ ------------ Cash Used For Financing Activities (73,679,379) (48,760,365) CASH FLOWS FROM INVESTING ACTIVITIES Proceeds from: Sale of investments 7,048 53,414 Sale of office equipment and leasehold improvements 5,411 7,084 Payments for: Acquisition of office equipment, leasehold improvements and building (1,355,459) (1,148,377) Acquisition of investments (84,888) (993,215) Bonus notes (2,635,462) (857,530) ------------ ------------ Cash Used For Investing Activities (4,063,350) (2,938,624) Decrease in cash and cash equivalents (1,191,948) (5,752,392) Cash and cash equivalents - beginning of period 6,542,052 12,436,988 ------------ ------------ Cash and Cash Equivalents - end of period $ 5,350,104 $ 6,684,596 ============ ============ Supplemental disclosure of cash flow information: Income tax payments $ 118,396 $ 3,651,357 Interest payments $ 4,566,281 $ 3,334,922
See Notes to Consolidated Financial Statements. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE A - BASIS OF PRESENTATION The consolidated financial statements include the accounts of Stifel Financial Corp. and its subsidiaries (collectively referred to as the Company). The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three and nine months ended September 30, 1994 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 1994. For further information, refer to the financial statements and notes thereto included in the Company's annual report on Form 10-K for the five-month transition period ended December 31, 1993. NOTE B - NET CAPITAL REQUIREMENT As a registered broker-dealer and member of the New York Stock Exchange, the Company's brokerage subsidiary, Stifel, Nicolaus & Company, Incorporated (SN & Co.), is subject to the Securities and Exchange Commission's (SEC) uniform net capital rules. The broker-dealer subsidiary has elected to operate under the alternative method of the rule, which prohibits a broker- dealer from engaging in any securities transactions when its net capital is less than 2% of its aggregate debit balances, as defined, arising from customer transactions. The SEC may also require a member firm to reduce its business and restrict withdrawal of subordinated capital if its net capital is less than 4% of aggregate debit balances, and may prohibit a member firm from expanding its business and declaring cash dividends if its net capital is less than 5% of aggregate debit balances. At September 30, 1994, SN & Co. had net capital of $23,244,122 which was 16% of its aggregate debit balances and $20,273,529 in excess of the 2% net capital requirement. NOTE C - INCOME TAXES Effective August 1, 1993, the Company adopted Statement of Financial Accounting Standards (SFAS ) No. 109, "Accounting for Income Taxes." This statement requires, among other provisions, that deferred taxes be adjusted to reflect current rates. The adoption of SFAS No. 109 did not have a material effect on the Company's financial condition or result of operations. NOTE D - SUBSEQUENT EVENT On October 18, 1994, the board of directors declared a regular quarterly dividend of $0.03 per share, payable on November 15, 1994 to stockholders of record November 1, 1994. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations (all dollars in thousands, except per share amounts) Results of Operations In 1993, the Company changed its fiscal year-end from the last Friday in July to a calendar year-end. The five-month transition period ended December 31, 1993 has been presented in the transition period From 10-K. As a result of this fiscal year-end change, 1993 has been recast for comparative purposes. Three months ended September 1994 and September 1993 The Company recorded a net loss of $420 for the three months ended September 30, 1994, compared to net income of $1,726, for the three months ended September 24, 1993, a decrease of $2,146. The primary loss per share was $0.10 compared to the previous year's primary earnings per share of $0.42, a decrease of $0.52. The decline was primarily attributable to sharply reduced investment banking fee income and a decrease in commissionable revenues. Total revenues, for the three months ended September 30, 1994, decreased $5,865 (19.9%) to $23,573 from $29,438, from the year earlier quarter. Investment banking revenues decreased $5,261 (65.7%), from the same period one year earlier, principally due to decreased municipal bond offerings, most of which were refundings of existing issues. Municipal refunding activity had been unusually robust during the past two years as interest rates were declining. As rates began to rise, industry wide refunding activity has slowed considerably causing the sharp comparative declines. Management believes that retail investors' uncertainty over the current market conditions has caused the commission revenues to decline $2,311 (20.6%). Agency commission, sale of investment company shares, and sale of unit investment trusts decreased $597 (9.3%), $1,019 (32.3%), and $721 (62.4%), respectively. The declines were partially offset by the $25 (4.9%) increase in the sale of insurance products. Other revenues increased $1,115 (75.9%) as a result of the trade date commission adjustment and the investment advisory fees produced by the late 1993 acquisition of Todd Investment Advisors, Inc. ("Todd"). Net interest income decreased $132 (9.4%) to $1,276 from $1,408, of the prior year. The interest revenue increase was due to increased margin interest revenues of $949, resulting from increased borrowing by customers coupled with higher interest rates. Total expenses for the quarter decreased $2,331 (8.8%), primarily due to reduced compensation and other expenses which vary directly with revenue production. Compensation & benefits and commission & floor brokerage decreased $3,271 (18.3%) and $36 (6.4%), respectively. The majority of the compensation decreases were in incentive compensation, Investment Executive compensation, and other variable compensation which in the aggregate decreased $4,035 (32.0%), consistent with the overall revenue and profit decreases. Occupancy, equipment, communication and supplies expenses increased $482, a result of expanding the retail branch system and the addition of Todd. Retail office locations increased by 11 (15.9%) to a total of 80. These increases were partially offset by a decrease in promotional expenses of $80 (10.5%). Nine months ended September 1994 and September 1993 The Company incurred a net loss, for the nine months ended September 30, 1994 of $972. This compares to net income of $5,153 for the nine months ended September 24, 1993. Per share amount decreased $1.52 to a loss of $0.24 per primary share from earnings per primary share of $1.28 in 1993. The diminished results were primarily attributable to lower commission activity, a substantial decline in investment banking activity, and decreased trading profits. Total revenues decreased $13,537 (15.8%) to $72,146 from $85,683 from the prior year's nine-month period, mostly as a result of decreased investment banking revenues, which decreased $12,974 (56.6%) to $9,931 from $22,905, from the year earlier period. This decline was principally due to sharply decreased municipal underwriting activity. Principal transactions decreased $1,193 (6.7%) to $16,660 from the $17,853 recorded in the prior year, due to lower profits on trading inventories and decreased availability of municipal bond product. Commissionable revenues decreased $3,488 (10.3%) of which agency commission, sale of investment company shares, and sale of unit investment trusts decreased $1,372 (6.7%), $1,263 (14.0%), and $1,096 (38.2%), respectively. These decreases were partially offset by the increased sale of insurance products of $243 (16.5%). Other revenues increased $2,770 (62.4%) resulting from gains in investments of $407, compared to unrealized losses of $343, in the year earlier period. Investment advisory fees climbed to $1,929 over last year's $763, an increase of $1,166 (152.9%), virtually all of which was attributed to Todd. Net interest income increased $467 (14.8%) to $3,627 from $3,160 of the prior year. The increase resulted from an increase in margin interest revenues of $1,944, due to increased borrowing by customers coupled with higher interest rates. Total expenses, for the nine months ended, decreased $3,725 (4.8%) to $73,761 compared to $77,487 for the prior year's comparable period, primarily due to reduced compensation and other expenses which vary with revenue production. Employee compensation & benefits and commission & floor brokerage decreased $7,163 (13.5%) and $270 (14.9%), respectively. Incentive compensation, Investment Executive compensation, and other variable compensation in the aggregate decreased $9,900 (26.6%), primarily because of decreases in commissionable revenues, investment banking revenues, and overall company profitability. The remaining employee compensation and benefits increased $2,737 (17.1%) due to increased staffing required for the newly opened retail brokerage offices, the addition of Todd, normal cost of living increases, and increased cost of health care benefits. Occupancy, equipment, communication, and supplies expenses increased $1,420 for the same reason explained in the three months results of operations ended September 1994. Other operating expenses increased $1,482 (26.0%), largely due to increased professional fees of $1,051 (53.4%) resulting from an ongoing SEC investigation of certain Oklahoma municipal securities and increased employment and recruitment fees related to seeking additional sources of revenue production. The provision for doubtful accounts increased $634, relating to uncertain collectibility of employment notes receivable. Liquidity and Capital Resources The Company's assets are highly liquid, consisting mainly of cash or assets readily convertible into cash. These assets are financed primarily by the Company's equity capital, customer credit balances, short-term bank loans, proceeds from securities lending, long-term senior convertible notes, and other payables. Changes in securities market volumes, related customer borrowing demands, and levels of securities inventory affect the amount of the Company's financing requirements. For the nine months ended September 30, 1994, cash and cash equivalents decreased $1,192 (18.2%) to $5,350 from $6,542 at December 31, 1993. Cash provided by the decrease in securities owned of $67,471, which resulted principally from lower municipal bond inventories, and cash provided by the increase in operating payables of $10,934 were used primarily for repayment of short-term bank borrowings which decreased $72,350, purchase of treasury stock of $1,253, acquisition of equipment, leasehold improvements and building of $1,355 and issuance of employment notes of $2,635. SN & Co. is subject to requirements of the Securities and Exchange Commission with regard to liquidity and capital requirements (see Note B of the Notes to unaudited Consolidated Financial Statements). At September 30, 1994, SN & Co. had net capital of $23,244 which exceeded the minimum net capital requirements by $20,274. Management believes that funds from operations and available unused informal and formal short-term credit arrangements of $141,400, at September 30, 1994, will provide sufficient resources to meet the present and anticipated financial needs. In addition, SN & Co. has available a revolving subordinated loan from a financial institution. The subordinated loan will enhance the Company's ability to obtain temporary capital for underwriting and other commitments, if the need arises. Recent market conditions and the low activity for corporate and municipal underwritings have caused commissions, investment banking revenues and related principal transaction revenues to vary significantly downward from prior periods. Correspondingly, variable compensation expense related to the production of these revenues also varied downward. Management has taken steps to eliminate fixed costs associated with revenue production, closed unprofitable branches, and is continuing its effort to grow the number of Investment Executives to increase retail revenue production. Management considers the near Southwest region to be a major market and has committed resources to maintaining the firm's presence there. As a result, the Oklahoma City office was reorganized and duplicated administrative costs were eliminated. A regional manager was hired to oversee the retail production in the region and a new Director of Fixed Income was hired to manage firm-wide bond underwriting, institutional sales and trading. The firm's previous executive officer responsible for the Southwest region and the previous executive officer primarily responsible for the underwriting of municipal bonds in the Oklahoma City office terminated their employment with SN & Co. PART II. OTHER INFORMATION Item 1. Legal Proceedings There were no material changes, during the nine months ended September 30 1994, in the legal proceedings previously reported in the Company's Annual Report on Form 10-K for the year ended December 31, 1993. Such information is hereby incorporated by reference. Item 6. Exhibits and Reports on Form 8-K (a) Exhibit No. (Reference to Item 601(b) Sequential of Regulation S-K) Description Page Number ------------------------------------- --------------- ----------- 11 Computation of 17 Earnings Per Share 27 Financial Data Schedule 18 (b) Reports on Form 8-K There were no reports on Form 8-K filed during the quarter ended September 30, 1994. SIGNATURES Pursuant to the requirement of Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. STIFEL FINANCIAL CORP. (Registrant) Date: November 11, 1994 By /s/ Gregory F. Taylor Gregory F. Taylor (Chief Executive Officer) Date: November 11, 1994 By /s/ Mark D. Knott Mark D. Knott (Principal Financial Officer) EXHIBIT INDEX Exhibit Sequential Number Description Page Number ------- --------------------------------- ----------- 11 Computation of Earnings Per Share 17 27 Financial Data Schedule 18 EX-11 2 EXHIBIT 11 STIFEL FINANCIAL CORP. AND SUBSIDIARIES COMPUTATION OF EARNINGS PER SHARE (In Thousands, Except Per Share Amounts) (UNAUDITED)
Three Months Ended September 30, 1994 September 24, 1993 ------------------ ------------------ Fully Fully Primary Diluted Primary Diluted Net (Loss) Income $ (420) $ (420) $ 1,726 $ 1,726 After-tax interest savings assuming conversion of Senior Convertible Notes (1) - - 173 - - 174 Net income adjusted for after-tax ------- ------- ------- ------- interest savings $ (420) $ (247) $ 1,726 $ 1,900 ======= ======= ======= ======= Average number of common shares outstanding during the period 3,929 3,929 3,965 3,965 Additional shares assuming exercise of stock options (2) 76 76 126 126 Additional Shares assuming conversion of Senior Convertible Notes (3) - - 1,225 - - 1,225 ------- ------- ------- ------- Average number of common shares used to calculate earnings per share 4,005 5,230 4,091 5,316 ======= ======= ======= ======= Net (loss) earnings per share $ (0.10) $ (0.10)(4) $ 0.42 $ 0.36
Nine Months Ended September 30, 1994 September 24, 1993 ------------------ ------------------ Net (Loss) Income $ (972) $ (972) $ 5,153 $ 5,153 After-tax interest savings assuming conversion of Senior Convertible Notes (1) - - 508 - - 523 ------- ------- ------- ------- Net income adjusted for after-tax interest savings $ (972) $ (464) $ 5,153 $ 5,676 ======= ======= ======= ======= Average number of common shares outstanding during the period 3,970 3,970 3,932 3,932 Additional shares assuming exercise of stock options (2) 127 127 105 123 Additional Shares assuming conversion of Senior Convertible Notes (3) - - 1,225 - - 1,225 ------- ------- ------- ------- Average number of common shares used to calculate earnings per share 4,097 5,322 4,037 5,280 ======= ======= ======= ======= Net (loss) earnings per share $ (0.24) $ (0.24)(4) $ 1.28 $ 1.07
(1) Represents the after-tax interest savings resulting from assumed conversion of $10,000,000 aggregate principal 11.25% Senior Convertible Notes. (2) Represents the number of shares of common stock issuable on the exercise of dilutive employee stock options less the number of shares of common stock which could have been purchased with the proceeds from the exercise of such options. For primary earnings per share computations, these purchases were assumed to have been made at the average market price of the common stock during the period or that part of the period for which the option was outstanding. For fully diluted earnings per share computations, these purchases were assumed to have been made at the greater of the market price of the common stock at the end of the period or average market price of the common stock during the period or that part of the period for which the option was outstanding. (3) Represents the number of shares of common stock issuable upon conversion of $10,000,000 aggregate principal 11.25% Senior Convertible Notes at a conversion price of $8.1640 per share. (4) Net fully diluted loss per share computes to $0.05 and $0.09 for three months and nine months ended September 30, 1994, respectively. Since this is anti-dilutive, fully diluted loss per share is equivalent to primary loss per share. EX-27 3 WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
BD THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE CONSOLIDATED STATEMENT OF FINANCIAL CONDITION DATED SEPTEMBER 30, 1994 AND THE STATEMENT OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1994 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
9-MOS DEC-31-1994 JAN-01-1994 SEP-30-1994 6,514,737 172,731,843 0 3,342,063 19,039,022 4,496,698 220,655,163 64,600,000 56,334,627 42,600,839 0 7,363,375 10,760,000 617,886 0 0 38,378,436 220,655,163 16,659,807 7,939,749 30,406,740 9,930,380 1,928,788 4,312,391 46,066,914 (1,615,653) (1,615,653) 0 0 (972,015) (0.24) (0.24) [/TEXT] -----END PRIVACY-ENHANCED MESSAGE-----