Document_And_Entity_Informatio
Document And Entity Information | 6 Months Ended | |
Mar. 31, 2015 | 12-May-15 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | NATIONAL HOLDINGS CORP | |
Document Type | 10-Q | |
Current Fiscal Year End Date | -21 | |
Entity Common Stock, Shares Outstanding | 12,446,365 | |
Amendment Flag | FALSE | |
Entity Central Index Key | 1023844 | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
Entity Filer Category | Smaller Reporting Company | |
Entity Well-known Seasoned Issuer | No | |
Document Period End Date | 31-Mar-15 | |
Document Fiscal Year Focus | 2015 | |
Document Fiscal Period Focus | Q2 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Financial Condition (Current Period Unaudited) (USD $) | Mar. 31, 2015 | Sep. 30, 2014 | |
ASSETS | |||
Cash | $23,924,000 | $24,465,000 | |
Restricted cash | 217,000 | 92,000 | |
Cash deposits with clearing organizations | 1,005,000 | 1,005,000 | |
Securities owned, at fair value | 914,000 | 1,061,000 | |
Receivables from broker-dealers and clearing organizations | 3,632,000 | 4,985,000 | |
Forgivable loans receivable | 936,000 | 662,000 | |
Other receivables, net | 4,277,000 | 3,998,000 | |
Prepaid expenses | 1,913,000 | 932,000 | |
Fixed assets, net | 804,000 | 752,000 | |
Intangible assets, net | 7,755,000 | 7,595,000 | |
Goodwill | 6,531,000 | 6,531,000 | |
Deferred tax asset, net | 11,551,000 | 11,925,000 | |
Other assets, principally refundable deposits | 532,000 | 790,000 | |
Total Assets | 63,991,000 | 64,793,000 | |
Liabilities | |||
Securities sold, but not yet purchased, at fair value | 34,000 | 55,000 | |
Accrued commissions and payroll payable | 12,530,000 | 13,520,000 | |
Accounts payable and other liabilities | 5,118,000 | 5,715,000 | |
Deferred clearing credit | 893,000 | 971,000 | |
Total Liabilities | 18,575,000 | 20,261,000 | |
Stockholders’ Equity | |||
Preferred stock, $0.01 par value, 10,000,000 shares authorized; none outstanding | 0 | 0 | |
Common stock $0.02 par value, 150,000,000 shares authorized; 12,446,365 issued and outstanding at March 31, 2015 and at September 30, 2014 | 249,000 | 249,000 | |
Additional paid-in-capital | 80,090,000 | 79,837,000 | |
Accumulated deficit | -34,938,000 | -35,569,000 | |
Total National Holdings Corporation Stockholders’ Equity | 45,401,000 | 44,517,000 | |
Non-Controlling interest | 15,000 | 15,000 | |
Total Stockholders’ Equity | 45,416,000 | 44,532,000 | [1] |
Total Liabilities and Stockholders’ Equity | $63,991,000 | $64,793,000 | |
[1] | Reflects split adjusted shares and amounts for par value of common stock and additional paid in capital including the issuance of 887 shares for roundupof fractional shares. |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Financial Condition (Current Period Unaudited) (Parentheticals) (USD $) | Mar. 31, 2015 | Sep. 30, 2014 |
Preferred stock, par value (in Dollars per share) | $0.01 | $0.01 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, outstanding | 0 | 0 |
Common stock, par value (in Dollars per share) | $0.02 | $0.02 |
Common stock, shares authorized | 150,000,000 | 150,000,000 |
Common stock, shares issued | 12,446,365 | 12,446,365 |
Common stock, shares outstanding | 12,446,365 | 12,446,365 |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statements of Operations (Unaudited) (USD $) | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 | |
Revenues | ||||
Commissions | $25,746,000 | $30,306,000 | $50,162,000 | $57,913,000 |
Principal transactions | 2,705,000 | 5,983,000 | 6,143,000 | 9,142,000 |
Investment banking | 4,391,000 | 5,619,000 | 9,513,000 | 8,952,000 |
Investment advisory | 3,527,000 | 3,696,000 | 7,352,000 | 6,936,000 |
Interest and dividends | 847,000 | 885,000 | 1,678,000 | 1,817,000 |
Transfer fees and clearing services | 1,853,000 | 2,452,000 | 4,567,000 | 4,767,000 |
Tax preparation and accounting | 3,748,000 | 3,737,000 | 4,507,000 | 4,275,000 |
Other | 100,000 | 55,000 | 193,000 | 112,000 |
Total Revenues | 42,917,000 | 52,733,000 | 84,115,000 | 93,914,000 |
Operating Expenses | ||||
Commissions, compensation and fees | 36,099,000 | 41,929,000 | 71,387,000 | 76,528,000 |
Clearing fees | 886,000 | 1,103,000 | 1,528,000 | 2,140,000 |
Communications | 1,194,000 | 1,191,000 | 2,442,000 | 2,331,000 |
Occupancy | 1,004,000 | 1,073,000 | 2,025,000 | 2,027,000 |
License and registration | 467,000 | 307,000 | 867,000 | 753,000 |
Professional fees | 1,095,000 | 1,228,000 | 1,820,000 | 2,098,000 |
Interest | 2,000 | 8,000 | 6,000 | 24,000 |
Depreciation and amortization | 294,000 | 298,000 | 568,000 | 562,000 |
Other administrative expenses | 1,343,000 | 1,902,000 | 2,424,000 | 2,691,000 |
Total Operating Expenses | 42,384,000 | 49,039,000 | 83,067,000 | 89,154,000 |
Income before Income Tax Expense | 533,000 | 3,694,000 | 1,048,000 | 4,760,000 |
Income tax expense | 196,000 | 134,000 | 417,000 | 241,000 |
Net Income | $337,000 | $3,560,000 | $631,000 | $4,519,000 |
Net income per share of common stock - Basic (in Dollars per share) | $0.03 | $0.29 | $0.05 | $0.37 |
Net income per share of common stock - Diluted (in Dollars per share) | $0.03 | $0.28 | $0.05 | $0.37 |
Weighted number of shares outstanding - Basic (in Shares) | 12,446,365 | 12,324,689 | 12,446,365 | 12,150,330 |
Weighted number of shares outstanding - Diluted (in Shares) | 12,502,758 | 12,502,307 | 12,497,628 | 12,301,330 |
Condensed_Consolidated_Stateme3
Condensed Consolidated Statement of Changes in Stockholders' Equity (Unaudited) (USD $) | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Noncontrolling Interest [Member] | Total | |
Balance at Sep. 30, 2014 | [1] | $249,000 | $79,837,000 | ($35,569,000) | $15,000 | $44,532,000 |
Balance (in Shares) at Sep. 30, 2014 | [1] | 12,446,365 | ||||
Stock-based compensation – stock options | 144,000 | 144,000 | ||||
Stock- based compensation for restricted stock units | 109,000 | 109,000 | ||||
Net income | 631,000 | 631,000 | ||||
Balance at Mar. 31, 2015 | $249,000 | $80,090,000 | ($34,938,000) | $15,000 | $45,416,000 | |
Balance (in Shares) at Mar. 31, 2015 | 12,446,365 | |||||
[1] | Reflects split adjusted shares and amounts for par value of common stock and additional paid in capital including the issuance of 887 shares for roundupof fractional shares. |
Condensed_Consolidated_Stateme4
Condensed Consolidated Statement of Changes in Stockholders' Equity (Unaudited) (Parentheticals) (Common Stock [Member]) | 6 Months Ended |
Mar. 31, 2015 | |
Common Stock [Member] | |
Shares issued for roundup of fractional shares | 877 |
Condensed_Consolidated_Stateme5
Condensed Consolidated Statements of Cash Flows (Unaudited) (USD $) | 6 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net income | $631,000 | $4,519,000 |
Adjustments to reconcile net income to net cash (used in) provided by operating activities | ||
Depreciation and amortization | 568,000 | 563,000 |
Amortization of forgivable loans to registered representatives | 149,000 | 105,000 |
Stock-based compensation | 253,000 | 425,000 |
Provision for doubtful accounts | 173,000 | 197,000 |
Amortization of deferred clearing credit | -78,000 | -50,000 |
Deferred tax expense | 374,000 | |
Changes in assets and liabilities, net of effects of acquisition | ||
Cash deposits with clearing organizations | 242,000 | |
Receivables from broker-dealers and clearing organizations | 1,353,000 | 1,786,000 |
Other receivables, net | -452,000 | -1,497,000 |
Restricted cash | -125,000 | |
Forgivable loans receivable | -423,000 | 63,000 |
Securities owned, at fair value | 147,000 | -223,000 |
Other assets, principally refundable deposits | 258,000 | -175,000 |
Prepaid expenses | -981,000 | -324,000 |
Accounts payable, accrued expenses and other liabilities | -2,156,000 | -461,000 |
Securities sold, but not yet purchased, at fair value | -21,000 | 67,000 |
Net cash (used in) provided by operating activities | -330,000 | 5,237,000 |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Cash acquired in acquisition | 1,654,000 | |
Purchase of fixed assets | -211,000 | -72,000 |
Net cash (used in) provided by investing activities | -211,000 | 1,582,000 |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Payment of certain liabilities of acquired entity | -5,400,000 | |
Net cash used in financing activities | -5,400,000 | |
NET (DECREASE) INCREASE IN CASH | -541,000 | 1,419,000 |
CASH BALANCE | ||
Beginning of the period | 24,465,000 | 19,985,000 |
End of the period | 23,924,000 | 21,404,000 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION | ||
Interest | 2,000 | 24,000 |
Income taxes | 1,123,000 | 33,000 |
SUPPLEMENTAL DISCLOSURES OF NONCASH INVESTING AND FINANCING ACTIVITIES | ||
Tangible assets acquired, excluding cash | 3,933,000 | |
Identifiable intangible assets acquired | 569,000 | 8,350,000 |
Goodwill | 6,531,000 | |
Liabilities assumed | 11,628,000 | |
Common stock issued | 8,840,000 | |
Contingent consideration payable | $569,000 |
Note_1_Basis_of_Presentation
Note 1 - Basis of Presentation | 6 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Disclosure Text Block [Abstract] | |||||||||||||||||
Business Description and Basis of Presentation [Text Block] | NOTE 1. BASIS OF PRESENTATION | ||||||||||||||||
The accompanying condensed consolidated financial statements of National Holdings Corporation, a Delaware corporation (“National” or the “Company”), have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) for interim financial statements 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 disclosures required for annual financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. The condensed consolidated financial statements as of March 31, 2015 and for the three and six months ended March 31, 2015 and 2014 are unaudited. The results of operations for the interim periods are not necessarily indicative of the results of operations for the respective fiscal years. The consolidated statement of financial condition at September 30, 2014 has been derived from the audited financial statements at that date, but does not include all of the information and notes required by GAAP for complete financial statement presentation. The accompanying consolidated financial information should be read in conjunction with the Company's Annual Report on Form 10-K for the fiscal year ended September 30, 2014 for additional disclosures and accounting policies. | |||||||||||||||||
In February 2015, the board of directors declared a 1 for 10 reverse stock split of the Company’s common stock. All share and per share information has been restated for all prior periods presented giving retroactive effect to the reverse stock split. | |||||||||||||||||
Certain items in the consolidated statement of operations for the fiscal 2014 periods have been reclassified to conform to the presentation in the fiscal 2015 periods. In addition, the condensed consolidated statements of operations and cash flows for the three and six months ended March 31, 2014 have been retrospectively adjusted to reflect measurement period adjustments of preliminary allocations of the purchase price related to the Gilman Ciocia, Inc. (“Gilman”) acquisition (see Note 7) which was finalized in the fourth quarter of fiscal year 2014. The effect of the measurement period adjustments was to reduce identifiable assets acquired by approximately $2,066,000 with a corresponding increase in goodwill, which resulted in a reduction of amortization of intangibles of $324,000 and $593,000 for the three and six month ended March 31, 2014, respectively. The reclassifications and adjustments for the three and six months ended March 2014 are as follows: | |||||||||||||||||
For the Three Months Ended | For the Six Months Ended | ||||||||||||||||
31-Mar-14 | 31-Mar-14 | ||||||||||||||||
As previously | As previously | ||||||||||||||||
Reported | As Revised | Reported | As Revised | ||||||||||||||
Total revenues | $ | 52,684,000 | $ | 52,733,000 | $ | 94,478,000 | $ | 93,914,000 | |||||||||
Total operating expenses | 49,314,000 | 49,039,000 | 90,311,000 | 89,154,000 | |||||||||||||
Income before income taxes | 3,370,000 | 3,694,000 | 4,167,000 | 4,760,000 | |||||||||||||
Income taxes | 134,000 | 134,000 | 241,000 | 241,000 | |||||||||||||
Net income | $ | 3,236,000 | $ | 3,560,000 | $ | 3,926,000 | $ | 4,519,000 | |||||||||
Net income per share attributable to common stockholders | |||||||||||||||||
Basic | $ | 0.26 | $ | 0.29 | $ | 0.32 | $ | 0.37 | |||||||||
Diluted | $ | 0.26 | $ | 0.28 | $ | 0.32 | $ | 0.37 | |||||||||
Note_2_Organization_and_Descri
Note 2 - Organization and Description of Business | 6 Months Ended |
Mar. 31, 2015 | |
Disclosure Text Block [Abstract] | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | NOTE 2. ORGANIZATION AND DESCRIPTION OF BUSINESS |
National was organized in 1996 and operates through its wholly owned subsidiaries which principally provide diverse financial services. Through its broker-dealer and investment advisory subsidiaries, the Company (1) offers full service retail brokerage to high net worth individual and institutional clients, (2) provides investment banking, merger, acquisition and advisory services to micro, small and mid-cap high growth companies, (3) engages in trading securities, including making markets in micro and small-cap, NASDAQ and other exchange listed stocks and (4) provides liquidity in the United States Treasury marketplace. Broker-dealer subsidiaries consist of National Securities Corporation (“National Securities” or “NSC”) and vFinance Investments, Inc. (“vFinance Investments”) (collectively, the “Broker-Dealer Subsidiaries”). As a result of the merger with Gilman in October 2013 (See Note 7), the Company added Prime Capital Services, Inc. (“Prime”) to its portfolio of Broker Dealer Subsidiaries, however, in November 2013, National Securities and Prime received approval from the Financial Industry Regulatory Authority (“FINRA”) allowing for a mass transfer of Prime’s brokers and customer accounts to National Securities. This transfer which was completed on November 22, 2013, was done to reduce overhead and consolidate the administrative and regulatory structures of the two entities. The Company filed a Broker Dealer withdrawal for Prime in January 2014, which was subsequently approved in March 2014 by the FINRA and the SEC. The Broker-Dealer Subsidiaries conduct a national securities brokerage business through their main offices in New York City, Boca Raton, Florida, and Seattle, Washington. The Broker-Dealer subsidiaries are introducing brokers and clear all transactions through clearing organizations, on a fully disclosed basis. The Broker-Dealer Subsidiaries are registered with the Securities and Exchange Commission ("SEC") and the Commodities and Futures Trading Commission (“CFTC”), and are members of FINRA, Securities Investor Protection Corporation and the National Futures Association. | |
The Company’s wholly-owned subsidiaries, National Asset Management, Inc., a Washington corporation ("NAM"), and Asset and Financial Planning LTD, a New York corporation ("AFP"), which was acquired in the Gilman merger, are federally-registered investment advisers providing asset management advisory services to high net worth clients for a fee based upon a percentage of assets managed. All registered investment advisors and customer accounts of AFP were moved into NAM in May 2014 and AFP has ceased all operations. | |
The Company’s wholly-owned subsidiaries, National Insurance Corporation, a Washington corporation ("National Insurance"), and Prime Financial Services (“Prime Financial”), a Delaware corporation, which was acquired in the Gilman merger, provide fixed insurance products to their clients, including life insurance, disability insurance, long term care insurance and fixed annuities. | |
The Company’s wholly-owned subsidiary Gilman, a Delaware corporation which was acquired in October 2013, provides tax preparation services to individuals and accounting services to small and midsize companies. | |
The Company’s wholly-owned subsidiary, GC Capital Corporation, a Washington corporation, ("GC"), which was acquired in the Gilman merger, provides licensed mortgage brokerage services in the State of Florida. |
Note_3_Receivables_from_Broker
Note 3 - Receivables from Broker-Dealers and Clearing Organizations and Other Receivables | 6 Months Ended |
Mar. 31, 2015 | |
Due to and from Broker-Dealers and Clearing Organizations [Abstract] | |
Due to and from Broker-Dealers and Clearing Organizations Disclosure [Text Block] | NOTE 3. RECEIVABLES FROM BROKER-DEALERS AND CLEARING ORGANIZATIONS AND OTHER RECEIVABLES |
At March 31, 2015 and September 30, 2014, the receivables of $3,632,000 and $4,985,000, respectively, from broker-dealers and clearing organizations represent net amounts due for fees and commissions associated with the Company’s retail brokerage business as well as asset based fees revenues associated with the Company’s asset management advisory business. | |
Other receivables, net, at March 31, 2015 and September 30, 2014 of $4,277,000 and $3,998,000, respectively, principally represent trailing fees and fees for tax and accounting services and are net of allowance for doubtful accounts of $509,000 and $336,000, respectively. |
Note_4_Forgivable_Loans_Receiv
Note 4 - Forgivable Loans Receivable | 6 Months Ended | ||||
Mar. 31, 2015 | |||||
Investments in and Advances to Affiliates, Schedule of Investments [Abstract] | |||||
Investments in and Advances to Affiliates, Schedule of Investments [Text Block] | NOTE 4. FORGIVABLE LOANS RECEIVABLE | ||||
From time to time, the Company's operating subsidiaries may make loans, evidenced by promissory notes, primarily to newly recruited independent financial advisors as an incentive for their affiliation. The notes receivable balance is comprised of unsecured non-interest-bearing and interest-bearing loans (interest ranging up to 9%). These notes have various schedules for repayment or forgiveness based on production or retention requirements being met and mature at various dates through 2020. Forgiveness of loans amounted to $149,000 and $105,000 for six months ended March 31, 2015 and 2014, respectively, and the related compensation was included in commissions, compensation and fees in the condensed consolidated statements of operations. In the event the advisor’s affiliation with the subsidiary terminates, the advisor is required to repay the unamortized balance of any notes payable. The Company provides an allowance for doubtful accounts on the notes based on historical collection experience and continually evaluates the receivables for collectability and possible write-offs where a loss is deemed probable. As of March 31, 2015, and September 30, 2014, no allowance for doubtful accounts was required. | |||||
Forgivable loan activity for the six months ended March 31, 2015 is as follows: | |||||
Balance, October 1, 2014 | $ | 662,000 | |||
Additions | 483,000 | ||||
Amortization | (149,000 | ) | |||
Repayments | (60,000 | ) | |||
Balance, March 31, 2015 | $ | 936,000 | |||
There were no unamortized loans outstanding attributable to registered representatives who ended their affiliation with the Broker-Dealer Subsidiaries prior to the fulfillment of their obligation. |
Note_5_Securities_Owned_and_Se
Note 5 - Securities Owned and Securities Sold, But Not Yet Purchased at Fair Value | 6 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Investment Holdings [Abstract] | |||||||||||||||||
Investment Holdings [Text Block] | NOTE 5. SECURITIES OWNED AND SECURITIES SOLD, BUT NOT YET PURCHASED AT FAIR VALUE | ||||||||||||||||
Accounting guidance defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Additionally, it requires the use of valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs. These inputs are prioritized below: | |||||||||||||||||
Level 1: | Observable inputs such as quoted market prices in active markets for identical assets or liabilities | ||||||||||||||||
Level 2: | Observable market-based inputs or unobservable inputs that are corroborated by market data | ||||||||||||||||
Level 3: | Unobservable inputs for which there is little or no market data, which require the use of the reporting entity’s own assumptions | ||||||||||||||||
The following tables show the fair values of securities owned by the Broker-Dealer Subsidiaries, and securities sold, not yet purchased by such entities, as of March 31, 2015 and September 30, 2014: | |||||||||||||||||
Fair Value Measurements | |||||||||||||||||
As of March 31, 2015 | |||||||||||||||||
Securities owned at fair value | Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Corporate stocks | $ | 237,000 | - | - | $ | 237,000 | |||||||||||
Municipal bonds | 503,000 | - | - | 503,000 | |||||||||||||
Restricted stock and warrants | - | 174,000 | - | 174,000 | |||||||||||||
$ | 740,000 | $ | 174,000 | $ | - | $ | 914,000 | ||||||||||
Securities sold, not yet purchased at fair value | Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Municipal bonds | $ | 34,000 | $ | - | $ | - | $ | 34,000 | |||||||||
As of September 30, 2014 | |||||||||||||||||
Securities owned at fair value | Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Corporate stocks | $ | 256,000 | - | - | $ | 256,000 | |||||||||||
Municipal bonds | 696,000 | - | - | 696,000 | |||||||||||||
Restricted stock and warrants | - | 109,000 | - | 109,000 | |||||||||||||
$ | 952,000 | $ | 109,000 | $ | - | $ | 1,061,000 | ||||||||||
Securities sold, but not yet purchased at fair value | Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Corporate stocks | $ | 55,000 | - | - | $ | 55,000 | |||||||||||
Note_6_Fixed_Assets
Note 6 - Fixed Assets | 6 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
Property, Plant and Equipment [Abstract] | |||||||||||||
Property, Plant and Equipment Disclosure [Text Block] | NOTE 6. FIXED ASSETS | ||||||||||||
Fixed assets as of March 31, 2015 and September 30, 2014 consist of the following: | |||||||||||||
March 31, | September 30, | Estimated Useful | |||||||||||
2015 | 2014 | Lives | |||||||||||
Equipment | $ | 526,000 | $ | 339,000 | 5 | ||||||||
Furniture and fixtures | 151,000 | 139,000 | 5 | ||||||||||
Leasehold improvements | 578,000 | 566,000 | Lesser of useful life or term of lease | ||||||||||
Capital leases (primarily composed of computer equipment) | 453,000 | 453,000 | 5 | ||||||||||
1,708,000 | 1,497,000 | ||||||||||||
Less accumulated depreciation and amortization | (904,000 | ) | (745,000 | ) | |||||||||
Fixed assets – net | $ | 804,000 | $ | 752,000 | |||||||||
Depreciation and amortization expense associated with fixed assets for the six months ended March 31, 2015 and 2014 was $159,000 and $100,000, respectively. |
Note_7_Business_Combination
Note 7 - Business Combination | 6 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Business Combinations [Abstract] | |||||||||||||||||
Business Combination Disclosure [Text Block] | NOTE 7 - BUSINESS COMBINATIONS | ||||||||||||||||
In February 2015, Gilman acquired certain assets of a tax preparation and accounting business that was deemed to be a business acquisition. The consideration for the transaction consisted of contingent consideration payable in cash having a fair value of $569,000, for which a liability (included in Accounts payable and other liabilities) was recognized based on the estimated acquisition date fair value of the potential earn-out. The earn-out is based on revenue, as defined in the agreement, during the 48-month period following the closing up to a maximum of $640,000. The liability was valued using an income-based approach using unobservable inputs (Level 3) and reflects the Company’s own assumptions. The liability will be revalued at each Balance Sheet date with changes therein recorded in earnings. There was no change in the estimated fair value of the liability at March 31, 2015. The fair value of the acquired assets was allocated to customer relationships, which will be amortized over seven years. Results of operations of the acquired business are included in the accompanying consolidated statements of operations from the date of acquisition and were not material. In addition, based on materiality, pro forma results are not presented. | |||||||||||||||||
On October 15, 2013, the Company completed a merger with Gilman pursuant to the terms and conditions of the Agreement and Plan of Merger (the “Merger Agreement”), dated as of June 20, 2013, by and among the Company, National Acquisition Corp., a Delaware corporation and the Company’s wholly-owned subsidiary (“Merger Sub”), and Gilman. Pursuant to the Merger Agreement, Merger Sub was merged with and into Gilman, with Gilman surviving the merger and becoming a wholly-owned subsidiary of the Company. Gilman provides federal, state and local tax preparation services to individuals predominantly in upper and middle income tax brackets and accounting services to small and middle size companies. In addition, through wholly owned subsidiaries, Gilman is engaged in broker-dealer, investment advisory, insurance product sales and mortgage brokerage activities. | |||||||||||||||||
Pursuant to the Merger Agreement, the Company issued to Gilman’s stockholders 2,266,669 shares of its common stock valued at $8,840,000 determined based on the closing market price of the Company’s common stock on the acquisition date, and became the owner of 100% of the outstanding shares of Gilman’s common stock. Additionally, the Company financed repayment of $5,400,000 of Gilman’s liabilities through a capital contribution to Gilman. In August 2013, the Company issued 1,058,333 shares of its common stock pursuant to a private placement which generated net proceeds of $3,016,000 to partially finance the cash consideration of $5,400,000. | |||||||||||||||||
The purchase price was allocated to the assets acquired and liabilities assumed based on their estimated fair values as follows: | |||||||||||||||||
Assets | |||||||||||||||||
Current assets | $ | 4,833,000 | |||||||||||||||
Fixed assets | 482,000 | ||||||||||||||||
Other assets | 272,000 | ||||||||||||||||
Intangible assets | 8,350,000 | ||||||||||||||||
Goodwill | 6,531,000 | ||||||||||||||||
Total Assets | 20,468,000 | ||||||||||||||||
Liabilities | |||||||||||||||||
Current liabilities | 6,000,000 | ||||||||||||||||
Long-term liabilities | 5,628,000 | ||||||||||||||||
Total Liabilities | 11,628,000 | ||||||||||||||||
Purchase Price | $ | 8,840,000 | |||||||||||||||
The goodwill recognized, none of which is deductible for income tax purposes, is attributable to the assembled workforce of Gilman and to expected synergies and other benefits that the Company believes will result from combining its operations with Gilman’s. The intangible assets recognized are primarily attributable to expected increased margins that the Company believes will result from Gilman’s existing customer relationships and increased margins from financial planning and tax preparation services that the Company will offer to its existing clients. | |||||||||||||||||
The following table presents intangible assets acquired, including $569,000 attributable to the February 2015 Gilman aquisition, their carrying amount as of March 31, 2015 and their estimated useful lives: | |||||||||||||||||
Intangible asset | Fair Value | Accumulated Amortization | Carrying Value | Estimated | |||||||||||||
Useful Life | |||||||||||||||||
(years) | |||||||||||||||||
Customer relationships | $ | 6,969,000 | $ | 948,000 | $ | 6,021,000 | 7&10 | ||||||||||
Non-compete | 296,000 | 216,000 | 80,000 | 2 | |||||||||||||
Brands | 1,654,000 | - | 1,654,000 | Indefinite | |||||||||||||
$ | 8,919,000 | $ | 1,164,000 | $ | 7,755,000 | ||||||||||||
Amortization expense associated with intangible assets, for the six months ended March 31, 2015 and 2014 was $409,000 and $463,000, respectively. | |||||||||||||||||
The estimated future amortization expense of the above intangible assets for the next five fiscal years and thereafter is as follows: | |||||||||||||||||
Year ending | |||||||||||||||||
September 30, | |||||||||||||||||
2015 | $ | 426,000 | |||||||||||||||
2016 | 733,000 | ||||||||||||||||
2017 | 719,000 | ||||||||||||||||
2018 | 719,000 | ||||||||||||||||
2019 | 719,000 | ||||||||||||||||
Thereafter | 2,785,000 | ||||||||||||||||
Total | $ | 6,101,000 | |||||||||||||||
Gilman’s results of operations are included in the accompanying consolidated financial statements from October 15, 2013, the date of acquisition. The following pro forma consolidated results of operations have been prepared as if the acquisition occurred at October 1, 2013: | |||||||||||||||||
(Unaudited) | |||||||||||||||||
Six Month Period Ended | |||||||||||||||||
31-Mar-14 | |||||||||||||||||
Revenues | $ | 95,518,000 | |||||||||||||||
Net income attributable to common stockholders | $ | 3,881,000 | |||||||||||||||
Basic earnings per share | $ | 0.31 | |||||||||||||||
Diluted earnings per share | $ | 0.31 | |||||||||||||||
Weighted number of shares outstanding – basic | 12,339,219 | ||||||||||||||||
Weighted number of shares outstanding – Diluted | 12,490,219 | ||||||||||||||||
These pro forma amounts have been calculated after applying the Company’s accounting policies and adjusting the results to reflect, among other things, 1) additional amortization that would have been charged assuming the fair value adjustments to amortizable intangible assets after giving effect to measurement period adjustments (see Note 1), had been applied, 2) the shares issued by the Company to acquire Gilman, and 3) the decrease in interest expense related to Gilman’s liabilities paid by the Company. These pro forma results of operations have been prepared for comparative purposes only, and they do not purport to be indicative of the results of operations that actually would have resulted had the acquisition occurred on the date indicated or that may result in the future. |
Note_8_Accounts_Payable_and_Ac
Note 8 - Accounts Payable and Accrued Expenses | 6 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Payables and Accruals [Abstract] | |||||||||
Accounts Payable and Accrued Liabilities Disclosure [Text Block] | NOTE 8. ACCOUNTS PAYABLE AND ACCRUED EXPENSES | ||||||||
Accounts payable and accrued expenses as of March 31, 2015 and September 30, 2014 consist of the following: | |||||||||
March 31, | September 30, | ||||||||
2015 | 2014 | ||||||||
Federal and state income tax | $ | - | $ | 732,000 | |||||
Legal | 606,000 | 911,000 | |||||||
Audit | 274,000 | 294,000 | |||||||
Telecommunications | 246,000 | 240,000 | |||||||
Data services | 364,000 | 387,000 | |||||||
Regulatory | 624,000 | 838,000 | |||||||
Settlements | 349,000 | 440,000 | |||||||
Deferred rent | 91,000 | 160,000 | |||||||
Contingent consideration payable | 569,000 | - | |||||||
Other | 1,995,000 | 1,713,000 | |||||||
Total | $ | 5,118,000 | $ | 5,715,000 | |||||
Note_9_Per_Share_Data
Note 9 - Per Share Data | 6 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Earnings Per Share [Abstract] | |||||||||||||||||
Earnings Per Share [Text Block] | NOTE 9. PER SHARE DATA | ||||||||||||||||
Net Income per Common Share | |||||||||||||||||
Basic net income per share of common stock attributable to the Company is computed on the basis of the weighted average number of shares of common stock outstanding after giving effect to the 1 for 10 reverse stock split. Diluted net income per share is computed on the basis of such weighted average number of shares of common stock outstanding plus the dilutive effect of incremental shares of common stock potentially issuable under outstanding options, warrants and unvested restricted stock units utilizing the treasury stock method. | |||||||||||||||||
Three Month Period Ended | Six Month Period Ended | ||||||||||||||||
March 31, | March 31, | ||||||||||||||||
2015 | 2014 | 2015 | 2014 | ||||||||||||||
Numerator: | |||||||||||||||||
Net income | $ | 337,000 | $ | 3,560,000 | $ | 631,000 | $ | 4,519,000 | |||||||||
Denominator: | |||||||||||||||||
Denominator for basic earnings per share-weighted average shares | 12,446,365 | 12,324,689 | 12,446,365 | 12,150,330 | |||||||||||||
Effect of dilutive securities: | |||||||||||||||||
Options | 22,826 | 49,808 | 24,226 | 26,639 | |||||||||||||
Warrants | - | 3,449 | - | - | |||||||||||||
Unvested restricted stock units | 33,567 | 124,361 | 27,037 | 124,361 | |||||||||||||
Denominator for diluted earnings per share-adjusted weighted-average shares | 12,502,758 | 12,502,307 | 12,497,628 | 12,301,330 | |||||||||||||
Income per share: | |||||||||||||||||
Net income available to common stockholders | |||||||||||||||||
Basic | $ | 0.03 | $ | 0.29 | $ | 0.05 | $ | 0.37 | |||||||||
Diluted | $ | 0.03 | $ | 0.28 | $ | 0.05 | $ | 0.37 | |||||||||
The following potential common share equivalents are not included in the above diluted computation because to do so would be anti-dilutive: | |||||||||||||||||
Three and Six Month Period Ended March 31, | |||||||||||||||||
2015 | 2014 | ||||||||||||||||
Options | 1,128,000 | 1,203,361 | |||||||||||||||
Warrants | 89,676 | 89,676 | |||||||||||||||
1,217,676 | 1,293,037 | ||||||||||||||||
Note_10_Off_Balance_Sheet_Risk
Note 10 - Off Balance Sheet Risk and Concentration of Credit Risk | 6 Months Ended |
Mar. 31, 2015 | |
Risks and Uncertainties [Abstract] | |
Concentration Risk Disclosure [Text Block] | NOTE 10. OFF BALANCE SHEET RISK AND CONCENTRATION OF CREDIT RISK |
The Company is engaged in trading and providing a broad range of securities brokerage and investment services to a diverse group of retail and institutional clientele, as well as corporate finance and investment banking services to corporations and businesses. Counterparties to the Company’s business activities include broker-dealers and clearing organizations, banks and other financial institutions. The Company uses clearing brokers to process transactions and maintain customer accounts on a fee basis for the Company. The Company permits the clearing firms to extend credit to its clientele secured by cash and securities in the client’s account. The Company’s exposure to credit risk associated with the non-performance by its customers and counterparties in fulfilling their contractual obligations can be directly impacted by volatile or illiquid trading markets, which may impair the ability of customers and counterparties to satisfy their obligations to the Company. The Company has agreed to indemnify the clearing brokers for losses they incur while extending credit to the Company’s clients. It is the Company’s policy to review, periodically and as necessary, the credit standing of its customers and counterparties. Amounts due from customers that are considered uncollectible by the clearing broker are charged back to the Company by the clearing broker when such amounts become determinable. Upon notification of a charge back, such amounts, in total or in part, are then either (i) collected from the customers, (ii) charged to the broker initiating the transaction, and/or (iii) charged to operations, based on the particular facts and circumstances. | |
The Company maintains cash in bank deposits, which, at times, may exceed federally insured limits. In the event of a financial institution’s insolvency, the recovery of cash may be limited. The Company has not experienced and does not expect to experience losses on such accounts. | |
A short sale involves the sale of a security that is not owned in the expectation of purchasing the same security (or a security exchangeable into the same security) at a later date at a lower price. A short sale involves the risk of a theoretically unlimited increase in the market price of the security that would result in a theoretically unlimited loss. |
Note_11_New_Accounting_Guidanc
Note 11 - New Accounting Guidance | 6 Months Ended |
Mar. 31, 2015 | |
Disclosure Text Block [Abstract] | |
Description of New Accounting Pronouncements Not yet Adopted [Text Block] | NOTE 11. NEW ACCOUNTING GUIDANCE |
In July 2013, the FASB issued ASU 2013-11, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists. The update requires the netting of unrecognized tax benefits against a deferred tax asset for the loss or other carryforward that would apply in settlement of the uncertain tax positions. The new guidance was effective for the Company beginning October 1, 2014. The adoption did not have any impact on the Company’s financial statements. | |
In May 2014, the FASB issued an accounting standard update on revenue recognition. The new guidance creates a single, principle-based model for revenue recognition and expands and improves disclosures about revenue. The new guidance is effective for the Company beginning October 1, 2017, and must be adopted using either a full retrospective approach for all periods presented in the period of adoption or a modified retrospective approach. The Company is currently evaluating the potential impact of this standard on its financial position and results of operations. |
Note_12_Commitments_and_Contin
Note 12 - Commitments and Contingencies | 6 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
Commitments and Contingencies Disclosure [Abstract] | |||||||||||||
Commitments and Contingencies Disclosure [Text Block] | NOTE 12. COMMITMENTS AND CONTINGENCIES | ||||||||||||
Leases | |||||||||||||
As of March 31, 2015, the Company leases office space in various states expiring at various dates through August 2021, and is committed under operating leases for future minimum lease payments as follows: | |||||||||||||
Fiscal Year | Rental | Less, | Net | ||||||||||
Ending | Expense | Sublease | |||||||||||
Income | |||||||||||||
2015 | $ | 1,681,000 | $ | 68,000 | $ | 1,613,000 | |||||||
2016 | 2,807,000 | 136,000 | 2,671,000 | ||||||||||
2017 | 2,108,000 | 80,000 | 2,028,000 | ||||||||||
2018 | 1,461,000 | - | 1,461,000 | ||||||||||
2019 | 770,000 | - | 770,000 | ||||||||||
Thereafter | 1,360,000 | - | 1,360,000 | ||||||||||
$ | 10,187,000 | $ | 284,000 | $ | 9,903,000 | ||||||||
The total amount of rent payable under the leases is recognized on a straight line basis over the term of the leases. As of March 31, 2015 and September 30, 2014, the Company has recognized deferred rent payable of $91,000 and $160,000, respectively, which is included in “Accounts payable and other liabilities” on the condensed consolidated statement of financial condition. Rental expense under all operating leases for the six months ended March 31, 2015 and March 31, 2014 was $1,973,000 and $1,926,000 respectively. Sublease income under all operating subleases for the six months ended March 31, 2015 and 2014 was approximately $70,000 and $28,000 respectively. | |||||||||||||
Litigation and Regulatory Matters | |||||||||||||
The Company and its subsidiaries are defendants or respondents in various pending and threatened arbitrations, administrative proceedings, and lawsuits seeking compensatory damages of approximately $29,400,000. Many of these claimants also seek, in addition to compensatory damages, punitive or treble damages, and all seek interest, costs and fees. These matters arise in the normal course of business. The Company and its subsidiaries believe these actions are without merit and intend to vigorously defend themselves in these actions. The ultimate outcome of these matters cannot be determined at this time. | |||||||||||||
The Company establishes liabilities for potential losses from complaints, legal actions, government investigations and proceedings where the Company believes that it is probable that a liability has been incurred and the amount of loss can be reasonably estimated. In making these decisions, the Company bases its judgments on its knowledge of the situations, consultations with legal counsel and its historical experience in resolving similar matters. In many lawsuits, arbitrations and regulatory proceedings, it is not possible to determine whether a liability has been incurred or to estimate the amount of that liability until the matter is close to resolution. However, accruals are reviewed regularly and are adjusted to reflect the Company’s estimates of the impact of developments, rulings, advice of counsel and any other information pertinent to a particular matter. Because of the inherent difficulty in predicting the ultimate outcome of legal and regulatory actions, the Company cannot predict with certainty the eventual loss or range of loss related to such matters. These claims may be covered by our errors and omissions insurance policy. While the Company will vigorously defend itself in these matters, and will assert insurance coverage and indemnification to the maximum extent possible, there can be no assurance that these lawsuits and arbitrations will not have a material adverse impact on the Company's financial position. At March 31, 2015 and September 30, 2014, the Company accrued approximately $542,000 and $440,000, respectively, for legal fees and potential settlements for these matters, which are included in "Accounts payable and other liabilities" in the accompanying condensed consolidated statements of financial condition. The Company has included in "Professional fees" litigation and FINRA related expenses of $411,000 and $318,000 for the six months ended March 31, 2015 and 2014, respectively. |
Note_13_Related_Party_Transact
Note 13 - Related Party Transactions | 6 Months Ended |
Mar. 31, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | NOTE 13. RELATED PARTY TRANSACTIONS |
Robert B. Fagenson, the Company’s Chief Executive Officer and Executive Chairman of the Board of Directors, is a party to an Independent Contractor Agreement, dated February 27, 2012, with NSC, whereby in exchange for establishing and maintaining a branch office of NSC in New York City, (the “Branch”), Mr. Fagenson receives compensation equivalent to 50% of any net income earned at the Branch, which for the six months ended March 31, 2015 and 2014 amounted to compensation of $36,000 and $48,000 respectively. Additionally, Mr. Fagenson’s daughter, Stephanie Fagenson, is employed by NSC as Director of Corporate Access and receives an annual salary of $90,000 in fiscal 2015 and received an annual salary of $72,000 in fiscal 2014. |
Note_14_Net_Capital_Requiremen
Note 14 - Net Capital Requirements | 6 Months Ended |
Mar. 31, 2015 | |
Disclosure Text Block [Abstract] | |
Regulatory Capital Requirements under Banking Regulations [Text Block] | NOTE 14. NET CAPITAL REQUIREMENTS |
National Securities is subject to the Securities and Exchange Commission Uniform Net Capital Rule (Rule 15c3-1) (the Rule), which, among other things, requires the maintenance of minimum net capital. In February 2015, pursuant to a directive form FINRA, National Securities reverted back to using the alternative method of computing net capital from the aggregate indebtedness method. At March 31, 2015, National Securities had net capital of $7,165,930 which was $6,915,930 in excess of its required net capital of $250,000. National Securities claims exemption from the provisions of the SEC's Rule 15c3-3 pursuant to paragraph (k) (2) (ii) as it clears its customer transactions through its correspondent brokers on a fully disclosed basis. | |
vFinance Investments is subject to the Rule, which, among other things, requires the maintenance of minimum net capital and requires that the ratio of aggregate indebtedness to net capital, both as defined, shall not exceed 15 to 1. At March 31, 2015, vFinance Investments had net capital of $3,003,962 which was $2,003,962 in excess of its required net capital of $1,000,000. vFinance Investments percentage of aggregate indebtedness to net capital was 153.8%. vFinance Investments claims exemption from the provisions of the SEC's Rule 15c3-3 pursuant to paragraph (k) (2) (ii) as it clears its customer transactions through its correspondent brokers on a fully disclosed basis. | |
Advances, dividend payments and other equity withdrawals from its Broker-Dealer Subsidiaries are restricted by the regulations of the SEC, and other regulatory agencies. These regulatory restrictions may limit the amounts that a subsidiary may dividend or advance to the Company. |
Note_15_Stock_Based_Compensati
Note 15 - Stock Based Compensation | 6 Months Ended | |||||||||||||||||||
Mar. 31, 2015 | ||||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | NOTE 15. STOCK BASED COMPENSATION | |||||||||||||||||||
Restricted Stock Units | ||||||||||||||||||||
During the six months ended March 31, 2015 and 2014, the Company recorded stock based compensation expense of $109,000 and $119,000, respectively, related to restricted stock units. | ||||||||||||||||||||
A summary of the Company's non-vested restricted stock units for the six months ended March 31, 2015 is as follows: | ||||||||||||||||||||
Shares | Weighted | |||||||||||||||||||
Average | ||||||||||||||||||||
Grant Date | ||||||||||||||||||||
Fair Value per share * | ||||||||||||||||||||
Non-vested restricted stock units at October 1, 2014 | 57,790 | $ | 4.38 | |||||||||||||||||
Forfeited | (1,292 | ) | $ | 5.72 | ||||||||||||||||
Non-vested restricted stock units at March 31, 2015 | 56,498 | $ | 3.87 | |||||||||||||||||
*For independent advisors, the weighted average grant date fair value per share is calculated as the weighted average vesting date fair value, or if not vested, the value at the balance sheet date. | ||||||||||||||||||||
At March 31, 2015, there was $109,000 of unrecognized compensation expense related to unvested RSUs, which is expected to be recognized in 2015. | ||||||||||||||||||||
Stock Options | ||||||||||||||||||||
There was no stock option activity during the six months ended March 31, 2015. Information with respect to outstanding stock options at March 31, 2015 follows: | ||||||||||||||||||||
Outstanding Options | Weighted | Weighted Average Grant-Date Fair Value | Weighted | Aggregate | ||||||||||||||||
Average Exercise Price | Per Share | Average | Intrinsic | |||||||||||||||||
Per Share | Remaining | Value | ||||||||||||||||||
Contractual | ||||||||||||||||||||
Term | ||||||||||||||||||||
1,218,000 | $ | 6.4 | 1 | 4.2 | $ | 45,000 | ||||||||||||||
During the six months ended March 31, 2015 and 2014 the Company recognized compensation expense of $144,000 and $427,000, respectively related to stock options. As of March 31, 2015, the Company had approximately $41,000 of unamortized compensation costs related to non-vested options, which will be recognized in 2015. | ||||||||||||||||||||
Warrants | ||||||||||||||||||||
There were 89,676 warrants outstanding at March 31, 2015, all of which were exercisable, have an exercise price of $5.00 of which 25,000 expire in June 2015 and 64,676 expire in July 2015. |
Note_16_Income_Taxes
Note 16 - Income Taxes | 6 Months Ended |
Mar. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Tax Disclosure [Text Block] | NOTE 16. INCOME TAXES |
The Company files a consolidated federal income tax return and certain combined state and local income tax returns with its subsidiaries. Income tax expense amounted to $196,000 ($6,000 of current benefit and $202,000 of deferred expense) and $417,000 ($43,000 current expense and $374,000 deferred expense) for the three-month and six-month periods ended March 31, 2015, respectively and $134,000 and $241,000 for the three-month and six-month periods ended March 31, 2014, respectively. The tax expense for the three-month and six-month periods ended March 31, 2015 represents the estimated annual effective tax rate. The effective tax rate for the three-month and six-month periods ended March 31, 2014 differs from the statutory income tax rate, primarily due to utilization of net operating loss carryforwards for which valuation allowances had previously been provided. | |
At March 31, 2015, the Company had a net deferred tax asset of $11,551,000, principally comprised of net operating loss carryforwards. Management believes that is more likely than not that its deferred tax assets will be realized and, accordingly, has not provided a valuation allowance against such amount. |
Note_17_Segment_Information
Note 17 - Segment Information | 6 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Segment Reporting [Abstract] | |||||||||||||||||
Segment Reporting Disclosure [Text Block] | NOTE 17. SEGMENT INFORMATION | ||||||||||||||||
The Company has two reportable segments. The brokerage and advisory services segment includes broker-dealer and investment advisory services, sale of insurance products and licensed mortgage brokerage services provided by the Broker-Dealer Subsidiaries, NAM, National Insurance, Prime Financial and GC. The tax and accounting services segment includes tax preparation and accounting services provided by Gilman. | |||||||||||||||||
Corporate pre-tax loss consists of certain expenses that have not been allocated to reportable segments. | |||||||||||||||||
Segment information for the three months ended March 31, 2015 and 2014 is as follows: | |||||||||||||||||
Brokerage and Advisory Services | Tax and Accounting Services | Corporate | Total | ||||||||||||||
Three Months Ended March 31, | |||||||||||||||||
2015 | |||||||||||||||||
Revenues | $ | 39,163,000 | $ | 3,754,000 | $ | - | $ | 42,917,000 | |||||||||
Pre-tax income (loss) | 269,000 | 1,184,000 | (920,000 | ) | (a) | 533,000 | |||||||||||
Identifiable assets | 42,302,000 | 3,996,000 | 17,693,000 | (b) | 63,991,000 | ||||||||||||
Depreciation and amortization | 203,000 | 19,000 | 72,000 | 294,000 | |||||||||||||
Interest | 2,000 | - | - | 2,000 | |||||||||||||
Capital expenditures | 7,000 | - | - | 7,000 | |||||||||||||
2014 | |||||||||||||||||
Revenues | $ | 48,801,000 | $ | 3,932,000 | $ | - | $ | 52,733,000 | |||||||||
Pre-tax (loss) income | 3,542,000 | 1,427,000 | (1,275,000 | ) | (a) | 3,694,000 | |||||||||||
Identifiable assets | 28,951,000 | 18,700,000 | 1,433,000 | (c) | 49,084,000 | ||||||||||||
Depreciation and amortization | 110,000 | (42,000 | ) | 230,000 | 298,000 | ||||||||||||
Interest | 7,000 | 1,000 | - | 8,000 | |||||||||||||
Capital expenditures | 48,000 | - | - | 48,000 | |||||||||||||
Brokerage and Advisory Services | Tax and Accounting Services | Corporate | Total | ||||||||||||||
Six Months Ended March 31, | |||||||||||||||||
2015 | |||||||||||||||||
Revenues | $ | 79,603,000 | $ | 4,512,000 | $ | - | $ | 84,115,000 | |||||||||
Pre-tax income (loss) | 2,251,000 | 555,000 | (1,758,000 | ) | (a) | 1,048,000 | |||||||||||
Identifiable assets | 42,302,000 | 3,996,000 | 17,693,000 | (b) | 63,991,000 | ||||||||||||
Depreciation and amortization | 320,000 | 26,000 | 222,000 | 568,000 | |||||||||||||
Interest | 5,000 | 1,000 | - | 6,000 | |||||||||||||
Capital expenditures | 194,000 | 11,000 | 6,000 | 211,000 | |||||||||||||
2014 | |||||||||||||||||
Revenues | $ | 89,444,000 | $ | 4,470,000 | $ | - | $ | 93,914,000 | |||||||||
Pre-tax (loss) income | 6,465,000 | 521,000 | (2,226,000 | ) | (a) | 4,760,000 | |||||||||||
Identifiable assets | 28,951,000 | 18,700,000 | 1,433,000 | (c) | 49,084,000 | ||||||||||||
Depreciation and amortization | 216,000 | (82,000 | ) | 429,000 | 563,000 | ||||||||||||
Interest | 14,000 | 4,000 | 6,000 | 24,000 | |||||||||||||
Capital expenditures | 72,000 | - | - | 72,000 | |||||||||||||
(a) | Consists of executive salaries and other expenses not allocated to reportable segments by management. | ||||||||||||||||
(b) | Consists principally of deferred tax asset. | ||||||||||||||||
(c) | Consists of cash, intangibles and goodwill. | ||||||||||||||||
Accounting_Policies_by_Policy_
Accounting Policies, by Policy (Policies) | 6 Months Ended |
Mar. 31, 2015 | |
Accounting Policies [Abstract] | |
New Accounting Pronouncements, Policy [Policy Text Block] | In July 2013, the FASB issued ASU 2013-11, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists. The update requires the netting of unrecognized tax benefits against a deferred tax asset for the loss or other carryforward that would apply in settlement of the uncertain tax positions. The new guidance was effective for the Company beginning October 1, 2014. The adoption did not have any impact on the Company’s financial statements. |
In May 2014, the FASB issued an accounting standard update on revenue recognition. The new guidance creates a single, principle-based model for revenue recognition and expands and improves disclosures about revenue. The new guidance is effective for the Company beginning October 1, 2017, and must be adopted using either a full retrospective approach for all periods presented in the period of adoption or a modified retrospective approach. The Company is currently evaluating the potential impact of this standard on its financial position and results of operations. |
Note_1_Basis_of_Presentation_T
Note 1 - Basis of Presentation (Tables) | 6 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Disclosure Text Block [Abstract] | |||||||||||||||||
Schedule of Error Corrections and Prior Period Adjustments [Table Text Block] | For the Three Months Ended | For the Six Months Ended | |||||||||||||||
31-Mar-14 | 31-Mar-14 | ||||||||||||||||
As previously | As previously | ||||||||||||||||
Reported | As Revised | Reported | As Revised | ||||||||||||||
Total revenues | $ | 52,684,000 | $ | 52,733,000 | $ | 94,478,000 | $ | 93,914,000 | |||||||||
Total operating expenses | 49,314,000 | 49,039,000 | 90,311,000 | 89,154,000 | |||||||||||||
Income before income taxes | 3,370,000 | 3,694,000 | 4,167,000 | 4,760,000 | |||||||||||||
Income taxes | 134,000 | 134,000 | 241,000 | 241,000 | |||||||||||||
Net income | $ | 3,236,000 | $ | 3,560,000 | $ | 3,926,000 | $ | 4,519,000 | |||||||||
Net income per share attributable to common stockholders | |||||||||||||||||
Basic | $ | 0.26 | $ | 0.29 | $ | 0.32 | $ | 0.37 | |||||||||
Diluted | $ | 0.26 | $ | 0.28 | $ | 0.32 | $ | 0.37 |
Note_4_Forgivable_Loans_Receiv1
Note 4 - Forgivable Loans Receivable (Tables) | 6 Months Ended | ||||
Mar. 31, 2015 | |||||
Investments in and Advances to Affiliates, Schedule of Investments [Abstract] | |||||
Investments in and Advances to Affiliates [Table Text Block] | Balance, October 1, 2014 | $ | 662,000 | ||
Additions | 483,000 | ||||
Amortization | (149,000 | ) | |||
Repayments | (60,000 | ) | |||
Balance, March 31, 2015 | $ | 936,000 |
Note_5_Securities_Owned_and_Se1
Note 5 - Securities Owned and Securities Sold, But Not Yet Purchased at Fair Value (Tables) | 6 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Investment Holdings [Abstract] | |||||||||||||||||
Schedule of Securities Owned and Sold, Not yet Purchased, at Fair Value [Table Text Block] | As of March 31, 2015 | ||||||||||||||||
Securities owned at fair value | Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Corporate stocks | $ | 237,000 | - | - | $ | 237,000 | |||||||||||
Municipal bonds | 503,000 | - | - | 503,000 | |||||||||||||
Restricted stock and warrants | - | 174,000 | - | 174,000 | |||||||||||||
$ | 740,000 | $ | 174,000 | $ | - | $ | 914,000 | ||||||||||
Securities sold, not yet purchased at fair value | Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Municipal bonds | $ | 34,000 | $ | - | $ | - | $ | 34,000 | |||||||||
As of September 30, 2014 | |||||||||||||||||
Securities owned at fair value | Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Corporate stocks | $ | 256,000 | - | - | $ | 256,000 | |||||||||||
Municipal bonds | 696,000 | - | - | 696,000 | |||||||||||||
Restricted stock and warrants | - | 109,000 | - | 109,000 | |||||||||||||
$ | 952,000 | $ | 109,000 | $ | - | $ | 1,061,000 | ||||||||||
Securities sold, but not yet purchased at fair value | Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Corporate stocks | $ | 55,000 | - | - | $ | 55,000 |
Note_6_Fixed_Assets_Tables
Note 6 - Fixed Assets (Tables) | 6 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
Property, Plant and Equipment [Abstract] | |||||||||||||
Property, Plant and Equipment [Table Text Block] | March 31, | September 30, | Estimated Useful | ||||||||||
2015 | 2014 | Lives | |||||||||||
Equipment | $ | 526,000 | $ | 339,000 | 5 | ||||||||
Furniture and fixtures | 151,000 | 139,000 | 5 | ||||||||||
Leasehold improvements | 578,000 | 566,000 | Lesser of useful life or term of lease | ||||||||||
Capital leases (primarily composed of computer equipment) | 453,000 | 453,000 | 5 | ||||||||||
1,708,000 | 1,497,000 | ||||||||||||
Less accumulated depreciation and amortization | (904,000 | ) | (745,000 | ) | |||||||||
Fixed assets – net | $ | 804,000 | $ | 752,000 |
Note_7_Business_Combination_Ta
Note 7 - Business Combination (Tables) | 6 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Business Combinations [Abstract] | |||||||||||||||||
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | Assets | ||||||||||||||||
Current assets | $ | 4,833,000 | |||||||||||||||
Fixed assets | 482,000 | ||||||||||||||||
Other assets | 272,000 | ||||||||||||||||
Intangible assets | 8,350,000 | ||||||||||||||||
Goodwill | 6,531,000 | ||||||||||||||||
Total Assets | 20,468,000 | ||||||||||||||||
Liabilities | |||||||||||||||||
Current liabilities | 6,000,000 | ||||||||||||||||
Long-term liabilities | 5,628,000 | ||||||||||||||||
Total Liabilities | 11,628,000 | ||||||||||||||||
Purchase Price | $ | 8,840,000 | |||||||||||||||
Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination [Table Text Block] | Intangible asset | Fair Value | Accumulated Amortization | Carrying Value | Estimated | ||||||||||||
Useful Life | |||||||||||||||||
(years) | |||||||||||||||||
Customer relationships | $ | 6,969,000 | $ | 948,000 | $ | 6,021,000 | 7&10 | ||||||||||
Non-compete | 296,000 | 216,000 | 80,000 | 2 | |||||||||||||
Brands | 1,654,000 | - | 1,654,000 | Indefinite | |||||||||||||
$ | 8,919,000 | $ | 1,164,000 | $ | 7,755,000 | ||||||||||||
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | Year ending | ||||||||||||||||
September 30, | |||||||||||||||||
2015 | $ | 426,000 | |||||||||||||||
2016 | 733,000 | ||||||||||||||||
2017 | 719,000 | ||||||||||||||||
2018 | 719,000 | ||||||||||||||||
2019 | 719,000 | ||||||||||||||||
Thereafter | 2,785,000 | ||||||||||||||||
Total | $ | 6,101,000 | |||||||||||||||
Business Acquisition, Pro Forma Information [Table Text Block] | (Unaudited) | ||||||||||||||||
Six Month Period Ended | |||||||||||||||||
31-Mar-14 | |||||||||||||||||
Revenues | $ | 95,518,000 | |||||||||||||||
Net income attributable to common stockholders | $ | 3,881,000 | |||||||||||||||
Basic earnings per share | $ | 0.31 | |||||||||||||||
Diluted earnings per share | $ | 0.31 | |||||||||||||||
Weighted number of shares outstanding – basic | 12,339,219 | ||||||||||||||||
Weighted number of shares outstanding – Diluted | 12,490,219 |
Note_8_Accounts_Payable_and_Ac1
Note 8 - Accounts Payable and Accrued Expenses (Tables) | 6 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Payables and Accruals [Abstract] | |||||||||
Schedule of Accounts Payable and Accrued Liabilities [Table Text Block] | March 31, | September 30, | |||||||
2015 | 2014 | ||||||||
Federal and state income tax | $ | - | $ | 732,000 | |||||
Legal | 606,000 | 911,000 | |||||||
Audit | 274,000 | 294,000 | |||||||
Telecommunications | 246,000 | 240,000 | |||||||
Data services | 364,000 | 387,000 | |||||||
Regulatory | 624,000 | 838,000 | |||||||
Settlements | 349,000 | 440,000 | |||||||
Deferred rent | 91,000 | 160,000 | |||||||
Contingent consideration payable | 569,000 | - | |||||||
Other | 1,995,000 | 1,713,000 | |||||||
Total | $ | 5,118,000 | $ | 5,715,000 |
Note_9_Per_Share_Data_Tables
Note 9 - Per Share Data (Tables) | 6 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Earnings Per Share [Abstract] | |||||||||||||||||
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Three Month Period Ended | Six Month Period Ended | |||||||||||||||
March 31, | March 31, | ||||||||||||||||
2015 | 2014 | 2015 | 2014 | ||||||||||||||
Numerator: | |||||||||||||||||
Net income | $ | 337,000 | $ | 3,560,000 | $ | 631,000 | $ | 4,519,000 | |||||||||
Denominator: | |||||||||||||||||
Denominator for basic earnings per share-weighted average shares | 12,446,365 | 12,324,689 | 12,446,365 | 12,150,330 | |||||||||||||
Effect of dilutive securities: | |||||||||||||||||
Options | 22,826 | 49,808 | 24,226 | 26,639 | |||||||||||||
Warrants | - | 3,449 | - | - | |||||||||||||
Unvested restricted stock units | 33,567 | 124,361 | 27,037 | 124,361 | |||||||||||||
Denominator for diluted earnings per share-adjusted weighted-average shares | 12,502,758 | 12,502,307 | 12,497,628 | 12,301,330 | |||||||||||||
Income per share: | |||||||||||||||||
Net income available to common stockholders | |||||||||||||||||
Basic | $ | 0.03 | $ | 0.29 | $ | 0.05 | $ | 0.37 | |||||||||
Diluted | $ | 0.03 | $ | 0.28 | $ | 0.05 | $ | 0.37 | |||||||||
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | Three and Six Month Period Ended March 31, | ||||||||||||||||
2015 | 2014 | ||||||||||||||||
Options | 1,128,000 | 1,203,361 | |||||||||||||||
Warrants | 89,676 | 89,676 | |||||||||||||||
1,217,676 | 1,293,037 |
Note_12_Commitments_and_Contin1
Note 12 - Commitments and Contingencies (Tables) | 6 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
Commitments and Contingencies Disclosure [Abstract] | |||||||||||||
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | Fiscal Year | Rental | Less, | Net | |||||||||
Ending | Expense | Sublease | |||||||||||
Income | |||||||||||||
2015 | $ | 1,681,000 | $ | 68,000 | $ | 1,613,000 | |||||||
2016 | 2,807,000 | 136,000 | 2,671,000 | ||||||||||
2017 | 2,108,000 | 80,000 | 2,028,000 | ||||||||||
2018 | 1,461,000 | - | 1,461,000 | ||||||||||
2019 | 770,000 | - | 770,000 | ||||||||||
Thereafter | 1,360,000 | - | 1,360,000 | ||||||||||
$ | 10,187,000 | $ | 284,000 | $ | 9,903,000 |
Note_15_Stock_Based_Compensati1
Note 15 - Stock Based Compensation (Tables) | 6 Months Ended | |||||||||||||||||||
Mar. 31, 2015 | ||||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||||||||||||||||||
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity [Table Text Block] | Shares | Weighted | ||||||||||||||||||
Average | ||||||||||||||||||||
Grant Date | ||||||||||||||||||||
Fair Value per share * | ||||||||||||||||||||
Non-vested restricted stock units at October 1, 2014 | 57,790 | $ | 4.38 | |||||||||||||||||
Forfeited | (1,292 | ) | $ | 5.72 | ||||||||||||||||
Non-vested restricted stock units at March 31, 2015 | 56,498 | $ | 3.87 | |||||||||||||||||
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | Outstanding Options | Weighted | Weighted Average Grant-Date Fair Value | Weighted | Aggregate | |||||||||||||||
Average Exercise Price | Per Share | Average | Intrinsic | |||||||||||||||||
Per Share | Remaining | Value | ||||||||||||||||||
Contractual | ||||||||||||||||||||
Term | ||||||||||||||||||||
1,218,000 | $ | 6.4 | 1 | 4.2 | $ | 45,000 |
Note_17_Segment_Information_Ta
Note 17 - Segment Information (Tables) | 6 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Segment Reporting [Abstract] | |||||||||||||||||
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Brokerage and Advisory Services | Tax and Accounting Services | Corporate | Total | |||||||||||||
Three Months Ended March 31, | |||||||||||||||||
2015 | |||||||||||||||||
Revenues | $ | 39,163,000 | $ | 3,754,000 | $ | - | $ | 42,917,000 | |||||||||
Pre-tax income (loss) | 269,000 | 1,184,000 | (920,000 | ) | (a) | 533,000 | |||||||||||
Identifiable assets | 42,302,000 | 3,996,000 | 17,693,000 | (b) | 63,991,000 | ||||||||||||
Depreciation and amortization | 203,000 | 19,000 | 72,000 | 294,000 | |||||||||||||
Interest | 2,000 | - | - | 2,000 | |||||||||||||
Capital expenditures | 7,000 | - | - | 7,000 | |||||||||||||
2014 | |||||||||||||||||
Revenues | $ | 48,801,000 | $ | 3,932,000 | $ | - | $ | 52,733,000 | |||||||||
Pre-tax (loss) income | 3,542,000 | 1,427,000 | (1,275,000 | ) | (a) | 3,694,000 | |||||||||||
Identifiable assets | 28,951,000 | 18,700,000 | 1,433,000 | (c) | 49,084,000 | ||||||||||||
Depreciation and amortization | 110,000 | (42,000 | ) | 230,000 | 298,000 | ||||||||||||
Interest | 7,000 | 1,000 | - | 8,000 | |||||||||||||
Capital expenditures | 48,000 | - | - | 48,000 | |||||||||||||
Brokerage and Advisory Services | Tax and Accounting Services | Corporate | Total | ||||||||||||||
Six Months Ended March 31, | |||||||||||||||||
2015 | |||||||||||||||||
Revenues | $ | 79,603,000 | $ | 4,512,000 | $ | - | $ | 84,115,000 | |||||||||
Pre-tax income (loss) | 2,251,000 | 555,000 | (1,758,000 | ) | (a) | 1,048,000 | |||||||||||
Identifiable assets | 42,302,000 | 3,996,000 | 17,693,000 | (b) | 63,991,000 | ||||||||||||
Depreciation and amortization | 320,000 | 26,000 | 222,000 | 568,000 | |||||||||||||
Interest | 5,000 | 1,000 | - | 6,000 | |||||||||||||
Capital expenditures | 194,000 | 11,000 | 6,000 | 211,000 | |||||||||||||
2014 | |||||||||||||||||
Revenues | $ | 89,444,000 | $ | 4,470,000 | $ | - | $ | 93,914,000 | |||||||||
Pre-tax (loss) income | 6,465,000 | 521,000 | (2,226,000 | ) | (a) | 4,760,000 | |||||||||||
Identifiable assets | 28,951,000 | 18,700,000 | 1,433,000 | (c) | 49,084,000 | ||||||||||||
Depreciation and amortization | 216,000 | (82,000 | ) | 429,000 | 563,000 | ||||||||||||
Interest | 14,000 | 4,000 | 6,000 | 24,000 | |||||||||||||
Capital expenditures | 72,000 | - | - | 72,000 |
Note_1_Basis_of_Presentation_D
Note 1 - Basis of Presentation (Details) (USD $) | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||
Feb. 28, 2015 | Mar. 31, 2015 | Sep. 30, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | |
Reverse Stock Split [Member] | |||||
Note 1 - Basis of Presentation (Details) [Line Items] | |||||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 10 | 10 | |||
Gilman [Member] | |||||
Note 1 - Basis of Presentation (Details) [Line Items] | |||||
Goodwill, Purchase Accounting Adjustments | $2,066,000 | ||||
Increase (Decrease) in Intangible Assets, Current | $324,000 | $593,000 |
Note_1_Basis_of_Presentation_D1
Note 1 - Basis of Presentation (Details) - Prior Period Adjustments (USD $) | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 | |
Total revenues | $42,917,000 | $52,733,000 | $84,115,000 | $93,914,000 |
Total operating expenses | 42,384,000 | 49,039,000 | 83,067,000 | 89,154,000 |
Income before income taxes | 533,000 | 3,694,000 | 1,048,000 | 4,760,000 |
Income taxes | 196,000 | 134,000 | 417,000 | 241,000 |
Net income | 337,000 | 3,560,000 | 631,000 | 4,519,000 |
Basic (in Dollars per share) | $0.03 | $0.29 | $0.05 | $0.37 |
Diluted (in Dollars per share) | $0.03 | $0.28 | $0.05 | $0.37 |
Scenario, Previously Reported [Member] | ||||
Total revenues | 52,684,000 | 94,478,000 | ||
Total operating expenses | 49,314,000 | 90,311,000 | ||
Income before income taxes | 3,370,000 | 4,167,000 | ||
Income taxes | 134,000 | 241,000 | ||
Net income | $3,236,000 | $3,926,000 | ||
Basic (in Dollars per share) | $0.26 | $0.32 | ||
Diluted (in Dollars per share) | $0.26 | $0.32 |
Note_3_Receivables_from_Broker1
Note 3 - Receivables from Broker-Dealers and Clearing Organizations and Other Receivables (Details) (USD $) | Mar. 31, 2015 | Sep. 30, 2014 |
Due to and from Broker-Dealers and Clearing Organizations [Abstract] | ||
Receivables from Brokers-Dealers and Clearing Organizations | $3,632,000 | $4,985,000 |
Premiums and Other Receivables, Net | 4,277,000 | 3,998,000 |
Allowance for Doubtful Accounts Receivable, Current | $509,000 | $336,000 |
Note_4_Forgivable_Loans_Receiv2
Note 4 - Forgivable Loans Receivable (Details) (USD $) | 6 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Sep. 30, 2014 | |
Note 4 - Forgivable Loans Receivable (Details) [Line Items] | |||
Forgiveness of Loans | $149,000 | $105,000 | |
Loans Receivable [Member] | |||
Note 4 - Forgivable Loans Receivable (Details) [Line Items] | |||
Allowance for Doubtful Accounts Receivable | $0 | $0 | |
Maximum [Member] | |||
Note 4 - Forgivable Loans Receivable (Details) [Line Items] | |||
Notes Receivable,Interest Range | 9.00% |
Note_4_Forgivable_Loans_Receiv3
Note 4 - Forgivable Loans Receivable (Details) - Forgivable Loan Activity (USD $) | 6 Months Ended | |
Mar. 31, 2015 | Sep. 30, 2014 | |
Investments in and Advances to Affiliates [Line Items] | ||
Balance | $3,998,000 | |
Balance | 4,277,000 | 3,998,000 |
Advances to Registered Representatives [Member] | ||
Investments in and Advances to Affiliates [Line Items] | ||
Balance | 662,000 | |
Additions | 483,000 | |
Amortization | -149,000 | |
Repayments | -60,000 | |
Balance | $936,000 |
Note_5_Securities_Owned_and_Se2
Note 5 - Securities Owned and Securities Sold, But Not Yet Purchased at Fair Value (Details) - Fair Value Measurements (USD $) | Mar. 31, 2015 | Sep. 30, 2014 |
Security Owned and Sold, Not yet Purchased, at Fair Value [Line Items] | ||
Securities owned at fair value | $914,000 | $1,061,000 |
Corporate Stocks [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Security Owned and Sold, Not yet Purchased, at Fair Value [Line Items] | ||
Securities owned at fair value | 237,000 | 256,000 |
Corporate Stocks [Member] | ||
Security Owned and Sold, Not yet Purchased, at Fair Value [Line Items] | ||
Securities owned at fair value | 237,000 | 256,000 |
Municipal Bonds [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Security Owned and Sold, Not yet Purchased, at Fair Value [Line Items] | ||
Securities owned at fair value | 503,000 | 696,000 |
Municipal Bonds [Member] | ||
Security Owned and Sold, Not yet Purchased, at Fair Value [Line Items] | ||
Securities owned at fair value | 503,000 | 696,000 |
Restricted Stock [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Security Owned and Sold, Not yet Purchased, at Fair Value [Line Items] | ||
Securities owned at fair value | 174,000 | 109,000 |
Restricted Stock [Member] | ||
Security Owned and Sold, Not yet Purchased, at Fair Value [Line Items] | ||
Securities owned at fair value | 174,000 | 109,000 |
Fair Value, Inputs, Level 1 [Member] | Municipal Bonds [Member] | ||
Security Owned and Sold, Not yet Purchased, at Fair Value [Line Items] | ||
Securities sold, but not yet purchased at fair value | 34,000 | |
Fair Value, Inputs, Level 1 [Member] | Corporate Stocks [Member] | ||
Security Owned and Sold, Not yet Purchased, at Fair Value [Line Items] | ||
Securities sold, but not yet purchased at fair value | 55,000 | |
Fair Value, Inputs, Level 1 [Member] | ||
Security Owned and Sold, Not yet Purchased, at Fair Value [Line Items] | ||
Securities owned at fair value | 740,000 | 952,000 |
Fair Value, Inputs, Level 2 [Member] | ||
Security Owned and Sold, Not yet Purchased, at Fair Value [Line Items] | ||
Securities owned at fair value | 174,000 | 109,000 |
Municipal Bonds [Member] | ||
Security Owned and Sold, Not yet Purchased, at Fair Value [Line Items] | ||
Securities sold, but not yet purchased at fair value | 34,000 | |
Corporate Stocks [Member] | ||
Security Owned and Sold, Not yet Purchased, at Fair Value [Line Items] | ||
Securities sold, but not yet purchased at fair value | $55,000 |
Note_6_Fixed_Assets_Details
Note 6 - Fixed Assets (Details) (USD $) | 6 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation | $159,000 | $100,000 |
Note_6_Fixed_Assets_Details_Fi
Note 6 - Fixed Assets (Details) - Fixed Assets (USD $) | 6 Months Ended | |
Mar. 31, 2015 | Sep. 30, 2014 | |
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment | $1,708,000 | $1,497,000 |
Less accumulated depreciation and amortization | -904,000 | -745,000 |
Fixed assets b net | 804,000 | 752,000 |
Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment | 526,000 | 339,000 |
Estimated useful lives | 5 years | |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment | 151,000 | 139,000 |
Estimated useful lives | 5 years | |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment | 578,000 | 566,000 |
Estimated useful lives | ||
Assets Held under Capital Leases [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment | $453,000 | $453,000 |
Estimated useful lives | 5 years |
Note_7_Business_Combination_De
Note 7 - Business Combination (Details) (USD $) | 0 Months Ended | 6 Months Ended | 1 Months Ended | |
Oct. 15, 2013 | Mar. 31, 2015 | Mar. 31, 2014 | Feb. 28, 2015 | |
Note 7 - Business Combination (Details) [Line Items] | ||||
Business Combination, Contingent Consideration, Liability | $569,000 | |||
Proceeds from Issuance of Private Placement | 3,016,000 | |||
Amortization of Intangible Assets | 409,000 | 463,000 | ||
Private Placement [Member] | ||||
Note 7 - Business Combination (Details) [Line Items] | ||||
Sale of Stock, Number of Shares Issued in Transaction (in Shares) | 1,058,333 | |||
Customer Relationships [Member] | Certain Assets of a Tax Preparation and Accounting Business [Member] | ||||
Note 7 - Business Combination (Details) [Line Items] | ||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 7 years | |||
Certain Assets of a Tax Preparation and Accounting Business [Member] | ||||
Note 7 - Business Combination (Details) [Line Items] | ||||
Business Combination, Contingent Consideration, Liability | 569,000 | |||
Business Combination, Earn-out Period | 48 months | |||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | 640,000 | |||
Gilman Ciocia Inc [Member] | ||||
Note 7 - Business Combination (Details) [Line Items] | ||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares (in Shares) | 2,266,669 | |||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable | 8,840,000 | |||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | |||
Payments to Acquire Businesses, Gross | $5,400,000 |
Note_7_Business_Combination_De1
Note 7 - Business Combination (Details) - Assets Acquired and Liabilities Assumed (USD $) | Mar. 31, 2015 | Sep. 30, 2014 | Oct. 15, 2013 |
Note 7 - Business Combination (Details) - Assets Acquired and Liabilities Assumed [Line Items] | |||
Goodwill | $6,531,000 | $6,531,000 | |
Gilman Ciocia Inc [Member] | |||
Note 7 - Business Combination (Details) - Assets Acquired and Liabilities Assumed [Line Items] | |||
Current assets | 4,833,000 | ||
Fixed assets | 482,000 | ||
Other assets | 272,000 | ||
Intangible assets | 8,350,000 | ||
Goodwill | 6,531,000 | ||
Total Assets | 20,468,000 | ||
Current liabilities | 6,000,000 | ||
Long-term liabilities | 5,628,000 | ||
Total Liabilities | 11,628,000 | ||
Purchase Price | $8,840,000 |
Note_7_Business_Combination_De2
Note 7 - Business Combination (Details) - Intangible Assets Subject to Amortization (USD $) | 6 Months Ended |
Mar. 31, 2015 | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Fair Value | 8,919,000 |
Accumulated Amortization | 1,164,000 |
Carrying Value | 7,755,000 |
Customer Relationships [Member] | Minimum [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Estimated Useful Life (years) | 7 years |
Customer Relationships [Member] | Maximum [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Estimated Useful Life (years) | 10 years |
Customer Relationships [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Fair Value | 6,969,000 |
Accumulated Amortization | 948,000 |
Carrying Value | 6,021,000 |
Noncompete Agreements [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Fair Value | 296,000 |
Accumulated Amortization | 216,000 |
Carrying Value | 80,000 |
Estimated Useful Life (years) | 2 years |
Trademarks and Trade Names [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Fair Value | 1,654,000 |
Carrying Value | 1,654,000 |
Estimated Useful Life (years) |
Note_7_Business_Combination_De3
Note 7 - Business Combination (Details) - Intangible Assets Estimated Future Amortization Expense (USD $) | Mar. 31, 2015 |
Note 7 - Business Combination (Details) - Intangible Assets Estimated Future Amortization Expense [Line Items] | |
Total | $7,755,000 |
Gilman Ciocia Inc [Member] | |
Note 7 - Business Combination (Details) - Intangible Assets Estimated Future Amortization Expense [Line Items] | |
2015 | 426,000 |
2016 | 733,000 |
2017 | 719,000 |
2018 | 719,000 |
2019 | 719,000 |
Thereafter | 2,785,000 |
Total | $6,101,000 |
Note_7_Business_Combination_De4
Note 7 - Business Combination (Details) - Pro Forma Consolidated Results of Operations (Gilman Ciocia Inc [Member], USD $) | 6 Months Ended |
Mar. 31, 2014 | |
Gilman Ciocia Inc [Member] | |
Note 7 - Business Combination (Details) - Pro Forma Consolidated Results of Operations [Line Items] | |
Revenues | $95,518,000 |
Net income attributable to common stockholders | $3,881,000 |
Basic earnings per share | $0.31 |
Diluted earnings per share | $0.31 |
Weighted number of shares outstanding b basic | 12,339,219 |
Weighted number of shares outstanding b Diluted | 12,490,219 |
Note_8_Accounts_Payable_and_Ac2
Note 8 - Accounts Payable and Accrued Expenses (Details) - Accounts Payable and Accrued Expenses (USD $) | Mar. 31, 2015 | Sep. 30, 2014 |
Note 8 - Accounts Payable and Accrued Expenses (Details) - Accounts Payable and Accrued Expenses [Line Items] | ||
Federal and state income tax | $732,000 | |
Telecommunications | 246,000 | 240,000 |
Data services | 364,000 | 387,000 |
Regulatory | 624,000 | 838,000 |
Settlements | 349,000 | 440,000 |
Deferred rent | 91,000 | 160,000 |
Contingent consideration payable | 569,000 | |
Other | 1,995,000 | 1,713,000 |
Total | 5,118,000 | 5,715,000 |
Legal Fees [Member] | ||
Note 8 - Accounts Payable and Accrued Expenses (Details) - Accounts Payable and Accrued Expenses [Line Items] | ||
Professional Fees | 606,000 | 911,000 |
Audit Fees [Member] | ||
Note 8 - Accounts Payable and Accrued Expenses (Details) - Accounts Payable and Accrued Expenses [Line Items] | ||
Professional Fees | $274,000 | $294,000 |
Note_9_Per_Share_Data_Details
Note 9 - Per Share Data (Details) (Reverse Stock Split [Member]) | 1 Months Ended | 3 Months Ended |
Feb. 28, 2015 | Mar. 31, 2015 | |
Reverse Stock Split [Member] | ||
Note 9 - Per Share Data (Details) [Line Items] | ||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 10 | 10 |
Note_9_Per_Share_Data_Details_
Note 9 - Per Share Data (Details) - Basic Net Loss Per Share (USD $) | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 | |
Numerator: | ||||
Net income (in Dollars) | $337,000 | $3,560,000 | $631,000 | $4,519,000 |
Denominator: | ||||
Denominator for basic earnings per share-weighted average shares | 12,446,365 | 12,324,689 | 12,446,365 | 12,150,330 |
Denominator for diluted earnings per share-adjusted weighted-average shares | 12,502,758 | 12,502,307 | 12,497,628 | 12,301,330 |
Net income available to common stockholders | ||||
Basic (in Dollars per share) | $0.03 | $0.29 | $0.05 | $0.37 |
Diluted (in Dollars per share) | $0.03 | $0.28 | $0.05 | $0.37 |
Dilutive Options [Member] | ||||
Denominator: | ||||
Dilutive securities | 22,826 | 49,808 | 24,226 | 26,639 |
Warrant [Member] | ||||
Denominator: | ||||
Warrants | 3,449 | |||
Restricted Stock Units (RSUs) [Member] | ||||
Denominator: | ||||
Dilutive securities | 33,567 | 124,361 | 27,037 | 124,361 |
Note_9_Per_Share_Data_Details_1
Note 9 - Per Share Data (Details) - Anti-Dilutive Common Shares (Weighted Average [Member]) | 6 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities | 1,217,676 | 1,293,037 |
Equity Option [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities | 1,128,000 | 1,203,361 |
Warrant [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities | 89,676 | 89,676 |
Note_12_Commitments_and_Contin2
Note 12 - Commitments and Contingencies (Details) (USD $) | 6 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Sep. 30, 2014 | |
Note 12 - Commitments and Contingencies (Details) [Line Items] | |||
Deferred Rent Credit | $91,000 | $160,000 | |
Operating Leases, Rent Expense | 1,973,000 | 1,926,000 | |
Operating Leases, Income Statement, Sublease Revenue | 70,000 | 28,000 | |
Professional Fees1 [Member] | Pending and Threatend Litigation [Member] | |||
Note 12 - Commitments and Contingencies (Details) [Line Items] | |||
Legal Fees | 411,000 | 318,000 | |
Pending and Threatend Litigation [Member] | Accounts Payable and Accrued Liabilities [Member] | |||
Note 12 - Commitments and Contingencies (Details) [Line Items] | |||
Loss Contingency, Estimate of Possible Loss | 542,000 | 440,000 | |
Pending and Threatend Litigation [Member] | |||
Note 12 - Commitments and Contingencies (Details) [Line Items] | |||
Loss Contingency, Damages Sought, Value | 29,400,000 | ||
Accounts Payable and Accrued Liabilities [Member] | |||
Note 12 - Commitments and Contingencies (Details) [Line Items] | |||
Deferred Rent Credit | $91,000 | $160,000 |
Note_12_Commitments_and_Contin3
Note 12 - Commitments and Contingencies (Details) - Future Minimum Lease Payments (USD $) | Mar. 31, 2015 |
Note 12 - Commitments and Contingencies (Details) - Future Minimum Lease Payments [Line Items] | |
2015 | $68,000 |
2016 | 136,000 |
2017 | 80,000 |
284,000 | |
Gross Payments [Member] | |
Note 12 - Commitments and Contingencies (Details) - Future Minimum Lease Payments [Line Items] | |
2015 | 1,681,000 |
2016 | 2,807,000 |
2017 | 2,108,000 |
2018 | 1,461,000 |
2019 | 770,000 |
Thereafter | 1,360,000 |
10,187,000 | |
Net of Sublease Income [Member] | |
Note 12 - Commitments and Contingencies (Details) - Future Minimum Lease Payments [Line Items] | |
2015 | 1,613,000 |
2016 | 2,671,000 |
2017 | 2,028,000 |
2018 | 1,461,000 |
2019 | 770,000 |
Thereafter | 1,360,000 |
$9,903,000 |
Note_13_Related_Party_Transact1
Note 13 - Related Party Transactions (Details) (USD $) | 6 Months Ended | 12 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | Sep. 30, 2014 | |
Chief Executive Officer [Member] | Contractor Agreement [Member] | |||
Note 13 - Related Party Transactions (Details) [Line Items] | |||
Related Party Transaction, Rate | 50.00% | ||
Related Party Transaction, Amounts of Transaction | $36,000 | $48,000 | |
Immediate Family Member of Management or Principal Owner [Member] | Salary [Member] | |||
Note 13 - Related Party Transactions (Details) [Line Items] | |||
Related Party Transaction, Amounts of Transaction | $90,000 | $72,000 |
Note_14_Net_Capital_Requiremen1
Note 14 - Net Capital Requirements (Details) (USD $) | Mar. 31, 2015 |
National Securities [Member] | SEC Requirement [Member] | |
Note 14 - Net Capital Requirements (Details) [Line Items] | |
Minimum Net Capital Required | $250,000 |
National Securities [Member] | |
Note 14 - Net Capital Requirements (Details) [Line Items] | |
Net Capital | 7,165,930 |
Alternative Excess Net Capital | 6,915,930 |
vFinance Investments [Member] | Maximum [Member] | |
Note 14 - Net Capital Requirements (Details) [Line Items] | |
Ratio of Indebtedness to Net Capital | 15 |
vFinance Investments [Member] | SEC Requirement [Member] | |
Note 14 - Net Capital Requirements (Details) [Line Items] | |
Minimum Net Capital Required | 1,000,000 |
vFinance Investments [Member] | |
Note 14 - Net Capital Requirements (Details) [Line Items] | |
Net Capital | 3,003,962 |
Alternative Excess Net Capital | $2,003,962 |
Capital Required to be Well Capitalized to Risk Weighted Assets | 153.80% |
Note_15_Stock_Based_Compensati2
Note 15 - Stock Based Compensation (Details) (USD $) | 6 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Note 15 - Stock Based Compensation (Details) [Line Items] | ||
Class of Warrant or Right, Outstanding (in Shares) | 89,676 | |
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $5 | |
Expires June 2015 [Member] | ||
Note 15 - Stock Based Compensation (Details) [Line Items] | ||
Class of Warrant or Right, Outstanding (in Shares) | 25,000 | |
Expires July 2015 [Member] | ||
Note 15 - Stock Based Compensation (Details) [Line Items] | ||
Class of Warrant or Right, Outstanding (in Shares) | 64,676 | |
Restricted Stock Units (RSUs) [Member] | ||
Note 15 - Stock Based Compensation (Details) [Line Items] | ||
Allocated Share-based Compensation Expense | $109,000 | $119,000 |
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized (in Shares) | 109,000 | |
Employee Stock Option [Member] | ||
Note 15 - Stock Based Compensation (Details) [Line Items] | ||
Allocated Share-based Compensation Expense | 144,000 | 427,000 |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | $41,000 |
Note_15_Stock_Based_Compensati3
Note 15 - Stock Based Compensation (Details) - Nonvested Restricted Stock Unit Activity (USD $) | 6 Months Ended | |
Mar. 31, 2015 | ||
Nonvested Restricted Stock Unit Activity [Abstract] | ||
Non-vested restricted stock units, shares | 57,790 | |
Non-vested restricted stock units, weighted average grant due fair value | $4.38 | [1] |
Forfeited | -1,292 | |
Forfeited | $5.72 | [1] |
Non-vested restricted stock units, shares | 56,498 | |
Non-vested restricted stock units, weighted average grant due fair value | $3.87 | [1] |
[1] | For independent advisors, the weighted average grant date fair value per share is calculated as the weighted average vesting date fair value, or if not vested, the value at the balance sheet date. |
Note_15_Stock_Based_Compensati4
Note 15 - Stock Based Compensation (Details) - Stock Option Activity (USD $) | 6 Months Ended |
Mar. 31, 2015 | |
Stock Option Activity [Abstract] | |
(in Shares) | 1,218,000 |
$6.40 | |
$1 | |
4 years 73 days | |
(in Dollars) | $45,000 |
Note_16_Income_Taxes_Details
Note 16 - Income Taxes (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 | |
Income Tax Disclosure [Abstract] | ||||
Income Tax Expense (Benefit) | $196,000 | $134,000 | $417,000 | $241,000 |
Current Income Tax Expense (Benefit) | 6,000 | 43,000 | ||
Deferred Income Tax Expense (Benefit) | 202,000 | 374,000 | ||
Deferred Tax Assets, Net of Valuation Allowance | $11,551,000 | $11,551,000 |
Note_17_Segment_Information_De
Note 17 - Segment Information (Details) | 6 Months Ended |
Mar. 31, 2015 | |
Segment Reporting [Abstract] | |
Number of Reportable Segments | 2 |
Note_17_Segment_Information_De1
Note 17 - Segment Information (Details) - Segment Information (USD $) | 3 Months Ended | 6 Months Ended | |||||||
Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 | Sep. 30, 2014 | |||||
2015 | |||||||||
Revenues | $42,917,000 | $52,733,000 | $84,115,000 | $93,914,000 | |||||
Pre-tax income (loss) | 533,000 | 3,694,000 | 1,048,000 | 4,760,000 | |||||
Identifiable assets | 63,991,000 | 49,084,000 | 63,991,000 | 49,084,000 | 64,793,000 | ||||
Depreciation and amortization | 294,000 | 298,000 | 568,000 | 563,000 | |||||
Interest | 2,000 | 8,000 | 6,000 | 24,000 | |||||
Capital expenditures | 7,000 | 48,000 | 211,000 | 72,000 | |||||
Brokerage and Advisory Service [Member] | Operating Segments [Member] | |||||||||
2015 | |||||||||
Revenues | 39,163,000 | 48,801,000 | 79,603,000 | 89,444,000 | |||||
Pre-tax income (loss) | 269,000 | 3,542,000 | 2,251,000 | 6,465,000 | |||||
Identifiable assets | 42,302,000 | 28,951,000 | 42,302,000 | 28,951,000 | |||||
Depreciation and amortization | 203,000 | 110,000 | 320,000 | 216,000 | |||||
Interest | 2,000 | 7,000 | 5,000 | 14,000 | |||||
Capital expenditures | 7,000 | 48,000 | 194,000 | 72,000 | |||||
Tax and Accounting Services [Member] | Operating Segments [Member] | |||||||||
2015 | |||||||||
Revenues | 3,754,000 | 3,932,000 | 4,512,000 | 4,470,000 | |||||
Pre-tax income (loss) | 1,184,000 | 1,427,000 | 555,000 | 521,000 | |||||
Identifiable assets | 3,996,000 | 18,700,000 | 3,996,000 | 18,700,000 | |||||
Depreciation and amortization | 19,000 | -42,000 | 26,000 | -82,000 | |||||
Interest | 1,000 | 1,000 | 4,000 | ||||||
Capital expenditures | 11,000 | ||||||||
Corporate, Non-Segment [Member] | |||||||||
2015 | |||||||||
Pre-tax income (loss) | -920,000 | [1] | -1,275,000 | [1] | -1,758,000 | [1] | -2,226,000 | [1] | |
Identifiable assets | 17,693,000 | [2] | 1,433,000 | [3] | 17,693,000 | [2] | 1,433,000 | [3] | |
Depreciation and amortization | 72,000 | 230,000 | 222,000 | 429,000 | |||||
Interest | 6,000 | ||||||||
Capital expenditures | $6,000 | ||||||||
[1] | Consists of executive salaries and other expenses not allocated to reportable segments by management. | ||||||||
[2] | Consists principally of deferred tax asset. | ||||||||
[3] | Consists of cash, intangibles and goodwill. |