LEHMAN BROTHERS HOLDINGS INC
8-K, 1994-04-26
SECURITY BROKERS, DEALERS & FLOTATION COMPANIES
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<PAGE>   1


                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C.20549

                                    FORM 8-K

                                 CURRENT REPORT
                       Pursuant to Section 13 or 15(d) of
                      the Securities Exchange Act of 1934



Date of Report (date of earliest event reported): April 21, 1994

                         LEHMAN BROTHERS HOLDINGS INC.
             (Exact name of registrant as specified in its charter)

                                    Delaware
                 (State or other jurisdiction of incorporation)

             1-9466                               13-3216325
    (Commission File Number)           (IRS Employer Identification No.)


    3 World Financial Center
      New York, New York                            10285
    (Address of principal                         (Zip Code)
      executive offices)

                    Registrant's telephone number, including
                           area code: (212) 298-2000

                    ----------------------------------------
<PAGE>   2

ITEM 5.     OTHER EVENTS.


FIRST QUARTER 1994 EARNINGS

     Filed herewith is preliminary and unaudited Selected Consolidated 
Financial Information of Lehman Brothers Holdings Inc. ("the Company"), for the
quarter ended March 31, 1994, which information will be superseded by
information contained in the Company's Quarterly Report on Form 10-Q for the
quarter ended March 31, 1994.All adjustments which are, in the opinion of
management, necessary for a fair presentation of the Selected Consolidated
Financial Information for the period presented have been included.Certain
amounts for first quarter 1993 reflect reclassifications to conform to the
current period's presentation.


ITEM 7.     FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS


        (c)     Exhibits

                The following Exhibits are filed as a part of this Report.


                           99.1       Consolidated Statement of Operations
                                      (Three Months Ended March 31, 1994)
                                      (Preliminary and Unaudited)

                           99.2       Selected Statistical Information
                                      (At March 31, 1994)
                                      (Preliminary and Unaudited)


        The Exhibit Index to this Report is incorporated hereinby reference.





                                      -2-
<PAGE>   3

                                   SIGNATURE



     Pursuant to the requirements of the Securities Exchange Act of 1934, the 
Company has duly caused this Report to be signed on its behalf by the 
undersigned hereunto duly authorized.


                                       LEHMAN BROTHERS HOLDINGS INC.




                                       BY:   /S/ ROBERT MATZA 
                                          -------------------
                                             ROBERT MATZA 
                                             CHIEF FINANCIAL OFFICER



DATE:  APRIL 26, 1994





                                      -3-
<PAGE>   4

                                EXHIBIT INDEX


EXHIBIT NO.                 EXHIBIT

Exhibit 99.1                Consolidated Statement of Operations
                            (Three Months Ended March 31, 1994)
                            (Preliminary and Unaudited)

Exhibit 99.2                Selected Statistical Information
                            (At March 31, 1994)
                            (Preliminary and Unaudited)

<PAGE>   1
                                                                    EXHIBIT 99.1
<PAGE>   2

LEHMAN BROTHERS HOLDINGS INC.
CONSOLIDATED STATEMENT OF OPERATIONS
(PRELIMINARY AND UNAUDITED)
(IN MILLIONS)

<TABLE>
<CAPTION>
                                                                      
                                                           Three Months   Three Months Ended March 31, 1993
                                                              Ended       ---------------------------------
                                                            March 31,       Lehman   Businesses
                                                               1994       Businesses    Sold     Historical
                                                               ----       ----------    ----     ----------
<S>                                                           <C>           <C>         <C>         <C>
Revenues:
   Commissions                                                $  141        $  116      $  364      $  480
   Market Making and Principal Transactions                      434           433         155         588
   Investment Banking                                            175           164          64         228
   Interest and Dividends                                      1,527         1,305          66       1,371
   Other                                                          17            19         171         190
                                                              ------        ------      ------      ------
      Total Revenues                                           2,294         2,037         820       2,857
   Interest Expense                                            1,453         1,208          62       1,270
                                                              ------        ------      ------      ------
      Net Revenues                                               841           829         758       1,587
                                                              ------        ------      ------      ------
Non-Interest Expenses:
   Compensation and Benefits                                     450           461         509         970
   Communications                                                 50            46          51          97
   Occupancy and Equipment                                        42            41          41          82
   Depreciation and Amortization                                  31            24          20          44
   Advertising and Market Development                             31            31          16          47
   Brokerage, Commissions and Clearance Fees                      45            39          (9)         30
   Professional Services                                          42            35          17          52
   Other                                                          29            48          51          99
   Severance                                                      33             0           0           0
   Loss on Sale of Shearson                                        0             0         535         535
   Reserves for Non-Core Businesses                                0            32         120         152
                                                              ------        ------      ------      ------
      Total Non-Interest Expenses                                753           757       1,351       2,108
                                                              ------        ------      ------      ------
   Income (Loss) from Continuing
      Operations Before Accounting Change                         88            72        (593)       (521)
   Income Tax Provision                                           33            38          81         119
                                                              ------        ------      ------      ------
   Income (Loss) from Continuing Operations
      Before Accounting Change and Preferred
      Dividends                                                   55            34        (674)       (640)
   Income from Discontinued Operations, Net:
      Income from Operations                                       0             0          24          24
      Gain on Disposal                                             0             0         165         165
                                                              ------        ------      ------      ------
   Income (Loss) before Accounting
      Change and Preferred Dividends                              55            34        (485)       (451)
    Change in Accounting Principle, Net                          (13)            0           0           0
                                                              ------        ------      ------      ------
   Net Income (Loss)                                              42            34        (485)       (451)
   Preferred Stock Dividends                                      12            12           0          12
                                                              ------        ------      ------      ------
   Net Income (Loss) Applicable to
      Common Shares                                           $   30        $   22      $ (485)      $(463)
                                                              ======        ======      ======        ==== 
</TABLE>

Note:  Certain prior year amounts have been reclassified to conform to the
       current year's presentation.

<PAGE>   1
                                                                    EXHIBIT 99.2
<PAGE>   2
LEHMAN BROTHERS HOLDINGS INC.
SELECTED STATISTICAL INFORMATION
(PRELIMINARY AND UNAUDITED)

<TABLE>
<CAPTION>
(Amounts in millions, except percentages and where indicated)

                                                               Three Months Ended
                                                                    March 31,          
                                                              --------------------     Percentage          
                                                               1994          1993      Inc/(Dec)
                                                               ----          ----      ---------
<S>                                                           <C>           <C>           <C>
Total Stockholders' Equity                                    $2,033        $1,906        6.7%
Tangible Equity                                               $1,762        $1,609        9.5%
Return on Average Common Equity*                               17.1%          --           --
</TABLE>

*Calculated before the accounting change.


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