<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
(Mark One)
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
X SECURITIES EXCHANGE ACT OF 1934
For the quarter ended December 31, 1999
___ 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: 1-8408
THE ADVEST GROUP, INC.
(Exact name of registrant as specified in its charter)
Delaware 06-0950444
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification Number)
90 State House Square
Hartford, Connecticut 06103
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (860) 509-1000
NONE
Former name, former address and former fiscal year, if changed
since last report.
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
for 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 issuer's
classes of common stock, as of the latest practicable date.
Common Stock, $.01 par value 9,006,340 Shares
Class Outstanding at February 4, 2000
<PAGE>
THE ADVEST GROUP, INC.
INDEX
Page No.
Part I. Financial Information
Item 1. Financial Statements
Condensed Consolidated Balance Sheets
December 31, 1999 and September 30, 1999 3
Condensed Consolidated Statements of Earnings
Three Months Ended December 31, 1999 and 1998 4
Condensed Consolidated Statements of Cash Flows
Three Months Ended December 31, 1999 and 1998 5
Notes to Consolidated Financial Statements 6
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 9
Item 3. Quantitative and Qualitative Disclosures
About Market Risk 12
Part II. Other Information
Item 1. Legal Proceedings 12
Item 6. Exhibits and Reports on Form 8-K 12
Signatures 14
2
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<TABLE>
The Advest Group, Inc.
Condensed Consolidated Balance Sheets
<CAPTION>
In thousands, except per share amounts December 31, 1999 September 30, 1999
<S> <C> <C>
Assets (unaudited)
Cash and short-term investments
Cash and cash equivalents $ 12,196 $ 7,812
Cash and securities segregated under
federal and other regulations 254 253
12,450 8,065
Receivables
Securities borrowed 534,597 515,676
Brokerage customers, net 554,194 503,116
Brokers and dealers 12,426 6,447
Other 18,176 30,455
1,119,393 1,055,694
Securities
Trading, at market value 280,027 306,426
Held to maturity (market values of
$12,358 and $16,886) 12,358 16,885
Available for sale, at market value 4,480 5,063
296,865 328,374
Other assets
Equipment and leasehold improvements, net 13,189 13,028
Net assets of discontinued operations 2,579 30,972
Other 27,170 26,488
42,938 70,488
$ 1,471,646 $ 1,462,621
Liabilities & shareholders' equity
Liabilities
Securities loaned $ 489,172 $ 523,095
Brokerage customers 352,309 298,119
Securities sold, not yet purchased, at market value 208,819 230,486
Short-term borrowings 120,060 161,007
Repurchase agreements 40,914 18,406
Checks payable 33,639 4,971
Compensation and benefits 25,760 27,648
Long-term borrowings 20,977 30,526
Brokers and dealers 6,854 10,839
Other 31,191 22,388
1,329,695 1,327,485
Shareholders' equity
Common stock, par value $.01, authorized 25,000 shares,
issued 10,933 and 10,914 shares 109 109
Paid-in capital 78,732 76,814
Retained earnings 83,016 77,644
Unamortized restricted stock compensation (2,485) (2,081)
Treasury stock, at cost, 1,914 and 1,989 shares (17,421) (17,350)
141,951 135,136
$ 1,471,646 $ 1,462,621
</TABLE>
See Notes to Consolidated Financial Statements.
3
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The Advest Group, Inc.
Condensed Consolidated Statements of Earnings
(unaudited)
Three months ended
In thousands, except December 31,
per share amounts 1999 1998
Revenues
Commissions $ 40,104 $ 32,436
Interest 17,295 12,702
Principal transactions 17,988 14,966
Investment banking 14,855 12,332
Asset management and administration 11,177 8,641
Other 1,885 1,514
103,304 82,591
Expenses
Compensation 60,423 49,715
Interest 10,834 7,025
Communications 8,552 7,365
Occupancy & equipment 5,385 5,063
Business development 2,375 1,843
Professional 1,568 1,100
Brokerage, clearing & exchange 1,428 1,186
Other 3,206 1,763
93,771 75,060
Income before taxes 9,533 7,531
Provision for income taxes 4,004 3,012
Income from continuing operations 5,529 4,519
Income from discontinued
operations, net of taxes 294 178
Net income $ 5,823 $ 4,697
Per share data:
Basic earnings:
Continuing operations $ 0.70 $ 0.57
Discontinued operations 0.03 0.02
Net income $ 0.73 $ 0.59
Diluted earnings:
Continuing operations $ 0.60 $ 0.49
Discontinued operations 0.03 0.02
Net income $ 0.63 $ 0.51
Dividends declared $ 0.05 $ 0.04
See Notes to Consolidated Financial Statements
4
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<TABLE>
The Advest Group, Inc.
Condensed Consolidated Statements of Cash Flows
<CAPTION>
Three months ended December 31,
In thousands 1999 1998
<S> <C> <C>
OPERATING ACTIVITIES
Net income $ 5,823 $ 4,697
Income from discontinued operations (294) (179)
Income from continuing operations 5,529 4,518
Adjustments to reconcile net income to net cash provided
by operating activities of continuing operations:
Depreciation and amortization 3,030 1,672
Other (80) (370)
(Increase) decrease in operating assets:
Securities borrowed (18,921) (83,467)
Receivables from brokerage customers, net (51,112) 2,392
Trading securities 26,472 (78,286)
Receivables from brokers and dealers (5,979) (5,573)
Cash and securities segregated under federal and
other regulations (1) (7,003)
Other 13,467 108
Increase (decrease) in operating liabilities:
Securities loaned (33,923) 26,110
Securities sold, not yet purchased (21,667) 43,382
Repurchase agreements 22,508 --
Checks payable 28,668 (2,175)
Short-term brokerage borrowings, net (12,427) 65,800
Brokerage customers 54,190 36,349
Other 3,473 3,492
Net cash provided by operating activities of continuing operations 13,227 6,949
FINANCING ACTIVITIES
Repayment of short-term borrowings (7,068) (64)
Other (1,030) (2,830)
Net cash used in financing activities of continuing operations (8,098) (2,894)
INVESTING ACTIVITIES
Proceeds from (payments for):
Maturities of held to maturity securities 15,000 5,679
Maturities of available for sale securities -- 94
Sales of available for sale securities 31 5,000
Purchases of available for sale securities (28) (5,021)
Purchases of held to maturity securities (10,459) (4,907)
Capital expenditures (1,236) (1,036)
Other (3,404) (708)
Net cash used in investing activities of continuing operations (96) (899)
Net cash (used in) provided by discontinued operations (649) 10,569
Increase in cash and cash equivalents 4,384 13,725
Cash and cash equivalents at beginning of period 7,812 13,882
Cash and cash equivalents at end of period $ 12,196 $ 27,607
Interest paid $ 11,316 $ 9,481
Income taxes paid $ 828 $ 653
Non-cash activities:
Restricted stock awards, net of forfeitures $ 1,383 $ 225
</TABLE>
See Notes to Consolidated Financial Statements.
5
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. Financial Statements:
The consolidated financial statements include the accounts of
The Advest Group, Inc. and all subsidiaries (collectively the
"Company"). Principal operating subsidiaries are Advest, Inc.
("Advest"), a broker-dealer, and Advest Bank and Trust Company (the
"Bank"), a FDIC-insured, federal savings bank. The Company provides
diversified financial services including securities brokerage,
trading, investment banking, trust and asset management.
The preparation of financial statements in conformity with
generally accepted accounting principles requires management to
make estimates and assumptions that affect the reported amounts of
assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements and the
reported amounts of revenues and expenses during the reporting
period. Actual results could differ from those estimates.
Management believes that all adjustments (consisting of normal
recurring accruals) necessary for a fair statement of the results
of operations for the periods presented have been included. All
material intercompany accounts and transactions have been
eliminated. Certain fiscal 1999 amounts have been reclassified in
the accompanying consolidated financial statements to provide
comparability with the current year presentation. The results of
operations for the interim periods are not necessarily indicative
of the results for a full year.
The statements should be read in conjunction with the Notes to
Consolidated Financial Statements and Management's Discussion and
Analysis of Financial Condition and Results of Operations included
in the Company's Annual Report for the year ended September 30,
1999, as filed with the Securities and Exchange Commission on Form
10-K.
2. Summary of Significant Accounting Policies:
Accounting pronouncements
In June 1999, the Financial Accounting Standards Board
("FASB") issued Statement of Financial Accounting Standards
("SFAS") 137, "Deferral of the Effective Date of SFAS 133." SFAS
133, "Accounting for Derivative Instruments and Hedging Activities"
was issued in June 1998. SFAS 133 requires that all derivative
instruments be recorded on the balance sheet at their fair value.
SFAS 137 defers the effective date for SFAS 133 to all fiscal
quarters of all fiscal years beginning after June 15, 2000. The
Company will adopt SFAS 133, as amended by SFAS 137, during fiscal
2001, as required. The effect of adoption on the Company's
financial condition, results of operations or cash flows will be
dependent on the derivatives the Company has entered into at the
date of adoption but is not expected to be material.
3. Capital and Regulatory Requirements:
Advest is subject to the net capital rule adopted and
administered by the New York Stock Exchange, Inc. ("NYSE") and the
Securities and Exchange Commission. Advest has elected to compute
its net capital under the alternative method of the rule which
requires the maintenance of minimum net capital equal to 2% of
aggregate debit balances arising from customer transactions, as
defined. The NYSE also may require a member firm to reduce its
business if net capital is less than 4% of aggregate debit balances
and may prohibit a member firm from expanding its business and
declaring cash dividends if net capital is less than 5% of
aggregate debit balances. At December 31, 1999, Advest's regulatory
net capital of $67.9 million was 11% of aggregate debit balances
and exceeded required net capital by $55.0 million.
Under bank regulatory restrictions, the Bank is required to
maintain a minimum level of capital. As a federal chartered savings
bank, the Bank is required to limit annual dividends to the most
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recent four quarters of net income, subject to limitations. No
dividends have been declared or paid by the Bank during the current
or prior three fiscal years. At December 31, 1999, the Bank's
leverage capital, risk-based and Tier 1 capital ratios were 96.35%,
264.30% and 264.24%, respectively, which met all regulatory
requirements.
4. Common Stock:
The following table provides the calculation of net income per
common share for the three months ended December 31, 1999 and 1998:
Basic Diluted
In thousands, except per share amounts 1999 1998 1999 1998
Income from continuing operations $5,529 $4,519 $5,529 $4,519
Income from discontinued
operations, net of taxes 294 178 294 178
Net income $5,823 $4,697 $5,823 $4,697
Average number of common shares
outstanding during the period 8,970 8,882 8,970 8,882
Adjustments:
Contingently issuable shares (1,043) (860) -- --
Exercise of stock options -- -- 246 318
Average number of common
shares outstanding 7,927 8,022 9,216 9,200
Income from continuing operations $ 0.70 $ 0.57 $ 0.60 $ 0.49
Income from discontinued
operations, net of taxes 0.03 0.02 0.03 0.02
Net income $ 0.73 $ 0.59 $ 0.63 $ 0.51
5. Comprehensive Income:
The components of comprehensive income are as follows for the
three months ended December 31, 1999 and 1998:
In thousands 1999 1998
Net income $5,823 $4,697
Other comprehensive income:
Unrealized holding gains arising during period -- 5
Deferred income taxes -- (3)
Total other comprehensive income -- 2
Comprehensive income $5,823 $4,699
6. Segment Reporting
In 1999, the Company adopted the provisions of SFAS 131,
"Disclosures About Segments of an Enterprise and Related
Information." The Company's reportable segments are Private
Clients, Capital Markets, Interest and Other. The Private Clients
segment includes securities brokerage and investment management
services including the sale of equities, mutual funds, fixed income
products and insurance to individual investors through Advest's 91
retail offices. The Capital Markets segment includes market-making
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activities on over-the-counter equities, institutional trading in
both equities and fixed income products, trading in corporate
bonds, government agency and mortgage-backed securities, corporate
underwriting and merger and acquisition, public finance and
syndicate participations. Sales credits associated with
underwritten offerings are reported in the Private Client segment
when sold to individual investors and in the Capital Markets
segment when sold to institutional investors. The Interest segment
includes revenue from financing margin debits, stock borrowing
activities and trading and investment securities. The Other
segment includes all corporate expenses and miscellaneous revenues
and expenses, which are not allocated to the reportable segments.
The Company has not disclosed asset information by segment as the
information is not produced internally. All of the Company's
business is within the U.S. The following table summarizes
financial information by share for the three months ended December
31, 1999 and 1998.
In thousands 1999 1998
Revenues:
Private Clients $ 63,016 $50,709
Capital Markets 20,266 17,365
Interest 17,424 13,230
Other 2,597 1,287
$103,304 $82,591
Income before taxes:
Private Clients $15,316 $12,003
Capital Markets 4,129 1,417
Interest 6,203 5,765
Other (16,115) (11,654)
$ 9,533 $ 7,531
7. Discontinued Operations:
During fiscal 1999, the Company agreed to sell its deposit and
lending operations to a third party financial institution. The
transaction closed on November 30, 1999.
Summarized financial information for discontinued operations
is as follows for the three months ended December 31, 1999 and
1998:
In thousands 1999 1998
Revenue $1,970 $3,228
Income before taxes 506 298
Net income 294 178
December 31, September 30,
In thousands 1999 1999
Total assets $2,579 $152,242
Total liabilities -- 121,270
Net assets of discontinued operations 2,579 30,972
8
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Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
Forward-Looking Statements
In addition to presenting historical information, in this
quarterly report and elsewhere, the Company may make or publish
forward-looking statements about management expectations, strategic
objectives, business prospects, anticipated financial performance
and similar matters. The Company cautions readers that any
forward-looking information presented is not a guarantee of future
performance. Numerous factors, many beyond the Company's control,
could cause actual results to differ materially from the
expectations expressed. The Company conducts its businesses in
financial markets that are influenced by economic conditions,
monetary policies, interest and inflation rates, market liquidity,
national and international political events, regulatory
developments, changing tax laws, the competitive environment,
investor sentiment and other risks and uncertainties. These
factors can significantly affect the transaction volume, price
levels and volatility of financial markets, as well as the
competitiveness of the Company's products and services within its
industry. As a result, the Company's revenues and net earnings may
vary significantly from period to period and may diverge
significantly from expectations. Any forward-looking statements
speak only as of the date on which they are made, and the Company
does not undertake any obligation to update or revise any forward-
looking statements.
Overview
The Advest Group, Inc. ("AGI"), together with its subsidiaries
(the "Company"), provides diversified financial services including
securities brokerage, trading, investment banking, trust and asset
management. All aspects of the Company's business are highly
competitive and impacted by regulatory and other factors outside of
its control, including domestic and global economic and financial
conditions, volume and price levels in securities markets, demand
for investment banking services, interest rates, inflation and
investor sentiment. Technological developments such as the
Internet may also materially impact the Company's operating
results. In addition to competition from other full-service
securities firms, the Company faces competition from other sources
including banks, insurance companies, mutual fund companies,
discount and online trading firms. Legislation enacted in 1999 to
eliminate or lessen the restrictions of the Glass-Steagall Act will
likely further heighten competition among banking, insurance and
securities firms. The Company closely monitors its operating
environment to enable it to respond promptly to market cycles. In
addition, the Company seeks to lessen earnings volatility by
controlling expenses, increasing fee-based business and developing
new revenue sources. Operating results of any individual period
should not be considered representative of future performance.
Advest, Inc. ("Advest"), a regional broker/dealer and the
Company's principal subsidiary, provides brokerage, investment
banking, institutional sales and trading and asset management
services to retail and institutional investors through 91 sales
offices in 16 states and Washington, DC. Boston Advisors, Inc., an
investment advisory firm, manages the financial assets of
individuals, endowment funds and retirement plans. Advest Bank and
Trust Company (the "Bank"), a FDIC-insured, federal savings bank,
provides trust and custody services primarily through Advest's
branch network. During fiscal 1999, the Company announced that it
was entering into two agreements with a third party financial
institution, which include the sale of the Bank's lending and
deposit businesses. As required, the Company has restated all
prior periods to separately disclose income from discontinued
operations. Refer to the discussion below and under the caption
"Advest Bank and Trust."
For the quarter ending December 31, 1999, net income was a
record $5.8 million ($.63 per diluted share) compared with $4.7
million ($.51 per diluted share) in the year earlier quarter, a 24%
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increase. Income from continuing operations was $5.5 million ($.60
per share), a 22% increase from $4.5 million ($.49 per share).
Total revenues from continuing operations increased 25% to $103.3
million, surpassing the $90 million threshold for the first time
ever. At December 31, annualized return on equity was 16% and book
value per share was a record $15.74.
Advest, Inc.
The three major equity indices closed the December quarter
(and calendar year) at record levels with technology and
telecommunications stocks the driving force. The Dow Jones
Industrial Average, at 11497, gained 11% during the quarter and 25%
from the prior year. The S&P 500 and NASDAQ Composite closed at
1469 and 4069, up 15% and 48%, respectively, for the quarter and
20% and 86% from last year. Market-wide merger and acquisition
activities achieved record levels during calendar 1999, as did the
total dollars raised in initial public offerings. The bond market
continued its volatility during the December 1999 quarter and had
its second worse calendar year since 1973. Long-term interest
rates rose 50 basis points and investors' attention was focussed on
further tightening, as well as potential Y2K problems.
Pre-tax profits for Advest increased 28% to $10.2 million and
total revenues increased 26% to $102.3 million. Agency commissions
were $40.1 million, a 24% increase from the prior year. Investment
banking revenues increased 20% to $14.9 million with revenue from
underwriting and merger and acquisition activities each more than
doubling year-to-year. The Investment Banking Division completed
six public offerings that raised over $238 million and five merger
and acquisition transactions with a combined value of $281 million.
Revenue from principal transactions increased 20% to $18.0
million, led by strong fixed income sales.
Advest Bank and Trust
During fiscal 1999, the Company announced that it would enter
into two agreements with Hudson United Bank ("Hudson"), a
subsidiary of Hudson United Bancorp, a Mahwah, New Jersey-based
bank holding company. Under the terms of a purchase and sale
agreement that closed November 30, 1999, Hudson acquired the loan
and other financial assets and assumed the deposit liabilities of
the Bank. Under a strategic alliance agreement, effective
September 1, 1999, Hudson is the exclusive provider of certain
FDIC-insured banking products and services to Advest and its
clients. Concurrent with the agreements, the Bank ended its
mortgage origination and deposit services but retained its bank
charter and continues to provide trust and custody services.
Income from discontinued operations reflects the after tax
operating results of the Bank's lending and deposit operations.
Total revenues and expenses for the Bank's retained trust and
custody operations are not material to consolidated results.
Results of Operations
Three Months Ended December 31, 1999 Versus
Three Months Ended December 31, 1998
Net revenues, total revenues from continuing operations less
interest expense, increased $16.9 million (22%) to $92.5 million.
Net expenses from continuing operations increased $14.9 million
(22%) to $82.9 million, primarily as a result of higher sales-
related compensation and general payroll. The effective tax rate
was 42% for current year compared with 40% in the prior year.
Agency commissions increased $7.7 million (24%) led by a $3.7
million (59%) increase in over-the-counter commissions and a $1.6
million (12%) increase in listed commissions. Insurance and mutual
funds commissions both increased $1.0 million, reflecting year-to-
year gains of 44% and 10%, respectively. Commissions on listed and
over-the-counter securities increased primarily due to record share
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volume and prices. The increase in insurance commissions was
primarily due to a 230% increase in life insurance revenues.
Expanded advisory and planning efforts for high net worth clients
accounted for most of the increase in life insurance revenues.
The increase in investment banking revenues was primarily due
to increased underwriting and merger and acquisition activities.
Underwriting fees increased 174% to $1.4 million and related sales
credits increased 57% to $3.7 million. Merger and acquisition
revenues increased 101% to $2.1 million. These results should be
considered in light of a November 1999 reorganization of the
Investment Banking Division, which reduced staffing levels below
those in place at the time these transactions were originated.
Total revenues for Institutional Equity Sales and Trading increased
140% to $3.9 million. The hiring of five experienced institutional
equity traders in June 1999 contributed to this increase with
record revenues achieved for both institutional underwriting and
regular commissions.
Revenue from principal transactions increased $3.0 million
(20%) with over two-thirds of the gain coming in the month of
December. Institutional Government Agency underwriting activities
increased significantly with the placement of four issues with a
par value of $100 million. Municipal Bond trading profits
increased 80% to $936,000 and related sales credits increased 78%
to $3.7 million. Commissions on investment grade corporate bonds
increased 27% to $2.3 million. Investor interest in the emerging
market and high yield sectors contributed to a 69% increase in
related sales credits to $1.1 million. The Retail Corporate Bond
Department had a strong December, doubling their usual monthly
production numbers. On the equity side, measures taken last year
to reduce Advest's overnight market exposure by reducing equity
inventories, contributed to a $550,000 year-to-year improvement in
NASDAQ trading profits and related sales credits increased $.6
million(14%).
Asset management revenues increased $2.5 million (29%)
primarily as a result of increased fee-based managed account
business and higher service fees related to money market accounts
at Advest. The Bank's trust and custody revenues increased 49% to
$.5 million.
Net interest income increased $.8 million (14%). Advest's net
interest income increased $1.1 million (20%) primarily due to
higher average margin debits during the current year.
Compensation costs increased $10.7 million (22%) primarily due
to higher sales-related compensation and increased staff levels
especially in retail sales management, data processing and fixed
income personnel at Advest. Communications costs increased $1.2
million (16%) primarily related to higher volume-driven costs of
Advest's third party data processor and higher service bureaus
costs related to telecommunication and technology enhancements.
Other expenses increased $1.5 million (82%) primarily due to
settlement and error account charges.
Liquidity and Capital Resources
Three Months Ended December 31, 1999
Total assets at December 31, 1999 were substantially unchanged
from September 30, 1999, however, there were material changes in
certain assets and liabilities. Receivables from brokerage
customers increased $51.1 million (10%) and were financed by a
$54.2 million (18%) increase in brokerage customer credits.
Trading securities declined $26.4 million (9%) primarily due to
firm imposed restrictions as a precautionary measure to ensure
Advest had adequate liquidity on December 31. Short-term
borrowings declined $40.9 million (25%) primarily due to lower
trading inventories and a $22.5 million (122%) increase in
repurchase agreements. Net assets of discontinued operations
declined $28.4 million (92%) due to the execution of the purchase
and sale agreement with Hudson on November 30.
The year 2000 transition was effected successfully with no
significant issues arising. Advest conducted all due diligence
with respect to preparedness and as communicated to clients it was
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business as usual on January 3, 2000. The Company will continue to
monitor potential Y2K-related issues, such as leap year, which may
surface throughout the year, however the most critical areas of
concern have been effectively addressed. The Company's costs did
not exceed $2.5 million on its Y2K compliance efforts.
During the current quarter, the Company repurchased 82,482
shares of its common stock at a cost of $1.4 million under a
buyback program begun in August 1990. Cash dividends totaling
$450,000 were declared.
There have been no other material changes to the Company's
liquidity or capital resources since September 30, 1999.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
There were no material changes to the Company's market risk
analysis during the quarter ending December 31, 1999.
Part II. Other Information
Item 1. Legal Proceedings
The Company has been named as defendant, or has been
threatened with being named defendant in various actions, suits and
proceedings before a court or arbitrator arising principally from
its securities and investment banking business. Such matters
involve alleged violations of federal and state securities laws and
other laws. Certain of these actions claim substantial damages and,
if determined adversely to the Company, could have a material
adverse effect on the consolidated financial condition, results of
operations or cash flows of the Company. The Estate of Gabriel
Levine and his wife and various related entities have threatened a
proceeding before the American Arbitration Association against
Advest. They originally commenced related arbitration and court
proceedings in 1993, which were stayed pending consideration of
statute of limitations defenses. In 1998 the Connecticut Supreme
Court ruled that arbitrators and not a court should decide whether
those defenses apply. The claimants allege that the option trading
in their accounts was unsuitable, and that there was a failure to
disclose risks and to supervise their accounts. In court papers
filed in 1993 the claimants asserted claims for principal losses of
nearly $30,000,000, plus interest since October 1987. Following an
unsuccessful mediation Advest and the plaintiffs have agreed to a
private arbitration presently scheduled to be held in June, 2000.
Management believes that Advest, Inc. has strong defenses to these
claims and intends to defend them vigorously. However, Advest has
agreed to high/low arrangement in the private arbitration whereby
the private arbitrator must award no less than $1,750,000 and
cannot award more than $15,000,000. While the outcome of any
litigation is uncertain, management, based in part upon
consultation with legal counsel, believes that the resolution of
all matters pending or threatened against the Company will not have
a material adverse effect on the financial condition or future
results of operations or cash flows of the Company.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
Exhibit 27 -- Financial Data Schedule (Selected financial data
- for EDGAR electronic filing only to SEC)
The interim financial information contained herein has been
subjected to a review by PricewaterhouseCoopers LLP, the
registrant's Independent Accountants, whose report is included
on page 13 of this filing.
(b) Reports on Form 8-K
None
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Report of Independent Accountants
To the Shareholders and Board of Directors of
The Advest Group, Inc.:
We have reviewed the accompanying condensed consolidated balance
sheet of The Advest Group, Inc. and subsidiaries (the "Company") as
of December 31, 1999, and the related condensed consolidated
statements of earnings and cash flows for the three-month periods
ended December 31, 1999 and 1998. These financial statements are
the responsibility of the Company's management.
We conducted our review in accordance with Statements on Standards
for Accounting and Review Services issued by the American Institute
of Certified Public Accountants. A review of interim financial
information consists principally of applying analytical procedures
to financial data and making inquires of persons responsible for
financial and accounting matters. It is substantially less in scope
than an audit conducted in accordance with auditing standards
generally accepted in the United States, the objective of which is
the expression of an opinion regarding the financial statements
taken as a whole. Accordingly, we do not express such an opinion.
Based on our review, we are not aware of any material modifications
that should be made to the aforementioned financial statements for
them to be in conformity with accounting principles generally
accepted in the United States.
We have previously audited, in accordance with auditing standards
generally accepted in the United States, the consolidated balance
sheet as of September 30, 1999, and the related statements of
earnings, changes in shareholders' equity and cash flows for the
year then ended (not presented herein), and in our report, dated
October 27, 1999, we expressed an unqualified opinion on those
consolidated financial statements. In our opinion, the information
set forth in the accompanying condensed consolidated balance sheet
as of September 30, 1999, is fairly stated, in all material
respects, in relation to the balance sheet from which it has been
derived.
PricewaterhouseCoopers LLP
Hartford, Connecticut
January 19, 2000
Signatures
Pursuant to the requirements of the Securities and Exchange
Act of 1934, the registrant duly caused this report to be signed on
its behalf by the thereunto duly authorized.
The Advest Group, Inc.
Registrant
Date February 4, 1999 /s/ Grant Kurtz
Grant Kurtz,
President and
Chief Executive Officer
Date February 4, 1999 /s/ Martin M. Lilienthal
Martin M. Lilienthal,
Executive Vice President,
Chief Financial Officer
and Treasurer
14
<PAGE>
Exhibit Index
Exhibit Description
27 Financial Data Schedule (Selected financial data - for
EDGAR electronic transmission only for SEC.)
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<ARTICLE> BD
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> SEP-30-2000
<PERIOD-END> DEC-31-1999
<CASH> 12450
<RECEIVABLES> 584796
<SECURITIES-RESALE> 0
<SECURITIES-BORROWED> 534597
<INSTRUMENTS-OWNED> 296865
<PP&E> 13189
<TOTAL-ASSETS> 1471646
<SHORT-TERM> 120060
<PAYABLES> 71684
<REPOS-SOLD> 0
<SECURITIES-LOANED> 489172
<INSTRUMENTS-SOLD> 208819
<LONG-TERM> 20977
0
0
<COMMON> 109
<OTHER-SE> 141842
<TOTAL-LIABILITY-AND-EQUITY> 1471646
<TRADING-REVENUE> 17988
<INTEREST-DIVIDENDS> 17295
<COMMISSIONS> 40104
<INVESTMENT-BANKING-REVENUES> 14855
<FEE-REVENUE> 11177
<INTEREST-EXPENSE> 10834
<COMPENSATION> 60423
<INCOME-PRETAX> 9533
<INCOME-PRE-EXTRAORDINARY> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 5823
<EPS-BASIC> .73
<EPS-DILUTED> .63
</TABLE>
