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Jefferies Announces Second Quarter 2019 Financial Results

July 3, 2019 7:00 AM

NEW YORK--(BUSINESS WIRE)-- Jefferies Financial Group Inc. (NYSE: JEF) today announced its financial results for the three and six month periods ended May 31, 2019.

Highlights for the three months ended May 31, 2019:

Highlights for the six months ended May 31, 2019:

Rich Handler, our CEO, and Brian Friedman, our President, said:

"Jefferies Group, our financial services business, produced solid and promising performance in the second quarter in Investment Banking, Capital Markets and Asset Management. Overall Investment Banking results returned to more normal levels, although our Investment Banking advisory revenues were held back by the lag effect resulting from capital markets conditions in December and the U.S. government shutdown in December and January. We continue to take market share in our Equities business and posted solid results in our Fixed Income business on the back of strength in our credit businesses. Good results for the second quarter and first half of the year in our Asset Management business suggest we are making continued progress toward building this business. Return on equity for Jefferies Group was 7.1% and return on tangible equity3 was 10.2%.

"In the third quarter, we believe Investment Banking will continue to deliver solid results (subject to market conditions), as our transaction backlog is robust and we are seeing positive trends in both the M&A and leveraged finance markets. Additionally, we are optimistic regarding the increasing productivity of managing directors we hired during the last several years. In particular, we are expecting Investment Banking revenue growth in both the U.S. and Europe from a large number of our recently hired coverage managing directors in our Industrials, Technology and Consumer groups, as they continue to gain traction. We currently have 865 investment banking professionals globally, of which 212 are managing directors. The quality of our brand, human capital and market position has never been stronger.

"In Equities, we are realizing market share gains globally driven by our innovative electronic trading capabilities. We are also experiencing strong momentum in our prime services platform, with continued opportunity to grow our market share with emerging hedge fund managers. In addition, we are currently working to expand our Equities footprint by hiring additional capable research, sales and trading professionals, particularly in Japan, Hong Kong and Australia.

"In Fixed Income, we continue to heighten our focus and effort. We have just elevated Rob Lynn to become our Global Head of Fixed Income Sales and asked Jon Bass to lead our Fixed Income Senior Relationship coverage of our priority and focus clients. With Fred Jallot joining Jefferies earlier this year as Head of European Fixed Income in London, we are seeking to align more closely our European Fixed Income effort with our U.S. business, emphasizing the high yield, distressed and emerging markets areas, as well as structured credit. We recently combined our macro businesses across Fixed Income and Equities into a Cross Asset Macro unit under the leadership of Pete Seccia. Layla Royer and Andrew Lynch will co-lead the Macro distribution effort.

"Solid returns in our Asset Management businesses during the second quarter were driven by our two multi-manager platforms (Weiss and Schonfeld), as well as our European long-short and our energy-focused strategies. We announced the launch of an investment platform with Craig Schortzmann and Sean Gallary to acquire stakes in general partners of hedge funds and private equity firms. During the period, we also partnered with Ross Berger, an experienced executive, to launch a trade finance asset manager, and are onboarding this week an experienced team in energy and energy-related ESG strategies. We also continued to add to our Asset Management marketing efforts, hiring a new Head of EMEA and a Head of Consultant Relations. Over the first six months of this fiscal year, Asset Management generated revenues of $92 million (before allocated net interest2) on our allocated capital of about $1 billion. We believe that these results represent a solid foundation on which we can continue to build and that our long-term opportunity is driven by the combination of excellent investment management capability, strong marketing, and a high quality and scalable operating platform.

"Our Merchant Banking portfolio had a carrying value of $3.4 billion at May 31, 2019. We estimate its fair market value4 at May 31, 2019 was $4.4 billion, or $1.0 billion more than its carrying value. We are focused on driving higher the return on tangible equity in our core business, as well as continuing to re-deploy capital and cash flow from operations and our merchant banking portfolio into businesses yielding more consistent earnings streams.

"During the second quarter, we repurchased 7.8 million shares for $150 million, or an average price of $19.33 per share. So far this fiscal year, we have repurchased 17.4 million Jefferies shares for $344 million, or an average of $19.86 per share. Since January 1, 2018, we have repurchased an aggregate of 67 million shares at an average price of $22.08 per share. Combining share buybacks with the dividends paid from January 1, 2018 through May 31, 2019, we returned to our shareholders an aggregate of $1.7 billion, or 17% of our common shareholders’ equity (23% of our tangible equity5) as of the beginning of this seventeen month period. Our number of common shares outstanding declined by 18% from 356 million at January 1, 2018 to 291 million at May 31, 2019. Our fully diluted shares outstanding6 declined by 16% from 373 million at January 1, 2018 to 312 million at May 31, 2019. Even after these buybacks and continuing investment in our business, we ended the second quarter with parent company liquidity of $1.3 billion.

"We will consider repurchasing our shares whenever our stock price is at an attractive discount to intrinsic value, always keeping in mind our relationship with our bondholders and rating agencies. We are pleased to have been recently upgraded by Moody's. We are currently authorized to repurchase up to an additional $336 million (based on July 2 closing stock price) worth of shares, including the shares that were used to purchase the remaining 30% interest in HomeFed, which closed on July 1.

"During the second quarter, in connection with the closing of our corporate available for sale portfolio, we realized a non-cash tax benefit of $545 million. This tax benefit was generated primarily through activity during 2008-2010 and since then has remained an unrealized balance within equity until the liquidation of the portfolio. This realization did not impact total equity, as the increase in retained earnings was offset by a corresponding decrease in accumulated other comprehensive income."

Amounts herein pertaining to May 31, 2019 represent a preliminary estimate as of the date of this earnings release and may be revised upon filing our Quarterly Report on Form 10-Q with the Securities and Exchange Commission ("SEC"). More information on our results of operations for the three and six month periods ended May 31, 2019 will be provided upon filing our Quarterly Report on Form 10-Q with the SEC. Jefferies expects to file its Form 10-Q on or about July 9, 2019.

This press release contains "forward-looking statements" within the meaning of the safe harbor provisions of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements include statements about our future and statements that are not historical facts. These forward-looking statements are usually preceded by the words "should," "expect," "intend," "may," "will," or similar expressions. Forward-looking statements may contain expectations regarding revenues, earnings, operations, and other results, and may include statements of future performance, plans, and objectives. Forward-looking statements also include statements pertaining to our strategies for future development of our businesses and products. Forward-looking statements represent only our belief regarding future events, many of which by their nature are inherently uncertain. It is possible that the actual results may differ, possibly materially, from the anticipated results indicated in these forward-looking statements. Information regarding important factors, including Risk Factors that could cause actual results to differ, perhaps materially, from those in our forward-looking statements is contained in reports we file with the SEC. You should read and interpret any forward-looking statement together with reports we file with the SEC.

Past performance may not be indicative of future results. Different types of investments involve varying degrees of risk. Therefore, it should not be assumed that future performance of any specific investment or investment strategy will be profitable or equal the corresponding indicated performance level(s).

1

Jefferies Financial Group adjusted net income, a non-GAAP measure, is defined as Jefferies Financial Group's net income less AOCI nonrecurring tax benefit. Jefferies Financial Group adjusted diluted earnings per share, a non-GAAP measure, is defined as Jefferies Financial Group's diluted earnings per share less AOCI non-recurring tax benefit. Refer to schedule on page 15 for reconciliation to U.S. GAAP amounts.

2

Allocated net interest represents the allocation of Jefferies Group LLC's long-term debt interest expense to Jefferies Group LLC's Asset Management reportable segment, net of interest income on Jefferies Group LLC's Cash and cash equivalents and other sources of liquidity, which allocation is consistent with Jefferies Group LLC's policy of allocating such items to its business lines. Refer to Jefferies Group LLC's summary of Net Revenues by Source on pages 10 and 11.

3

Return on tangible equity, a non-GAAP financial measure, equals Jefferies Group LLC's second quarter of 2019 annualized net earnings divided by tangible Jefferies Group LLC member's equity (a non-GAAP financial measure). Tangible Jefferies Group LLC member's equity of $4,326 million at February 28, 2019 is a non-GAAP measure and equals Jefferies Group LLC member's equity of $6,151 million less goodwill and identifiable intangible assets of $1,826 million.

4

The estimated fair value of our merchant banking portfolio is a non-GAAP measure and equals our merchant banking carrying value plus estimated fair value adjustments. Refer to schedule on page 14 for reconciliation to U.S. GAAP amounts.

5

Tangible equity of $7,643 million at December 31, 2017 is a non-GAAP measure and equals Jefferies Financial Group's common shareholders' equity of $10,106 million less Intangible assets, net and goodwill of $2,463 million.

6

Fully diluted shares outstanding, a non-GAAP measure, is defined as common shares outstanding plus restricted stock units and other diluted shares. Refer to schedule on page 15 for reconciliation to U.S. GAAP amounts.

Summary for Jefferies Financial Group Inc. and Subsidiaries

(In thousands, except per share amounts)

(Unaudited)

For the Three Months Ended

For the Six Months Ended

May 31,
2019

June 30,
2018

May 31,
2019

June 30,
2018

Net revenues

$

1,101,657

$

911,159

$

1,930,100

$

1,806,594

Income from continuing operations before income taxes and income related to associated companies

$

161,309

$

4,162

$

183,313

$

9,825

Income related to associated companies

22,170

33,353

49,483

65,453

Income from continuing operations before income taxes

183,479

37,515

232,796

75,278

Income tax provision (benefit)

(488,797

)

9,598

(486,495

)

(38,831

)

Income from continuing operations

672,276

27,917

719,291

114,109

Income from discontinued operations, net of income tax provision of $0, $31,111, $0 and $47,045

77,106

130,063

Gain on disposal of discontinued operations, net of income tax provision of $0, $229,553, $0 and $229,553

643,921

643,921

Net income

672,276

748,944

719,291

888,093

Net (income) loss attributable to the noncontrolling interests

191

(136

)

(875

)

1,208

Net income attributable to the redeemable noncontrolling interests

(427

)

(22,108

)

(289

)

(36,904

)

Preferred stock dividends

(1,276

)

(1,171

)

(2,552

)

(2,343

)

Net income attributable to Jefferies Financial Group Inc. common shareholders

$

670,764

$

725,529

$

715,575

$

850,054

Basic earnings per common share attributable to Jefferies Financial Group Inc. common shareholders:

Income from continuing operations

$

2.17

$

0.08

$

2.29

$

0.31

Income from discontinued operations

0.15

0.26

Gain on disposal of discontinued operations

1.82

1.79

Net income

$

2.17

$

2.05

$

2.29

$

2.36

Number of shares in calculation

307,010

352,049

311,108

359,237

Diluted earnings per common share attributable to Jefferies Financial Group Inc. common shareholders:

Income from continuing operations

$

2.14

$

0.08

$

2.25

$

0.31

Income from discontinued operations

0.15

0.25

Gain on disposal of discontinued operations

1.80

1.77

Net income

$

2.14

$

2.03

$

2.25

$

2.33

Number of shares in calculation

312,527

356,075

317,736

362,685

A summary of results for the three months ended May 31, 2019 is as follows (in thousands):

Jefferies
Group

Merchant
Banking

Corporate

Parent
Company
Interest

Consolidation
Adjustments

Total

Net revenues

$

901,851

$

187,324

$

8,974

$

$

3,508

$

1,101,657

Expenses:

Compensation and benefits

477,885

19,914

12,761

510,560

Cost of sales

80,415

80,415

Floor brokerage and clearing fees

62,474

(2,087

)

60,387

Interest expense

8,372

14,766

23,138

Depreciation and amortization

18,968

16,951

867

36,786

Selling, general and other expenses

187,386

32,618

9,231

(173

)

229,062

Total expenses

746,713

158,270

22,859

14,766

(2,260

)

940,348

Income (loss) from continuing operations before income taxes and income related to associated companies

155,138

29,054

(13,885

)

(14,766

)

5,768

161,309

Income related to associated companies

22,170

22,170

Income (loss) from continuing operations before income taxes

$

155,138

$

51,224

$

(13,885

)

$

(14,766

)

$

5,768

183,479

Income tax benefit from continuing operations

(488,797

)

Net income

$

672,276

A summary of results for the three months ended June 30, 2018 is as follows (in thousands):

Jefferies
Group

Merchant
Banking

Corporate

Parent
Company
Interest

Consolidation
Adjustments

Total

Net revenues

$

822,557

$

86,417

$

2,994

$

$

(809

)

$

911,159

Expenses:

Compensation and benefits

444,094

20,101

14,320

478,515

Cost of sales

90,690

90,690

Floor brokerage and clearing fees

46,244

(1,198

)

45,046

Interest expense

9,529

14,750

24,279

Depreciation and amortization

17,288

13,740

877

31,905

Selling, general and other expenses

193,066

35,768

9,012

(1,284

)

236,562

Total expenses

700,692

169,828

24,209

14,750

(2,482

)

906,997

Income (loss) from continuing operations before income taxes and income related to associated companies

121,865

(83,411

)

(21,215

)

(14,750

)

1,673

4,162

Income related to associated companies

33,353

33,353

Income (loss) from continuing operations before income taxes

$

121,865

$

(50,058

)

$

(21,215

)

$

(14,750

)

$

1,673

37,515

Income tax provision from continuing operations

9,598

Income from discontinued operations, net of income tax provision

77,106

Gain on disposal of discontinued operations, net of income tax provision

643,921

Net income

$

748,944

A summary of results for the six months ended May 31, 2019 is as follows (in thousands):

Jefferies
Group

Merchant
Banking

Corporate

Parent
Company
Interest

Consolidation
Adjustments

Total

Net revenues

$

1,587,569

$

323,662

$

13,167

$

$

5,702

$

1,930,100

Expenses:

Compensation and benefits

849,570

40,300

30,282

920,152

Cost of sales

147,336

147,336

Floor brokerage and clearing fees

114,451

(2,196

)

112,255

Interest expense

16,628

29,528

46,156

Depreciation and amortization

36,630

32,368

1,722

70,720

Selling, general and other expenses

369,195

65,184

16,391

(602

)

450,168

Total expenses

1,369,846

301,816

48,395

29,528

(2,798

)

1,746,787

Income (loss) from continuing operations before income taxes and income related to associated companies

217,723

21,846

(35,228

)

(29,528

)

8,500

183,313

Income related to associated companies

49,483

49,483

Income (loss) from continuing operations before income taxes

$

217,723

$

71,329

$

(35,228

)

$

(29,528

)

$

8,500

232,796

Income tax benefit from continuing operations

(486,495

)

Net income

$

719,291

A summary of results for the six months ended June 30, 2018 is as follows (in thousands):

Jefferies
Group

Merchant
Banking

Corporate

Parent
Company
Interest

Consolidation
Adjustments

Total

Net revenues

$

1,643,803

$

160,318

$

6,061

$

$

(3,588

)

$

1,806,594

Expenses:

Compensation and benefits

899,727

40,043

29,277

(873

)

968,174

Cost of sales

172,625

172,625

Floor brokerage and clearing fees

90,063

(2,841

)

87,222

Interest expense

16,281

29,496

45,777

Depreciation and amortization

33,654

24,664

1,747

60,065

Selling, general and other expenses

375,756

71,473

17,777

(2,100

)

462,906

Total expenses

1,399,200

325,086

48,801

29,496

(5,814

)

1,796,769

Income (loss) from continuing operations before income taxes and income related to associated companies

244,603

(164,768

)

(42,740

)

(29,496

)

2,226

9,825

Income related to associated companies

65,453

65,453

Income (loss) from continuing operations before income taxes

$

244,603

$

(99,315

)

$

(42,740

)

$

(29,496

)

$

2,226

75,278

Income tax benefit from continuing operations

(38,831

)

Income from discontinued operations, net of income tax provision

130,063

Gain on disposal of discontinued operations, net of income tax provision

643,921

Net income

$

888,093

The following financial tables provide information for the results of Jefferies Group LLC and should be read in conjunction with Jefferies Group LLC's Quarterly Report on Form 10-Q for the quarter ended February 28, 2019 and Annual Report on Form 10-K for the year ended November 30, 2018. Amounts herein pertaining to May 31, 2019 represent a preliminary estimate as of the date of this earnings release and may be revised in Jefferies Group LLC's Quarterly Report on Form 10-Q for the quarter ended May 31, 2019.

Jefferies Group LLC and Subsidiaries

Consolidated Statements of Earnings

(Amounts in Thousands)

(Unaudited)

Quarter Ended

May 31, 2019

February 28, 2019

May 31, 2018

Revenues:

Commissions and other fees

$

159,773

$

147,326

$

158,104

Principal transactions

248,831

234,298

137,802

Investment banking

430,087

285,596

500,297

Asset management fees

4,550

6,669

6,016

Interest

418,451

360,975

307,327

Other

52,801

20,008

47,263

Total revenues

1,314,493

1,054,872

1,156,809

Interest expense

412,642

369,154

334,252

Net revenues

901,851

685,718

822,557

Non-interest expenses:

Compensation and benefits

477,885

371,685

444,094

Non-compensation expenses:

Floor brokerage and clearing fees

62,474

51,977

46,244

Technology and communications

81,645

79,170

76,381

Occupancy and equipment rental

29,748

28,539

24,993

Business development

36,349

30,555

42,393

Professional services

38,066

36,927

35,991

Underwriting costs

12,823

8,575

13,029

Other

7,723

15,705

17,567

Total non-compensation expenses

268,828

251,448

256,598

Total non-interest expenses

746,713

623,133

700,692

Earnings before income taxes

155,138

62,585

121,865

Income tax expense

45,319

16,220

23,857

Net earnings

109,819

46,365

98,008

Net earnings (loss) attributable to noncontrolling interests

(101

)

384

4

Net earnings attributable to Jefferies Group LLC

$

109,920

$

45,981

$

98,004

Pre-tax operating margin

17.2

%

9.1

%

14.8

%

Effective tax rate

29.2

%

25.9

%

19.6

%

Jefferies Group LLC and Subsidiaries

Consolidated Statements of Earnings

(Amounts in Thousands)

(Unaudited)

Six Months Ended

May 31, 2019

May 31, 2018

Revenues:

Commissions and other fees

$

307,099

$

306,006

Principal transactions

483,129

355,275

Investment banking

715,683

940,288

Asset management fees

11,219

10,946

Interest

779,426

565,143

Other

72,809

65,746

Total revenues

2,369,365

2,243,404

Interest expense

781,796

599,601

Net revenues

1,587,569

1,643,803

Non-interest expenses:

Compensation and benefits

849,570

899,727

Non-compensation expenses:

Floor brokerage and clearing fees

114,451

90,063

Technology and communications

160,815

145,458

Occupancy and equipment rental

58,287

49,584

Business development

66,904

84,500

Professional services

74,993

66,399

Underwriting costs

21,398

27,304

Other

23,428

36,165

Total non-compensation expenses

520,276

499,473

Total non-interest expenses

1,369,846

1,399,200

Earnings before income taxes

217,723

244,603

Income tax expense

61,539

207,414

Net earnings

156,184

37,189

Net earnings attributable to noncontrolling interests

283

3

Net earnings attributable to Jefferies Group LLC

$

155,901

$

37,186

Pre-tax operating margin

13.7

%

14.9

%

Effective tax rate (1)

28.3

%

84.8

%

(1)

The effective tax rate for the three months ended May 31, 2018 includes an estimated provisional tax charge of approximately $160 million as a result of the Tax Cuts and Jobs Act ("Tax Act").

Jefferies Group LLC and Subsidiaries

Selected Statistical Information

(Amounts in Thousands, Except Other Data)

(Unaudited)

Quarter Ended

May 31, 2019

February 28, 2019

May 31, 2018

Net Revenues by Source:

Equities

$

206,083

$

174,539

$

175,083

Fixed income

173,253

196,759

119,987

Total sales and trading

379,336

371,298

295,070

Equity

108,022

51,337

107,553

Debt

151,511

53,777

175,762

Capital markets

259,533

105,114

283,315

Advisory

178,554

180,482

216,982

Other investment banking

9,634

(7,642

)

6,065

Total investment banking

447,721

277,954

506,362

Other

32,218

8,995

9,861

Total Capital Markets (1) (2)

859,275

658,247

811,293

Asset management fees

4,550

6,669

6,016

Investment return (3) (4)

48,075

32,412

13,892

Allocated net interest (3) (5)

(10,049

)

(11,610

)

(8,644

)

Total Asset Management

42,576

27,471

11,264

Net Revenues

$

901,851

$

685,718

$

822,557

Other Data:

Number of trading days

64

59

64

Number of trading loss days

4

9

9

Average firmwide VaR (in millions) (6) (7)

$

8.70

$

9.06

$

6.78

(1)

Includes net interest revenue (expense) of $16.4 million, $4.6 million and ($18.8) million for the quarters ended May 31, 2019, February 28, 2019 and May 31, 2018, respectively.

(2)

Allocated net interest is not separately disaggregated in presenting our Capital Markets reportable segment within our Net Revenues by Source. This presentation is aligned to our Capital Markets internal performance measurement.

(3)

Beginning with the first quarter of 2019, Net revenues attributed to the Investment return in Jefferies Group LLC's Asset Management reportable segment have been disaggregated to separately present Investment return and Allocated net interest (see footnote 4). This disaggregation is intended to increase transparency and to make clearer actual Investment return. We offer third-party investors the opportunity to co-invest in our asset management funds and separately managed accounts alongside Jefferies Group LLC. We believe that aggregating Investment return and Allocated net interest would obscure the Investment return by including an amount that is unique to Jefferies Group LLC's credit spreads, debt maturity profile, capital structure, liquidity risks and allocation methods, none of which are pertinent to the Investment returns generated by the performance of the portfolio.

(4)

Includes net interest revenue (expense) of ($0.6) million, ($1.2) million and $0.6 million for the quarters ended May 31, 2019, February 28, 2019 and May 31, 2018, respectively.

(5)

Allocated net interest represents the allocation of Jefferies Group LLC's long-term debt interest expense to Jefferies Group LLC's Asset Management reportable segment, net of interest income on Jefferies Group LLC's Cash and cash equivalents and other sources of liquidity (refer to page 12).

(6)

The quarters ended May 31, 2019 and February 28, 2019 information includes higher investments in certain separately managed accounts and funds, primarily due to the transfer of certain investments to Jefferies Group LLC on October 1, 2018 from Jefferies Financial Group Inc.

(7)

VaR estimates the potential loss in value of Jefferies Group LLC's trading positions due to adverse market movements over a one-day time horizon with a 95% confidence level. For a further discussion of the calculation of VaR, see "Value-at-Risk" in Part II, Item 7 "Management's Discussion and Analysis" in Jefferies Group LLC's Annual Report on Form 10-K for the year ended November 30, 2018.

Jefferies Group LLC and Subsidiaries

Selected Statistical Information

(Amounts in Thousands, Except Other Data)

(Unaudited)

Six Months Ended

May 31, 2019

May 31, 2018

Net Revenues by Source:

Equities

$

380,622

$

330,860

Fixed income

370,012

333,040

Total sales and trading

750,634

663,900

Equity

159,359

187,393

Debt

205,288

344,756

Capital markets

364,647

532,149

Advisory

359,036

408,139

Other investment banking

1,992

(153)

Total investment banking

725,675

940,135

Other

41,213

17,958

Total Capital Markets (1) (2)

1,517,522

1,621,993

Asset management fees

11,219

10,946

Investment return (3) (4)

80,487

26,271

Allocated net interest (3) (5)

(21,659

)

(15,407)

Total Asset Management

70,047

21,810

Net Revenues

$

1,587,569

$

1,643,803

Other Data:

Number of trading days

123

124

Number of trading loss days

13

16

Average firmwide VaR (in millions) (6) (7)

$

8.87

$

6.55

(1)

Includes net interest revenue (expense) of $21.0 million and ($18.1) million for the six months ended May 31, 2019 and 2018, respectively.

(2)

Allocated net interest is not separately disaggregated in presenting our Capital Markets reportable segment within our Net Revenues by Source. This presentation is aligned to our Capital Markets internal performance measurement.

(3)

Beginning with the first quarter of 2019, Net revenues attributed to the Investment return in Jefferies Group LLC's Asset Management reportable segment have been disaggregated to separately present Investment return and Allocated net interest (see footnote 4). This disaggregation is intended to increase transparency and to make clearer actual Investment return. We offer third-party investors the opportunity to co-invest in our asset management funds and separately managed accounts alongside Jefferies Group LLC. We believe that aggregating Investment return and Allocated net interest would obscure the Investment return by including an amount that is unique to Jefferies Group LLC's credit spreads, debt maturity profile, capital structure, liquidity risks and allocation methods, none of which are pertinent to the Investment returns generated by the performance of the portfolio.

(4)

Includes net interest expense of $1.7 million and $0.9 million for the six months ended May 31, 2019 and 2018, respectively.

(5)

Allocated net interest represents the allocation of Jefferies Group LLC's long-term debt interest expense to Jefferies Group LLC's Asset Management reportable segment, net of interest income on Jefferies Group LLC's Cash and cash equivalents and other sources of liquidity (refer to page 12).

(6)

The six months ended May 31, 2019 information includes higher investments in certain separately managed accounts and funds, primarily due to the transfer of certain investments to Jefferies Group LLC on October 1, 2018 from Jefferies Financial Group Inc.

(7)

VaR estimates the potential loss in value of Jefferies Group LLC's trading positions due to adverse market movements over a one-day time horizon with a 95% confidence level. For a further discussion of the calculation of VaR, see "Value-at-Risk" in Part II, Item 7 "Management's Discussion and Analysis" in Jefferies Group LLC's Annual Report on Form 10-K for the year ended November 30, 2018.

Jefferies Group LLC and Subsidiaries

Financial Highlights

(Amounts in Millions, Except Where Noted)

(Unaudited)

Quarter Ended

May 31, 2019

February 28, 2019

May 31, 2018

Financial position:

Total assets (1)

$

42,818

$

43,134

$

41,123

Average total assets for the period (1)

$

53,675

$

52,934

$

49,496

Average total assets less goodwill and intangible assets for the period (1)

$

51,851

$

51,109

$

47,654

Cash and cash equivalents (1)

$

4,213

$

4,132

$

4,580

Cash and cash equivalents and other sources of liquidity (1) (2)

$

5,701

$

5,691

$

5,881

Cash and cash equivalents and other sources of liquidity - % total assets (1) (2)

13.3

%

13.2

%

14.3

%

Cash and cash equivalents and other sources of liquidity - % total assets less goodwill and intangible assets (1) (2)

13.9

%

13.8

%

15.0

%

Financial instruments owned (1)

$

16,096

$

16,900

$

15,706

Goodwill and intangible assets (1)

$

1,818

$

1,826

$

1,835

Total equity (including noncontrolling interests) (1)

$

6,179

$

6,157

$

5,544

Total Jefferies Group LLC member's equity (1)

$

6,173

$

6,151

$

5,543

Tangible Jefferies Group LLC member's equity (1) (3)

$

4,355

$

4,326

$

3,708

Level 3 financial instruments:

Level 3 financial instruments owned (1) (4) (5)

$

367

$

395

$

337

Level 3 financial instruments owned - % total assets (1) (4)

0.9

%

0.9

%

0.8

%

Level 3 financial instruments owned - % total financial instruments (1) (4)

2.3

%

2.3

%

2.1

%

Level 3 financial instruments owned - % tangible Jefferies Group LLC member's equity (1) (4)

8.4

%

9.1

%

9.1

%

Other data and financial ratios:

Total long-term capital (1) (6)

$

11,444

$

11,899

$

11,971

Leverage ratio (1) (7)

6.9

7.0

7.4

Tangible gross leverage ratio (1) (8)

9.4

9.5

10.6

Number of trading days

64

59

64

Number of trading loss days

4

9

9

Average firmwide VaR (5) (9)

$

8.70

$

9.06

$

6.78

Number of employees, at period end

3,656

3,613

3,438

Jefferies Group LLC and Subsidiaries

Financial Highlights - Footnotes

(1)

Amounts pertaining to May 31, 2019 represent a preliminary estimate as of the date of this earnings release and may be revised in Jefferies Group LLC's Quarterly Report on Form 10-Q for the quarter ended May 31, 2019.

(2)

At May 31, 2019, other sources of liquidity include high quality sovereign government securities and reverse repurchase agreements collateralized by U.S. government securities and other high quality sovereign government securities of $1,175 million, in aggregate, and $313 million, being the estimated amount of additional secured financing that could be reasonably expected to be obtained from Jefferies Group LLC's financial instruments that are currently not pledged after considering reasonable financing haircuts. The corresponding amounts included in other sources of liquidity at February 28, 2019 were $1,194 million and $365 million, respectively, and at May 31, 2018, were $940 million and $361 million, respectively.

(3)

Tangible Jefferies Group LLC member's equity (a non-GAAP financial measure) represents total Jefferies Group LLC member's equity less goodwill and identifiable intangible assets. We believe that tangible Jefferies Group LLC member's equity is meaningful for valuation purposes, as financial companies are often measured as a multiple of tangible equity, making these ratios meaningful for investors.

(4)

Level 3 financial instruments represent those financial instruments classified as such under Accounting Standards Codification 820, accounted for at fair value and included within Financial instruments owned.

(5)

The quarters ended May 31, 2019 and February 28, 2019 information includes higher investments in certain separately managed accounts and funds, primarily due to the transfer of certain investments to Jefferies Group LLC on October 1, 2018 from Jefferies Financial Group Inc.

(6)

At May 31, 2019, February 28, 2019 and May 31, 2018, total long-term capital includes Jefferies Group LLC's long-term debt of $5,265 million, $5,742 million and $6,428 million, respectively, and total equity. Long-term debt included in total long-term capital is reduced by amounts outstanding under the revolving credit facility and the amount of debt maturing in less than one year, as applicable.

(7)

Leverage ratio equals total assets divided by total equity.

(8)

Tangible gross leverage ratio (a non-GAAP financial measure) equals total assets less goodwill and identifiable intangible assets divided by tangible Jefferies Group LLC member's equity. The tangible gross leverage ratio is used by rating agencies in assessing Jefferies Group LLC's leverage ratio.

(9)

VaR estimates the potential loss in value of Jefferies Group LLC's trading positions due to adverse market movements over a one-day time horizon with a 95% confidence level. For a further discussion of the calculation of VaR, see "Value-at-Risk" in Part II, Item 7 "Management's Discussion and Analysis" in Jefferies Group LLC's Annual Report on Form 10-K for the year ended November 30, 2018.

Merchant Banking Net Asset Overview

As of May 31, 2019

($ Millions)

Book
Value

Estimated
Fair Value (2)

Basis for Fair Value Estimate

Investments in Public Companies

Spectrum Brands

$

399

$

399

Mark-to-market (same for GAAP book value)

HomeFed

337

390

Mark-to-market (equity method for GAAP book value)

Other

259

259

Mark-to-market (same for GAAP book value)

Sub-Total

995

1,048

Investments in Private Companies

National Beef

661

903

Income approach and market comparable method

Linkem

202

600

Income approach, market comparable and market transaction method

Oil and Gas (Vitesse and JETX)

636

756

Income approach, market comparable and market transaction method

WeWork

269

269

Market transaction method and option pricing theory

Idaho Timber

83

165

Income approach, market comparable and market transaction method

Other (1)

542

660

Various

Sub-Total

2,393

3,353

Total Merchant Banking Business

$

3,388

$

4,401

(1)

Includes FXCM, Foursight, Golden Queen, M Science and various other investments.

(2)

The following table reconciles financial results reported in accordance with U.S. GAAP to non-GAAP financial results. The table above contains non-GAAP financial information to aid investors in viewing our businesses and investments through the eyes of management while facilitating a comparison across historical periods. However, these non-GAAP financial measures should be viewed in addition to, and not as a substitute for, reported results prepared in accordance with U.S. GAAP.

Reconciliation of Book Value of Merchant Banking Investments to Estimated Fair Value

($ Millions)

Book Value
May 31, 2019

Fair Value
Adjustments

Estimated
Fair Value
May 31, 2019

Investments in Public Companies

Spectrum Brands

$

399

$

$

399

HomeFed

337

53

390

Other

259

259

Sub-Total

995

53

1,048

Investments in Private Companies

National Beef

661

242

903

Linkem

202

398

600

Oil and Gas (Vitesse and JETX)

636

120

756

WeWork

269

269

Idaho Timber

83

82

165

Other

542

118

660

Sub-Total

2,393

960

3,353

Total Merchant Banking Business

$

3,388

$

1,013

$

4,401

Jefferies Financial Group Inc.
Non-GAAP Reconciliations

The following tables reconcile Jefferies Financial Group non-GAAP measures to their respective U.S. GAAP measures. Management believes such non-GAAP measures are useful to investors as they allow them to view our results through the eyes of management, while facilitating a comparison across historical periods. These measures should not be considered a substitute for, or superior to, measures prepared in accordance with U.S. GAAP.

Jefferies Financial Group Net Income and Earnings Per Share GAAP Reconciliation

Reconciliation of Jefferies Financial Group net income to adjusted net income (a non-GAAP measure) and diluted earnings per share to adjusted diluted earnings per share (a non-GAAP measure) (in thousands, except per share amounts):

Three months ended
May 31, 2019

Six months ended
May 31, 2019

Jefferies Financial Group net income (GAAP)

$

670,764

$

715,575

Accumulated other comprehensive income tax benefit

(544,583

)

(544,583

)

Jefferies Financial Group adjusted net income (non-GAAP)

$

126,181

$

170,992

Jefferies Financial Group diluted earnings per share (GAAP)

$

2.14

$

2.25

Accumulated other comprehensive income tax benefit

(1.73

)

(1.71

)

Jefferies Financial Group adjusted diluted earnings per share (non-GAAP)

$

0.41

$

0.54

Jefferies Financial Group Fully Diluted Shares Outstanding GAAP Reconciliation

Reconciliation of Jefferies Financial Group common shares outstanding to fully diluted shares outstanding (a non-GAAP measure) (in thousands of shares):

May 31, 2019

December 31, 2017

Common shares outstanding (GAAP)

290,687

356,227

Restricted stock units

20,575

16,000

Other

909

887

Fully diluted shares outstanding (Non-GAAP)

312,171

373,114

Teresa S. Gendron

Chief Financial Officer

Jefferies Financial Group Inc.

Tel. (212) 460-1932

Peregrine C. Broadbent

Chief Financial Officer

Jefferies Group LLC

Tel. (212) 284-2338

Source: Jefferies Financial Group Inc.

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