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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): November
4, 2009 STIFEL FINANCIAL CORP. (Exact name of registrant as specified in its charter) Delaware 1-9305 43-1273600 One Financial Plaza 501 North Broadway St. Louis, Missouri 63102-2102 (Address of principal executive offices, including zip code) Registrant's telephone number, including area code:
(314) 342-2000 N/A (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)) Item 7.01 Regulation FD
Disclosure.
On November 4, 2009, Stifel Financial Corp. ("Stifel" or the
"Company") provided an investor presentation at the
2009 Securities Brokerage &
Market Structure Conference held by
Keefe, Bruyette & Woods.
This presentation is located on the
Company's website at www.stifel.com under "Investor Relations." The presentation
is furnished as Exhibit 99.1 and is incorporated herein by reference.
The slides are being furnished pursuant to Item 7.01, and the
information contained therein shall not be deemed "filed" for the purposes of
Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange
Act"), or otherwise subject to the liabilities of that section, nor shall it be
deemed incorporated by reference in any filing under the Securities Act of 1933,
as amended, or the Exchange Act, except as shall be expressly set forth by
specific reference in such filing.
This Current Report on Form 8-K contains certain statements that may be
deemed to be "forward-looking statements" within the meaning of Section 27A of
the Securities Act of 1933 and Section 21E of the Securities Exchange Act of
1934. All statements in this report not dealing with historical results are
forward-looking and are based on various assumptions. The forward-looking
statements in this report are subject to risks and uncertainties that could
cause actual results to differ materially from those expressed in or implied by
the statements. Factors that may cause actual results to differ materially from
those contemplated by such forward-looking statements include, among other
things, the following possibilities: the ability to successfully integrate the
acquired companies or the branch offices and
financial advisors as part of the our transaction with UBS; a material adverse
change in the financial condition; the risk of borrower, depositor and other
customer attrition; a change in general business and economic conditions;
changes in the interest rate environment, deposit flows, loan demand, real
estate values, and competition; changes in accounting principles, policies or
guidelines; changes in legislation and regulation; other economic, competitive,
governmental, regulatory, geopolitical, and technological factors affecting the
companies' operations, pricing, and services; and other risk factors referred to
from time to time in filings made by the Company with the Securities and Exchange
Commission. Forward-looking statements speak only as to the date they are made.
The Company does not undertake to update forward-looking statements to reflect
circumstances or events that occur after the date the forward-looking statements
are made. The Company disclaims any intent or obligation to update these
forward-looking statements. Item 9.01 Financial Statements and
Exhibits. (d) Exhibits. Exhibit Number Description of Exhibit 99.1
Stifel
Financial Corp. Presentation Slides from a conference held on November 4,
2009. 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. STIFEL FINANCIAL CORP. Date: November 4, 2009 By: /s/ Ronald J. Kruszewski Ronald J. Kruszewski President and Chief Executive
Officer EXHIBIT INDEX Exhibit Number Description of Exhibit 99.1
Stifel
Financial Corp. Presentation Slides from a conference held on November 4,
2009.
(State of
incorporation)
(Commission File
Number)
(IRS
Employer
Identification No.)
Stifel Financial Corp.
Investor Presentation
November, 2009
Forward-Looking Statements This presentation may contain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 that involve significant risks, assumptions and uncertainties, including statements relating to the market opportunity and future business prospects of Stifel Financial Corp., as well as Stifel, Nicolaus and Company, Inc. and its other subsidiaries (collectively, "SF" or the "Company"). These statements can be identified by the use of the words "may," "will," "should," "could," "would," "plan," "potential," "estimate," "project," "believe," "intend," "anticipate," "expect" and similar expressions. In particular, these statements may refer to our goals, intentions and expectations, our business plans and growth strategies, our ability to integrate and manage our acquired businesses, estimates of our risks and future costs and benefits, and forecasted demographic and economic trends relating to our industry. You should not place undue reliance on any forward-looking statements, which speak only as of the date they were made. We will not update these forward-looking statements, even though our situation may change in the future, unless we are obligated to do so under federal securities laws. Actual results may differ materially and reported results should not be considered as an indication of future performance. Factors that could cause actual results to differ are included in the Company's annual and quarterly reports and from time to time in other reports filed by the Company with the Securities and Exchange Commission and include, among other things changes in general economic and business conditions, actions of competitors, regulatory actions, changes in legislation and technology changes. To supplement our financial statements presented in accordance with GAAP, management uses certain non-GAAP measures of financial performance and liquidity. These non-GAAP measures are in addition to results prepared by the Company in accordance with GAAP, and should only be considered together with the Company's GAAP results. |
Stifel Today |
We See Opportunity Stifel is well-positioned in the current market: Dislocation creating opportunity for market share gains Ability to add talented professionals Evolving regulatory framework (Stifel is already regulated by the Fed) Strong balance sheet |
Why We Are Different |
Stifel is a Growth Story |
Stifel's Investment in Expanding Client Capabilities |
Growth - "The Numbers" |
Correlation between Associates and Revenue Growth |
Significant Employee Ownership |
Recent Equity Offerings |
Execution of Growth Strategy The September 2008 and June 2009 common offerings netted proceeds of $108 million Since September 1, 2008, Stifel has invested approximately $172 million of capital through both organic growth and acquisitions |
Overall Growth Strategy Expand private client footprint in the U.S. Expand institutional equity business both domestically and internationally Grow investment banking Focus on asset generation with banking operations Enhance and accelerate Stifel Bank and Trust strategy Approach acquisition opportunities with discipline Consolidation and Industry Retrenchments Drive our Growth |
Global Wealth Management Overview Provides securities brokerage services and Stifel Bank products 1,900 Financial Advisors in 273 branch offices in 41 states and the District of Columbia at October 16, 2009* Proven organic growth and acquirer of private client business Organically grown to hire 320 advisors in 25 offices in 2009 Acquired Butler Wick & Company, Inc., adding 75 advisors in 23 offices across three states in December 2008 Acquired 56 branches from UBS Financial Services, Inc. with 322 advisors Strategy focused on recruiting experienced advisors with established client relationships and further expanding our U.S. footprint * Represents total after UBS acquisition completed on October 16, 2009 and Independent Contractors. |
Global Wealth Management Growth Since the acquisition of Butler Wick, 717 Financial Advisors have joined Stifel, 397 through both the Butler Wick and UBS acquisitions* Stifel expects to see opportunities resulting from continued dislocation from competitors mergers * Represents total after UBS acquisition completed on October 16, 2009 and Independent Contractors. |
ACAT Fee Reimbursement Automated Customer Account Transfer System |
Same Store Sales Commission ($ millions) FAs Hired Prior to January 2008 |
Same Store Sales Commission ($ millions) FAs Hired Prior to January 2008 |
Same Store Sales Commission ($ millions) FAs Hired Prior to January 2008 |
Potential GWM Commission ($ millions) |
Stifel Bank Overview April 2007 - Acquired First Service Financial Company and its wholly-owned subsidiary FirstService Bank, a St. Louis-based Missouri commercial bank Growth since acquisition Assets of $1 billion, up over 600% from $130 million at acquisition announcement Deposits of $1 billion, up over 900%, from $99 million at acquisition announcement Strategy and Opportunity Maintains high asset quality: $1.9 million Non-performing loans to gross loans $1.7 million LTM losses to average loans Offer banking products within the GWM client base Establish trust services during 2010 |
Capital Markets Overview Provides securities brokerage, trading, research services, as well as underwriting and corporate advisory 738 associates located in 21 offices in the U.S. Opportunistically expanding talent pool Victor Nesi, Director of Investment Banking and Co-Director of Capital Markets (June 2009) William Heinzerling, Head of Fixed Income Capital Markets (May 2009) Hired 11-person sales & trading team from Bear Stearns, a four-person convertible securities team from Banc of America, and strategic hires from Wachovia, JPMorgan, Barclays and others Highlights Recognized Industry Expertise and Execution Capabilities June 4, 2009 - Stifel analysts win six awards in the Wall Street Journal's Best on the Street Survey May 19, 2009 - Stifel research analysts win fourteen awards in FT/StarMine Analyst Survey April 22, 2009 - Stifel M&A Advisory and Corporate Finance Transactions win "Deal of the Year" honors March 19, 2009 - Stifel Nicolaus wins Consumer M&A Deal of the Year Award January 21, 2009 - Stifel research sweeps both #1 rankings in 2008 StarMine Survey Research Coverage Stats (62 senior analysts covering 898 companies across 12 industry sectors) |
Capital Markets Market Opportunity $150 billion annually with dislocation and deleveraging resulting in significant share opportunity Large Available Market ~$50 billion annually in Investment Banking Fees $100 billion annually in Secondary Commissions Competitive Opportunity Strong opportunity to grow our investment banking share |
Run Rate Annualized |
Pre-Tax Margins |
Normalized Pro Forma |
Stifel Balance Sheet |
Capital Structure |
Level 3 Assets |
Why Buy Stifel Financial (SF) Diversified well balanced business Growth story Industry dislocation provides significant growth opportunities Scalable platform Disciplined acquirer and skilled integrator Proven steward of investor capital |
Q&A - Questions and Answers |