FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 (Mark one) [ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended December 29, 1995 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-9109 RAYMOND JAMES FINANCIAL, INC. (Exact name of registrant as specified in its charter) Florida No. 59-1517485 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 880 Carillon Parkway, St. Petersburg, Florida 33716 (Address of principal executive offices) (Zip Code) (813) 573-3800_______ (Registrant's telephone number, including area code) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No___ Indicate the number of shares outstanding of each of the registrant's classes of common stock, as of the close of the latest practicable date. 20,803,167 shares of Common Stock as of__February 5, 1996 RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES Form 10-Q for the Quarter Ended December 29, 1995 INDEX ----- PART I. FINANCIAL INFORMATION PAGE Item 1. Financial Statements Consolidated Statement of Financial Condition as of December 29, 1995 (unaudited) and September 29, 1995 2 Consolidated Statement of Operations (unaudited) for the three month period ended December 29, 1995 and December 30, 1994 3 Consolidated Statement of Cash Flows (unaudited) for the three months ended December 29, 1995 and December 30,1994 4 Notes to Consolidated Financial Statements (unaudited) 5-6 Item 2. Management's Financial Discussion and Analysis 7-9 PART II. OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K (a) Exhibit 11: Computation of Earnings Per Share 10 (b) Reports on Form 8-K: None All other items required in Part II have been previously filed or are not applicable for the quarter ended December 29, 1995. RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENT OF FINANCIAL CONDITION (in thousands, except share amounts) December 29, September 29, 1995 1995 ---------------------------- (Unaudited) ASSETS Cash and cash equivalents $ 101,739 $ 83,453 Securities purchased under agreements to resell 124,155 2,964 Assets segregated pursuant to Federal Regulations: Cash and cash equivalents 728 3,158 Securities purchased under agreements to resell 445,909 330,804 Short-term and other investments 19,038 34,017 Trading and investment account securities 64,176 74,815 Available for sale securities 150,705 114,941 Held to maturity securities - 11,210 Receivables: Brokerage customers 421,378 397,201 Stock borrowed 1,147,249 775,288 Brokers, dealers and clearing organizations 70,030 49,135 Other 23,790 24,886 Investment in leveraged lease 10,666 10,581 Property and equipment, net 39,456 40,946 Deferred income taxes 20,219 20,980 Prepaid expenses and other assets 39,917 38,336 -------------------------- $2,679,155 $2,012,715 ========================== LIABILITIES AND SHAREHOLDERS' EQUITY Mortgage note payable $ 13,042 $ 13,084 Payables: Brokerage customers 1,034,291 774,476 Stock loaned 1,145,191 785,784 Brokers, dealers and clearing organizations 18,536 17,542 Trade and other 69,392 58,721 Trading account securities sold but not yet purchased 52,368 17,377 Accrued compensation 57,312 73,367 Income taxes payable 10,879 6,171 -------------------------- 2,401,011 1,746,522 -------------------------- Commitments and contingencies Shareholders' equity: Preferred stock; $.10 par value; authorized 10,000,000 shares; issued and outstanding -0- shares - - Common stock; $.01 par value; authorized 50,000,000 shares; issued 21,777,271 shares 217 217 Additional paid-in capital 50,524 50,685 Unrealized gain on securities available for sale, net of deferred taxes 640 146 Retained earnings 241,610 231,029 -------------------------- 292,991 282,077 Less: 1,087,735 and 1,163,573 common shares in treasury, at cost (14,847) (15,884) -------------------------- 278,144 266,193 -------------------------- $2,679,155 $2,012,715 ========================== See Notes to Consolidated Financial Statements. RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENT OF OPERATIONS (UNAUDITED) (in thousands, except per share amounts) Three Months Ended December 29, December 30, 1995 1994 --------------------------- Revenues: Securities commissions $ 91,769 $ 71,596 Investment banking 11,085 5,426 Investment advisory fees 11,572 11,904 Interest 26,565 19,680 Correspondent clearing 876 944 Net trading and investment profits 2,779 596 Financial services fees 3,779 3,475 Other 3,601 2,091 ------------------------- 152,026 115,712 ------------------------- Expenses: Employee compensation 89,413 69,975 Communications 6,798 6,256 Occupancy and equipment 6,072 5,023 Clearing and floor brokerage 2,380 1,964 Interest 16,635 12,347 Business development 4,005 3,702 Other 6,398 3,932 ------------------------- 131,701 103,199 ------------------------- Income before provision for income taxes 20,325 12,513 Provision for income taxes 7,747 4,633 Minority interests in income (loss) of consolidated subsidiaries 37 (11) ------------------------- Net income $ 12,541 $ 7,891 ========================= Net income per share $ .60 $ .38 ========================= Cash dividends declared per share $ .095 $ .09 ========================= Average common and common equivalent shares outstanding 20,979 20,713 ========================= See Notes to Consolidated Financial Statements. RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED) (in thousands) Three Months Ended -------------------------- December 29, December 30, 1995 1994 --------------------------- Cash flows from operating activities: Net income $ 12,541 $ 7,891 ------------------------- Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 2,864 2,432 Increase (decrease) in assets: Short-term and other investments 14,979 (38,244) Securities available for sale & held to maturity (24,554) (99,456) Receivables: Brokerage customers (24,177) (27,598) Stock borrowed (371,961) 151,073 Brokers, dealers and clearing organizations (20,895) (7,858) Other 1,096 426 Trading and investment account securities, net 45,630 103,127 Deferred income taxes 761 (2,113) Prepaid expenses and other assets (1,666) (5,652) Increase (decrease) in liabilities: Payables: Brokerage customers 259,815 153,577 Stock loaned 359,407 (160,952) Brokers, dealers and clearing organizations 994 (1,264) Trade and other 10,671 2,190 Accrued compensation (16,055) (16,117) Income taxes payable 4,708 3,302 ------------------------- Total adjustments 241,617 56,873 ------------------------- Net cash provided by operating activities 254,158 64,764 ------------------------- Cash flows from investing activities: Additions to property and equipment, net (1,374) (3,547) ------------------------- Cash flows from financing activities: Repayments on mortgage note (42) (38) Issuance of common stock 876 720 Purchase of treasury stock - (3,280) Cash dividends on common stock (1,960) (1,841) Unrealized gain (loss) on securities available for sale, net 494 (456) ------------------------- Net cash used in financing activities (632) (4,895) ------------------------- Net increase in cash and cash equivalents 252,152 56,322 Cash and cash equivalents at beginning of period 420,379 227,198 ------------------------ Cash and cash equivalents at end of period $672,531 $283,520 ======================== Supplemental disclosures of cash flow information: Cash paid for interest $ 19,699 $ 11,875 Cash paid for taxes $ 2,279 $ 3,148 See Notes to Consolidated Financial Statements. RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) DECEMBER 29, 1995 Basis of Consolidation The consolidated financial statements include the accounts of Raymond James Financial, Inc. and its consolidated subsidiaries (the "Company"). All material intercompany balances and transactions have been eliminated in consolidation. These statements reflect all adjustments which are, in the opinion of management, necessary for a fair presentation of the results for the interim periods presented. All such adjustments made are of a normal recurring nature. The nature of the Company's business is such that the results of any interim period are not necessarily indicative of results for a full year. Commitments and Contingencies At December 29, 1995 Raymond James & Associates, Inc. had $5,384,000 of government securities held as deposits by the Options Clearing Corporation, an amount sufficient to cover unsettled options at that date. In connection with certain limited partnerships syndicated by Raymond James & Associates, Inc., the Company is contingently liable as guarantor of certain loans totaling $385,000 at December 29, 1995. In connection with the early payoff of its $5.8 million loan to Cumberland Healthcare Fund, L.P. I-A, the Company has a commitment to relend up to $5 million upon request through October 1, 1996. No use of this facility is currently anticipated. The Company has committed to lend up to, or guarantee other debt for, Gateway Tax Credit funds ("Gateway") up to $6 million upon request. The borrowings would be secured by properties under development. The commitment expires on November 30, 1997 at which time any outstanding balances would be due and payable. The Company is a defendant or co-defendant in various lawsuits incidental to its securities business. The Company is contesting the allegations in these cases and believes that there are meritorious defenses in each of these lawsuits. In view of the number and diversity of claims against the Company, the number of jurisdictions in which litigation is pending and the inherent difficulty of predicting the outcome of litigation and other claims, the Company cannot state with certainty what the eventual outcome of pending litigation or other claims will be. In the opinion of management, based on discussions with counsel, the outcome of these matters will not result in a material adverse effect on the financial position or results of operations. Capital Transactions The Company's Board of Directors has, from time to time, adopted resolutions authorizing the Company to repurchase its common stock for the funding of its incentive stock option and stock purchase plans and other corporate purposes. As of December 29, 1995, management has Board authorization to purchase up to 999,000 shares. At their meeting on November 14, 1995, the Board of Directors of the Company increased the quarterly cash dividend from $.09 to $.095 per share for fiscal 1996. Net Capital Requirements The broker-dealer subsidiaries of the Company are subject to the requirements of Rule 15c3-1 under the Securities Exchange Act of 1934. This rule requires that aggregate indebtedness, as defined, not exceed fifteen times net capital, as defined. Rule 15c3-1 also provides for an "alternative net capital requirement" which, if elected, requires that net capital be equal to the greater of $250,000 or two percent of aggregate debit items computed in applying the formula for determination of reserve requirements. The New York Stock Exchange may require a member organization to reduce its business if its net capital is less than four percent of aggregate debit items and may prohibit a member firm from expanding its business and declaring cash dividends if its net capital is less than five percent of aggregate debit items. The net capital positions of the Company's broker-dealer subsidiaries at December 29, 1995 were as follows (dollar amounts in thousands): Raymond James & Associates, Inc.: (alternative method elected) Net capital as a percent of aggregate debit items 21.00% Net capital $96,048 Required net capital $ 9,150 Investment Management & Research, Inc.: Ratio of aggregate indebtedness to net capital 1.15 Net capital $ 4,944 Required net capital $ 379 Robert Thomas Securities, Inc.: Ratio of aggregate indebtedness to net capital 2.30 Net capital $ 2,153 Required net capital $ 330 MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS General Overall market activity remained vibrant during the latest quarter as both equity and fixed income markets continued their ascent, albeit at a somewhat slower rate than in the previous two quarters. Substantially all of the Company's business lines turned in strong results for the period, particularly when compared to the relatively mediocre market conditions in the same quarter of the prior year. Results of Operations - Three months ended December 29, 1995 compared with three months ended December 30, 1994. Total revenues of $152,026,000 were the Company's second highest ever, trailing only the immediately preceding quarter, representing a 31% increase over last year's $115,712,000. Reflecting a relatively healthy after-tax margin of 8.25%, net income increased 59% to $12,541,000 from last year's $7,891,000. The 28% growth in securities commissions was primarily attributable to the heightened client activity associated with a rapidly rising stock market. Further, the Company's sales force grew by approximately 6% during the year. Investment banking revenues more than doubled as the Company managed or co-managed more deals (11 versus 8) and larger deals ($58 million versus $31 million average) than in the prior year. Investment advisory fees declined slightly due to the prior year's inclusion of fees related to $4.3 billion of institutional growth equity accounts which were transferred to Liberty Investment Management, Inc. ("Liberty") as of January 1, 1995. Subsequent to the transfer, the Company receives 50% of the fee revenues received by Liberty from these accounts for the five year period ending December 31, 1999. Net of the impact of this transfer, investment advisory fees grew by 16%, reflecting the net growth of the various asset management programs as shown below: December 29, December 30, % Increase 1995 1994 (Decrease) ------------------------------------------ Assets Under Management (000's): Eagle Asset Management, Inc. $ 1,973,000 $ 6,035,000 (67%) Heritage Family of Mutual Funds 1,932,000 1,399,000 38% Investment Advisory Services 869,000 750,000 16% Awad & Associates Asset Management358,000 204,000 75% Focus Investment Advisors - 48,000 (100%) Carillon Asset Management 64,000 88,000 (27%) ------------------------------------------ Subtotal $ 5,196,000 $ 8,524,000 (39%) Liberty Investment Management, Inc. 4,806,000 - 100% ------------------------------------------ Total Financial Assets Under Management $ 10,002,000 $ 8,524,000 17% ========================================== Real Estate Assets Under Management $ 1,185,000 $ 652,000 82% ========================================== Principal trading profits returned to a more normal level as contrasted to the prior year figure which was depressed by negative fixed income results. The current quarter was also augmented by trading profits generated by the Company's recently acquired specialist operations on three regional exchanges. Net interest income of $9,930,000 established a sixth consecutive quarterly record. Growth of customer deposit balances, in both brokerage and banking subsidiaries, has significantly exceeded budgeted amounts. The jump in other revenues primarily represents an increase in floor brokerage revenues as a result of much higher trading volumes on the exchanges. The increase in employee compensation was due to a proportionate increase in commission expense as a function of commission revenues and an increase in incentive compensation accruals which are related to departmental and firm-wide profitability. Administrative compensation increased only 7% over the prior year quarter. Comparative communications, occupancy and business development costs reflect overall business growth. The rise in other expenses encompasses higher legal and bad debt accruals, as well as normal corporate growth in numerous categories. Financial Condition The Company's balance sheet has increased significantly since fiscal year end, the combined result of increased matched-book stock loan program balances and increased customer cash balances, particularly in the credit interest program. The increase in customer cash balances is reflected as an increased brokerage customer payable and results in a corresponding increase in cash segregated pursuant to Federal Regulations. Liquidity and Capital Resources Net cash provided by operating activities for the quarter was $254,158,000. The primary source of this increase was the aforementioned increased customer cash balances. Investing and financing activities used $2,006,000 during the quarter, the primary uses being the payment of cash dividends and purchases of property and equipment. The Company has long-term debt in the amount of $13,042,000 in the form of a mortgage on the first of its two current headquarters buildings. The second building was constructed using internally generated funds. The Company has two committed lines of credit. During 1995, the parent company obtained an unsecured $50 million line for general corporate purposes. In addition, a $50 million line was established to finance Raymond James Credit Corporation, a Regulation G subsidiary organized to provide loans collateralized by restricted or control shares of public companies. In addition, Raymond James & Associates, Inc. has uncommitted lines of credit aggregating $255,000,000. The Company's broker-dealer subsidiaries are subject to requirements of the Securities and Exchange Commission relating to liquidity and capital standards (see Notes to Consolidated Financial Statements). Effects of Inflation The Company's assets are primarily liquid in nature and are not significantly affected by inflation. Management believes that the changes in replacement cost of property and equipment would not materially affect operating results. However, the rate of inflation affects the Company's expenses, including employee compensation, communications and occupancy, which may not be readily recoverable through charges for services provided by the Company. EXHIBIT 11 RAYMOND JAMES FINANCIAL, INC. COMPUTATION OF EARNINGS PER SHARE (in thousands, except per share amounts) Three Months Ended December 29, December 30, 1995 1994 --------------------------- Net income $ 12,541 $ 7,891 =========================== Average number of common shares and equivalents outstanding during the period 20,639 20,472 Additional shares assuming exercise of stock options (1) 340 241 --------------------------- Average number of common shares used to calculate earnings per share 20,979 20,713 =========================== Net income per share $ .60 $ .38 =========================== (1) Represents the number of shares of common stock issuable on the exercise of dilutive employee stock options less the number of shares of common stock which could have been purchased with the proceeds from the exercise of such options. These purchases were assumed to have been made at the average market price of the common stock during the period, or that part of the period for which the option was outstanding. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. RAYMOND JAMES FINANCIAL, INC. (Registrant) Date: February 9, 1996 /s/ THOMAS A. JAMES_______ Thomas A. James Chairman and Chief Executive Officer /s/ JEFFREY P. JULIEN______ Jeffrey P. Julien Vice President - Finance and Chief Financial Officer