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 June 30, 2000
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OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the transition from To period
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Commission file number 1-9109
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RAYMOND JAMES FINANCIAL, INC.
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(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
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(Address of principal executive offices) (Zip Code)
(727) 573-3800
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(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.
46,162,076 shares of Common Stock as of August 9, 2000
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RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES
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Form 10-Q for the Quarter Ended June 30, 2000
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INDEX
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PART I. FINANCIAL INFORMATION PAGE
---------------------
Item 1. Financial Statements
Consolidated Statement of Financial Condition as of
June 30, 2000 (unaudited) and September 24, 1999 2
Consolidated Statement of Operations (unaudited) for the
three and nine month periods ended June 30, 2000 and
June 25, 1999 3
Consolidated Statement of Cash Flows (unaudited) for the
nine months ended June 30, 2000 and June 25, 1999 4
Notes to Consolidated Financial Statements (unaudited) 5
Item 2. Management's Financial Discussion and Analysis 7
PART II. OTHER INFORMATION
-----------------
Item 1. Legal Proceedings 10
Item 4. Submission of Matters to a Vote of Shareholders 11
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibit 11: Computation of Earnings Per Share 12
Exhibit 27: Financial Data Schedule - EDGAR version only
(filed electronically)
(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 June 30, 2000.
RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES
----------------------------------------------
CONSOLIDATED STATEMENT OF FINANCIAL CONDITION
---------------------------------------------
(in thousands, except share amounts)
June 30, September 24,
2000 1999
----------- -------------
(Unaudited)
ASSETS
Cash and cash equivalents $ 292,885 $ 250,855
Assets segregated pursuant to Federal Regulations:
Cash and cash equivalents 1,554 9
Securities purchased under agreements to resell 877,971 1,102,979
Securities owned:
Trading and investment account securities 192,431 180,967
Available for sale securities 381,162 400,143
Receivables:
Clients, net 1,955,218 1,447,618
Stock borrowed 1,296,161 1,277,692
Brokers, dealers and clearing organizations 88,458 34,670
Other 89,471 69,339
Investment in leveraged leases 24,283 23,950
Property and equipment, net 90,913 91,335
Deferred income taxes, net 62,582 39,631
Deposits with clearing organizations 24,548 24,634
Intangible assets 33,083 34,866
Prepaid expenses and other assets 46,597 52,027
----------- -----------
$5,457,317 $5,030,715
=========== ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
Loans payable $ 134,708 $ 201,504
Payables:
Clients 2,885,248 2,524,352
Stock loaned 1,326,350 1,378,821
Brokers, dealers and clearing organizations 80,769 55,722
Trade and other 138,594 101,772
Trading account securities sold but not yet
purchased 75,343 33,400
Accrued compensation and commissions 176,809 172,066
Income taxes payable 25,033 4,592
----------- -----------
4,842,854 4,472,229
----------- -----------
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
100,000,000 shares; issued 48,997,995 shares 490 490
Additional paid-in capital 56,595 58,023
Other comprehensive income (1,782) (1,076)
Retained earnings 608,692 530,885
----------- -----------
663,995 588,322
Less: 2,860,653 and 1,755,585 common shares
in treasury, at cost (49,532) (29,836)
----------- -----------
614,463 558,486
----------- -----------
$5,457,317 $5,030,715
=========== ===========
See Notes to Consolidated Financial Statements.
RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES
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CONSOLIDATED STATEMENT OF OPERATIONS
------------------------------------
(UNAUDITED)
(in thousands, except per share amounts)
Three Months Ended Nine Months Ended
------------------- --------------------
June 30, June 25, June 30, June 25,
2000 1999 2000 1999
-------- -------- --------- --------
Revenues:
Securities commissions and fees $254,476 $203,568 $ 792,275 $553,157
Investment banking 19,882 18,971 54,587 46,320
Investment advisory fees 33,196 23,189 88,026 66,416
Interest 88,963 58,104 249,463 162,933
Correspondent clearing 1,246 1,242 4,188 3,527
Net trading profits 7,985 4,771 20,285 15,263
Financial service fees 11,892 9,728 34,086 25,689
Other 8,784 4,817 23,627 14,783
-------- -------- --------- --------
Total revenues 426,424 324,390 1,266,537 888,088
-------- -------- --------- --------
Expenses:
Employee compensation and benefits 249,278 201,282 762,117 545,073
Communications and
information processing 15,233 13,080 45,985 37,453
Occupancy and equipment 13,122 9,631 37,516 28,876
Clearing and floor brokerage 4,379 4,275 11,485 10,635
Interest 58,713 37,988 163,682 107,505
Business development 10,561 9,364 30,626 28,082
Other 36,710 10,781 71,296 28,819
-------- -------- --------- --------
Total expenses 387,996 286,401 1,122,707 786,443
-------- -------- --------- --------
Income before provision for
income taxes 38,428 37,989 143,830 101,645
Provision for income taxes 15,265 14,499 55,615 38,807
-------- -------- --------- --------
Net income $ 23,163 $ 23,490 $ 88,215 $ 62,838
======== ======== ========= ========
Net income per share-basic $ .50 $ .50 $ 1.90 $ 1.32
======== ======== ========= ========
Net income per share-diluted $ .50 $ .49 $ 1.88 $ 1.30
======== ======== ========= ========
Cash dividends declared per
common share $ .075 $ .07 $ .225 $ .21
======== ======== ========= ========
Weighted average common shares
outstanding-basic 46,091 47,278 46,326 47,698
======== ======== ========= ========
Weighted average common and
common equivalent shares
outstanding-diluted 46,667 48,084 46,903 48,566
======== ======== ========= ========
See Notes to Consolidated Financial Statements.
RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES
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CONSOLIDATED STATEMENT OF CASH FLOWS
------------------------------------
(UNAUDITED)
(in thousands)
Nine Months Ended
-------------------------
June 30, June 25,
2000 1999
----------- -----------
Cash flows from operating activities:
Net income $ 88,215 $ 62,838
----------- -----------
Adjustments to reconcile net income
to net cash provided by operating
activities:
Depreciation and amortization 15,786 13,998
(Increase) decrease in assets:
Deposits with clearing organizations 86 (5,326)
Receivables:
Clients, net (507,600) (506,049)
Stock borrowed (18,469) (546,560)
Brokers, dealers and clearing organizations (53,788) 53,186
Other (20,132) (273)
Trading account securities, net 30,479 (72,215)
Deferred income taxes (22,951) (4,888)
Prepaid expenses and other assets 6,880 (56,091)
Increase (decrease) in liabilities:
Payables:
Clients 360,896 257,990
Stock loaned (52,471) 651,526
Brokers, dealers and clearing organizations 25,047 (10,861)
Trade and other 36,822 18,492
Accrued compensation 4,743 (7,595)
Income taxes payable 20,441 (2,168)
----------- -----------
Total adjustments (174,231) (216,834)
----------- -----------
Net cash (used in)
operating activities (86,016) (153,996)
----------- -----------
Cash flows from investing activities:
Additions to property and equipment, net (15,364) (21,816)
Available for sale investments 18,720 35,891
----------- -----------
Net cash provided by investing activities 3,356 14,075
Cash flows from financing activities:
Borrowings from banks and financial institutions 137,565 291,285
Repayments on loans (204,361) (106,435)
Exercise of stock options and employee stock
purchases 4,945 6,264
Purchase of treasury stock (26,624) (27,149)
Corporate sale of put options 556 502
Cash dividends on common stock (10,409) (9,990)
----------- -----------
Net cash (used in) provided by
financing activities (98,328) 154,477
----------- -----------
Currency adjustments:
Effect of exchange rate changes on cash (445) -
Net increase (decrease) in cash
and cash equivalents (181,433) 14,556
Cash and cash equivalents at beginning of period 1,353,843 1,243,541
----------- -----------
Cash and cash equivalents at end of period $1,172,410 $1,258,097
=========== ===========
Supplemental disclosures of cash flow information:
Cash paid for interest $ 170,085 $ 103,665
=========== ===========
Cash paid for taxes $ 58,125 $ 45,863
=========== ===========
See Notes to Consolidated Financial Statements.
RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
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June 30, 2000
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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
The Company has committed to lend to, or guarantee other debt for, Raymond
James Tax Credit Funds, Inc. ("RJTCF") up to $45 million upon request. RJTCF,
a wholly-owned subsidiary of the Company, is a sponsor of limited partnerships
qualifying for low income housing tax credits. The borrowings are secured by
properties under development. The commitment expires in November 2000, at
which time any outstanding balances will be due and payable. At June 30, 2000,
there were loans of $15,618,000 outstanding and no guarantees.
The Company has guaranteed lines of credit for their various foreign joint
ventures as follows: two lines of credit totaling $6 million in Turkey, two
lines of credit not to exceed $8 million in Argentina, and a $5 million line of
credit and $325,000 letter of credit in India. In addition, the Company has
guaranteed settlement of trades with counterparties in Turkey, Argentina and
India.
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.
On June 19, 2000 a judgment in the amount of $40,675,537 was entered in
the United States District Court for the Eastern District of Kentucky,
Covington Division, against two of the Company's subsidiaries: Raymond James &
Associates, Inc (RJA) and RJ Mortgage Acceptance Corp., a subsidiary which has
been inactive since 1995. The judgment was based on a jury verdict that found
that both companies had breached a contractual obligation made in 1994 to
provide financing in the amount of $18 million to Corporex Realty and
Investment Corporation and a related entity. The jury also found that both
defendants had defrauded the plaintiffs in failing to provide financing; the
jury awarded the plaintiffs compensatory damages of approximately $10 million
(including $7.6 million for "lost investment opportunity") and $30 million in
punitive damages.
The Company has posted a bond and obtained a stay of judgment with respect
to the judgment against RJA, and has filed motions with the District Court
seeking judgment as a matter of law or, in the alternative, a new trial, based
upon numerous issues. If the Company is unsuccessful in its arguments before
the District Court, the Company intends to pursue these issues on appeal to the
U.S. Court of Appeals for the Sixth Circuit.The Company is unable to predict
the ultimate outcome of this matter. If the Company is unsuccessful in
setting aside all of this judgment, the Company will be required to pay
interest from June 19,2000 on the amount sustained by the Court of Appeals
at the statutory rate of 6.375% per year.
In the opinion of the Company's management, based in part on outside legal
counsel, and after consideration of amounts provided for in the accompanying
financial statements, ultimate resolution of these matters will not have a
material adverse impact on the Company's 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. A total of 1,768,875 remained available to purchase as of
June 30, 2000.
At their meeting on May 24, 2000, the Board of Directors of the Company
declared a quarterly cash dividend of $.075 per share.
Net Capital Requirements
The broker-dealer subsidiaries of the Company are subject to the
requirements of Rule 15c3-under the Securities Exchange Act of 1934. This rule
requires that aggregate indebtedness, as defined, shall 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 position of the Company's clearing broker-dealer subsidiary at June 30,
2000 was as follows (dollar amounts in thousands):
Raymond James & Associates, Inc.:
---------------------------------
(alternative method elected)
Net capital as a percent of aggregate debit items 16.34%
Net capital $296,983
Required net capital $36,359
All other broker-dealer subsidiaries were in compliance during the periods
presented.
Comprehensive Income
Total comprehensive income for the three and nine months ended June 30,
2000 and June 25, 1999 is as follows (in thousands):
Three Months Ended Nine Months Ended
-------------------- ---------------------
June 30, June 25, June 30, June 25,
2000 1999 2000 1999
--------- --------- --------- ---------
Net income $ 23,163 $ 23,490 $ 88,215 $ 62,838
Accumulated other
comprehensive income:
Unrealized gain (loss)
on securities, net of tax 232 (438) (261) (804)
Cumulative translation
adjustment 6 - (445) -
--------- --------- --------- ---------
Total comprehensive income $ 23,401 $ 23,052 $ 87,509 $ 62,034
========= ========= ========= =========
Item 2.
MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS
----------------------------------------------
(Any statements containing forward looking information should be read in
conjunction with Management's Discussion and Analysis of Results of Operations
and Financial Condition in the Company's Annual Report on Form 10-K for the
year ended September 24, 1999).
Results of Operations - Three months ended June 30, 2000 compared with
--------------------- three months ended June 25, 1999.
The Company had its second highest quarterly revenues in history.
Revenues of $426,424,000 exceeded the June 1999 quarter's $324,390,000 by 31%.
Net income of $23,163,000, inclusive of a $20 million pre-tax charge for a net
increase in litigation reserves, represented a 1% decrease compared to the
$23,490,000 in the prior year. Net income per diluted share of $.50
represented a 1% increase despite the decline in net income due to the impact
of fewer shares outstanding as a result of the Company's purchases of treasury
shares during the past year. Excluding the net impact on results of the
aforementioned charge for litigation reserves, net income of approximately
$34 million or $.73 per diluted share, would also have been the Company's
second highest ever.
On May 28, 1999 the Company purchased Roney & Co. ("Roney"). Immediately
subsequent to fiscal year end 1999, Roney was contributed to and merged into
RJA. Prior year results for the three and nine month periods include only one
month of Roney results.
Securities commissions, our largest revenue line, increased by 25%. There
was a 21% increase in the number of Financial Advisors, approximately half of
which was due to the addition of 320 brokers from the Roney acquisition,
supplemented by improved productivity, producing the overall increase. The
number of client accounts grew 61% to approximately 1.5 million, while client
assets grew 24% to $85 billion.
Although the Company managed or co-managed no public offerings this
quarter, revenues remained close to $20 million. Investment banking revenues
included strong merger & acquisition results, commissions from participating in
non-managed offerings, some residual revenues from prior offerings and some
profits on warrants which were exercised and the positions sold.
Financial assets under management and the related investment advisory fees
increased dramatically over the prior year. The growth in fees exceeds the
growth in the end of quarter assets (shown below), as fees are based on assets
at the beginning of the quarter. In addition, assets under management in our
French joint venture have grown significantly to over half a billion dollars.
The composition of the asset increase is as follows:
June 30, June 25, % Increase/
2000 1999 (Decrease)
----------- ----------- ----------
Assets Under Management (000's):
Eagle Asset Management, Inc. $ 6,010,893 $ 5,489,370 10%
Heritage Family of Mutual Funds 5,771,827 4,617,771 25%
Investment Advisory Services 4,769,000 2,974,235 60%
Awad Asset Management 620,000 626,467 (1%)
----------- -----------
Total Financial Assets Under
Management $17,171,720 $13,707,843 25%
=========== ===========
Net interest income of $30.0 million, establishing yet another quarterly
record, was 50% higher than the comparable prior year quarter. The majority of
the increase is due to the 36% increase in margin loan balances and continued
growth in customer cash deposits.
Financial service fees increased over the prior year because of an
increase in the number of accounts which generate administrative or transaction
fees for the Company, such
as IRA annual account fees, transaction fees in Passport (wrap fee) accounts,
and money market distribution fees, continued their strong growth.
Other revenues include a near doubling of postage & handling fees and
increased floor brokerage income over the prior year, both related to
transaction volume.
Employee compensation continues to increase; the largest absolute increase
continues to be in Financial Advisor compensation, which is directly related to
increased securities commissions. In addition, there was a considerable
increase in administrative and clerical compensation expense due to the Roney
acquisition and a general increase in the number of support and backoffice
staff necessary to accommodate growth.
Occupancy and equipment costs reflect the addition of the Roney branch
offices and the establishment and equipping of a second operations center in
Detroit.
The increase in other expenses is predominantly attributable to the $20
million charge for a net increase in litigation reserves, driven largely by the
Corporex case, which is described under Commitments and Contingencies. Fees
paid to outside money managers, a result of increased assets in Investment
Advisory Service accounts, also increased significantly.
Results of Operations - Nine months ended June 30, 2000 compared with nine
----------------------- months ended June 25, 1999.
The results for the nine month periods reflect the same trends as those
for the comparative quarterly results. Revenues for the nine months ended June
30, 2000 were up 43% to $1,266,537,000 from $888,088,000 in the same period of
the prior year. Net income increased 40% to $88,215,000, or $1.88 per diluted
share compared to $1.30 per diluted share last year. Again, exclusive of the
$20 million charge to litigation reserves, net income for the period would have
been approximately $99 million or $2.11 per diluted share.
(The underlying reasons for the variances to the prior year period are
substantially the same as the comparative quarterly discussion above and the
statements contained in such foregoing discussion also apply to the nine month
comparison.)
Net trading profits, both from OTC equities and fixed income securities,
have benefited from the 33% increase in transaction volume.
Increased communications and information processing expenses are the
result of the Company's general growth. Areas of increased expenses include
telephone, postage, market quotation services and computer software
maintenance.
Segment Information
-------------------
The Company's reportable segments are: retail distribution, institutional
distribution, investment banking, asset management and other. Segment data
includes charges allocating corporate overhead to each segment. Intersegment
revenues and charges are eliminated between segments. The Company has not
disclosed asset information by segment as the information is not produced
internally.
Information concerning operations in these segments of business is as
follows:
Three Months Ended Nine Months Ended
---------------------- -----------------------
June 30, June 25, June 30, June 25,
2000 1999 2000 1999
---------- --------- ----------- ----------
Revenues: (000's)
---------
Retail distribution $298,274 $226,558 $ 911,657 $605,410
Institutional distribution 38,725 39,431 127,127 123,053
Investment banking 12,311 8,935 28,039 21,529
Asset management 33,875 24,196 90,407 69,096
Other 43,239 25,270 109,307 69,000
--------- --------- ----------- ---------
Total $426,424 $324,390 $1,266,537 $888,088
========= ========= =========== =========
Pre-tax Income: (000's)
---------------
Retail distribution $ 38,517 $ 26,160 $ 121,598 $ 65,426
Institutional distribution 137 3,071 9,100 12,809
Investment banking 3,073 1,808 2,154 1,722
Asset management 8,087 5,137 19,581 15,114
Other (11,386) 1,813 (8,603) 6,574
--------- --------- ----------- ---------
Total $ 38,428 $ 37,989 $ 143,830 $101,645
========= ========= =========== =========
Financial Condition
-------------------
The Company's total assets have increased 8% since fiscal year end. This
increase is due almost entirely to increased customer margin loans. Customer
margin loan balances are included in client receivables.
In addition to the $39 million mortgage on the corporate headquarters
complex, loans payable at June 30, 2000 include $34 million to finance customer
borrowing in a finance subsidiary, and $55 million at the parent company ($5
million short-term and $50 million on a term loan).
Liquidity and Capital Resources
-------------------------------
Net cash used in operating activities for the nine months was $67,034,000.
The main use was the increased customer margin loans (reflected as client
receivables) net of increased customer cash balances.
Investing and financing activities used a net $114,399,000 over the past
nine months. Cash was used to pay off borrowings, to purchase treasury stock,
to purchase equipment and for the payment of dividends.
The Company has a term loan and two committed lines of credit. The parent
company has a $50 million three-year term loan and a committed, unsecured $100
million line for general corporate purposes. In addition, Raymond James Credit
Corporation, a finance subsidiary which provides loans collateralized by
restricted or control shares of public companies, has a $50 million line of
credit. Raymond James & Associates, Inc., the Company's clearing broker-
dealer, also maintains uncommitted lines of credit aggregating $480 million
with commercial banks ($235,000,000 secured and $245,000,000 unsecured).
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.
Item 1.
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LEGAL PROCEEDINGS
-----------------
On June 19, 2000 a judgment in the amount of $40,675,537 was entered in
the United States District Court for the Eastern District of Kentucky,
Covington Division, against two of the Company's subsidiaries: Raymond James &
Associates, Inc (RJA) and RJ Mortgage Acceptance Corp., a subsidiary which has
been inactive since 1995. The judgment was based on a jury verdict that found
that both companies had breached a contractual obligation made in 1994 to
provide financing in the amount of $18 million to Corporex Realty and
Investment Corporation and a related entity. The jury also found that both
defendants had defrauded the plaintiffs in failing to provide financing; the
jury awarded the plaintiffs compensatory damages of approximately $10 million
(including $7.6 million for "lost investment opportunity") and $30 million in
punitive damages.
The Company has posted a bond and obtained a stay of judgment with respect
to the judgment against RJA, and has filed motions with the District Court
seeking judgment as a matter of law or, in the alternative, a new trial, based
upon numerous issues. If the Company is unsuccessful in its arguments before
the District Court, the Company intends to pursue these issues on appeal to the
U.S. Court of Appeals for the Sixth Circuit.
The Company is unable to predict the ultimate outcome of this matter. If the
Company is unsuccessful in setting aside all of this judgment, the Company will
be required to pay interest from June 19,2000 on the amount sustained by the
Court of Appeals at the statutory rate of 6.375% per year.
In the opinion of the Company's management, based in part on outside legal
counsel, and after consideration of amounts provided for in the accompanying
financial statements, ultimate resolution will not have a material adverse
impact on the Company's financial position or results of operations.
Item 4
------
SUBMISSION OF MATTERS TO A VOTE OF SHAREHOLDERS
-----------------------------------------------
Proxies for the Annual meeting of Shareholders held on February 10, 2000
were solicited by the Company pursant to Regulation 14A of the Securities Act
of 1934, as amended. Matters voted upon at the Annual Meeting of Shareholders:
1. The election of thirteen directors to the Board of Directors to hold
office for a term of one year. There was no solicitation in opposition
of the nominees and all such nominees were elected.
For Individual Against Individual
Director Director
-------------- ------------------
Biever, Angela M. 42,987,490 571,817
Bulkley, Jonathan A. 42,998,744 560,563
Chao, Elaine L. 39,411,687 4,147,620
Franke, Thomas S. 42,942,353 616,954
Godbold, Francis S 42,969,602 589,705
Greene M. Anthony 42,909,482 649,825
Hill Jr., Harvard H. 42,997,260 562,047
James, Huntington A. 42,944,959 614,348
James, Thomas A. 42,962,708 596,599
Marshall, Paul W. 42,992,454 566,853
Putnam, J. Stephen 42,967,155 592,152
Shuck, Robert F 42,765,645 793,662
Zank, Dennis W. 42,870,782 688,525
2. The proposal to ratify Incentive Compensation Criteria for the Company's
Executive Officers.
For Against Abstain
---------- --------- -------
40,887,338 2,467,672 204,296
3. The ratification of the selection of PricewaterhouseCoopers, LLP as
independent accountants for the Company for the fiscal year ending
September 29, 2000.
For Against Abstain
---------- --------- -------
43,377,490 136,784 45,033
ITEM 6.
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RAYMOND JAMES FINANCIAL, INC.
-----------------------------
COMPUTATION OF EARNINGS PER SHARE
----------------------------------------
(in thousands, except per share amounts)
Three Months Ended Nine Months Ended
------------------- -------------------
June 30, June 25, June 30, June 25,
2000 1999 2000 1999
-------- -------- -------- --------
Net income $23,163 $23,490 $88,215 $62,838
======= ======= ======= =======
Weighted average common
shares outstanding - basic 46,091 47,278 46,326 47,698
Additional shares assuming
exercise of stock
options and warrants(1) 576 806 577 868
------- ------- ------- -------
Weighted average common and
common equivalent
shares - diluted(1) 46,667 48,084 46,903 48,566
======= ======= ======= =======
Net income per share-basic $ .50 $ .50 $ 1.90 $ 1.32
======= ======= ======= =======
Net income per share-diluted(1) $ .50 $ .49 $ 1.88 $ 1.30
======= ======= ======= =======
(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: August 11, 2000 /s/ Thomas A. James
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Thomas A. James
Chairman and Chief
Executive Officer
/s/ Jeffrey P. Julien
-----------------------------
Jeffrey P. Julien
Vice President - Finance
and Chief Financial
Officer
