x
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
o
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
Delaware
|
|
13-2670991
|
(State or other jurisdiction of
incorporation or organization)
|
|
(I.R.S. Employer
Identification No.)
|
|
|
|
One Franklin Parkway, San Mateo, CA
|
|
94403
|
(Address of principal executive offices)
|
|
(Zip Code)
|
Large accelerated filer
x
|
|
Accelerated filer
o
|
Non-accelerated filer
o
(Do not check if a smaller reporting company)
|
|
Smaller reporting company
o
|
|
|
Three Months Ended
March 31, |
|
Six Months Ended
March 31, |
||||||||||||
(in millions, except per share data)
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||||||
Operating Revenues
|
|
|
|
|
|
|
|
|
||||||||
Investment management fees
|
|
$
|
1,267.5
|
|
|
$
|
1,126.4
|
|
|
$
|
2,467.4
|
|
|
$
|
2,201.5
|
|
Sales and distribution fees
|
|
642.7
|
|
|
585.9
|
|
|
1,246.8
|
|
|
1,110.2
|
|
||||
Shareholder servicing fees
|
|
76.6
|
|
|
76.7
|
|
|
151.0
|
|
|
152.1
|
|
||||
Other, net
|
|
26.8
|
|
|
10.3
|
|
|
50.2
|
|
|
37.4
|
|
||||
Total operating revenues
|
|
2,013.6
|
|
|
1,799.3
|
|
|
3,915.4
|
|
|
3,501.2
|
|
||||
Operating Expenses
|
|
|
|
|
|
|
|
|
||||||||
Sales, distribution and marketing
|
|
780.8
|
|
|
715.5
|
|
|
1,511.7
|
|
|
1,346.1
|
|
||||
Compensation and benefits
|
|
355.1
|
|
|
323.0
|
|
|
690.2
|
|
|
623.4
|
|
||||
Information systems and technology
|
|
44.8
|
|
|
43.3
|
|
|
88.4
|
|
|
84.7
|
|
||||
Occupancy
|
|
31.9
|
|
|
31.9
|
|
|
65.3
|
|
|
63.7
|
|
||||
General, administrative and other
|
|
71.6
|
|
|
68.5
|
|
|
145.3
|
|
|
133.8
|
|
||||
Total operating expenses
|
|
1,284.2
|
|
|
1,182.2
|
|
|
2,500.9
|
|
|
2,251.7
|
|
||||
Operating Income
|
|
729.4
|
|
|
617.1
|
|
|
1,414.5
|
|
|
1,249.5
|
|
||||
Other Income (Expenses)
|
|
|
|
|
|
|
|
|
||||||||
Investment and other income, net
|
|
96.5
|
|
|
82.4
|
|
|
142.0
|
|
|
153.6
|
|
||||
Interest expense
|
|
(10.9
|
)
|
|
(9.6
|
)
|
|
(25.4
|
)
|
|
(18.2
|
)
|
||||
Other income, net
|
|
85.6
|
|
|
72.8
|
|
|
116.6
|
|
|
135.4
|
|
||||
Income before taxes
|
|
815.0
|
|
|
689.9
|
|
|
1,531.1
|
|
|
1,384.9
|
|
||||
Taxes on income
|
|
221.6
|
|
|
202.1
|
|
|
433.0
|
|
|
403.4
|
|
||||
Net income
|
|
593.4
|
|
|
487.8
|
|
|
1,098.1
|
|
|
981.5
|
|
||||
Less: Net income (loss) attributable to
|
|
|
|
|
|
|
|
|
||||||||
Nonredeemable noncontrolling interests
|
|
17.8
|
|
|
(15.9
|
)
|
|
5.1
|
|
|
(5.8
|
)
|
||||
Redeemable noncontrolling interests
|
|
2.8
|
|
|
0.5
|
|
|
4.1
|
|
|
3.3
|
|
||||
Net Income Attributable to Franklin Resources, Inc.
|
|
$
|
572.8
|
|
|
$
|
503.2
|
|
|
$
|
1,088.9
|
|
|
$
|
984.0
|
|
Earnings per Share
|
|
|
|
|
|
|
|
|
||||||||
Basic
|
|
$
|
2.69
|
|
|
$
|
2.33
|
|
|
$
|
5.12
|
|
|
$
|
4.54
|
|
Diluted
|
|
2.69
|
|
|
2.32
|
|
|
5.11
|
|
|
4.53
|
|
||||
Dividends per Share
|
|
$
|
0.29
|
|
|
$
|
0.27
|
|
|
$
|
3.58
|
|
|
$
|
2.54
|
|
(in millions)
|
|
Three Months Ended
March 31, |
|
Six Months Ended
March 31, |
||||||||||||
|
2013
|
|
2012
|
|
2013
|
|
2012
|
|||||||||
Net Income
|
|
$
|
593.4
|
|
|
$
|
487.8
|
|
|
$
|
1,098.1
|
|
|
$
|
981.5
|
|
Other Comprehensive Income (Loss)
|
|
|
|
|
|
|
|
|
||||||||
Net unrealized gains (losses) on investments, net of tax
|
|
(16.9
|
)
|
|
22.5
|
|
|
(19.0
|
)
|
|
17.7
|
|
||||
Currency translation adjustments
|
|
(38.9
|
)
|
|
40.9
|
|
|
(35.0
|
)
|
|
18.4
|
|
||||
Net unrealized gains (losses) on defined benefit plans, net of tax
|
|
0.7
|
|
|
—
|
|
|
0.7
|
|
|
(0.2
|
)
|
||||
Total comprehensive income
|
|
538.3
|
|
|
551.2
|
|
|
1,044.8
|
|
|
1,017.4
|
|
||||
Less: Comprehensive income (loss) attributable to
|
|
|
|
|
|
|
|
|
||||||||
Nonredeemable noncontrolling interests
|
|
17.8
|
|
|
(15.9
|
)
|
|
5.1
|
|
|
(5.8
|
)
|
||||
Redeemable noncontrolling interests
|
|
2.8
|
|
|
0.5
|
|
|
4.1
|
|
|
3.3
|
|
||||
Comprehensive Income Attributable to Franklin Resources, Inc.
|
|
$
|
517.7
|
|
|
$
|
566.6
|
|
|
$
|
1,035.6
|
|
|
$
|
1,019.9
|
|
(in millions)
|
|
March 31,
2013 |
|
September 30,
2012 |
||||
Assets
|
|
|
|
|
||||
Cash and cash equivalents
|
|
$
|
5,411.3
|
|
|
$
|
5,784.3
|
|
Receivables
|
|
994.6
|
|
|
850.2
|
|
||
Investments (including $1,943.1 and $2,012.7 at fair value at March 31, 2013 and September 30, 2012)
|
|
2,555.7
|
|
|
2,583.8
|
|
||
Loans receivable, net
|
|
238.3
|
|
|
254.4
|
|
||
Assets of consolidated sponsored investment products
|
|
|
|
|
||||
Cash and cash equivalents
|
|
44.3
|
|
|
42.8
|
|
||
Investments, at fair value
|
|
1,228.8
|
|
|
1,046.6
|
|
||
Assets of consolidated variable interest entities
|
|
|
|
|
||||
Cash and cash equivalents
|
|
100.2
|
|
|
224.3
|
|
||
Investments, at fair value
|
|
1,012.9
|
|
|
984.1
|
|
||
Deferred taxes
|
|
100.3
|
|
|
94.9
|
|
||
Property and equipment, net
|
|
573.9
|
|
|
582.7
|
|
||
Goodwill and other intangible assets, net
|
|
2,380.9
|
|
|
2,141.9
|
|
||
Other
|
|
169.0
|
|
|
161.5
|
|
||
Total Assets
|
|
$
|
14,810.2
|
|
|
$
|
14,751.5
|
|
Liabilities
|
|
|
|
|
||||
Compensation and benefits
|
|
$
|
312.9
|
|
|
$
|
400.5
|
|
Accounts payable and accrued expenses
|
|
246.6
|
|
|
241.6
|
|
||
Commissions
|
|
422.8
|
|
|
383.9
|
|
||
Deposits
|
|
674.2
|
|
|
671.7
|
|
||
Debt
|
|
1,263.4
|
|
|
1,566.1
|
|
||
Debt of consolidated sponsored investment products
|
|
86.4
|
|
|
110.2
|
|
||
Liabilities of consolidated variable interest entities
|
|
|
|
|
||||
Debt, at fair value
|
|
1,073.2
|
|
|
1,100.9
|
|
||
Other, at fair value
|
|
45.5
|
|
|
61.9
|
|
||
Deferred taxes
|
|
281.2
|
|
|
276.3
|
|
||
Other
|
|
245.6
|
|
|
151.2
|
|
||
Total liabilities
|
|
4,651.8
|
|
|
4,964.3
|
|
||
Commitments and Contingencies (Note 11)
|
|
|
|
|
||||
Redeemable Noncontrolling Interests
|
|
80.5
|
|
|
26.7
|
|
||
Stockholders’ Equity
|
|
|
|
|
||||
Preferred stock, $1.00 par value, 1,000,000 shares authorized; none issued
|
|
—
|
|
|
—
|
|
||
Common stock, $0.10 par value, 1,000,000,000 shares authorized; 212,595,884 and 212,208,957 shares issued and outstanding at March 31, 2013 and September 30, 2012
|
|
21.3
|
|
|
21.2
|
|
||
Retained earnings
|
|
9,384.5
|
|
|
9,084.4
|
|
||
Appropriated retained earnings of consolidated variable interest entities
|
|
5.5
|
|
|
33.7
|
|
||
Accumulated other comprehensive income
|
|
8.7
|
|
|
62.0
|
|
||
Total Franklin Resources, Inc. stockholders’ equity
|
|
9,420.0
|
|
|
9,201.3
|
|
||
Nonredeemable noncontrolling interests
|
|
657.9
|
|
|
559.2
|
|
||
Total stockholders’ equity
|
|
10,077.9
|
|
|
9,760.5
|
|
||
Total Liabilities, Redeemable Noncontrolling Interests and Stockholders’ Equity
|
|
$
|
14,810.2
|
|
|
$
|
14,751.5
|
|
|
|
Six Months Ended
March 31, |
||||||
(in millions)
|
|
2013
|
|
2012
|
||||
Net Income
|
|
$
|
1,098.1
|
|
|
$
|
981.5
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
||||
Depreciation and amortization
|
|
114.6
|
|
|
108.4
|
|
||
Stock-based compensation
|
|
57.1
|
|
|
50.3
|
|
||
Excess tax benefit from stock-based compensation
|
|
(11.7
|
)
|
|
(17.6
|
)
|
||
Gains on sale of assets
|
|
(27.8
|
)
|
|
(21.4
|
)
|
||
Income from investments in equity method investees
|
|
(42.2
|
)
|
|
(61.6
|
)
|
||
Net (gains) losses on other investments of consolidated sponsored investment products
|
|
(46.0
|
)
|
|
27.4
|
|
||
Net (gains) losses of consolidated variable interest entities
|
|
26.5
|
|
|
(17.7
|
)
|
||
Other
|
|
3.9
|
|
|
21.0
|
|
||
Changes in operating assets and liabilities:
|
|
|
|
|
||||
Increase in receivables, prepaid expenses and other
|
|
(201.7
|
)
|
|
(98.7
|
)
|
||
Increase in trading securities, net
|
|
(83.9
|
)
|
|
(240.4
|
)
|
||
Increase in trading securities of consolidated sponsored investment products, net
|
|
(69.3
|
)
|
|
(81.1
|
)
|
||
Decrease in accrued compensation and benefits
|
|
(89.2
|
)
|
|
(101.5
|
)
|
||
Increase in commissions payable
|
|
38.9
|
|
|
11.3
|
|
||
Increase (decrease) in income taxes payable
|
|
16.6
|
|
|
(55.8
|
)
|
||
Decrease in other liabilities
|
|
(12.1
|
)
|
|
(25.8
|
)
|
||
Net cash provided by operating activities
|
|
771.8
|
|
|
478.3
|
|
||
Purchase of investments
|
|
(137.4
|
)
|
|
(107.3
|
)
|
||
Liquidation of investments
|
|
321.3
|
|
|
556.7
|
|
||
Purchase of investments by consolidated sponsored investment products
|
|
(144.1
|
)
|
|
(105.8
|
)
|
||
Liquidation of investments by consolidated sponsored investment products
|
|
88.9
|
|
|
25.2
|
|
||
Purchase of investments by consolidated variable interest entities
|
|
(360.9
|
)
|
|
(175.0
|
)
|
||
Liquidation of investments by consolidated variable interest entities
|
|
333.4
|
|
|
233.7
|
|
||
Decrease in loans receivable, net
|
|
16.5
|
|
|
17.9
|
|
||
Decrease in loans receivable held by consolidated variable interest entities, net
|
|
—
|
|
|
41.5
|
|
||
Additions of property and equipment, net
|
|
(28.2
|
)
|
|
(45.3
|
)
|
||
Acquisition of subsidiary, net of cash acquired
|
|
5.7
|
|
|
—
|
|
||
Cash and cash equivalents recognized due to consolidation of sponsored investment products
|
|
2.8
|
|
|
—
|
|
||
Net cash provided by investing activities
|
|
98.0
|
|
|
441.6
|
|
||
Increase (decrease) in deposits
|
|
2.5
|
|
|
(53.1
|
)
|
||
Issuance of common stock
|
|
27.3
|
|
|
28.2
|
|
||
Dividends paid on common stock
|
|
(759.3
|
)
|
|
(547.4
|
)
|
||
Repurchase of common stock
|
|
(121.3
|
)
|
|
(416.8
|
)
|
||
Excess tax benefit from stock-based compensation
|
|
11.7
|
|
|
17.6
|
|
||
Decrease in commercial paper, net
|
|
—
|
|
|
(5.0
|
)
|
||
Payments on debt
|
|
(479.4
|
)
|
|
—
|
|
|
|
Six Months Ended
March 31, |
||||||
(in millions)
|
|
2013
|
|
2012
|
||||
Proceeds from issuance of debt by consolidated sponsored investment products
|
|
$
|
301.1
|
|
|
$
|
22.8
|
|
Payments on debt by consolidated sponsored investment products
|
|
(324.8
|
)
|
|
(71.5
|
)
|
||
Payments on debt by consolidated variable interest entities
|
|
(95.3
|
)
|
|
(159.0
|
)
|
||
Noncontrolling interests
|
|
87.6
|
|
|
137.5
|
|
||
Net cash used in financing activities
|
|
(1,349.9
|
)
|
|
(1,046.7
|
)
|
||
Effect of exchange rate changes on cash and cash equivalents
|
|
(15.5
|
)
|
|
7.3
|
|
||
Decrease in cash and cash equivalents
|
|
(495.6
|
)
|
|
(119.5
|
)
|
||
Cash and cash equivalents, beginning of period
|
|
6,051.4
|
|
|
5,198.6
|
|
||
Cash and Cash Equivalents, End of Period
|
|
$
|
5,555.8
|
|
|
$
|
5,079.1
|
|
|
|
|
|
|
||||
Supplemental Disclosure of Non-Cash Activities
|
|
|
|
|
||||
Decrease in noncontrolling interests due to net deconsolidation of certain sponsored investment products
|
|
$
|
(10.7
|
)
|
|
$
|
(30.9
|
)
|
Increase in noncontrolling interests due to acquisition
|
|
38.2
|
|
|
—
|
|
||
Contingent consideration liability recognized due to acquisition
|
|
90.6
|
|
|
—
|
|
||
Transfers of loans receivable, net to loans held for sale
|
|
—
|
|
|
117.5
|
|
||
Transfers of loans receivable of consolidated variable interest entities, net to loans held for sale
|
|
—
|
|
|
37.4
|
|
||
|
|
|
|
|
||||
Supplemental Disclosure of Cash Flow Information
|
|
|
|
|
||||
Cash paid for income taxes
|
|
$
|
430.1
|
|
|
$
|
442.1
|
|
Cash paid for interest
|
|
26.8
|
|
|
21.3
|
|
||
Cash paid for interest by consolidated sponsored investment products and consolidated variable interest entities
|
|
24.7
|
|
|
26.6
|
|
(in millions)
|
|
Estimated
Fair Value
|
||
As of November 1, 2012
|
|
|||
Cash, including cash invested
|
|
$
|
191.6
|
|
Investments of consolidated sponsored investment products
|
|
31.1
|
|
|
Indefinite-lived intangible assets
|
|
105.2
|
|
|
Definite-lived intangible assets
|
|
43.8
|
|
|
Goodwill
|
|
110.1
|
|
|
Other assets
|
|
28.0
|
|
|
Debt
|
|
(176.5
|
)
|
|
Other liabilities
|
|
(21.6
|
)
|
|
Noncontrolling interests
|
|
(38.2
|
)
|
|
Total Identifiable Net Assets
|
|
$
|
273.5
|
|
(in millions)
|
|
Franklin
Resources, Inc.
Stockholders’
Equity
|
|
Nonredeemable
Noncontrolling
Interests
|
|
Total
Stockholders’
Equity
|
|
Redeemable
Noncontrolling
Interests
|
||||||||
for the six months ended March 31, 2013
|
|
|
|
|
||||||||||||
Balance at October 1, 2012
|
|
$
|
9,201.3
|
|
|
$
|
559.2
|
|
|
$
|
9,760.5
|
|
|
$
|
26.7
|
|
Net income
|
|
1,088.9
|
|
|
5.1
|
|
|
1,094.0
|
|
|
4.1
|
|
||||
Net loss reclassified to appropriated retained earnings
|
|
(28.2
|
)
|
|
28.2
|
|
|
—
|
|
|
|
|||||
Other comprehensive loss
|
|
(53.3
|
)
|
|
|
|
(53.3
|
)
|
|
|
||||||
Cash dividends on common stock
|
|
(763.6
|
)
|
|
|
|
(763.6
|
)
|
|
|
||||||
Repurchase of common stock
|
|
(121.3
|
)
|
|
|
|
(121.3
|
)
|
|
|
||||||
Noncontrolling interests
|
|
|
|
|
|
|
|
|
||||||||
Net subscriptions
|
|
|
|
55.6
|
|
|
55.6
|
|
|
32.0
|
|
|||||
Net consolidation (deconsolidation) of certain sponsored investment products
|
|
|
|
4.4
|
|
|
4.4
|
|
|
(15.1
|
)
|
|||||
Acquisition
|
|
|
|
5.4
|
|
|
5.4
|
|
|
32.8
|
|
|||||
Other
1
|
|
96.2
|
|
|
|
|
96.2
|
|
|
|
||||||
Balance at March 31, 2013
|
|
$
|
9,420.0
|
|
|
$
|
657.9
|
|
|
$
|
10,077.9
|
|
|
$
|
80.5
|
|
1
|
Primarily relates to stock-based compensation plans.
|
(in millions)
|
|
Franklin
Resources, Inc.
Stockholders’
Equity
|
|
Nonredeemable
Noncontrolling
Interests
|
|
Total
Stockholders’
Equity
|
|
Redeemable
Noncontrolling
Interests
|
||||||||
for the six months ended March 31, 2012
|
|
|
|
|
||||||||||||
Balance at October 1, 2011
|
|
$
|
8,524.7
|
|
|
$
|
579.2
|
|
|
$
|
9,103.9
|
|
|
$
|
18.6
|
|
Net income (loss)
|
|
984.0
|
|
|
(5.8
|
)
|
|
978.2
|
|
|
3.3
|
|
||||
Net income reclassified to appropriated retained earnings
|
|
15.5
|
|
|
(15.5
|
)
|
|
—
|
|
|
|
|||||
Other comprehensive income
|
|
35.9
|
|
|
|
|
35.9
|
|
|
|
||||||
Cash dividends on common stock
|
|
(551.6
|
)
|
|
|
|
(551.6
|
)
|
|
|
||||||
Repurchase of common stock
|
|
(416.8
|
)
|
|
|
|
(416.8
|
)
|
|
|
||||||
Noncontrolling interests
|
|
|
|
|
|
|
|
|
||||||||
Net subscriptions
|
|
|
|
105.6
|
|
|
105.6
|
|
|
31.9
|
|
|||||
Net deconsolidation of certain sponsored investment products
|
|
|
|
—
|
|
|
—
|
|
|
(30.9
|
)
|
|||||
Other
1
|
|
98.1
|
|
|
|
|
98.1
|
|
|
|
||||||
Balance at March 31, 2012
|
|
$
|
8,689.8
|
|
|
$
|
663.5
|
|
|
$
|
9,353.3
|
|
|
$
|
22.9
|
|
1
|
Primarily relates to stock-based compensation plans.
|
(in millions, except per share data)
|
|
Three Months Ended
March 31, |
|
Six Months Ended
March 31, |
||||||||||||
|
2013
|
|
2012
|
|
2013
|
|
2012
|
|||||||||
Net Income Attributable to Franklin Resources, Inc.
|
|
$
|
572.8
|
|
|
$
|
503.2
|
|
|
$
|
1,088.9
|
|
|
$
|
984.0
|
|
Less: Allocation of earnings to participating nonvested stock and stock unit awards
|
|
4.0
|
|
|
3.4
|
|
|
7.4
|
|
|
6.3
|
|
||||
Net Income Available to Common Stockholders
|
|
$
|
568.8
|
|
|
$
|
499.8
|
|
|
$
|
1,081.5
|
|
|
$
|
977.7
|
|
|
|
|
|
|
|
|
|
|
||||||||
Weighted-average shares outstanding – basic
|
|
211.3
|
|
|
214.5
|
|
|
211.4
|
|
|
215.3
|
|
||||
Effect of dilutive common stock options and non-participating nonvested stock unit awards
|
|
0.3
|
|
|
0.6
|
|
|
0.3
|
|
|
0.6
|
|
||||
Weighted-Average Shares Outstanding – Diluted
|
|
211.6
|
|
|
215.1
|
|
|
211.7
|
|
|
215.9
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Earnings per Share
|
|
|
|
|
|
|
|
|
||||||||
Basic
|
|
$
|
2.69
|
|
|
$
|
2.33
|
|
|
$
|
5.12
|
|
|
$
|
4.54
|
|
Diluted
|
|
2.69
|
|
|
2.32
|
|
|
5.11
|
|
|
4.53
|
|
(in millions)
|
|
March 31,
2013 |
|
September 30,
2012 |
||||
Investment securities, trading
|
|
$
|
1,214.0
|
|
|
$
|
1,130.6
|
|
Investment securities, available-for-sale
|
|
|
|
|
||||
SIPs
|
|
520.5
|
|
|
587.2
|
|
||
Securities of U.S. states and political subdivisions
|
|
23.4
|
|
|
26.8
|
|
||
Securities of the U.S. Treasury and federal agencies
|
|
25.3
|
|
|
2.4
|
|
||
Corporate debt securities
1
|
|
20.0
|
|
|
70.3
|
|
||
Mortgage-backed securities – agency residential
2
|
|
117.9
|
|
|
169.3
|
|
||
Other equity securities
|
|
8.9
|
|
|
14.0
|
|
||
Total investment securities, available-for-sale
|
|
716.0
|
|
|
870.0
|
|
||
Investments in equity method investees
|
|
547.2
|
|
|
489.0
|
|
||
Other investments
|
|
78.5
|
|
|
94.2
|
|
||
Total
|
|
$
|
2,555.7
|
|
|
$
|
2,583.8
|
|
1
|
Corporate debt securities are insured by non-U.S. government agencies or the Federal Deposit Insurance Corporation.
|
2
|
Consist of U.S. government-sponsored enterprise obligations
.
|
(in millions)
|
|
|
|
Gross Unrealized
|
|
|
||||||||||
as of March 31, 2013
|
Cost Basis
|
|
Gains
|
|
Losses
|
|
Fair Value
|
|||||||||
SIPs
|
|
$
|
452.2
|
|
|
$
|
70.3
|
|
|
$
|
(2.0
|
)
|
|
$
|
520.5
|
|
Securities of U.S. states and political subdivisions
|
|
22.4
|
|
|
1.0
|
|
|
—
|
|
|
23.4
|
|
||||
Securities of the U.S. Treasury and federal agencies
|
|
25.3
|
|
|
—
|
|
|
—
|
|
|
25.3
|
|
||||
Corporate debt securities
|
|
20.0
|
|
|
—
|
|
|
—
|
|
|
20.0
|
|
||||
Mortgage-backed securities – agency residential
|
|
115.3
|
|
|
2.6
|
|
|
—
|
|
|
117.9
|
|
||||
Other equity securities
|
|
8.6
|
|
|
0.3
|
|
|
—
|
|
|
8.9
|
|
||||
Total
|
|
$
|
643.8
|
|
|
$
|
74.2
|
|
|
$
|
(2.0
|
)
|
|
$
|
716.0
|
|
(in millions)
|
|
|
|
Gross Unrealized
|
|
|
||||||||||
as of September 30, 2012
|
Cost Basis
|
|
Gains
|
|
Losses
|
|
Fair Value
|
|||||||||
SIPs
|
|
$
|
516.8
|
|
|
$
|
72.1
|
|
|
$
|
(1.7
|
)
|
|
$
|
587.2
|
|
Securities of U.S. states and political subdivisions
|
|
25.6
|
|
|
1.2
|
|
|
—
|
|
|
26.8
|
|
||||
Securities of the U.S. Treasury and federal agencies
|
|
2.4
|
|
|
—
|
|
|
—
|
|
|
2.4
|
|
||||
Corporate debt securities
|
|
70.0
|
|
|
0.3
|
|
|
—
|
|
|
70.3
|
|
||||
Mortgage-backed securities – agency residential
|
|
164.8
|
|
|
4.5
|
|
|
—
|
|
|
169.3
|
|
||||
Other equity securities
|
|
13.5
|
|
|
0.6
|
|
|
(0.1
|
)
|
|
14.0
|
|
||||
Total
|
|
$
|
793.1
|
|
|
$
|
78.7
|
|
|
$
|
(1.8
|
)
|
|
$
|
870.0
|
|
|
|
Less Than 12 Months
|
|
12 Months or Greater
|
|
Total
|
||||||||||||||||||
(in millions)
|
Fair Value
|
|
Gross
Unrealized
Losses
|
|
Fair Value
|
|
Gross
Unrealized
Losses
|
|
Fair Value
|
|
Gross
Unrealized
Losses
|
|||||||||||||
as of March 31, 2013
|
|
|
|
|
|
|||||||||||||||||||
SIPs
|
|
$
|
21.0
|
|
|
$
|
(1.8
|
)
|
|
$
|
1.6
|
|
|
$
|
(0.2
|
)
|
|
$
|
22.6
|
|
|
$
|
(2.0
|
)
|
|
|
Less Than 12 Months
|
|
12 Months or Greater
|
|
Total
|
||||||||||||||||||
(in millions)
|
Fair Value
|
|
Gross
Unrealized
Losses
|
|
Fair Value
|
|
Gross
Unrealized
Losses
|
|
Fair Value
|
|
Gross
Unrealized
Losses
|
|||||||||||||
as of September 30, 2012
|
|
|
|
|
|
|||||||||||||||||||
SIPs
|
|
$
|
30.0
|
|
|
$
|
(0.7
|
)
|
|
$
|
21.7
|
|
|
$
|
(1.0
|
)
|
|
$
|
51.7
|
|
|
$
|
(1.7
|
)
|
Other equity securities
|
|
4.4
|
|
|
(0.1
|
)
|
|
—
|
|
|
—
|
|
|
4.4
|
|
|
(0.1
|
)
|
||||||
Total
|
|
$
|
34.4
|
|
|
$
|
(0.8
|
)
|
|
$
|
21.7
|
|
|
$
|
(1.0
|
)
|
|
$
|
56.1
|
|
|
$
|
(1.8
|
)
|
(in millions)
|
|
Cost Basis
|
|
Fair Value
|
||||
Due in one year or less
|
|
$
|
45.8
|
|
|
$
|
45.8
|
|
Due after one year through five years
|
|
20.2
|
|
|
21.1
|
|
||
Due after five years through ten years
|
|
0.1
|
|
|
0.1
|
|
||
Due after ten years
|
|
1.6
|
|
|
1.7
|
|
||
Total
|
|
$
|
67.7
|
|
|
$
|
68.7
|
|
Level 1
|
Unadjusted quoted prices in active markets for identical assets or liabilities.
|
|
|
Level 2
|
Observable inputs other than Level 1 quoted prices, such as non-binding quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; or inputs other than quoted prices that are observable or corroborated by observable market data. Level 2 quoted prices are generally obtained from two independent third-party brokers or dealers, including prices derived from model-based valuation techniques for which the significant assumptions are observable in the market or corroborated by observable market data.
|
|
|
Level 3
|
Unobservable inputs that are supported by little or no market activity. These inputs require significant management judgment and reflect the Company’s estimation of assumptions that market participants would use in pricing the asset or liability.
|
(in millions)
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
as of September 30, 2012
|
|
|
|
|
||||||||||||
Assets
|
|
|
|
|
|
|
|
|
||||||||
Investment securities, trading
|
|
$
|
1,058.6
|
|
|
$
|
69.3
|
|
|
$
|
2.7
|
|
|
$
|
1,130.6
|
|
Investment securities, available-for-sale
|
|
|
|
|
|
|
|
|
||||||||
SIPs
|
|
587.2
|
|
|
—
|
|
|
—
|
|
|
587.2
|
|
||||
Securities of U.S. states and political subdivisions
|
|
—
|
|
|
26.8
|
|
|
—
|
|
|
26.8
|
|
||||
Securities of the U.S. Treasury and federal agencies
|
|
—
|
|
|
2.4
|
|
|
—
|
|
|
2.4
|
|
||||
Corporate debt securities
|
|
—
|
|
|
70.3
|
|
|
—
|
|
|
70.3
|
|
||||
Mortgage-backed securities – agency residential
|
|
—
|
|
|
169.3
|
|
|
—
|
|
|
169.3
|
|
||||
Other equity securities
|
|
14.0
|
|
|
—
|
|
|
—
|
|
|
14.0
|
|
||||
Life settlement contracts
|
|
—
|
|
|
—
|
|
|
12.1
|
|
|
12.1
|
|
||||
Total Assets Measured at Fair Value
|
|
$
|
1,659.8
|
|
|
$
|
338.1
|
|
|
$
|
14.8
|
|
|
$
|
2,012.7
|
|
(in millions)
|
|
Investments
|
|
Contingent
Consideration
Liability
|
||||
for the three months ended March 31, 2013
|
|
|
||||||
Balance at January 1, 2013
|
|
$
|
13.0
|
|
|
$
|
(90.3
|
)
|
Total realized and unrealized gains
|
|
|
|
|
||||
Included in investment and other income, net
|
|
0.5
|
|
|
—
|
|
||
Included in general, administrative and other expense
|
|
—
|
|
|
0.2
|
|
||
Other
|
|
—
|
|
|
0.1
|
|
||
Purchases
|
|
0.1
|
|
|
—
|
|
||
Settlements
|
|
(0.2
|
)
|
|
—
|
|
||
Balance at March 31, 2013
|
|
$
|
13.4
|
|
|
$
|
(90.0
|
)
|
Change in unrealized gains included in net income relating to assets and liabilities held at March 31, 2013
|
|
$
|
0.3
|
|
|
$
|
0.3
|
|
(in millions)
|
|
Investments
|
|
Contingent
Consideration
Liability
|
||||
for the six months ended March 31, 2013
|
|
|
||||||
Balance at October 1, 2012
|
|
$
|
14.8
|
|
|
$
|
—
|
|
Acquisition
|
|
—
|
|
|
(90.6
|
)
|
||
Total realized and unrealized gains (losses)
|
|
|
|
|
||||
Included in investment and other income, net
|
|
0.9
|
|
|
—
|
|
||
Included in general, administrative and other expense
|
|
—
|
|
|
(2.2
|
)
|
||
Other
|
|
—
|
|
|
(0.2
|
)
|
||
Purchases
|
|
0.7
|
|
|
—
|
|
||
Sales
|
|
(1.6
|
)
|
|
—
|
|
||
Settlements
|
|
(1.4
|
)
|
|
3.0
|
|
||
Balance at March 31, 2013
|
|
$
|
13.4
|
|
|
$
|
(90.0
|
)
|
Change in unrealized gains (losses) included in net income relating to assets and liabilities held at March 31, 2013
|
|
$
|
0.7
|
|
|
$
|
(2.4
|
)
|
(in millions)
|
|
Investments
|
||
for the three months ended March 31, 2012
|
|
|||
Balance at January 1, 2012
|
|
$
|
11.2
|
|
Realized and unrealized gains included in investment and other income, net
|
|
0.9
|
|
|
Purchases
|
|
0.4
|
|
|
Settlements
|
|
(0.9
|
)
|
|
Balance at March 31, 2012
|
|
$
|
11.6
|
|
Change in unrealized gains included in net income relating to assets held at March 31, 2012
|
|
$
|
0.3
|
|
(in millions)
|
|
Investments
|
||
for the six months ended March 31, 2012
|
|
|||
Balance at October 1, 2011
|
|
$
|
10.9
|
|
Realized and unrealized gains included in investment and other income, net
|
|
1.8
|
|
|
Purchases
|
|
0.9
|
|
|
Settlements
|
|
(2.0
|
)
|
|
Balance at March 31, 2012
|
|
$
|
11.6
|
|
Change in unrealized gains included in net income relating to assets held at March 31, 2012
|
|
$
|
0.8
|
|
(in millions)
|
|
|
|
|
|
|
|
|
||
as of September 30, 2012
|
|
Fair Value
|
|
Valuation Technique
|
|
Significant Unobservable Inputs
|
|
Range (Weighted Average)
|
||
Life settlement contracts
|
|
$
|
12.1
|
|
|
Discounted cash flow
|
|
Life expectancy
|
|
22–171 months (82)
|
Internal rate of return
|
|
1.5%–22.3% (11.7%)
|
(in millions)
|
|
|
|
March 31, 2013
|
|
September 30, 2012
|
||||||||||||
|
Fair Value
Level
|
|
Carrying
Value
|
|
Estimated
Fair Value
|
|
Carrying
Value
|
|
Estimated
Fair Value
|
|||||||||
Financial Assets
|
|
|
|
|
|
|
|
|
|
|
||||||||
Cash and cash equivalents
|
|
1
|
|
$
|
5,411.3
|
|
|
$
|
5,411.3
|
|
|
$
|
5,784.3
|
|
|
$
|
5,784.3
|
|
Other investments
1
|
|
2 or 3
|
|
64.9
|
|
|
71.4
|
|
|
80.2
|
|
|
85.1
|
|
||||
Loans receivable, net
|
|
2
|
|
238.3
|
|
|
241.1
|
|
|
254.4
|
|
|
258.7
|
|
||||
Financial Liabilities
|
|
|
|
|
|
|
|
|
|
|
||||||||
Deposits
|
|
2
|
|
674.2
|
|
|
675.0
|
|
|
671.7
|
|
|
672.4
|
|
||||
Debt
|
|
|
|
|
|
|
|
|
|
|
||||||||
FHLB advances
|
|
2
|
|
66.0
|
|
|
69.9
|
|
|
69.0
|
|
|
74.5
|
|
||||
Senior notes
|
|
2
|
|
1,197.4
|
|
|
1,274.9
|
|
|
1,497.1
|
|
|
1,571.2
|
|
(in millions)
|
|
|
|
|
||||
for the six months ended March 31,
|
|
2013
|
|
2012
|
||||
Balance at beginning of period
|
|
$
|
1,540.8
|
|
|
$
|
1,536.2
|
|
Acquisition
|
|
110.1
|
|
|
—
|
|
||
Foreign exchange and other
|
|
(6.7
|
)
|
|
1.6
|
|
||
Balance at End of Period
|
|
$
|
1,644.2
|
|
|
$
|
1,537.8
|
|
|
|
March 31, 2013
|
|
September 30, 2012
|
||||||||||||||||||||
|
|
Gross
Carrying
Value
|
|
Accumulated
Amortization
|
|
Net
Carrying
Value
|
|
Gross
Carrying
Value
|
|
Accumulated
Amortization
|
|
Net
Carrying
Value
|
||||||||||||
(in millions)
|
|
|
|
|
|
|
||||||||||||||||||
Definite-lived intangible assets
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Customer base
|
|
$
|
166.3
|
|
|
$
|
(140.1
|
)
|
|
$
|
26.2
|
|
|
$
|
166.6
|
|
|
$
|
(135.9
|
)
|
|
$
|
30.7
|
|
Management contracts and other
|
|
93.1
|
|
|
(39.8
|
)
|
|
53.3
|
|
|
49.3
|
|
|
(36.0
|
)
|
|
13.3
|
|
||||||
|
|
259.4
|
|
|
(179.9
|
)
|
|
79.5
|
|
|
215.9
|
|
|
(171.9
|
)
|
|
44.0
|
|
||||||
Indefinite-lived intangible assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Management contracts
|
|
657.2
|
|
|
—
|
|
|
657.2
|
|
|
557.1
|
|
|
—
|
|
|
557.1
|
|
||||||
Total
|
|
$
|
916.6
|
|
|
$
|
(179.9
|
)
|
|
$
|
736.7
|
|
|
$
|
773.0
|
|
|
$
|
(171.9
|
)
|
|
$
|
601.1
|
|
(dollars in millions)
|
|
March 31,
2013 |
|
Effective
Interest Rate
|
|
September 30,
2012 |
|
Effective
Interest Rate
|
||||||
FHLB advances
|
|
$
|
66.0
|
|
|
3.23
|
%
|
|
$
|
69.0
|
|
|
3.30
|
%
|
Senior notes
|
|
|
|
|
|
|
|
|
||||||
$300 million 2.000% notes due May 2013
|
|
—
|
|
|
N/A
|
|
|
299.9
|
|
|
2.28
|
%
|
||
$250 million 3.125% notes due May 2015
|
|
249.9
|
|
|
3.32
|
%
|
|
249.9
|
|
|
3.32
|
%
|
||
$300 million 1.375% notes due September 2017
|
|
298.5
|
|
|
1.66
|
%
|
|
298.4
|
|
|
1.66
|
%
|
||
$350 million 4.625% notes due May 2020
|
|
349.7
|
|
|
4.74
|
%
|
|
349.7
|
|
|
4.74
|
%
|
||
$300 million 2.800% notes due September 2022
|
|
299.3
|
|
|
2.93
|
%
|
|
299.2
|
|
|
2.93
|
%
|
||
|
|
1,197.4
|
|
|
|
|
1,497.1
|
|
|
|
||||
Total Debt
|
|
$
|
1,263.4
|
|
|
|
|
$
|
1,566.1
|
|
|
|
|
|
March 31, 2013
|
|
September 30, 2012
|
||||||||||||||||||||
|
|
Consolidated
|
|
|
|
Consolidated
|
|
|
||||||||||||||||
(in millions)
|
|
VIEs
|
|
SIPs
|
|
Total
|
|
VIEs
|
|
SIPs
|
|
Total
|
||||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Cash and cash equivalents
|
|
$
|
100.2
|
|
|
$
|
44.3
|
|
|
$
|
144.5
|
|
|
$
|
224.3
|
|
|
$
|
42.8
|
|
|
$
|
267.1
|
|
Receivables
|
|
24.7
|
|
|
38.7
|
|
|
63.4
|
|
|
2.7
|
|
|
23.7
|
|
|
26.4
|
|
||||||
Investments
|
|
1,012.9
|
|
|
1,228.8
|
|
|
2,241.7
|
|
|
984.1
|
|
|
1,046.6
|
|
|
2,030.7
|
|
||||||
Other assets
|
|
—
|
|
|
0.7
|
|
|
0.7
|
|
|
—
|
|
|
0.7
|
|
|
0.7
|
|
||||||
Total Assets
|
|
$
|
1,137.8
|
|
|
$
|
1,312.5
|
|
|
$
|
2,450.3
|
|
|
$
|
1,211.1
|
|
|
$
|
1,113.8
|
|
|
$
|
2,324.9
|
|
Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Accounts payable and accrued expenses
|
|
$
|
—
|
|
|
$
|
39.0
|
|
|
$
|
39.0
|
|
|
$
|
—
|
|
|
$
|
21.8
|
|
|
$
|
21.8
|
|
Debt, at fair value
|
|
1,073.2
|
|
|
—
|
|
|
1,073.2
|
|
|
1,100.9
|
|
|
—
|
|
|
1,100.9
|
|
||||||
Debt
|
|
—
|
|
|
86.4
|
|
|
86.4
|
|
|
—
|
|
|
110.2
|
|
|
110.2
|
|
||||||
Other liabilities
|
|
45.5
|
|
|
8.5
|
|
|
54.0
|
|
|
61.9
|
|
|
8.5
|
|
|
70.4
|
|
||||||
Total liabilities
|
|
1,118.7
|
|
|
133.9
|
|
|
1,252.6
|
|
|
1,162.8
|
|
|
140.5
|
|
|
1,303.3
|
|
||||||
Redeemable Noncontrolling Interests
|
|
—
|
|
|
80.5
|
|
|
80.5
|
|
|
—
|
|
|
26.7
|
|
|
26.7
|
|
||||||
Stockholders' Equity
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Nonredeemable noncontrolling interests
|
|
—
|
|
|
641.3
|
|
|
641.3
|
|
|
—
|
|
|
556.8
|
|
|
556.8
|
|
||||||
Other equity
|
|
19.1
|
|
|
456.8
|
|
|
475.9
|
|
|
48.3
|
|
|
389.8
|
|
|
438.1
|
|
||||||
Total stockholders' equity
|
|
19.1
|
|
|
1,098.1
|
|
|
1,117.2
|
|
|
48.3
|
|
|
946.6
|
|
|
994.9
|
|
||||||
Total Liabilities, Redeemable Noncontrolling Interests and Stockholders' Equity
|
|
$
|
1,137.8
|
|
|
$
|
1,312.5
|
|
|
$
|
2,450.3
|
|
|
$
|
1,211.1
|
|
|
$
|
1,113.8
|
|
|
$
|
2,324.9
|
|
|
|
Three Months Ended
March 31, |
|
Six Months Ended
March 31, |
||||||||||||
(in millions)
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||||||
Net gains from changes in fair value of assets
|
|
$
|
18.9
|
|
|
$
|
29.7
|
|
|
$
|
41.1
|
|
|
$
|
57.4
|
|
Net losses from changes in fair value of liabilities
|
|
(26.6
|
)
|
|
(34.1
|
)
|
|
(67.9
|
)
|
|
(39.1
|
)
|
||||
Total net gains (losses)
|
|
$
|
(7.7
|
)
|
|
$
|
(4.4
|
)
|
|
$
|
(26.8
|
)
|
|
$
|
18.3
|
|
(in millions)
|
|
Total Investments
|
|
Investments
90 Days or More
Past Due
|
|
Debt
|
||||||
as of March 31, 2013
|
|
|
|
|||||||||
Unpaid principal balance
|
|
$
|
1,012.9
|
|
|
$
|
7.6
|
|
|
$
|
1,114.2
|
|
Excess unpaid principal over fair value
|
|
—
|
|
|
(7.4
|
)
|
|
(41.0
|
)
|
|||
Fair value
|
|
$
|
1,012.9
|
|
|
$
|
0.2
|
|
|
$
|
1,073.2
|
|
(in millions)
|
|
Total Investments
|
|
Investments
90 Days or More
Past Due
|
|
Debt
|
||||||
as of September 30, 2012
|
|
|
|
|||||||||
Unpaid principal balance
|
|
$
|
996.1
|
|
|
$
|
7.2
|
|
|
$
|
1,186.5
|
|
Excess unpaid principal over fair value
|
|
(12.0
|
)
|
|
(6.7
|
)
|
|
(85.6
|
)
|
|||
Fair value
|
|
$
|
984.1
|
|
|
$
|
0.5
|
|
|
$
|
1,100.9
|
|
|
|
March 31, 2013
|
|
September 30, 2012
|
||||||||||||||||||||
|
|
Consolidated
|
|
|
|
Consolidated
|
|
|
||||||||||||||||
(in millions)
|
|
VIEs
|
|
SIPs
|
|
Total
|
|
VIEs
|
|
SIPs
|
|
Total
|
||||||||||||
Investment securities, trading
|
|
$
|
—
|
|
|
$
|
234.1
|
|
|
$
|
234.1
|
|
|
$
|
—
|
|
|
$
|
194.4
|
|
|
$
|
194.4
|
|
Other debt securities
|
|
1,012.9
|
|
|
330.3
|
|
|
1,343.2
|
|
|
984.1
|
|
|
317.5
|
|
|
1,301.6
|
|
||||||
Other equity securities
|
|
—
|
|
|
664.4
|
|
|
664.4
|
|
|
—
|
|
|
534.7
|
|
|
534.7
|
|
||||||
Total Investments
|
|
$
|
1,012.9
|
|
|
$
|
1,228.8
|
|
|
$
|
2,241.7
|
|
|
$
|
984.1
|
|
|
$
|
1,046.6
|
|
|
$
|
2,030.7
|
|
|
|
March 31,
2013 |
|
Effective
Interest
Rate
|
|
September 30,
2012 |
|
Effective
Interest
Rate
|
||||||
(dollars in millions)
|
|
|
|
|
||||||||||
Debt of CLOs, at fair value, due fiscal years 2016-2024
|
|
$
|
1,073.2
|
|
|
1.30
|
%
|
|
$
|
1,100.9
|
|
|
1.48
|
%
|
Debt of consolidated SIPs due fiscal years 2013-2018
|
|
86.4
|
|
|
4.00
|
%
|
|
110.2
|
|
|
4.20
|
%
|
||
Total Debt
|
|
$
|
1,159.6
|
|
|
|
|
$
|
1,211.1
|
|
|
|
(in millions)
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
as of March 31, 2013
|
|
|
|
|
||||||||||||
Assets
|
|
|
|
|
|
|
|
|
||||||||
Cash and cash equivalents of consolidated VIEs
|
|
$
|
100.2
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
100.2
|
|
Receivables of consolidated VIEs
|
|
—
|
|
|
24.7
|
|
|
—
|
|
|
24.7
|
|
||||
Investments of consolidated VIEs
|
|
—
|
|
|
1,012.9
|
|
|
—
|
|
|
1,012.9
|
|
||||
Investments of consolidated SIPs
|
|
|
|
|
|
|
|
|
||||||||
Debt securities
|
|
8.7
|
|
|
57.9
|
|
|
330.2
|
|
|
396.8
|
|
||||
Equity securities
|
|
174.7
|
|
|
32.8
|
|
|
624.5
|
|
|
832.0
|
|
||||
Total Assets Measured at Fair Value
|
|
$
|
283.6
|
|
|
$
|
1,128.3
|
|
|
$
|
954.7
|
|
|
$
|
2,366.6
|
|
Liabilities
|
|
|
|
|
|
|
|
|
||||||||
Debt of consolidated VIEs
|
|
$
|
—
|
|
|
$
|
997.4
|
|
|
$
|
75.8
|
|
|
$
|
1,073.2
|
|
Other liabilities of consolidated VIEs
|
|
—
|
|
|
45.5
|
|
|
—
|
|
|
45.5
|
|
||||
Total Liabilities Measured at Fair Value
|
|
$
|
—
|
|
|
$
|
1,042.9
|
|
|
$
|
75.8
|
|
|
$
|
1,118.7
|
|
(in millions)
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
as of September 30, 2012
|
|
|
|
|
||||||||||||
Assets
|
|
|
|
|
|
|
|
|
||||||||
Cash and cash equivalents of consolidated VIEs
|
|
$
|
—
|
|
|
$
|
224.3
|
|
|
$
|
—
|
|
|
$
|
224.3
|
|
Receivables of consolidated VIEs
|
|
—
|
|
|
2.7
|
|
|
—
|
|
|
2.7
|
|
||||
Investments of consolidated VIEs
|
|
—
|
|
|
984.1
|
|
|
—
|
|
|
984.1
|
|
||||
Investments of consolidated SIPs
|
|
|
|
|
|
|
|
|
||||||||
Debt securities
|
|
6.3
|
|
|
49.3
|
|
|
317.5
|
|
|
373.1
|
|
||||
Equity securities
|
|
145.9
|
|
|
0.6
|
|
|
527.0
|
|
|
673.5
|
|
||||
Total Assets Measured at Fair Value
|
|
$
|
152.2
|
|
|
$
|
1,261.0
|
|
|
$
|
844.5
|
|
|
$
|
2,257.7
|
|
Liabilities
|
|
|
|
|
|
|
|
|
||||||||
Debt of consolidated VIEs
|
|
$
|
—
|
|
|
$
|
1,033.0
|
|
|
$
|
67.9
|
|
|
$
|
1,100.9
|
|
Other liabilities of consolidated VIEs
|
|
—
|
|
|
61.9
|
|
|
—
|
|
|
61.9
|
|
||||
Total Liabilities Measured at Fair Value
|
|
$
|
—
|
|
|
$
|
1,094.9
|
|
|
$
|
67.9
|
|
|
$
|
1,162.8
|
|
(in millions)
|
|
Fair Value Level
|
|
Redemption Frequency
|
|
March 31,
2013 |
|
September 30,
2012 |
||||
Hedge funds
|
|
2
|
|
Quarterly
|
|
$
|
31.8
|
|
|
$
|
—
|
|
Hedge funds
|
|
3
|
|
Biennially
|
|
0.8
|
|
|
—
|
|
||
Global fixed-income fund
|
|
3
|
|
Periodically with certain restrictions
|
|
205.4
|
|
|
172.7
|
|
||
Real estate and private equity funds
|
|
3
|
|
Nonredeemable
|
|
201.3
|
|
|
141.5
|
|
||
Total
|
|
|
|
|
|
$
|
439.3
|
|
|
$
|
314.2
|
|
(in millions)
|
|
Investments of
Consolidated SIPs
|
|
Total
Level 3
Assets
|
|
Debt of
Consolidated
VIEs
|
||||||||||
for the three months ended March 31, 2013
|
|
Debt
|
|
Equity
|
|
|
||||||||||
Balance at January 1, 2013
|
|
$
|
326.2
|
|
|
$
|
537.6
|
|
|
$
|
863.8
|
|
|
$
|
(78.3
|
)
|
Realized and unrealized gains (losses) included in investment and other income, net
|
|
(2.7
|
)
|
|
40.2
|
|
|
37.5
|
|
|
2.5
|
|
||||
Purchases
|
|
30.1
|
|
|
66.5
|
|
|
96.6
|
|
|
—
|
|
||||
Sales
|
|
(19.4
|
)
|
|
(18.4
|
)
|
|
(37.8
|
)
|
|
—
|
|
||||
Effect of exchange rate changes
|
|
(4.0
|
)
|
|
(1.4
|
)
|
|
(5.4
|
)
|
|
—
|
|
||||
Balance at March 31, 2013
|
|
$
|
330.2
|
|
|
$
|
624.5
|
|
|
$
|
954.7
|
|
|
$
|
(75.8
|
)
|
Change in unrealized gains (losses) included in net income relating to assets and liabilities held at March 31, 2013
|
|
$
|
(2.2
|
)
|
|
$
|
40.1
|
|
|
$
|
37.9
|
|
|
$
|
2.5
|
|
(in millions)
|
|
Investments of
Consolidated SIPs
|
|
Total
Level 3
Assets
|
|
Debt of
Consolidated
VIEs
|
||||||||||
for the six months ended March 31, 2013
|
|
Debt
|
|
Equity
|
|
|
||||||||||
Balance at October 1, 2012
|
|
$
|
317.5
|
|
|
$
|
527.0
|
|
|
$
|
844.5
|
|
|
$
|
(67.9
|
)
|
Realized and unrealized gains (losses) included in investment and other income, net
|
|
5.8
|
|
|
50.0
|
|
|
55.8
|
|
|
(7.9
|
)
|
||||
Purchases
|
|
53.4
|
|
|
85.9
|
|
|
139.3
|
|
|
—
|
|
||||
Sales
|
|
(46.0
|
)
|
|
(39.1
|
)
|
|
(85.1
|
)
|
|
—
|
|
||||
Acquisition
|
|
—
|
|
|
0.8
|
|
|
0.8
|
|
|
—
|
|
||||
Effect of exchange rate changes
|
|
(0.5
|
)
|
|
(0.1
|
)
|
|
(0.6
|
)
|
|
—
|
|
||||
Balance at March 31, 2013
|
|
$
|
330.2
|
|
|
$
|
624.5
|
|
|
$
|
954.7
|
|
|
$
|
(75.8
|
)
|
Change in unrealized gains (losses) included in net income relating to assets and liabilities held at March 31, 2013
|
|
$
|
6.7
|
|
|
$
|
51.4
|
|
|
$
|
58.1
|
|
|
$
|
(7.9
|
)
|
(in millions)
|
|
Investments of
Consolidated
VIEs
|
|
Investments of
Consolidated SIPs
|
|
Total
Level 3
Assets
|
|
Debt of
Consolidated
VIEs
|
||||||||||||
for the three months ended March 31, 2012
|
|
|
Debt
|
|
Equity
|
|
|
|||||||||||||
Balance at January 1, 2012
|
|
$
|
3.5
|
|
|
$
|
350.0
|
|
|
$
|
326.0
|
|
|
$
|
679.5
|
|
|
$
|
(85.3
|
)
|
Realized and unrealized gains (losses) included in investment and other income, net
|
|
(1.0
|
)
|
|
(25.3
|
)
|
|
0.2
|
|
|
(26.1
|
)
|
|
(3.7
|
)
|
|||||
Purchases
|
|
—
|
|
|
11.6
|
|
|
41.0
|
|
|
52.6
|
|
|
—
|
|
|||||
Sales
|
|
—
|
|
|
(16.1
|
)
|
|
(56.4
|
)
|
|
(72.5
|
)
|
|
—
|
|
|||||
Settlements
|
|
—
|
|
|
(0.1
|
)
|
|
(0.1
|
)
|
|
(0.2
|
)
|
|
23.5
|
|
|||||
Effect of exchange rate changes
|
|
—
|
|
|
(1.1
|
)
|
|
(0.4
|
)
|
|
(1.5
|
)
|
|
0.2
|
|
|||||
Balance at March 31, 2012
|
|
$
|
2.5
|
|
|
$
|
319.0
|
|
|
$
|
310.3
|
|
|
$
|
631.8
|
|
|
$
|
(65.3
|
)
|
Change in unrealized gains (losses) included in net income relating to assets and liabilities held at March 31, 2012
|
|
$
|
(1.0
|
)
|
|
$
|
(14.9
|
)
|
|
$
|
2.3
|
|
|
$
|
(13.6
|
)
|
|
$
|
(3.7
|
)
|
(in millions)
|
|
Investments of
Consolidated
VIEs
|
|
Investments of
Consolidated SIPs
|
|
Total
Level 3
Assets
|
|
Debt of
Consolidated
VIEs
|
||||||||||||
for the six months ended March 31, 2012
|
|
|
Debt
|
|
Equity
|
|
|
|||||||||||||
Balance at October 1, 2011
|
|
$
|
1.9
|
|
|
$
|
324.9
|
|
|
$
|
283.7
|
|
|
$
|
610.5
|
|
|
$
|
(83.9
|
)
|
Realized and unrealized gains (losses) included in investment and other income, net
|
|
(1.0
|
)
|
|
(17.7
|
)
|
|
(17.3
|
)
|
|
(36.0
|
)
|
|
(6.6
|
)
|
|||||
Purchases
|
|
—
|
|
|
31.6
|
|
|
101.8
|
|
|
133.4
|
|
|
—
|
|
|||||
Sales
|
|
—
|
|
|
(18.9
|
)
|
|
(57.6
|
)
|
|
(76.5
|
)
|
|
—
|
|
|||||
Settlements
|
|
—
|
|
|
(0.3
|
)
|
|
(0.1
|
)
|
|
(0.4
|
)
|
|
23.5
|
|
|||||
Transfers into Level 3
|
|
1.6
|
|
|
—
|
|
|
—
|
|
|
1.6
|
|
|
—
|
|
|||||
Effect of exchange rate changes
|
|
—
|
|
|
(0.6
|
)
|
|
(0.2
|
)
|
|
(0.8
|
)
|
|
1.7
|
|
|||||
Balance at March 31, 2012
|
|
$
|
2.5
|
|
|
$
|
319.0
|
|
|
$
|
310.3
|
|
|
$
|
631.8
|
|
|
$
|
(65.3
|
)
|
Change in unrealized losses included in net income relating to assets and liabilities held at March 31, 2012
|
|
$
|
(1.0
|
)
|
|
$
|
(6.9
|
)
|
|
$
|
(15.0
|
)
|
|
$
|
(22.9
|
)
|
|
$
|
(6.6
|
)
|
(in millions)
|
|
|
|
|
|
|
|
|
||
as of September 30, 2012
|
|
Fair Value
|
|
Valuation Technique
|
|
Significant Unobservable Inputs
|
|
Range (Weighted Average)
|
||
Debt securities
|
|
$
|
317.5
|
|
|
Discounted cash flow
|
|
Discount rate
|
|
4.9%–25.6% (11.8%)
|
Risk premium
|
|
0.0%–7.3% (2.1%)
|
||||||||
|
|
|
|
|
|
|
|
|
||
Equity securities
|
|
144.4
|
|
|
Market comparable companies
|
|
EBITDA multiple
|
|
5.5–8.6 (7.3)
|
|
Discount for lack of marketability
|
|
15.0%–30.0% (22.1%)
|
||||||||
47.4
|
|
|
Discounted cash flow
|
|
Discount rate
|
|
12.0%–15.0% (14.8%)
|
|||
|
Discount for lack of marketability
|
|
0.0%–50.0% (27.8%)
|
|||||||
|
21.0
|
|
|
Market pricing
|
|
Price to book value ratio
|
|
1.7
|
(in millions)
|
|
|
|
March 31, 2013
|
|
September 30, 2012
|
||||||||||||
|
Fair Value
Level
|
|
Carrying
Value
|
|
Estimated
Fair Value
|
|
Carrying
Value
|
|
Estimated
Fair Value
|
|||||||||
Financial Assets
|
|
|
|
|
|
|
|
|
|
|
||||||||
Cash and cash equivalents of consolidated SIPs
|
|
1
|
|
$
|
44.3
|
|
|
$
|
44.3
|
|
|
$
|
42.8
|
|
|
$
|
42.8
|
|
Financial Liabilities
|
|
|
|
|
|
|
|
|
|
|
||||||||
Debt of consolidated SIPs
|
|
3
|
|
86.4
|
|
|
88.2
|
|
|
110.2
|
|
|
113.0
|
|
(in millions)
|
|
March 31,
2013 |
|
September 30,
2012 |
||||
Receivables
|
|
$
|
53.8
|
|
|
$
|
43.8
|
|
Investments
|
|
203.6
|
|
|
199.7
|
|
||
Total
|
|
$
|
257.4
|
|
|
$
|
243.5
|
|
(shares in thousands)
|
|
Shares
|
|
Weighted-Average
Grant-Date
Fair Value
|
|||
Nonvested balance at September 30, 2012
|
|
1,327
|
|
|
$
|
110.50
|
|
Granted
|
|
900
|
|
|
131.93
|
|
|
Vested
|
|
(210
|
)
|
|
109.73
|
|
|
Forfeited/canceled
|
|
(60
|
)
|
|
112.65
|
|
|
Nonvested Balance at March 31, 2013
|
|
1,957
|
|
|
$
|
120.37
|
|
|
|
Three Months Ended
March 31, |
|
Six Months Ended
March 31, |
||||||||||||
(in millions)
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||||||
Investment and Other Income, Net
|
|
|
|
|
|
|
|
|
||||||||
Dividend income
|
|
$
|
2.7
|
|
|
$
|
5.7
|
|
|
$
|
5.5
|
|
|
$
|
12.5
|
|
Interest income
|
|
2.4
|
|
|
2.0
|
|
|
5.5
|
|
|
4.1
|
|
||||
Gains on trading investment securities, net
|
|
8.3
|
|
|
10.3
|
|
|
13.6
|
|
|
20.8
|
|
||||
Realized gains on sale of investment securities, available-for-sale
|
|
6.6
|
|
|
8.3
|
|
|
27.8
|
|
|
22.7
|
|
||||
Realized losses on sale of investment securities, available-for-sale
|
|
—
|
|
|
(0.2
|
)
|
|
—
|
|
|
(1.7
|
)
|
||||
Income from investments in equity method investees
|
|
20.4
|
|
|
39.1
|
|
|
42.2
|
|
|
61.6
|
|
||||
Other-than-temporary impairment of investment securities
|
|
(0.7
|
)
|
|
—
|
|
|
(1.0
|
)
|
|
—
|
|
||||
Gains on investments of consolidated SIPs, net
|
|
41.5
|
|
|
27.4
|
|
|
62.4
|
|
|
11.7
|
|
||||
Gains (losses) on assets and liabilities of consolidated VIEs, net
|
|
(7.7
|
)
|
|
(4.4
|
)
|
|
(26.8
|
)
|
|
18.3
|
|
||||
Foreign currency exchange gains (losses), net
|
|
18.6
|
|
|
(9.8
|
)
|
|
7.3
|
|
|
(4.6
|
)
|
||||
Other, net
|
|
4.4
|
|
|
4.0
|
|
|
5.5
|
|
|
8.2
|
|
||||
Total
|
|
96.5
|
|
|
82.4
|
|
|
142.0
|
|
|
153.6
|
|
||||
Interest expense
|
|
(10.9
|
)
|
|
(9.6
|
)
|
|
(25.4
|
)
|
|
(18.2
|
)
|
||||
Other Income, Net
|
|
$
|
85.6
|
|
|
$
|
72.8
|
|
|
$
|
116.6
|
|
|
$
|
135.4
|
|
(dollar amounts in millions)
|
|
March 31,
2013 |
|
September 30,
2012 |
|
Capital
Adequacy
Minimum
|
|||||
Tier 1 capital
|
|
$
|
6,802.8
|
|
|
$
|
6,788.8
|
|
|
N/A
|
|
Total risk-based capital
|
|
6,876.3
|
|
|
6,799.6
|
|
|
N/A
|
|
||
Tier 1 leverage ratio
|
|
57
|
%
|
|
59
|
%
|
|
5
|
%
|
||
Tier 1 risk-based capital ratio
|
|
55
|
%
|
|
54
|
%
|
|
4
|
%
|
||
Total risk-based capital ratio
|
|
56
|
%
|
|
54
|
%
|
|
8
|
%
|
|
|
Three Months Ended
March 31, |
|
Percent
Change
|
|
Six Months Ended
March 31, |
|
Percent
Change
|
||||||||||||||
(dollar amounts in millions, except per share data)
|
|
2013
|
|
2012
|
|
|
2013
|
|
2012
|
|
||||||||||||
Operating Income
|
|
$
|
729.4
|
|
|
$
|
617.1
|
|
|
18
|
%
|
|
$
|
1,414.5
|
|
|
$
|
1,249.5
|
|
|
13
|
%
|
Net Income Attributable to Franklin Resources, Inc.
|
|
572.8
|
|
|
503.2
|
|
|
14
|
%
|
|
1,088.9
|
|
|
984.0
|
|
|
11
|
%
|
||||
Earnings per Share
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic
|
|
$
|
2.69
|
|
|
$
|
2.33
|
|
|
15
|
%
|
|
$
|
5.12
|
|
|
$
|
4.54
|
|
|
13
|
%
|
Diluted
|
|
2.69
|
|
|
2.32
|
|
|
16
|
%
|
|
5.11
|
|
|
4.53
|
|
|
13
|
%
|
||||
Operating Margin
1
|
|
36.2
|
%
|
|
34.3
|
%
|
|
|
|
36.1
|
%
|
|
35.7
|
%
|
|
|
(dollar amounts in billions)
|
|
March 31,
2013 |
|
March 31,
2012 |
|
Percent
Change
|
|||||
Equity
|
|
|
|
|
|
|
|||||
Global/international
|
|
$
|
231.0
|
|
|
$
|
216.2
|
|
|
7
|
%
|
United States
|
|
88.9
|
|
|
83.7
|
|
|
6
|
%
|
||
Total equity
|
|
319.9
|
|
|
299.9
|
|
|
7
|
%
|
||
Hybrid
|
|
129.2
|
|
|
103.5
|
|
|
25
|
%
|
||
Fixed-Income
|
|
|
|
|
|
|
|||||
Tax-free
|
|
84.5
|
|
|
77.3
|
|
|
9
|
%
|
||
Taxable
|
|
|
|
|
|
|
|||||
Global/international
|
|
226.5
|
|
|
187.8
|
|
|
21
|
%
|
||
United States
|
|
58.2
|
|
|
51.5
|
|
|
13
|
%
|
||
Total fixed-income
|
|
369.2
|
|
|
316.6
|
|
|
17
|
%
|
||
Cash Management
|
|
5.4
|
|
|
5.7
|
|
|
(5
|
)%
|
||
Total
|
|
$
|
823.7
|
|
|
$
|
725.7
|
|
|
14
|
%
|
Average for the Three-Month Period
|
|
$
|
807.3
|
|
|
$
|
706.9
|
|
|
14
|
%
|
Average for the Six-Month Period
|
|
$
|
786.0
|
|
|
$
|
693.9
|
|
|
13
|
%
|
|
|
Three Months Ended
March 31, |
|
Six Months Ended
March 31, |
||||||||
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||
Equity
|
|
|
|
|
|
|
|
|
||||
Global/international
|
|
28
|
%
|
|
30
|
%
|
|
28
|
%
|
|
30
|
%
|
United States
|
|
11
|
%
|
|
11
|
%
|
|
11
|
%
|
|
11
|
%
|
Total equity
|
|
39
|
%
|
|
41
|
%
|
|
39
|
%
|
|
41
|
%
|
Hybrid
|
|
15
|
%
|
|
14
|
%
|
|
15
|
%
|
|
14
|
%
|
Fixed-Income
|
|
|
|
|
|
|
|
|
||||
Tax-free
|
|
11
|
%
|
|
11
|
%
|
|
11
|
%
|
|
11
|
%
|
Taxable
|
|
|
|
|
|
|
|
|
||||
Global/international
|
|
27
|
%
|
|
26
|
%
|
|
27
|
%
|
|
26
|
%
|
United States
|
|
7
|
%
|
|
7
|
%
|
|
7
|
%
|
|
7
|
%
|
Total fixed-income
|
|
45
|
%
|
|
44
|
%
|
|
45
|
%
|
|
44
|
%
|
Cash Management
|
|
1
|
%
|
|
1
|
%
|
|
1
|
%
|
|
1
|
%
|
Total
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
(dollar amounts in billions)
|
|
Three Months Ended
March 31, |
|
Percent
Change
|
|
Six Months Ended
March 31, |
|
Percent
Change
|
||||||||||||||
|
2013
|
|
2012
|
|
|
2013
|
|
2012
|
|
|||||||||||||
Beginning AUM
|
|
$
|
781.8
|
|
|
$
|
670.3
|
|
|
17
|
%
|
|
$
|
749.9
|
|
|
$
|
659.9
|
|
|
14
|
%
|
Long-term sales
|
|
59.5
|
|
|
48.5
|
|
|
23
|
%
|
|
105.5
|
|
|
86.7
|
|
|
22
|
%
|
||||
Long-term redemptions
|
|
(40.9
|
)
|
|
(42.7
|
)
|
|
(4
|
)%
|
|
(85.6
|
)
|
|
(95.7
|
)
|
|
(11
|
)%
|
||||
Net cash management
|
|
(0.3
|
)
|
|
(0.2
|
)
|
|
50
|
%
|
|
(1.3
|
)
|
|
(1.0
|
)
|
|
30
|
%
|
||||
Net new flows
|
|
18.3
|
|
|
5.6
|
|
|
227
|
%
|
|
18.6
|
|
|
(10.0
|
)
|
|
NM
|
|
||||
Reinvested distributions
|
|
3.4
|
|
|
3.2
|
|
|
6
|
%
|
|
12.5
|
|
|
10.5
|
|
|
19
|
%
|
||||
Net flows
|
|
21.7
|
|
|
8.8
|
|
|
147
|
%
|
|
31.1
|
|
|
0.5
|
|
|
NM
|
|
||||
Distributions
|
|
(4.3
|
)
|
|
(4.3
|
)
|
|
0
|
%
|
|
(15.3
|
)
|
|
(12.8
|
)
|
|
20
|
%
|
||||
Acquisition
|
|
—
|
|
|
—
|
|
|
0
|
%
|
|
8.7
|
|
|
—
|
|
|
NM
|
|
||||
Appreciation and other
|
|
24.5
|
|
|
50.9
|
|
|
(52
|
)%
|
|
49.3
|
|
|
78.1
|
|
|
(37
|
)%
|
||||
Ending AUM
|
|
$
|
823.7
|
|
|
$
|
725.7
|
|
|
14
|
%
|
|
$
|
823.7
|
|
|
$
|
725.7
|
|
|
14
|
%
|
(in billions)
|
|
Equity
|
|
|
|
Fixed-Income
|
|
|
|
|
||||||||||||||||||||||
for the three months ended
March 31, 2013 |
|
Global/
International
|
|
United
States
|
|
Hybrid
|
|
Tax-Free
|
|
Taxable
Global/
International
|
|
Taxable
United
States
|
|
Cash
Management
|
|
Total
|
||||||||||||||||
AUM at January 1, 2013
|
|
$
|
222.2
|
|
|
$
|
81.2
|
|
|
$
|
121.0
|
|
|
$
|
84.3
|
|
|
$
|
209.8
|
|
|
$
|
57.6
|
|
|
$
|
5.7
|
|
|
$
|
781.8
|
|
Long-term sales
|
|
12.0
|
|
|
4.0
|
|
|
6.2
|
|
|
3.2
|
|
|
29.6
|
|
|
4.5
|
|
|
—
|
|
|
59.5
|
|
||||||||
Long-term redemptions
|
|
(11.4
|
)
|
|
(4.6
|
)
|
|
(3.8
|
)
|
|
(2.8
|
)
|
|
(14.3
|
)
|
|
(4.0
|
)
|
|
—
|
|
|
(40.9
|
)
|
||||||||
Net exchanges
|
|
0.1
|
|
|
0.1
|
|
|
0.4
|
|
|
(0.2
|
)
|
|
—
|
|
|
(0.4
|
)
|
|
—
|
|
|
—
|
|
||||||||
Net cash management
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.3
|
)
|
|
(0.3
|
)
|
||||||||
Net new flows
|
|
0.7
|
|
|
(0.5
|
)
|
|
2.8
|
|
|
0.2
|
|
|
15.3
|
|
|
0.1
|
|
|
(0.3
|
)
|
|
18.3
|
|
||||||||
Reinvested distributions
|
|
0.2
|
|
|
—
|
|
|
1.0
|
|
|
0.6
|
|
|
1.2
|
|
|
0.4
|
|
|
—
|
|
|
3.4
|
|
||||||||
Net flows
|
|
0.9
|
|
|
(0.5
|
)
|
|
3.8
|
|
|
0.8
|
|
|
16.5
|
|
|
0.5
|
|
|
(0.3
|
)
|
|
21.7
|
|
||||||||
Distributions
|
|
(0.1
|
)
|
|
(0.1
|
)
|
|
(1.2
|
)
|
|
(0.8
|
)
|
|
(1.6
|
)
|
|
(0.5
|
)
|
|
—
|
|
|
(4.3
|
)
|
||||||||
Appreciation and other
|
|
8.0
|
|
|
8.3
|
|
|
5.6
|
|
|
0.2
|
|
|
1.8
|
|
|
0.6
|
|
|
—
|
|
|
24.5
|
|
||||||||
AUM at March 31, 2013
|
|
$
|
231.0
|
|
|
$
|
88.9
|
|
|
$
|
129.2
|
|
|
$
|
84.5
|
|
|
$
|
226.5
|
|
|
$
|
58.2
|
|
|
$
|
5.4
|
|
|
$
|
823.7
|
|
(in billions)
|
|
Equity
|
|
|
|
Fixed-Income
|
|
|
|
|
||||||||||||||||||||||
for the three months ended
March 31, 2012 |
|
Global/
International
|
|
United
States
|
|
Hybrid
|
|
Tax-Free
|
|
Taxable
Global/
International
|
|
Taxable
United
States
|
|
Cash
Management
|
|
Total
|
||||||||||||||||
AUM at January 1, 2012
|
|
$
|
194.5
|
|
|
$
|
75.7
|
|
|
$
|
96.4
|
|
|
$
|
74.1
|
|
|
$
|
174.7
|
|
|
$
|
48.9
|
|
|
$
|
6.0
|
|
|
$
|
670.3
|
|
Long-term sales
|
|
11.6
|
|
|
4.9
|
|
|
5.5
|
|
|
3.8
|
|
|
18.2
|
|
|
4.5
|
|
|
—
|
|
|
48.5
|
|
||||||||
Long-term redemptions
|
|
(11.2
|
)
|
|
(4.9
|
)
|
|
(3.5
|
)
|
|
(2.3
|
)
|
|
(17.6
|
)
|
|
(3.2
|
)
|
|
—
|
|
|
(42.7
|
)
|
||||||||
Net exchanges
|
|
(0.2
|
)
|
|
0.2
|
|
|
0.2
|
|
|
—
|
|
|
(0.1
|
)
|
|
0.1
|
|
|
(0.2
|
)
|
|
—
|
|
||||||||
Net cash management
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.2
|
)
|
|
(0.2
|
)
|
||||||||
Net new flows
|
|
0.2
|
|
|
0.2
|
|
|
2.2
|
|
|
1.5
|
|
|
0.5
|
|
|
1.4
|
|
|
(0.4
|
)
|
|
5.6
|
|
||||||||
Reinvested distributions
|
|
0.1
|
|
|
—
|
|
|
1.0
|
|
|
0.6
|
|
|
1.1
|
|
|
0.4
|
|
|
—
|
|
|
3.2
|
|
||||||||
Net flows
|
|
0.3
|
|
|
0.2
|
|
|
3.2
|
|
|
2.1
|
|
|
1.6
|
|
|
1.8
|
|
|
(0.4
|
)
|
|
8.8
|
|
||||||||
Distributions
|
|
—
|
|
|
—
|
|
|
(1.1
|
)
|
|
(0.8
|
)
|
|
(1.9
|
)
|
|
(0.5
|
)
|
|
—
|
|
|
(4.3
|
)
|
||||||||
Appreciation and other
|
|
21.4
|
|
|
7.8
|
|
|
5.0
|
|
|
1.9
|
|
|
13.4
|
|
|
1.3
|
|
|
0.1
|
|
|
50.9
|
|
||||||||
AUM at March 31, 2012
|
|
$
|
216.2
|
|
|
$
|
83.7
|
|
|
$
|
103.5
|
|
|
$
|
77.3
|
|
|
$
|
187.8
|
|
|
$
|
51.5
|
|
|
$
|
5.7
|
|
|
$
|
725.7
|
|
(in billions)
|
|
Equity
|
|
|
|
Fixed-Income
|
|
|
|
|
||||||||||||||||||||||
for the six months ended
March 31, 2013 |
|
Global/
International
|
|
United
States
|
|
Hybrid
|
|
Tax-Free
|
|
Taxable
Global/
International
|
|
Taxable
United
States
|
|
Cash
Management
|
|
Total
|
||||||||||||||||
AUM at October 1, 2012
|
|
$
|
214.9
|
|
|
$
|
82.2
|
|
|
$
|
110.1
|
|
|
$
|
83.2
|
|
|
$
|
196.4
|
|
|
$
|
56.7
|
|
|
$
|
6.4
|
|
|
$
|
749.9
|
|
Long-term sales
|
|
21.6
|
|
|
7.4
|
|
|
11.7
|
|
|
7.0
|
|
|
49.3
|
|
|
8.5
|
|
|
—
|
|
|
105.5
|
|
||||||||
Long-term redemptions
|
|
(25.2
|
)
|
|
(9.7
|
)
|
|
(8.6
|
)
|
|
(6.0
|
)
|
|
(28.3
|
)
|
|
(7.8
|
)
|
|
—
|
|
|
(85.6
|
)
|
||||||||
Net exchanges
|
|
(0.1
|
)
|
|
(0.2
|
)
|
|
0.2
|
|
|
(0.2
|
)
|
|
0.2
|
|
|
(0.2
|
)
|
|
0.3
|
|
|
—
|
|
||||||||
Net cash management
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1.3
|
)
|
|
(1.3
|
)
|
||||||||
Net new flows
|
|
(3.7
|
)
|
|
(2.5
|
)
|
|
3.3
|
|
|
0.8
|
|
|
21.2
|
|
|
0.5
|
|
|
(1.0
|
)
|
|
18.6
|
|
||||||||
Reinvested distributions
|
|
2.7
|
|
|
1.4
|
|
|
2.2
|
|
|
1.2
|
|
|
4.1
|
|
|
0.9
|
|
|
—
|
|
|
12.5
|
|
||||||||
Net flows
|
|
(1.0
|
)
|
|
(1.1
|
)
|
|
5.5
|
|
|
2.0
|
|
|
25.3
|
|
|
1.4
|
|
|
(1.0
|
)
|
|
31.1
|
|
||||||||
Distributions
|
|
(2.7
|
)
|
|
(1.6
|
)
|
|
(2.7
|
)
|
|
(1.6
|
)
|
|
(5.4
|
)
|
|
(1.3
|
)
|
|
—
|
|
|
(15.3
|
)
|
||||||||
Acquisition
|
|
—
|
|
|
—
|
|
|
8.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8.7
|
|
||||||||
Appreciation and other
|
|
19.8
|
|
|
9.4
|
|
|
7.6
|
|
|
0.9
|
|
|
10.2
|
|
|
1.4
|
|
|
—
|
|
|
49.3
|
|
||||||||
AUM at March 31, 2013
|
|
$
|
231.0
|
|
|
$
|
88.9
|
|
|
$
|
129.2
|
|
|
$
|
84.5
|
|
|
$
|
226.5
|
|
|
$
|
58.2
|
|
|
$
|
5.4
|
|
|
$
|
823.7
|
|
(in billions)
|
|
Equity
|
|
|
|
Fixed-Income
|
|
|
|
|
||||||||||||||||||||||
for the six months ended
March 31, 2012 |
|
Global/
International
|
|
United
States
|
|
Hybrid
|
|
Tax-Free
|
|
Taxable
Global/
International
|
|
Taxable
United
States
|
|
Cash
Management
|
|
Total
|
||||||||||||||||
AUM at October 1, 2011
|
|
$
|
185.8
|
|
|
$
|
68.4
|
|
|
$
|
101.3
|
|
|
$
|
72.0
|
|
|
$
|
178.8
|
|
|
$
|
46.9
|
|
|
$
|
6.7
|
|
|
$
|
659.9
|
|
Long-term sales
|
|
21.4
|
|
|
8.6
|
|
|
9.6
|
|
|
6.6
|
|
|
32.4
|
|
|
8.1
|
|
|
—
|
|
|
86.7
|
|
||||||||
Long-term redemptions
|
|
(21.6
|
)
|
|
(9.2
|
)
|
|
(18.6
|
)
|
|
(4.5
|
)
|
|
(35.3
|
)
|
|
(6.5
|
)
|
|
—
|
|
|
(95.7
|
)
|
||||||||
Net exchanges
|
|
(0.9
|
)
|
|
0.3
|
|
|
0.3
|
|
|
0.2
|
|
|
(0.6
|
)
|
|
0.8
|
|
|
(0.1
|
)
|
|
—
|
|
||||||||
Net cash management
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1.0
|
)
|
|
(1.0
|
)
|
||||||||
Net new flows
|
|
(1.1
|
)
|
|
(0.3
|
)
|
|
(8.7
|
)
|
|
2.3
|
|
|
(3.5
|
)
|
|
2.4
|
|
|
(1.1
|
)
|
|
(10.0
|
)
|
||||||||
Reinvested distributions
|
|
1.6
|
|
|
1.3
|
|
|
2.2
|
|
|
1.2
|
|
|
3.4
|
|
|
0.8
|
|
|
—
|
|
|
10.5
|
|
||||||||
Net flows
|
|
0.5
|
|
|
1.0
|
|
|
(6.5
|
)
|
|
3.5
|
|
|
(0.1
|
)
|
|
3.2
|
|
|
(1.1
|
)
|
|
0.5
|
|
||||||||
Distributions
|
|
(1.8
|
)
|
|
(1.4
|
)
|
|
(2.5
|
)
|
|
(1.6
|
)
|
|
(4.5
|
)
|
|
(1.0
|
)
|
|
—
|
|
|
(12.8
|
)
|
||||||||
Appreciation and other
|
|
31.7
|
|
|
15.7
|
|
|
11.2
|
|
|
3.4
|
|
|
13.6
|
|
|
2.4
|
|
|
0.1
|
|
|
78.1
|
|
||||||||
AUM at March 31, 2012
|
|
$
|
216.2
|
|
|
$
|
83.7
|
|
|
$
|
103.5
|
|
|
$
|
77.3
|
|
|
$
|
187.8
|
|
|
$
|
51.5
|
|
|
$
|
5.7
|
|
|
$
|
725.7
|
|
|
|
Three Months Ended
March 31, |
|
Percent
Change
|
|
Six Months Ended
March 31, |
|
Percent
Change
|
||||||||||||||
(dollar amounts in billions)
|
|
2013
|
|
2012
|
|
|
2013
|
|
2012
|
|
||||||||||||
United States
|
|
$
|
522.4
|
|
|
$
|
460.0
|
|
|
14
|
%
|
|
$
|
511.3
|
|
|
$
|
450.9
|
|
|
13
|
%
|
International
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Europe, the Middle East and Africa
|
|
136.9
|
|
|
113.1
|
|
|
21
|
%
|
|
131.0
|
|
|
111.0
|
|
|
18
|
%
|
||||
Asia-Pacific
|
|
84.1
|
|
|
74.7
|
|
|
13
|
%
|
|
81.3
|
|
|
73.9
|
|
|
10
|
%
|
||||
Canada
|
|
35.3
|
|
|
32.5
|
|
|
9
|
%
|
|
34.9
|
|
|
31.7
|
|
|
10
|
%
|
||||
Latin America
1
|
|
28.6
|
|
|
26.6
|
|
|
8
|
%
|
|
27.5
|
|
|
26.4
|
|
|
4
|
%
|
||||
Total international
|
|
284.9
|
|
|
246.9
|
|
|
15
|
%
|
|
274.7
|
|
|
243.0
|
|
|
13
|
%
|
||||
Total
|
|
$
|
807.3
|
|
|
$
|
706.9
|
|
|
14
|
%
|
|
$
|
786.0
|
|
|
$
|
693.9
|
|
|
13
|
%
|
|
|
Benchmark Comparison
|
|
Peer Group Comparison
|
||||||||||||||||||||
|
|
% of AUM Exceeding Benchmark
|
|
% of AUM in Top Two Peer Group Quartiles
|
||||||||||||||||||||
as of March 31, 2013
|
|
1-Year
|
|
3-Year
|
|
5-Year
|
|
10-Year
|
|
1-Year
|
|
3-Year
|
|
5-Year
|
|
10-Year
|
||||||||
Equity
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Global/international
|
|
60
|
%
|
|
41
|
%
|
|
61
|
%
|
|
56
|
%
|
|
70
|
%
|
|
66
|
%
|
|
77
|
%
|
|
69
|
%
|
United States
|
|
43
|
%
|
|
14
|
%
|
|
26
|
%
|
|
39
|
%
|
|
61
|
%
|
|
42
|
%
|
|
58
|
%
|
|
40
|
%
|
Total equity
|
|
55
|
%
|
|
33
|
%
|
|
50
|
%
|
|
50
|
%
|
|
67
|
%
|
|
58
|
%
|
|
71
|
%
|
|
58
|
%
|
Hybrid
|
|
87
|
%
|
|
85
|
%
|
|
95
|
%
|
|
96
|
%
|
|
97
|
%
|
|
96
|
%
|
|
97
|
%
|
|
98
|
%
|
Fixed-Income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Tax-free
|
|
60
|
%
|
|
54
|
%
|
|
49
|
%
|
|
51
|
%
|
|
43
|
%
|
|
47
|
%
|
|
82
|
%
|
|
100
|
%
|
Taxable
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Global/international
|
|
94
|
%
|
|
88
|
%
|
|
92
|
%
|
|
89
|
%
|
|
97
|
%
|
|
93
|
%
|
|
99
|
%
|
|
99
|
%
|
United States
|
|
56
|
%
|
|
65
|
%
|
|
68
|
%
|
|
77
|
%
|
|
59
|
%
|
|
64
|
%
|
|
59
|
%
|
|
69
|
%
|
Total fixed-income
|
|
79
|
%
|
|
76
|
%
|
|
77
|
%
|
|
76
|
%
|
|
77
|
%
|
|
77
|
%
|
|
88
|
%
|
|
94
|
%
|
(dollar amounts in millions)
|
|
Three Months Ended
March 31, |
|
Percent
Change
|
|
Six Months Ended
March 31, |
|
Percent
Change
|
||||||||||||||
|
2013
|
|
2012
|
|
|
2013
|
|
2012
|
|
|||||||||||||
Investment management fees
|
|
$
|
1,267.5
|
|
|
$
|
1,126.4
|
|
|
13
|
%
|
|
$
|
2,467.4
|
|
|
$
|
2,201.5
|
|
|
12
|
%
|
Sales and distribution fees
|
|
642.7
|
|
|
585.9
|
|
|
10
|
%
|
|
1,246.8
|
|
|
1,110.2
|
|
|
12
|
%
|
||||
Shareholder servicing fees
|
|
76.6
|
|
|
76.7
|
|
|
0
|
%
|
|
151.0
|
|
|
152.1
|
|
|
(1
|
)%
|
||||
Other, net
|
|
26.8
|
|
|
10.3
|
|
|
160
|
%
|
|
50.2
|
|
|
37.4
|
|
|
34
|
%
|
||||
Total Operating Revenues
|
|
$
|
2,013.6
|
|
|
$
|
1,799.3
|
|
|
12
|
%
|
|
$
|
3,915.4
|
|
|
$
|
3,501.2
|
|
|
12
|
%
|
(dollar amounts in millions)
|
|
Three Months Ended
March 31, |
|
Percent
Change
|
|
Six Months Ended
March 31, |
|
Percent
Change
|
||||||||||||||
|
2013
|
|
2012
|
|
|
2013
|
|
2012
|
|
|||||||||||||
Asset-based fees
|
|
$
|
419.8
|
|
|
$
|
384.2
|
|
|
9
|
%
|
|
$
|
823.5
|
|
|
$
|
753.0
|
|
|
9
|
%
|
Sales-based fees
|
|
220.2
|
|
|
199.0
|
|
|
11
|
%
|
|
418.2
|
|
|
351.3
|
|
|
19
|
%
|
||||
Contingent sales charges
|
|
2.7
|
|
|
2.7
|
|
|
0
|
%
|
|
5.1
|
|
|
5.9
|
|
|
(14
|
)%
|
||||
Sales and Distribution
|
|
$
|
642.7
|
|
|
$
|
585.9
|
|
|
10
|
%
|
|
$
|
1,246.8
|
|
|
$
|
1,110.2
|
|
|
12
|
%
|
|
|
Three Months Ended
March 31, |
|
Percent
Change
|
|
Six Months Ended
March 31, |
|
Percent
Change
|
||||||||||||||
(dollar amounts in millions)
|
|
2013
|
|
2012
|
|
|
2013
|
|
2012
|
|
||||||||||||
Sales, distribution and marketing
|
|
$
|
780.8
|
|
|
$
|
715.5
|
|
|
9
|
%
|
|
$
|
1,511.7
|
|
|
$
|
1,346.1
|
|
|
12
|
%
|
Compensation and benefits
|
|
355.1
|
|
|
323.0
|
|
|
10
|
%
|
|
690.2
|
|
|
623.4
|
|
|
11
|
%
|
||||
Information systems and technology
|
|
44.8
|
|
|
43.3
|
|
|
3
|
%
|
|
88.4
|
|
|
84.7
|
|
|
4
|
%
|
||||
Occupancy
|
|
31.9
|
|
|
31.9
|
|
|
0
|
%
|
|
65.3
|
|
|
63.7
|
|
|
3
|
%
|
||||
General, administrative and other
|
|
71.6
|
|
|
68.5
|
|
|
5
|
%
|
|
145.3
|
|
|
133.8
|
|
|
9
|
%
|
||||
Total Operating Expenses
|
|
$
|
1,284.2
|
|
|
$
|
1,182.2
|
|
|
9
|
%
|
|
$
|
2,500.9
|
|
|
$
|
2,251.7
|
|
|
11
|
%
|
|
|
Three Months Ended
March 31, |
|
Percent
Change
|
|
Three Months Ended
March 31, |
|
Percent
Change
|
||||||||||||||
(dollar amounts in millions)
|
|
2013
|
|
2012
|
|
|
2013
|
|
2012
|
|
||||||||||||
Asset-based expenses
|
|
$
|
541.4
|
|
|
$
|
501.0
|
|
|
8
|
%
|
|
$
|
1,056.0
|
|
|
$
|
958.5
|
|
|
10
|
%
|
Sales-based expenses
|
|
204.5
|
|
|
181.4
|
|
|
13
|
%
|
|
387.9
|
|
|
321.1
|
|
|
21
|
%
|
||||
Amortization of deferred sales commissions
|
|
34.9
|
|
|
33.1
|
|
|
5
|
%
|
|
67.8
|
|
|
66.5
|
|
|
2
|
%
|
||||
Sales, Distribution and Marketing
|
|
$
|
780.8
|
|
|
$
|
715.5
|
|
|
9
|
%
|
|
$
|
1,511.7
|
|
|
$
|
1,346.1
|
|
|
12
|
%
|
|
|
Three Months Ended
March 31, |
|
Six Months Ended
March 31, |
||||||||||||
(in millions)
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||||||
Net carrying value at beginning of period
|
|
$
|
91.1
|
|
|
$
|
78.2
|
|
|
$
|
90.3
|
|
|
$
|
67.9
|
|
Additions, net of disposals
|
|
10.4
|
|
|
13.2
|
|
|
20.5
|
|
|
30.9
|
|
||||
Amortization
|
|
(10.5
|
)
|
|
(7.4
|
)
|
|
(19.8
|
)
|
|
(14.8
|
)
|
||||
Net Carrying Value at End of Period
|
|
$
|
91.0
|
|
|
$
|
84.0
|
|
|
$
|
91.0
|
|
|
$
|
84.0
|
|
|
|
Three Months Ended
March 31, |
|
Six Months Ended
March 31, |
||||||||||||
(in millions)
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||||||
Investment and other income, net
|
|
$
|
96.5
|
|
|
$
|
82.4
|
|
|
$
|
142.0
|
|
|
$
|
153.6
|
|
Interest expense
|
|
(10.9
|
)
|
|
(9.6
|
)
|
|
(25.4
|
)
|
|
(18.2
|
)
|
||||
Other Income, Net
|
|
$
|
85.6
|
|
|
$
|
72.8
|
|
|
$
|
116.6
|
|
|
$
|
135.4
|
|
(dollar amounts in millions)
|
|
Total Portfolio
|
|
Percent of Total Portfolio
|
|
Trading Securities Included in Portfolio
|
|
Percent of Total Trading Securities
|
|
Assets of Consolidated VIEs and SIPs Included in Total Portfolio
|
|
Percent of Total
|
|||||||||
Cash and Cash Equivalents
|
|
$
|
5,555.8
|
|
|
54
|
%
|
|
$
|
—
|
|
|
0
|
%
|
|
$
|
144.5
|
|
|
6
|
%
|
Investment Securities
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Equity
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Global/international
|
|
553.4
|
|
|
6
|
%
|
|
—
|
|
|
0
|
%
|
|
392.5
|
|
|
16
|
%
|
|||
United States
|
|
26.3
|
|
|
0
|
%
|
|
—
|
|
|
0
|
%
|
|
—
|
|
|
0
|
%
|
|||
Total equity
|
|
579.7
|
|
|
6
|
%
|
|
—
|
|
|
0
|
%
|
|
392.5
|
|
|
16
|
%
|
|||
Hybrid
|
|
241.7
|
|
|
2
|
%
|
|
—
|
|
|
0
|
%
|
|
186.3
|
|
|
8
|
%
|
|||
Fixed-Income
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Tax-free
|
|
23.4
|
|
|
0
|
%
|
|
—
|
|
|
0
|
%
|
|
—
|
|
|
0
|
%
|
|||
Taxable
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Global/international
|
|
1,010.0
|
|
|
10
|
%
|
|
95.4
|
|
|
8
|
%
|
|
650.0
|
|
|
27
|
%
|
|||
United States
|
|
2,316.9
|
|
|
22
|
%
|
|
1,118.6
|
|
|
92
|
%
|
|
1,012.9
|
|
|
43
|
%
|
|||
Total fixed-income
|
|
3,350.3
|
|
|
32
|
%
|
|
1,214.0
|
|
|
100
|
%
|
|
1,662.9
|
|
|
70
|
%
|
|||
Total Investment Securities
|
|
4,171.7
|
|
|
40
|
%
|
|
1,214.0
|
|
|
100
|
%
|
|
2,241.7
|
|
|
94
|
%
|
|||
Other Investments
|
|
625.7
|
|
|
6
|
%
|
|
—
|
|
|
0
|
%
|
|
—
|
|
|
0
|
%
|
|||
Total Cash and Cash Equivalents and Investments
|
|
$
|
10,353.2
|
|
|
100
|
%
|
|
$
|
1,214.0
|
|
|
100
|
%
|
|
$
|
2,386.2
|
|
|
100
|
%
|
|
|
Six Months Ended
March 31, |
||||||
(in millions)
|
|
2013
|
|
2012
|
||||
Cash Flow Data
|
|
|
|
|
||||
Operating cash flows
|
|
$
|
771.8
|
|
|
$
|
478.3
|
|
Investing cash flows
|
|
98.0
|
|
|
441.6
|
|
||
Financing cash flows
|
|
(1,349.9
|
)
|
|
(1,046.7
|
)
|
(in millions)
|
|
March 31,
2013 |
|
September 30,
2012 |
||||
Assets
|
|
|
|
|
||||
Cash and cash equivalents
|
|
$
|
5,411.3
|
|
|
$
|
5,784.3
|
|
Receivables
|
|
931.2
|
|
|
823.8
|
|
||
Investments
|
|
2,210.5
|
|
|
2,266.7
|
|
||
Total Liquid Assets
|
|
$
|
8,553.0
|
|
|
$
|
8,874.8
|
|
Liabilities
|
|
|
|
|
||||
Debt
|
|
|
|
|
||||
Federal Home Loan Bank advances
|
|
$
|
66.0
|
|
|
$
|
69.0
|
|
Senior notes
|
|
1,197.4
|
|
|
1,497.1
|
|
||
Total Debt
|
|
$
|
1,263.4
|
|
|
$
|
1,566.1
|
|
(in millions)
|
|
Carrying
Value
|
|
Carrying Value
Assuming a
10% Increase
|
|
Carrying Value
Assuming a
10% Decrease
|
||||||
Investment securities, trading
|
|
$
|
1,214.0
|
|
|
$
|
1,335.4
|
|
|
$
|
1,092.6
|
|
Investment securities, available-for-sale
|
|
716.0
|
|
|
787.6
|
|
|
644.4
|
|
|||
Direct investments in consolidated VIEs and consolidated SIPs
|
|
468.3
|
|
|
515.1
|
|
|
421.5
|
|
|||
Total
|
|
$
|
2,398.3
|
|
|
$
|
2,638.1
|
|
|
$
|
2,158.5
|
|
Month
|
|
Total
Number of
Shares
Purchased
|
|
Average Price
Paid per
Share
|
|
Total Number of
Shares Purchased
as Part of Publicly
Announced Plans
or Programs
|
|
Maximum Number
of Shares that May
Yet Be Purchased
Under the Plans
or Programs
|
|||||
January 2013
|
|
9,431
|
|
|
$
|
132.20
|
|
|
9,431
|
|
|
6,475,744
|
|
February 2013
|
|
74,312
|
|
|
$
|
140.93
|
|
|
74,312
|
|
|
6,401,432
|
|
March 2013
|
|
79,492
|
|
|
$
|
144.97
|
|
|
79,492
|
|
|
6,321,940
|
|
Total
|
|
163,235
|
|
|
|
|
163,235
|
|
|
|
Exhibit No.
|
|
Description
|
|
|
|
Exhibit 3(i)(a)
|
|
Registrant’s Certificate of Incorporation, as filed November 28, 1969, incorporated by reference to Exhibit (3)(i) to the Registrant’s Annual Report on Form 10-K for the fiscal year ended September 30, 1994 (File No. 001-09318) (the “1994 Annual Report”)
|
|
|
|
Exhibit 3(i)(b)
|
|
Registrant’s Certificate of Amendment of Certificate of Incorporation, as filed March 1, 1985, incorporated by reference to Exhibit (3)(ii) to the 1994 Annual Report
|
|
|
|
Exhibit 3(i)(c)
|
|
Registrant’s Certificate of Amendment of Certificate of Incorporation, as filed April 1, 1987, incorporated by reference to Exhibit (3)(iii) to the 1994 Annual Report
|
|
|
|
Exhibit 3(i)(d)
|
|
Registrant’s Certificate of Amendment of Certificate of Incorporation, as filed February 2, 1994, incorporated by reference to Exhibit (3)(iv) to the 1994 Annual Report
|
|
|
|
Exhibit 3(i)(e)
|
|
Registrant’s Certificate of Amendment of Certificate of Incorporation, as filed on February 4, 2005, incorporated by reference to Exhibit (3)(i)(e) to the Registrant’s Quarterly Report on Form 10-Q for the period ended December 31, 2004 (File No. 001-09318)
|
|
|
|
Exhibit 3(ii)
|
|
Registrant’s Amended and Restated Bylaws (as adopted and effective March 14, 2012), incorporated by reference to Exhibit 3.1 to the Registrant’s Form 8-K filed with the SEC on March 14, 2012 (File No. 001-09318)
|
|
|
|
Exhibit 10.1
|
|
2006 Directors Deferred Compensation Plan, as amended and restated effective March 13, 2013 (filed herewith)*
|
|
|
|
Exhibit 31.1
|
|
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith)
|
|
|
|
Exhibit 31.2
|
|
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith)
|
|
|
|
Exhibit 32.1
|
|
Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith)
|
|
|
|
Exhibit 32.2
|
|
Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith)
|
|
|
|
Exhibit 101
|
|
The following materials from the Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2013, formatted in Extensible Business Reporting Language (XBRL), include: (i) the Condensed Consolidated Statements of Income, (ii) the Condensed Consolidated Balance Sheets, (iii) the Condensed Consolidated Statements of Cash Flows, and (iv) related notes (furnished herewith)
|
|
|
|
FRANKLIN RESOURCES, INC.
|
|
|
|
|
(Registrant)
|
|
|
|
|
|
|
Date:
|
April 30, 2013
|
|
By:
|
/
S
/ K
ENNETH
A. L
EWIS
|
|
|
|
|
Kenneth A. Lewis
|
|
|
|
|
Executive Vice President and Chief Financial Officer
|
|
|
|
|
(Duly Authorized Officer and Principal Financial Officer)
|
Exhibit No.
|
|
Description
|
|
|
|
Exhibit 3(i)(a)
|
|
Registrant’s Certificate of Incorporation, as filed November 28, 1969, incorporated by reference to Exhibit (3)(i) to the Registrant’s Annual Report on Form 10-K for the fiscal year ended September 30, 1994 (File No. 001-09318) (the “1994 Annual Report”)
|
|
|
|
Exhibit 3(i)(b)
|
|
Registrant’s Certificate of Amendment of Certificate of Incorporation, as filed March 1, 1985, incorporated by reference to Exhibit (3)(ii) to the 1994 Annual Report
|
|
|
|
Exhibit 3(i)(c)
|
|
Registrant’s Certificate of Amendment of Certificate of Incorporation, as filed April 1, 1987, incorporated by reference to Exhibit (3)(iii) to the 1994 Annual Report
|
|
|
|
Exhibit 3(i)(d)
|
|
Registrant’s Certificate of Amendment of Certificate of Incorporation, as filed February 2, 1994, incorporated by reference to Exhibit (3)(iv) to the 1994 Annual Report
|
|
|
|
Exhibit 3(i)(e)
|
|
Registrant’s Certificate of Amendment of Certificate of Incorporation, as filed on February 4, 2005, incorporated by reference to Exhibit (3)(i)(e) to the Registrant’s Quarterly Report on Form 10-Q for the period ended December 31, 2004 (File No. 001-09318)
|
|
|
|
Exhibit 3(ii)
|
|
Registrant’s Amended and Restated Bylaws (as adopted and effective March 14, 2012), incorporated by reference to Exhibit 3.1 to the Registrant’s Form 8-K filed with the SEC on March 14, 2012 (File No. 001-09318)
|
|
|
|
Exhibit 10.1
|
|
2006 Directors Deferred Compensation Plan, as amended and restated effective March 13, 2013 (filed herewith)*
|
|
|
|
Exhibit 31.1
|
|
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith)
|
|
|
|
Exhibit 31.2
|
|
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith)
|
|
|
|
Exhibit 32.1
|
|
Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith)
|
|
|
|
Exhibit 32.2
|
|
Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith)
|
|
|
|
Exhibit 101
|
|
The following materials from the Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2013, formatted in Extensible Business Reporting Language (XBRL), include: (i) the Condensed Consolidated Statements of Income, (ii) the Condensed Consolidated Balance Sheets, (iii) the Condensed Consolidated Statements of Cash Flows, and (iv) related notes (furnished herewith)
|
FRANKLIN RESOURCES, INC.
2006 DIRECTORS DEFERRED COMPENSATION PLAN
|
By:
|
/s/ Jennifer M. Johnson
|
|
Jennifer M. Johnson
|
|
Primary Beneficiary(ies)
(Select only one of the three alternatives)
|
||
|
¨
(a) Individuals and/or Charities
|
|
% Share
|
|
Name____________________________________________________________
|
_______
|
|
|
Address _____________________________________________________________________________________
|
||
|
Name____________________________________________________________
|
_______
|
|
|
Address _____________________________________________________________________________________
|
||
|
Name____________________________________________________________
|
_______
|
|
|
Address _____________________________________________________________________________________
|
||
|
Name____________________________________________________________
|
_______
|
|
|
Address _____________________________________________________________________________________
|
Exhibit A
|
A-1
|
|
¨
(b) Residuary Testamentary Trust
|
|
|
|
In trust, to the trustee of the trust named as the beneficiary of the residue of my probate estate.
|
|
¨
(c) Living Trust
|
|
|
|
The_____________________________________ Trust, dated ________________________
(print name of trust) (fill in date trust was established)
|
|
Contingent Beneficiary(ies)
(Select only one of the three alternatives)
|
||
|
¨
(a) Individuals and/or Charities
|
|
% Share
|
|
Name____________________________________________________________
|
_______
|
|
|
Address ______________________________________________________________________________
|
||
|
Name____________________________________________________________
|
_______
|
|
|
Address ______________________________________________________________________________
|
||
|
Name____________________________________________________________
|
_______
|
|
|
Address ______________________________________________________________________________
|
||
|
¨
(b) Residuary Testamentary Trust
|
|
|
|
In trust, to the trustee of the trust named as the beneficiary of the residue of my probate estate.
|
|
¨
(c) Living Trust
|
|
|
|
The_____________________________________ Trust, dated ___________________________________
(print name of trust) (fill in date trust was established)
|
||
|
Exhibit A
|
A-2
|
Exhibit A
|
A-3
|
o
|
_______% of my annual stock grant(s).
|
o
|
_______% of my other stock grant(s).
|
o
|
_______% of my Directors' fees.
|
o
|
_______% of my meeting fees.
|
o
|
_______% of my committee fees.
|
o
|
_______% of my chairperson fees.
|
o
|
_______% of all other fees.
|
Note
:
|
As stated above, this election shall remain in effect indefinitely for all years of service until terminated or modified by a subsequent deferral election form. You can file a new election form at any time with respect to deferrals in a subsequent calendar year. A new election form must be filed no later than December 31
st
of the calendar year prior to the calendar year for which the new election will be effective.
|
Exhibit B
|
B-1
|
Submitted by:
|
Filing Acknowledgement:
|
Participant
|
Franklin Resources, Inc.
|
___________________________________________
|
By: ___________________________________
|
Name: _______________________________
|
Its: ___________________________________
|
Date: ________________________________
|
Filed with the records of the Company this _____ day of _________________, 20___
|
|
|
Exhibit B
|
B-2
|
o
|
Substantially equal quarterly installments over five (5) years beginning on the earlier of the January 20, April 20, July 20, or October 20 immediately following my Separation from Service and continuing on each January 20, April 20, July 20, or October 20 thereafter.
|
o
|
Substantially equal quarterly installments over ten (10) years beginning on the earlier of the January 20, April 20, July 20, or October 20 immediately following my Separation from Service and continuing on each January 20, April 20, July 20, or October 20 thereafter. (Note: Elect this alternative if you are not a resident of California and intend to comply with California R&TC Section 17952.5.)
|
o
|
This Distribution Election Form is made pursuant to Section 4.4 of the Plan.
|
Exhibit C
|
C-1
|
Important Note
:
|
For purposes of subsequent changes in the timing of the payments as elected above, a series of installment payments shall be treated as the entitlement to a single payment. In general, if you wish to change this election for amounts previously deferred, (a) any change shall not take effect for twelve (12) months from the date of the new election, (b) the commencement of payments (or a lump sum payment) shall occur no earlier than five (5) years after the date the first distribution would have been paid under the prior distribution schedule and (c) the change shall be made at least twelve (12) months before the date the first distribution would have been paid absent the change. If this Distribution Election Form is intended to change the timing of distributions of amounts previously deferred, please check below:
|
o
|
This Distribution Election Form is made pursuant to Section 4.4 of the Plan.
|
Exhibit C
|
C-2
|
Submitted by:
|
Filing Acknowledgement:
|
Participant
|
Franklin Resources, Inc.
|
___________________________________________
|
By: ___________________________________
|
Name: _______________________________
|
Its: ___________________________________
|
Date: ________________________________
|
Filed with the records of the Company this _____ day of _________________, 20___
|
|
|
Exhibit C
|
C-3
|
INVESTMENT
|
Percentage
|
|
|
|
|
Franklin Resources, Inc. Common Stock
|
%
|
|
_______________________________________
|
%
|
|
_______________________________________
|
%
|
|
_______________________________________
|
%
|
|
_______________________________________
|
%
|
|
|
|
|
|
100
|
%
|
Submitted by:
|
Filing Acknowledgement:
|
Participant
|
Franklin Resources, Inc.
|
___________________________________________
|
By: ___________________________________
|
Name: _______________________________
|
Its: ___________________________________
|
Date: ________________________________
|
Filed with the records of the Company this _____ day of _________________, 20___
|
|
|
Exhibit D
|
D-1
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Franklin Resources, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c.
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d.
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
Date:
|
April 30, 2013
|
|
/s/ G
REGORY
E. J
OHNSON
|
|
|
|
Gregory E. Johnson
|
|
|
|
President and Chief Executive Officer
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Franklin Resources, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c.
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d.
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
Date:
|
April 30, 2013
|
|
/s/ K
ENNETH
A. L
EWIS
|
|
|
|
Kenneth A. Lewis
|
|
|
|
Executive Vice President and Chief Financial Officer
|
1.
|
The Quarterly Report on Form 10-Q of the Company for the fiscal quarter ended
March 31, 2013
(the “Report”) fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934; and
|
2.
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company at the dates and for the periods indicated.
|
Dated:
|
April 30, 2013
|
|
/s/ G
REGORY
E. J
OHNSON
|
|
|
|
Gregory E. Johnson
|
|
|
|
President and Chief Executive Officer
|
1.
|
The Quarterly Report on Form 10-Q of the Company for the fiscal quarter ended
March 31, 2013
(the “Report”) fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934; and
|
2.
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company at the dates and for the periods indicated.
|
Dated:
|
April 30, 2013
|
|
/s/ K
ENNETH
A. L
EWIS
|
|
|
|
Kenneth A. Lewis
|
|
|
|
Executive Vice President and Chief Financial Officer
|