broadridge-among-fortune-magazine’s-2022-‘world’s-most-admired-companies’

Broadridge Among FORTUNE Magazine’s 2022 ‘World’s Most Admired Companies’

 

FORTUNE® magazine has again named Broadridge Financial Solutions, Inc. (NYSE: BR) to its list of the World’s Most Admired Companies in the financial data services industry. The FORTUNE list, considered one of the leading measures of corporate reputation among the world’s largest companies, rates firms on a range of criteria from investment value to global competitiveness and innovation.

Broadridge is a Fintech leader that provides industry solutions to capital markets firms, wealth and asset managers, and corporate issuers globally. Broadridge helps clients drive growth by improving client engagement, optimizing efficiency, and navigating risk.

“We are honored to again receive this recognition, which underscores the important role that Broadridge’s technology and people play in powering the critical infrastructure behind investing, governance, and communications,” said Tim Gokey, Broadridge’s Chief Executive Officer. “It is even more meaningful to be recognized in this difficult period that has tested the global financial services industry. The pandemic continues to accelerate the long-term trends around next generation mutualization, resiliency, and digital transformation. We remain focused on investing to support our clients with next-generation technology and innovation, supported by our client-first culture.”

Broadridge is recognized by numerous industry organizations for its innovative technology solutions and capabilities – including being listed on the Chartis RiskTech100 and IDC FinTech Rankings for seven consecutive years, being recognized in the 2021 Customer Communications Management to Customer Experience Management Service Provider Aspire Leaderboard™, and winning the Best Distributed-Ledger Technology Provider from WatersTechnology in 2021. These accolades exemplify Broadridge’s ability to be at the forefront of emerging technology and its consistency providing innovative solutions to the financial services industry.

Broadridge is also frequently recognized by industry organizations for its employer leadership. The company has been certified as a Great Place to Work in the United StatesCanada and India and has been recognized as one of the “Best Places to Work for LGBT Equality” for ten consecutive years. Additionally, Broadridge has been recognized by The New York State Society of Human Resource Management as a Best Companies to Work For in the State of New York for 14 years.

broadridge-reports-second-quarter-fiscal-2022-results

Broadridge Reports Second Quarter Fiscal 2022 Results

 

Broadridge Financial Solutions, Inc. (NYSE:BR) today reported financial results for the second quarter ended December 31, 2021 of its fiscal year 2022. Results compared with the same period last year were as follows:

Summary Financial Results

Second Quarter

Six Months

Dollars in millions, except per share data

2022

2021

Change

2022

2021

Change

Recurring fee revenues

$798

$673

19%

$1,548

$1,322

17%

Total revenues

$1,260

$1,055

19%

$2,452

$2,072

18%

Operating income

69

79

(13%)

172

158

9%

     Margin

5.5%

7.5%

7.0%

7.6%

Adjusted Operating income – Non-GAAP

141

119

19%

318

269

18%

     Margin

11.2%

11.2%

12.9%

13.0%

Diluted EPS

$0.40

$0.48

(17%)

$0.97

$1.04

(7%)

Adjusted EPS – Non-GAAP

$0.82

$0.73

12%

$1.89

$1.70

11%

Closed sales

$83

$44

87%

$113

$76

48%

“Broadridge delivered another strong quarter, with 19% recurring fee revenues growth and 12% growth in Adjusted EPS,” said Tim Gokey, Broadridge’s CEO. “We are continuing to execute against our long-term growth plan across Governance, Capital Markets and Wealth & Investment Management.”

“Our strong performance is enabling Broadridge to deliver steady and consistent earnings growth and further increase our long-term investments. We expect to deliver at the high end of our 12-15% recurring fee revenues growth guidance and are reaffirming our guidance for Adjusted EPS growth of 11-15%,” Mr. Gokey continued.

“Broadridge remains well positioned to deliver on the higher end of our three-year growth objectives,” he concluded.

Fiscal Year 2022 Financial Guidance

Prior FY’22 Guidance

Updates / Changes

Recurring fee revenues growth

12-15%

High end

Adjusted Operating income margin – Non-GAAP

~19%

~18.5%

Adjusted earnings per share growth – Non-GAAP

11 – 15%

No change

Closed sales

$240 – 280M

No change

Financial Results for Second Quarter Fiscal Year 2022 compared to Second Quarter Fiscal Year 2021

  • Total revenues increased 19% to $1,260 million from $1,055 million in the prior year period.
    • Recurring fee revenues increased 19% to $798 million from $673 million. The increase was driven by 6pts of net new business and 4pts of internal growth. Growth from acquisitions was 9pts, most notably from our recent Itiviti acquisition which closed in May 2021.
    • Event-driven fee revenues increased $20 million, or 44%, to $65 million, primarily due to increased mutual fund proxy activity and mutual fund communications.
    • Distribution revenues increased $58 million, or 17%, to $401 million, primarily due to the increase in customer communications mailings and the recent postage rate increase.
  • Operating income was $69 million, a decrease of $11 million, or 13%. Operating income margin decreased to 5.5%, compared to 7.5% for the prior year period due to higher amortization expense from acquired intangible assets, an increase in low-margin distribution revenues, growth investments and other expenses more than offsetting growth in recurring and event-driven fee revenues.
    • Adjusted Operating income was $141 million, an increase of $22 million, or 19%. The increase was driven by higher recurring fee revenues, including from the acquisition of Itiviti, and event-driven fee revenues, partially offset by growth investments and other expenses. Adjusted Operating income margin was 11.2% compared to 11.2% for the prior year period. The increase in distribution revenues negatively impacted margins by 70 basis points.
  • Interest expense, net was $21 million, an increase of $10 million, driven by higher average debt outstanding resulting from the fourth quarter fiscal year 2021 acquisition of Itiviti.
  • The effective tax rate was 9.1% compared to 18.9% in the prior year period. The decrease in the effective tax rate was driven by higher total discrete tax items.
  • Net earnings decreased 16% to $47 million and Adjusted Net earnings increased 13% to $97 million.
    • Diluted earnings per share decreased 17% to $0.40, compared to $0.48 in the prior year period, and Adjusted earnings per share increased 12% to $0.82, compared to $0.73 in the prior year period.

Segment and Other Results for Second Quarter Fiscal Year 2022 compared to Second Quarter Fiscal Year 2021

Investor Communication Solutions (“ICS”)

  • ICS total revenues were $893 million, an increase of $117 million, or 15%.
    • Recurring fee revenues increased $40 million, or 10%, to $427 million. The increase was attributable to 6pts of revenue from net new business and 4pts of revenue from internal growth. Internal growth benefited from higher volumes of mutual fund and exchange-traded fund communications.
    • Event-driven fee revenues increased $20 million, or 44%, to $65 million, primarily due to increased mutual fund proxy activity and mutual fund communications.
    • Distribution revenues increased $58 million, or 17%, to $401 million primarily from an increase in customer communication mailings and the recent postage rate increase.
  • ICS earnings before income taxes were $59 million, an increase of $18 million, or 44%. The earnings increase was due to an increase in Recurring fee revenues and Event-driven fee revenues. Pre-tax margins increased to 6.6% from 5.3%. Amortization expense from acquired intangibles decreased to $16 million in the second quarter of fiscal year 2022 from $22 million in the prior period.

Global Technology and Operations (“GTO”)

  • GTO Recurring fee revenues were $371 million, an increase of $85 million, or 30%, driven primarily by 22pts of growth from recent acquisitions, primarily Itiviti, as well as 8pts of organic growth from onboarding of new clients and higher license revenues.
  • GTO earnings before income taxes were $34 million, a decrease of $14 million, or 29%. The earnings decrease was driven by increased amortization of acquired intangibles and increased expenditures to implement and support new business, partially offset by contribution from higher recurring fee revenues. Pre-tax margins decreased to 9.3% from 17.0%. Amortization expense from acquired intangibles increased to $48 million in the second quarter of fiscal year 2022 from $11 million in the prior year period primarily as a result of the Itiviti acquisition.

Other

  • Other loss before income tax increased to $40 million from $17 million in the prior year period, primarily due to higher interest expense and higher spend on technology and other initiatives.

Financial Results for the Six Months Fiscal Year 2022 compared to the Six Months Fiscal Year 2021

  • Total revenues increased 18% to $2,452 million from $2,072 million in the prior year period.
    • Recurring fee revenues increased 17% to $1,548 million from $1,322 million. The increase was driven by 5pts of net new business and 3pts of internal growth. Growth from acquisitions was 9pts, most notably from our recent Itiviti acquisition which closed in May 2021.
    • Event-driven fee revenues increased $51 million, or 57%, to $141 million, primarily due to increased mutual fund proxy activity.
    • Distribution revenues increased $93 million, or 14%, to $768 million, primarily due to the increase in customer communications mailings and the recent postage rate increase.
  • Operating income was $172 million, an increase of $14 million, or 9%. Operating income margin decreased to 7.0%, compared to 7.6% for the prior year period due to higher amortization expense from acquired intangible assets, an increase in low-margin distribution revenues, growth investments and other expenses more than offsetting growth in recurring and event-driven fee revenues and the absence of the real estate realignment charge that occurred in the prior year period.
    • Adjusted Operating income was $318 million, an increase of $48 million, or 18%. The increase was driven by higher recurring revenues, including from the acquisition of Itiviti, and event-driven fee revenues, partially offset by growth investments and other expenses. Adjusted Operating income margin was 12.9% compared to 13.0% for the prior year period. The increase in distribution revenues negatively impacted margins by 50 basis points.
  • Interest expense, net was $44 million, an increase of $18 million, driven by higher average debt outstanding resulting from the fourth quarter fiscal year 2021 acquisition of Itiviti.
  • The effective tax rate was 12.1% compared to 14.6% in the prior year period. The decrease in the effective tax rate was driven by higher total discrete tax items.
  • Net earnings decreased 6% to $114 million and Adjusted Net earnings increased 12% to $224 million.
    • Diluted earnings per share decreased 7% to $0.97, compared to $1.04 in the prior year period, and Adjusted earnings per share increased 11% to $1.89, compared to $1.70 in the prior year period.

Segment and Other Results for the Six Months Fiscal Year 2022 compared to the Six Months Fiscal Year 2021

ICS

  • ICS total revenues were $1,747 million, an increase of $225 million, or 15%.
    • Recurring fee revenues increased $81 million, or 11%, to $837 million. The increase was attributable to 6pts of revenue from net new business and 5pts of revenue from internal growth. Internal growth benefited from higher volumes of mutual fund and exchange-traded fund communications and equity proxies.
    • Event-driven fee revenues increased $51 million, or 57%, to $141 million, primarily due to increased mutual fund proxy activity.
    • Distribution revenues increased $93 million, or 14%, to $768 million primarily due to an increase in customer communication mailings and the recent postage rate increase.
  • ICS earnings before income taxes were $141 million, an increase of $48 million, or 51%. The earnings increase was due to an increase in Recurring fee revenues and Event-driven fee revenues. Pre-tax margins increased to 8.1% from 6.1%. Amortization expense from acquired intangibles decreased to $37 million in the first six months of fiscal year 2022 from $44 million in the prior period.

GTO

  • GTO Recurring fee revenues were $711 million, an increase of $145 million, or 26%, driven primarily by 21pts of growth from recent acquisitions, primarily Itiviti, as well as 5pts of organic growth mainly from onboarding of new clients.
  • GTO earnings before income taxes were $53 million, a decrease of $65 million, or 55%. The earnings decrease was driven by increased amortization of acquired intangibles and increased expenditures to implement and support new business, partially offset by contribution from higher recurring fee revenues. Pre-tax margins decreased to 7.5% from 20.9%. Amortization expense from acquired intangibles increased to $96 million in the first six months of fiscal year 2022 from $21 million in the prior year period primarily as a result of the Itiviti acquisition.

Other

  • Other loss before income tax improved to $61 million from $63 million in the prior year period, primarily due to the absence of the $32 million real estate realignment charge that occurred in the prior year period, partially offset by higher interest expense due to an increase in average debt outstanding and higher spend on technology and other initiatives.

Earnings Conference Call

An analyst conference call will be held today, February 1, 2022 at 8:30 a.m. ET. A live webcast of the call will be available to the public on a listen-only basis. To listen to the live event and access the slide presentation, visit Broadridge’s Investor Relations website at www.broadridge-ir.com prior to the start of the webcast. To listen to the call, investors may also dial 1-877-328-2502 within the United States and international callers may dial 1-412-317-5419.

A replay of the webcast will be available and can be accessed in the same manner as the live webcast at the Broadridge Investor Relations site. Through February 8, 2022, the recording will also be available by dialing 1-877-344-7529 within the United States or 1-412-317-0088 for international callers, using passcode 2652304 for either dial-in number.

Explanation and Reconciliation of the Company’s Use of Non-GAAP Financial Measures 

The Company’s results in this press release are presented in accordance with U.S. GAAP except where otherwise noted. In certain circumstances, results have been presented that are not generally accepted accounting principles measures (“Non-GAAP”). These Non-GAAP measures are Adjusted Operating income, Adjusted Operating income margin, Adjusted Net earnings, Adjusted earnings per share, and Free cash flow. These Non-GAAP financial measures should be viewed in addition to, and not as a substitute for, the Company’s reported results.

The Company believes our Non-GAAP financial measures help investors understand how management plans, measures and evaluates the Company’s business performance. Management believes that Non-GAAP measures provide consistency in its financial reporting and facilitates investors’ understanding of the Company’s operating results and trends by providing an additional basis for comparison. Management uses these Non-GAAP financial measures to, among other things, evaluate our ongoing operations, and for internal planning and forecasting purposes. In addition, and as a consequence of the importance of these Non-GAAP financial measures in managing our business, the Company’s Compensation Committee of the Board of Directors incorporates Non-GAAP financial measures in the evaluation process for determining management compensation.

Adjusted Operating Income, Adjusted Operating Income Margin, Adjusted Net Earnings and Adjusted Earnings Per Share

These Non-GAAP measures reflect Operating income, Operating income margin, Net earnings, and Diluted earnings per share, each as adjusted to exclude the impact of certain costs, expenses, gains and losses and other specified items the exclusion of which management believes provides insight regarding our ongoing operating performance. Depending on the period presented, these adjusted measures exclude the impact of certain of the following items: (i) Amortization of Acquired Intangibles and Purchased Intellectual Property, (ii) Acquisition and Integration Costs, (iii) Real Estate Realignment and Covid-19 Related Expenses, (iv) Investment Gains, and (v) Software Charge. Amortization of Acquired Intangibles and Purchased Intellectual Property represents non-cash amortization expenses associated with the Company’s acquisition activities. Acquisition and Integration Costs represent certain transaction and integration costs associated with the Company’s acquisition activities. Real Estate Realignment and Covid-19 Related Expenses represent costs associated with the Company’s real estate realignment initiative, including lease exit and impairment charges and other facility exit costs, as well as certain expenses associated with the Covid-19 pandemic. Investment Gains represent non-operating, non-cash gains on privately held investments. Software Charge represents a charge related to an internal use software product that is no longer expected to be used.

We exclude Acquisition and Integration Costs, Real Estate Realignment and Covid-19 Related Expenses, Investment Gains, and the Software Charge from our Adjusted Operating income (as applicable) and other adjusted earnings measures because excluding such information provides us with an understanding of the results from the primary operations of our business and enhances comparability across fiscal reporting periods, as these items are not reflective of our underlying operations or performance. We also exclude the impact of Amortization of Acquired Intangibles and Purchased Intellectual Property, as these non-cash amounts are significantly impacted by the timing and size of individual acquisitions and do not factor into the Company’s capital allocation decisions, management compensation metrics or multi-year objectives. Furthermore, management believes that this adjustment enables better comparison of our results as Amortization of Acquired Intangibles and Purchased Intellectual Property will not recur in future periods once such intangible assets have been fully amortized. Although we exclude Amortization of Acquired Intangibles and Purchased Intellectual Property from our adjusted earnings measures, our management believes that it is important for investors to understand that these intangible assets contribute to revenue generation. Amortization of intangible assets that relate to past acquisitions will recur in future periods until such intangible assets have been fully amortized. Any future acquisitions may result in the amortization of additional intangible assets.

Free Cash Flow

In addition to the Non-GAAP financial measures discussed above, we provide Free cash flow information because we consider Free cash flow to be a liquidity measure that provides useful information to management and investors about the amount of cash generated that could be used for dividends, share repurchases, strategic acquisitions, other investments, as well as debt servicing. Free cash flow is a Non-GAAP financial measure and is defined by the Company as Net cash flows provided by operating activities plus Proceeds from asset sales, less Capital expenditures as well as Software purchases and capitalized internal use software.

Reconciliations of such Non-GAAP measures to the most directly comparable financial measures presented in accordance with GAAP can be found in the tables that are part of this press release.

Forward-Looking Statements

This press release and other written or oral statements made from time to time by representatives of Broadridge may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Statements that are not historical in nature, and which may be identified by the use of words such as “expects,” “assumes,” “projects,” “anticipates,” “estimates,” “we believe,” “could be,” “on track,” and other words of similar meaning, are forward-looking statements. In particular, information appearing in the “Fiscal Year 2022 Financial Guidance” section and statements about our three-year objectives are forward-looking statements.

These statements are based on management’s expectations and assumptions and are subject to risks and uncertainties that may cause actual results to differ materially from those expressed. These risks and uncertainties include those risk factors described and discussed in Part I, “Item 1A. Risk Factors” of our Annual Report on Form 10-K for the year ended June 30, 2021 (the “2021 Annual Report”), as they may be updated in any future reports filed with the Securities and Exchange Commission. All forward-looking statements speak only as of the date of this press release and are expressly qualified in their entirety by reference to the factors discussed in the 2021 Annual Report.

These risks include:

  • the potential impact and effects of the Covid-19 pandemic (“Covid-19”) on the business of Broadridge, Broadridge’s results of operations and financial performance, any measures Broadridge has and may take in response to Covid-19 and any expectations Broadridge may have with respect thereto;
  • the success of Broadridge in retaining and selling additional services to its existing clients and in obtaining new clients;
  • Broadridge’s reliance on a relatively small number of clients, the continued financial health of those clients, and the continued use by such clients of Broadridge’s services with favorable pricing terms;
  • a material security breach or cybersecurity attack affecting the information of Broadridge’s clients;
  • changes in laws and regulations affecting Broadridge’s clients or the services provided by Broadridge;
  • declines in participation and activity in the securities markets;
  • the failure of Broadridge’s key service providers to provide the anticipated levels of service;
  • a disaster or other significant slowdown or failure of Broadridge’s systems or error in the performance of Broadridge’s services;
  • overall market and economic conditions and their impact on the securities markets;
  • Broadridge’s failure to keep pace with changes in technology and demands of its clients;
  • Broadridge’s ability to attract and retain key personnel;
  • the impact of new acquisitions and divestitures; and
  • competitive conditions.

Broadridge disclaims any obligation to update or revise forward-looking statements that may be made to reflect events or circumstances that arise after the date made or to reflect the occurrence of unanticipated events, other than as required by law.

broadridge-names-keir-gumbs-chief-legal-officer

Broadridge Names Keir Gumbs Chief Legal Officer

 

Broadridge Financial Solutions, Inc. (NYSE: BR), a global Fintech leader, today announced that Keir Gumbs has been appointed Chief Legal Officer, effective July 27, 2021. Gumbs will succeed Adam Amsterdam, who will be retiring after nearly 30 years of leading Broadridge’s Legal function. As part of a long-planned transition, Amsterdam will step into a Senior Advisor role.

“I want to thank Adam for 30 years of dedication and his unwavering commitment to developing a world-class legal function that has been vital to enabling Broadridge to operate in an increasingly complex and dynamic legal and regulatory landscape,” said Tim Gokey, Broadridge’s Chief Executive Officer.

Gokey continued, “As we continue to drive Broadridge’s evolution, I am excited to welcome Keir to Broadridge. His accomplishments and expertise in corporate governance are certain to be an asset to our company and our clients, and I am confident our leadership team will benefit from his impressive experience and vision.”

Gumbs will oversee the legal, compliance and physical security teams for Broadridge, will help lead Broadridge’s policy efforts and will serve as the primary legal advisor for senior management and the Board of Directors. Additionally, he will join the Broadridge Foundation Board, Risk Committee, and Environmental, Social and Governance (ESG) committee.

Gumbs is a noted thinker and speaker on Corporate Governance issues. He was a Partner at Covington & Burling LLP for many years, where he represented a cross-section of clients in governance, securities, and transactional matters. Previously, he held positions with the Securities and Exchange Commission over six years, including serving as Counsel to an SEC Commissioner.

Gumbs joins Broadridge from Uber Technologies, where he served as Deputy Corporate Secretary and Deputy General Counsel, overseeing Uber’s Corporate Governance, Securities, ESG, Marketing, Payments, M&A, and Real Estate teams. He helped Uber transition to a public company, executing more than $18 billion in financing and M&A transactions, and helped build its ESG and corporate governance programs.

nordic-capital-to-sell-itiviti,-a-leading-trading-technology-and-service-provider-,-to-broadridge,-a-global-fintech-leader

Nordic Capital to sell Itiviti, a leading trading technology and service provider , to Broadridge, a global Fintech leader

 

Nordic Capital has agreed to sell Itiviti, a leading provider of trading technology and services to financial institutions worldwide, to Broadridge Financial Solutions a global Fintech leader, in a transaction valued at EUR 2.143 billion. Since Nordic Capital took Itiviti private in 2012, it has made substantial technology investments and fully transformed the Company to create one of the world’s leading providers of trading technology for the global capital markets industry.

Since assuming majority ownership of the Company, Nordic Capital has supported Itiviti by drawing on its experience and twenty-year track record of building and investing in cutting-edge technology businesses across Europe. During Nordic Capital’s ownership, Itiviti has developed from being a specialist financial software provider to becoming a global leader offering a modern cross-asset capital markets platform. This transformation was achieved through many years of significant technology investments, a carefully crafted technology acquisitions strategy and dedicated focus on setting up R&D capabilities and an organisational framework to meet future capital market needs. Today, Itiviti is fast-growing and has a leading global position with more than 2,000 customers world-wide, over EUR 200 mn in revenues and c. 1,000 employees.

“Itiviti’s cutting-edge trading technology enables customers world-wide to improve workflow in the capital markets. The Company has experienced a journey of growth and transformation during Nordic Capital’s ownership. With the combination of Itiviti and Ullink, Nordic Capital created a world leading technology and infrastructure provider that is ideally positioned to take advantage of increased complexity and regulations in the financial services industry. We are immensely proud of the Itiviti team and would like to thank them for their dedication and exceptional work. It’s now time for the Company to take the next step forward together with Broadridge, capitalising on next-generation technology platform and achieving even further growth and expansion”, said Fredrik Näslund, Partner, Nordic Capital Advisors.

“Under Nordic Capital’s ownership, Itiviti has grown to become a global force in the capital markets industry. As owners, they have been instrumental in supporting us during this development in the spirit of a true partnership and fully focused on seizing the opportunities available to Itiviti. With Broadridge as the new owner, we will be able to take the next natural step in our development and together provide even better technologies to meet our clients’ future demands”, said Rob Mackay, CEO Itiviti. 

“The acquisition of Itiviti enhances Broadridge’s position as a global Fintech leader, expands our Capital Markets franchise and drives additional global scale by increasing our footprint in APAC and EMEA and our ability to serve global clients,” said Tim Gokey, Broadridge’s Chief Executive Officer. “Itiviti is highly complementary to Broadridge’s industry-leading post-trade product suite and other capital markets capabilities and this combination is expected to drive significant value to clients and shareholders”.

Technology and Payments is one of Nordic Capital’s focus sectors where it has extensive experience, a strong and active sector network, and a dedicated team within Nordic Capital Advisors across Northern Europe. As one of Europe’s leading tech investors, Nordic Capital has invested EUR 3.8 billion in 19 tech and payment companies since 2004. It has achieved repeatable success in this sector and developed thriving companies as evidenced by the performance of investments such as Bambora, Trustly, Cint, Siteimprove and Signicat. The sale of Itiviti comes just a few months after Nordic Capital announced the successful listings of portfolio companies Nordnet AB (publ), a pan-Nordic savings platform and Cint Group AB (publ), a global software leader in digital insights gathering, on Nasdaq Stockholm.

The transaction is subject to customary closing conditions and regulatory approval and is expected to close in the second quarter of 2021.

Credit Suisse and Morgan Stanley acted as financial advisors, Dechert as legal advisor, PwC as finance advisor and Oliver Wyman as commercial advisor to Nordic Capital.

broadridge-reports-second-quarter-fiscal-year-2021-results

Broadridge Reports Second Quarter Fiscal Year 2021 Results

 

Broadridge Financial Solutions, Inc. (NYSE: BR) today reported financial results for the second quarter and six months ended December 31, 2020 of its fiscal year 2021. Results compared with the same period last year were as follows:

Summary Financial Results

Second Quarter

Six Months

Dollars in millions, except per share data

2021

2020

Change

2021

2020

Change

Recurring fee revenues

$696

$648

7

%

$1,367

$1,272

8

%

Total revenues

$1,055

$969

9

%

$2,072

$1,917

8

%

Operating income

79

27

197

%

158

100

58

%

Operating income margin

7.5

%

2.8

%

7.6

%

5.2

%

Adjusted Operating income – Non-GAAP

119

94

26

%

269

198

36

%

Adjusted Operating income margin – Non-GAAP

11.2

%

9.7

%

13.0

%

10.3

%

Diluted EPS

$0.48

$0.09

433

%

$1.04

$0.56

86

%

Adjusted EPS – Non-GAAP

$0.73

$0.53

38

%

$1.70

$1.22

39

%

Closed sales

$46

$45

2

%

$79

$83

(5)

%

“After a strong second quarter, we expect to be at the higher end of our full-year 2021 guidance range for 3-6% Recurring revenue and 6-10% Adjusted EPS growth,” said Tim Gokey, Broadridge’s Chief Executive Officer. “Broadridge delivered 7% Recurring revenue growth and 38% Adjusted EPS growth in the second quarter.

“We are executing well on our targeted growth plans across Governance, Capital Markets, and Wealth & Investment Management. As we enter our seasonally more significant second half of the year, we will continue to invest to support our long-term growth strategies,” Mr. Gokey added.

“Our Fiscal 2021 outlook puts us squarely on track to achieve the three-year growth objectives we presented at our investor day two months ago, including 7-9% Recurring revenue and 8-12% Adjusted EPS growth,” Mr. Gokey concluded.

Fiscal Year 2021 Financial Guidance            

FY’21 Guidance

Updates / Changes

Recurring revenue growth

3 – 6%

At the higher end

Total revenue growth

1 – 4%

At the higher end

Adjusted Operating income margin – Non-GAAP

~18%

Changed from previous
~100bps expansion

Adjusted earnings per share growth – Non-GAAP

6 – 10%

At the higher end

Closed sales

$190 – 235M

No Change

Financial Results for the Second Quarter Fiscal Year 2021 compared to Second Quarter Fiscal Year 2020

  • Total revenues increased 9% to $1,055 million from $969 million in the prior year period.
    • Recurring fee revenues increased 7% to $696 million from $648 million. The increase was primarily driven by growth from onboarding of net new business, internal growth, and the impact of acquisitions. Internal growth of 2 pts was driven by GTO, primarily due to higher equity trade volumes as compared to the prior year period.
    • Event-driven fee revenues increased $14 million, or 46%, to $45 million, due to increased mutual fund proxy and other communications.
    • Distribution revenues increased $28 million, or 9%, to $345 million, driven by an increase in the volume of regulatory and event-driven communications.
    • Currencies negatively impacted revenues by $3 million due to a combination of foreign acquisitions and continued international revenue growth.
  • Operating income was $79 million, an increase of $53 million, or 197%. Operating income margin increased to 7.5% compared to 2.8% for the prior year period.
    • Adjusted Operating income was $119 million, an increase of $25 million, or 26%. Adjusted Operating income margin increased to 11.2%, compared to 9.7% for the prior year period.
    • The increase in Operating income and Adjusted Operating income was due to the impact of higher Recurring fee revenues and higher event-driven fee revenues as well as the impact of cost initiatives which limited expense growth, partially offset by higher spending related to growth initiatives.
  • Interest expense, net was $11 million, a decrease of $3 million, driven by lower average interest rates on borrowings.
  • The effective tax rate was 18.9% compared to 3.8% in the prior year period. The increase in the effective tax rate was driven by higher pre-tax earnings, which reduced the impact of discrete tax items. Excess tax benefits attributable to stock-based compensation were $4 million in the current year period, compared to $2 million in the comparable prior year period.
  • Net earnings increased 457% to $56 million and Adjusted Net earnings increased 38% to $86 million.
    • Diluted earnings per share increased 433% to $0.48, compared to $0.09 in the prior year period and Adjusted earnings per share increased 38% to $0.73, compared to $0.53 in the prior year period.
    • The increases in Diluted earnings per share and Adjusted earnings per share were primarily due to the increase in Recurring fee revenues and higher event-driven fee revenues.

Segment and Other Results for the Second Quarter Fiscal Year 2021 compared to Second Quarter Fiscal Year 2020

Investor Communication Solutions (“ICS”)

  • ICS total revenues were $784 million, an increase of $68 million, or 10%.
    • Recurring fee revenues increased $26 million, or 7%, to $394 million. The increase was attributable to revenues from net new business (5pts) and the impact of acquisitions (2pts). Internal growth had a neutral impact as the benefit of higher volume of equity proxy, mutual fund, and exchange traded fund communications was offset by lower customer communication volumes and lower interest rates on cash balances we hold for retirement accounts.
    • Event-driven fee revenues increased $14 million, or 46%, to $45 million, mainly from higher mutual fund proxy and other communications.
    • Distribution revenues increased $28 million, or 9%, to $345 million driven by an increase in the volume of regulatory and event-driven communications.
  • ICS earnings before income taxes were $42 million, an increase of $20 million, or 91%, primarily due to the increase in Recurring fee revenues and event-driven fee revenues and prudent expense management. Pre-tax margins increased to 5.4% from 3.1%.

Global Technology and Operations (“GTO”)

  • GTO Recurring fee revenues were $302 million, an increase of $21 million, or 8%. The increase was attributable to the combination of organic growth (7pts) and revenues from acquisitions (1pt). Internal growth contributed 4 pts from higher equity trading volumes.
  • GTO earnings before income taxes were $55 million, an increase of $6 million, or 12%, compared to $49 million in the prior year period. The earnings increase was driven by higher organic revenues. Expense growth during the quarter was driven by onboarding of new business, accelerated spend on growth initiatives as well as the impact of recent acquisitions. Pre-tax margins increased to 18.2% from 17.4%.

Other

  • Other Loss before income tax decreased 53% to $32 million from $68 million in the prior year period. The decreased loss was primarily due to charges associated with the IBM Private Cloud agreement in the prior year period of $33 million.

Financial Results for the Six Months Fiscal Year 2021 compared to the Six Months Fiscal Year 2020

  • Total revenues increased 8% to $2,072 million from $1,917 million in the prior year period.
    • Recurring fee revenues increased 8% to $1,367 million from $1,272 million. The increase in Recurring fee revenues was driven primarily by growth from onboarding of net new business and the impact of acquisitions. Internal growth was 1 pt driven by (i) GTO, primarily due to higher equity trade volumes, and (ii) higher ICS volume of equity proxy, mutual fund, and exchange traded fund communications, partially offset by (iii) lower interest rates on cash balances we hold for retirement accounts and lower customer communication volumes.
    • Event-driven fee revenues increased $20 million, or 28%, to $91 million, due to increased mutual fund proxy and other communications.
    • Distribution revenues increased $47 million, or 7%, to $677 million, driven by an increase in the volume of regulatory and event-driven communications.
    • Currencies negatively impacted revenues by $7 million due to a combination of foreign acquisitions and continued international revenue growth.
  • Operating income was $158 million, an increase of $58 million, or 58%. Operating income margin increased to 7.6% from 5.2% in the prior year period. Operating income includes the combined impact of $44 million of charges related to the Company’s cost reduction efforts as well as other Covid-19 related charges.
    • Adjusted Operating income was $269 million, an increase of $72 million, or 36%. Adjusted Operating income margin increased to 13.0%, compared to 10.3% for the prior year period.
    • The increase in Operating income and Adjusted Operating income was due to the impact of higher Recurring fee revenues and higher event-driven fee revenues as well as the impact of cost initiatives which limited expense growth.
  • Interest expense, net was $26 million, a decrease of $1 million, from lower average interest rates on borrowings.
  • The effective tax rate was 14.6% compared to 11.2% in the prior year period. The increase in the effective tax rate was driven by higher pre-tax earnings, which reduced the impact of discrete tax items. Excess tax benefits attributable to stock-based compensation were $13 million in the current year period, compared to $8 million in the comparable prior year period.
  • Net earnings increased 85% to $122 million and Adjusted Net earnings increased 41% to $200 million.
    • Diluted earnings per share increased 86% to $1.04, compared to $0.56 in the prior year period and Adjusted earnings per share increased 39% to $1.70, compared to $1.22 in the prior year period.
    • The increases in Diluted earnings per share and Adjusted earnings per share were primarily due to the increase in Recurring fee revenues and higher event-driven fee revenues.

Segment and Other Results for the Six Months Fiscal Year 2021 compared to the Six Months Fiscal Year 2020

ICS

  • ICS total revenues were $1,537 million, an increase of $119 million, or 8%.
    • Recurring fee revenues increased $52 million, or 7%, to $769 million. The increase was attributable to revenues from net new business (5pts) and acquisitions (3pts), partially offset by negative internal growth (1pt). Internal growth was negatively impacted by lower interest rates on cash balances we hold for retirement accounts and lower customer communication volumes, which more than offset the benefit of higher volume of equity proxy, mutual fund, and exchange traded fund communications.
    • Event-driven fee revenues increased $20 million, or 28%, to $91 million, primarily from increased mutual fund proxy and other communications.
    • Distribution revenues increased $47 million, or 7%, to $677 million driven by an increase in the volume of regulatory and event-driven communications volumes.
  • ICS earnings before income taxes were $95 million, an increase of $50 million, or 111%, primarily due to the increase in Recurring fee revenues and event-driven fee revenues and prudent expense management. Pre-tax margins increased to 6.2% from 3.2%.

GTO

  • GTO Recurring fee revenues were $598 million, an increase of $44 million, or 8%. The increase was attributable to the combination of organic growth (6pts) and revenues from acquisitions (1pt). Organic growth benefited from onboarding of new clients. Internal growth contributed 2 pts from higher equity trading volumes.
  • GTO earnings before income taxes were $130 million, an increase of $25 million, or 24%, compared to $105 million in the prior year period. The earnings increase was driven by higher organic revenues and expense reduction initiatives. Expense growth was driven by onboarding of new business, accelerated spend on growth initiatives as well as the impact of recent acquisitions. Pre-tax margins increased to 21.8% from 19.0%.

Other

  • Other Loss before income tax increased 3% to $92 million from $89 million in the prior year period. The increased loss was primarily due to costs associated with the Company’s real estate realignment initiative, including lease exit and impairment charges and other facility exit costs of $31.7 million, as well as certain expenses associated with the Covid-19 pandemic, partially offset by charges associated with the IBM Private Cloud Agreement of $33.4 million that occurred in the prior year period.

Earnings Conference Call

An analyst conference call will be held today, February 2, 2021 at 8:30 a.m. ET. A live webcast of the call will be available to the public on a listen-only basis. To listen to the live event and access the slide presentation, visit Broadridge’s Investor Relations website at www.broadridge-ir.com prior to the start of the webcast. To listen to the call, investors may also dial 1-877-328-2502 within the United States and international callers may dial 1-412-317-5419.

A replay of the webcast will be available and can be accessed in the same manner as the live webcast at the Broadridge Investor Relations site. Through February 16, 2021, the recording will also be available by dialing 1-877-344-7529 passcode: 10150640 within the United States or 1-412-317-0088 passcode: 10150640 for international callers.

Explanation and Reconciliation of the Company’s Use of Non-GAAP Financial Measures 

The Company’s results in this press release are presented in accordance with U.S. GAAP except where otherwise noted. In certain circumstances, results have been presented that are not generally accepted accounting principles measures (“Non-GAAP”). These Non-GAAP measures are Adjusted Operating income, Adjusted Operating income margin, Adjusted Net earnings, Adjusted earnings per share, and Free cash flow. These Non-GAAP financial measures should be viewed in addition to, and not as a substitute for, the Company’s reported results.

The Company believes our Non-GAAP financial measures help investors understand how management plans, measures and evaluates the Company’s business performance. Management believes that Non-GAAP measures provide consistency in its financial reporting and facilitates investors’ understanding of the Company’s operating results and trends by providing an additional basis for comparison. Management uses these Non-GAAP financial measures to, among other things, evaluate our ongoing operations, and for internal planning and forecasting purposes. In addition, and as a consequence of the importance of these Non-GAAP financial measures in managing our business, the Company’s Compensation Committee of the Board of Directors incorporates Non-GAAP financial measures in the evaluation process for determining management compensation.

Adjusted Operating Income, Adjusted Operating Income Margin, Adjusted Net Earnings and Adjusted Earnings Per Share

These Non-GAAP measures reflect Operating income, Operating income margin, Net earnings, and Diluted earnings per share, each as adjusted to exclude the impact of certain costs, expenses, gains and losses and other specified items the exclusion of which management believes provides insight regarding our ongoing operating performance. Depending on the period presented, these adjusted measures exclude the impact of certain of the following items: (i) Amortization of Acquired Intangibles and Purchased Intellectual Property, (ii) Acquisition and Integration Costs, (iii) IBM Private Cloud Charges, (iv) Real Estate Realignment and Covid-19 Related Expenses, (v) Investment Gain, and (vi) Software Charge. Amortization of Acquired Intangibles and Purchased Intellectual Property represents non-cash amortization expenses associated with the Company’s acquisition activities. Acquisition and Integration Costs represent certain transaction and integration costs associated with the Company’s acquisition activities. IBM Private Cloud Charges represent a charge on the hardware assets transferred to IBM and other charges related to the IBM Private Cloud Agreement. Real Estate Realignment and Covid-19 Related Expenses represent costs associated with the Company’s real estate realignment initiative, including lease exit and impairment charges and other facility exit costs, as well as certain expenses associated with the Covid-19 pandemic. The Covid-19 Related Expenses are direct expenses incurred by the Company to protect the health and safety of Broadridge associates, including the cost of personal protective equipment, enhanced cleaning measures in our facilities and other related expenses. Investment Gain represents a non-operating, non-cash gain on a privately held investment. Software Charge represents a charge related to an internal use software product that is no longer expected to be used.

We exclude Acquisition and Integration Costs, IBM Private Cloud Charges, Real Estate Realignment and Covid-19 Related Expenses, the Investment Gain, and the Software Charge from our Adjusted Operating income (as applicable) and other adjusted earnings measures because excluding such information provides us with an understanding of the results from the primary operations of our business and enhances comparability across fiscal reporting periods, as these items are not reflective of our underlying operations or performance. We also exclude the impact of Amortization of Acquired Intangibles and Purchased Intellectual Property, as these non-cash amounts are significantly impacted by the timing and size of individual acquisitions and do not factor into the Company’s capital allocation decisions, management compensation metrics or multi-year objectives. Furthermore, management believes that this adjustment enables better comparison of our results as Amortization of Acquired Intangibles and Purchased Intellectual Property will not recur in future periods once such intangible assets have been fully amortized. Although we exclude Amortization of Acquired Intangibles and Purchased Intellectual Property from our adjusted earnings measures, our management believes that it is important for investors to understand that these intangible assets contribute to revenue generation. Amortization of intangible assets that relate to past acquisitions will recur in future periods until such intangible assets have been fully amortized. Any future acquisitions may result in the amortization of additional intangible assets.

Free Cash Flow

In addition to the Non-GAAP financial measures discussed above, we provide Free cash flow information because we consider Free cash flow to be a liquidity measure that provides useful information to management and investors about the amount of cash generated that could be used for dividends, share repurchases, strategic acquisitions, other investments, as well as debt servicing. Free cash flow is a Non-GAAP financial measure and is defined by the Company as Net cash flows provided by operating activities plus Proceeds from asset sales, less Capital expenditures as well as Software purchases and capitalized internal use software.

Reconciliations of such Non-GAAP measures to the most directly comparable financial measures presented in accordance with GAAP can be found in the tables that are part of this press release.

Forward-Looking Statements
This press release and other written or oral statements made from time to time by representatives of Broadridge may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Statements that are not historical in nature, and which may be identified by the use of words such as “expects,” “assumes,” “projects,” “anticipates,” “estimates,” “we believe,” “could be” and other words of similar meaning, are forward-looking statements. In particular, information appearing in the “Fiscal Year 2021 Financial Guidance” section and statements about our three-year objectives are forward-looking statements. These statements are based on management’s expectations and assumptions and are subject to risks and uncertainties that may cause actual results to differ materially from those expressed. These risks and uncertainties include those risk factors described and discussed in Part I, “Item 1A. Risk Factors” of our Annual Report on Form 10-K for the year ended June 30, 2020 (the “2020 Annual Report”), as they may be updated in any future reports filed with the Securities and Exchange Commission. All forward-looking statements speak only as of the date of this press release and are expressly qualified in their entirety by reference to the factors discussed in the 2020 Annual Report.

These risks include:

  • the potential impact and effects of the Covid-19 pandemic (“Covid-19”) on the business of Broadridge, Broadridge’s results of operations and financial performance, any measures Broadridge has and may take in response to Covid-19 and any expectations Broadridge may have with respect thereto;
  • the success of Broadridge in retaining and selling additional services to its existing clients and in obtaining new clients;
  • Broadridge’s reliance on a relatively small number of clients, the continued financial health of those clients, and the continued use by such clients of Broadridge’s services with favorable pricing terms;
  • a material security breach or cybersecurity attack affecting the information of Broadridge’s clients;
  • changes in laws and regulations affecting Broadridge’s clients or the services provided by Broadridge;
  • declines in participation and activity in the securities markets;
  • the failure of Broadridge’s key service providers to provide the anticipated levels of service;
  • a disaster or other significant slowdown or failure of Broadridge’s systems or error in the performance of Broadridge’s services;
  • overall market and economic conditions and their impact on the securities markets;
  • Broadridge’s failure to keep pace with changes in technology and the demands of its clients;
  • Broadridge’s ability to attract and retain key personnel;
  • the impact of new acquisitions and divestitures; and
  • competitive conditions.

Broadridge disclaims any obligation to update or revise forward-looking statements that may be made to reflect events or circumstances that arise after the date made or to reflect the occurrence of unanticipated events, other than as required by law.

About Broadridge
Broadridge Financial Solutions, Inc. (NYSE: BR), a $4.5 billion global Fintech leader, is a leading provider of investor communications and technology-driven solutions to banks, broker-dealers, asset and wealth managers and corporate issuers. Broadridge’s infrastructure underpins proxy voting services for over 50 percent of public

companies and mutual funds globally, and processes on average U.S. $10 trillion in fixed income and equity securities trades per day. Broadridge is part of the S&P 500® Index and employs over 12,000 associates in 17 countries.