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☒
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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|
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For the fiscal year ended
|
November 30, 2019
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☐
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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New York
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13-2615557
|
||
(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification Number)
|
||
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|
|
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520 Madison Avenue
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New York,
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New York
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10022
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(Address of principal executive offices)
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(Zip Code)
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Title of each class
|
Trading Symbol(s)
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Name of each exchange on which registered
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Common Shares, par value $1 per share
|
JEF
|
New York Stock Exchange
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Large accelerated filer
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☒
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|
Accelerated filer
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☐
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|
Non-accelerated filer
|
☐
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|
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|
|
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|
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Smaller reporting company
|
☐
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Emerging growth company
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☐
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•
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Code of Business Practice;
|
•
|
Reportable waivers, if any, from our Code of Business Practice by our executive officers;
|
•
|
Board of Directors Corporate Governance Guidelines;
|
•
|
Charter of the Audit Committee of the Board of Directors;
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•
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Charter of the Nominating and Corporate Governance Committee of the Board of Directors;
|
•
|
Charter of the Compensation Committee of the Board of Directors;
|
•
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Annual reports on Form 10-K;
|
•
|
Quarterly reports on Form 10-Q;
|
•
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Current reports on Form 8-K;
|
•
|
Beneficial ownership reports on Forms 3, 4 and 5; and
|
•
|
Any amendments to the above-mentioned documents and reports.
|
Item 1A.
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Risk Factors.
|
•
|
A market downturn could lead to a decline in client and customer activity levels, and therefore a decline in services provided, causing reduced revenues from fees, commissions, spreads and other forms of revenue.
|
•
|
Adverse changes in the market could lead to decreases in the value of our holdings, both realized and unrealized.
|
•
|
Adverse changes in the market could also lead to a reduction in revenues from asset management fees and investment income from managed funds. The build out of our asset management business could also be impacted as adverse conditions could lead to a decrease in new capital raised and may cause investors to withdraw their investments and commitments. Even in the absence of a market downturn, below-market investment performance by funds and portfolio
|
•
|
Limitations on the availability of credit, such as occurred during 2008, can affect the ability of our businesses and investments to borrow on a secured or unsecured basis, which may adversely affect liquidity and results of operations. Global market and economic conditions have been particularly disrupted and volatile in the last several years and may be in the future. Cost and availability of funding could be affected by illiquid credit markets and wider credit spreads.
|
•
|
Certain of our current and future businesses and investments may require additional third-party funding to succeed, such as venture capital funding, joint venture funding or other third-party capital. Failure to obtain such third-party funding may cause such business, investment or prospective investment to fail or progress slower than expected which could adversely affect its and our funding, liquidity, operations and profitability. In addition, such failure could also adversely affect our reputation which could adversely affect our business and future business prospects.
|
•
|
Additional changes in tax law could impact our ability to utilize our deferred tax assets, decrease current and anticipated cash flows, or prompt revisions to compensation arrangements.
|
•
|
Should one or more of the competitors of our businesses or investments fail, business prospects and revenue could be negatively impacted due to negative market sentiment causing customers to cease doing business with, and lenders to cease extending credit to, our businesses and investments, which could adversely affect our operations, funding and liquidity.
|
•
|
Unfavorable economic conditions could have an adverse effect on the demand for new loans and the servicing of loans originated by third parties, which would have an adverse impact on the operations and profitability of some of our financial services businesses and investments.
|
•
|
Unfavorable conditions or changes in general political, economic or market conditions could adversely impact our business and prospects. In particular, the increasing trend toward sovereign protectionism and deglobalization resulting from the current populist political movement has resulted or could result in decreases in free trade, erosion of traditional international coalitions, the imposition of sanctions and tariffs, governmental closures and no-confidence votes, domestic and international strife, and general market upheaval in response to such results, all of which could negatively impact our business and prospects.
|
•
|
These estimates are forward-looking statements and should be read in connection with our Cautionary Statement for Forward-Looking Information.
|
•
|
Although we believe these estimates to be fair and reasonable, these semi-annual estimates may differ materially from realized values or future estimates.
|
•
|
Our semi-annual fair values are, indeed, estimates only and are subject to change.
|
•
|
We may determine to change the timing of providing these semi-annual estimates or stop providing such estimates at any time and for any reason.
|
•
|
Management does not necessarily use these estimates in making business decisions regarding the operation of our business or any decision relating to these investments.
|
•
|
These estimates may constitute non-GAAP financial measures and should be read in connection with disclosures relating to our use of non-GAAP financial measures.
|
Item 1B.
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Unresolved Staff Comments.
|
Item 2.
|
Properties.
|
Item 3.
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Legal Proceedings.
|
Item 4.
|
Mine Safety Disclosures.
|
Item 5.
|
Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
|
|
(a) Total
Number of
Shares
Purchased (1)
|
|
(b) Average
Price Paid
per Share
|
|
(c) Total Number of
Shares Purchased as
Part of Publicly
Announced Plans
or Programs
|
|
(d) Approximate Dollar Value of Shares
that May Yet Be
Purchased Under the
Plans or Programs (2)
|
||||||
|
|
|
|
|
|
|
|
||||||
September 1, 2019 to September 30, 2019
|
366,138
|
|
|
$
|
18.35
|
|
|
366,138
|
|
|
$
|
311,345
|
|
October 1, 2019 to October 31, 2019
|
5,267,579
|
|
|
$
|
17.83
|
|
|
5,234,862
|
|
|
$
|
220,536
|
|
November 1, 2019 to November 30, 2019 (3) (4)
|
2,600,027
|
|
|
$
|
20.79
|
|
|
1,819,712
|
|
|
$
|
203,570
|
|
Total
|
8,233,744
|
|
|
|
|
|
7,420,712
|
|
|
|
|
(1)
|
Includes an aggregate 32,717 shares repurchased other than as part of our publicly announced Board authorized repurchase program. We repurchased these securities in connection with our share compensation plans which allow participants to use shares to satisfy certain tax liabilities arising from the vesting of restricted shares and the distribution of restricted share units. The total number of shares purchased does not include unvested shares forfeited back to us pursuant to the terms of our share compensation plans.
|
(2)
|
In January 2019, our Board of Directors approved a $500.0 million share repurchase authorization. At November 30, 2019, $11.5 million remains available for future purchases. Additionally, in connection with the HomeFed merger on July 1, 2019, our Board of Directors authorized the repurchase of an additional 9.25 million shares. At November 30, 2019, 9.2 million shares remain available for future purchases. The approximate dollar value of shares that may be purchased under the plans or programs in the table above related to these shares is based on the month end closing price of Jefferies common shares.
|
(3)
|
Includes 780,315 shares received on the sale of a hotel and restaurant in Telluride, Colorado that we owned, to the Company's Chairman and certain of his family trusts.
|
(4)
|
Includes 57,754 shares that settled in December 2019.
|
Item 6.
|
Selected Financial Data.
|
|
Twelve Months Ended November 30, 2019
|
|
Eleven Months Ended
November 30, 2018 |
|
Twelve Months Ended December 31,
|
||||||||||||||
|
|
|
2017
|
|
2016
|
|
2015
|
||||||||||||
|
(In thousands, except per share amounts)
|
||||||||||||||||||
Selected Statements of Operations Data (a)
|
|
|
|
|
|
|
|
|
|
||||||||||
Net revenues
|
$
|
3,892,976
|
|
|
$
|
3,764,034
|
|
|
$
|
4,077,445
|
|
|
$
|
3,035,374
|
|
|
$
|
3,484,039
|
|
Total expenses
|
3,617,363
|
|
|
3,524,957
|
|
|
3,396,042
|
|
|
3,202,564
|
|
|
3,113,869
|
|
|||||
Income (loss) related to associated companies
|
202,995
|
|
|
57,023
|
|
|
(74,901
|
)
|
|
154,598
|
|
|
110,281
|
|
|||||
Income (loss) from continuing operations before income taxes
|
478,608
|
|
|
296,100
|
|
|
606,502
|
|
|
(12,592
|
)
|
|
480,451
|
|
|||||
Income tax provision (benefit)
|
(483,955
|
)
|
|
19,008
|
|
|
642,286
|
|
|
25,773
|
|
|
142,744
|
|
|||||
Income (loss) from continuing operations
|
962,563
|
|
|
277,092
|
|
|
(35,784
|
)
|
|
(38,365
|
)
|
|
337,707
|
|
|||||
Income (loss) from discontinued operations, including gain (loss) on disposal, net of taxes
|
—
|
|
|
773,984
|
|
|
288,631
|
|
|
232,686
|
|
|
(85,596
|
)
|
|||||
Net (income) loss attributable to the redeemable noncontrolling interests
|
286
|
|
|
(37,263
|
)
|
|
(84,576
|
)
|
|
(65,746
|
)
|
|
26,543
|
|
|||||
Net income attributable to Jefferies Financial Group common shareholders
|
959,593
|
|
|
1,022,318
|
|
|
167,351
|
|
|
125,938
|
|
|
279,587
|
|
|||||
Per share:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Basic earnings (loss) per common share attributable to Jefferies Financial Group common shareholders:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Income (loss) from continuing operations
|
$
|
3.07
|
|
|
$
|
0.82
|
|
|
$
|
(0.10
|
)
|
|
$
|
(0.10
|
)
|
|
$
|
0.90
|
|
Income (loss) from discontinued operations, including gain (loss) on disposal
|
—
|
|
|
2.11
|
|
|
0.55
|
|
|
0.44
|
|
|
(0.16
|
)
|
|||||
Net income
|
$
|
3.07
|
|
|
$
|
2.93
|
|
|
$
|
0.45
|
|
|
$
|
0.34
|
|
|
$
|
0.74
|
|
Diluted earnings (loss) per common share attributable to Jefferies Financial Group common shareholders:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Income (loss) from continuing operations
|
$
|
3.03
|
|
|
$
|
0.81
|
|
|
$
|
(0.10
|
)
|
|
$
|
(0.10
|
)
|
|
$
|
0.90
|
|
Income (loss) from discontinued operations, including gain (loss) on disposal
|
—
|
|
|
2.09
|
|
|
0.55
|
|
|
0.44
|
|
|
(0.16
|
)
|
|||||
Net income
|
$
|
3.03
|
|
|
$
|
2.90
|
|
|
$
|
0.45
|
|
|
$
|
0.34
|
|
|
$
|
0.74
|
|
(a)
|
Prior to the fourth quarter of 2018, because our fiscal year end was December 31, we reflected Jefferies Group in our consolidated financial statements utilizing a one month lag. In connection with our change in fiscal year end to November 30, we eliminated the one month lag utilized to reflect Jefferies Group results beginning with the fourth quarter of 2018. Therefore, our results for the eleven months ended November 30, 2018, include twelve month results for Jefferies Group and eleven months for the remainder of our results.
|
|
At November 30,
|
|
At December 31,
|
||||||||||||||||
|
2019
|
|
2018
|
|
2017
|
|
2016
|
|
2015
|
||||||||||
|
(In thousands, except per share amounts)
|
||||||||||||||||||
Selected Statements of Financial Condition Data
|
|
|
|
|
|
|
|
|
|
||||||||||
Total assets
|
$
|
49,460,234
|
|
|
$
|
47,131,095
|
|
|
$
|
47,169,108
|
|
|
$
|
45,071,307
|
|
|
$
|
46,331,184
|
|
Long-term debt
|
8,337,061
|
|
|
7,617,563
|
|
|
7,885,783
|
|
|
7,380,443
|
|
|
7,400,582
|
|
|||||
Mezzanine equity
|
151,605
|
|
|
144,779
|
|
|
551,593
|
|
|
461,809
|
|
|
316,633
|
|
|||||
Shareholders' equity
|
9,579,705
|
|
|
10,060,866
|
|
|
10,105,957
|
|
|
10,128,100
|
|
|
10,401,211
|
|
|||||
Book value per common share
|
$
|
32.85
|
|
|
$
|
32.72
|
|
|
$
|
28.37
|
|
|
$
|
28.18
|
|
|
$
|
28.68
|
|
Cash dividends per common share
|
$
|
0.50
|
|
|
$
|
0.45
|
|
|
$
|
0.325
|
|
|
$
|
0.25
|
|
|
$
|
0.25
|
|
Total dividends per common share
|
$
|
2.00
|
|
|
$
|
0.45
|
|
|
$
|
0.325
|
|
|
$
|
0.25
|
|
|
$
|
0.25
|
|
Item 7.
|
Management's Discussion and Analysis of Financial Condition and Results of Operations.
|
|
Investment Banking, Capital Markets and Asset Management
|
|
Merchant Banking
|
|
Corporate
|
|
Parent Company Interest
|
|
Consolidation Adjustments
|
|
Total
|
||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net revenues
|
$
|
3,112,530
|
|
|
$
|
746,369
|
|
|
$
|
32,833
|
|
|
$
|
—
|
|
|
$
|
1,244
|
|
|
$
|
3,892,976
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Compensation and benefits
|
1,684,054
|
|
|
82,832
|
|
|
58,005
|
|
|
—
|
|
|
—
|
|
|
1,824,891
|
|
||||||
Cost of sales (1)
|
227,471
|
|
|
319,641
|
|
|
—
|
|
|
—
|
|
|
(4,331
|
)
|
|
542,781
|
|
||||||
Interest
|
—
|
|
|
34,129
|
|
|
—
|
|
|
53,048
|
|
|
—
|
|
|
87,177
|
|
||||||
Depreciation and amortization
|
79,204
|
|
|
70,192
|
|
|
3,475
|
|
|
—
|
|
|
—
|
|
|
152,871
|
|
||||||
Selling, general and other expenses
|
797,132
|
|
|
175,650
|
|
|
39,820
|
|
|
—
|
|
|
(2,959
|
)
|
|
1,009,643
|
|
||||||
Total expenses
|
2,787,861
|
|
|
682,444
|
|
|
101,300
|
|
|
53,048
|
|
|
(7,290
|
)
|
|
3,617,363
|
|
||||||
Income (loss) from continuing operations before income taxes and income related to associated companies
|
324,669
|
|
|
63,925
|
|
|
(68,467
|
)
|
|
(53,048
|
)
|
|
8,534
|
|
|
275,613
|
|
||||||
Income related to associated companies
|
—
|
|
|
202,927
|
|
|
—
|
|
|
—
|
|
|
68
|
|
|
202,995
|
|
||||||
Income (loss) from continuing operations before income taxes
|
$
|
324,669
|
|
|
$
|
266,852
|
|
|
$
|
(68,467
|
)
|
|
$
|
(53,048
|
)
|
|
$
|
8,602
|
|
|
478,608
|
|
|
Income tax benefit from continuing operations
|
|
|
|
|
|
|
|
|
|
|
(483,955
|
)
|
|||||||||||
Net income
|
|
|
|
|
|
|
|
|
|
|
$
|
962,563
|
|
|
Investment Banking, Capital Markets and Asset Management
|
|
Merchant Banking
|
|
Corporate
|
|
Parent Company Interest
|
|
Consolidation Adjustments
|
|
Total
|
||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net revenues
|
$
|
3,183,376
|
|
|
$
|
571,831
|
|
|
$
|
22,300
|
|
|
$
|
—
|
|
|
$
|
(13,473
|
)
|
|
$
|
3,764,034
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Compensation and benefits
|
1,736,264
|
|
|
77,169
|
|
|
50,222
|
|
|
—
|
|
|
(873
|
)
|
|
1,862,782
|
|
||||||
Cost of sales (1)
|
189,068
|
|
|
307,071
|
|
|
—
|
|
|
—
|
|
|
(4,858
|
)
|
|
491,281
|
|
||||||
Interest
|
—
|
|
|
35,159
|
|
|
—
|
|
|
54,090
|
|
|
—
|
|
|
89,249
|
|
||||||
Depreciation and amortization
|
68,296
|
|
|
48,852
|
|
|
3,169
|
|
|
—
|
|
|
—
|
|
|
120,317
|
|
||||||
Selling, general and other expenses
|
780,081
|
|
|
150,115
|
|
|
35,049
|
|
|
—
|
|
|
(3,917
|
)
|
|
961,328
|
|
||||||
Total expenses
|
2,773,709
|
|
|
618,366
|
|
|
88,440
|
|
|
54,090
|
|
|
(9,648
|
)
|
|
3,524,957
|
|
||||||
Income (loss) from continuing operations before income taxes and income related to associated companies
|
409,667
|
|
|
(46,535
|
)
|
|
(66,140
|
)
|
|
(54,090
|
)
|
|
(3,825
|
)
|
|
239,077
|
|
||||||
Income related to associated companies
|
—
|
|
|
57,023
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
57,023
|
|
||||||
Income (loss) from continuing operations before income taxes
|
$
|
409,667
|
|
|
$
|
10,488
|
|
|
$
|
(66,140
|
)
|
|
$
|
(54,090
|
)
|
|
$
|
(3,825
|
)
|
|
296,100
|
|
|
Income tax provision from continuing operations
|
|
|
|
|
|
|
|
|
|
|
19,008
|
|
|||||||||||
Income from discontinued operations, net of income tax provision
|
|
|
|
|
|
|
|
|
|
|
130,063
|
|
|||||||||||
Gain on disposal of discontinued operations, net of income tax provision
|
|
|
|
|
|
|
|
|
|
|
643,921
|
|
|||||||||||
Net income
|
|
|
|
|
|
|
|
|
|
|
$
|
1,051,076
|
|
|
Investment Banking, Capital Markets and Asset Management
|
|
Merchant Banking
|
|
Corporate
|
|
Parent Company Interest
|
|
Consolidation Adjustments
|
|
Total
|
||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net revenues
|
$
|
3,198,109
|
|
|
$
|
876,180
|
|
|
$
|
6,306
|
|
|
$
|
—
|
|
|
$
|
(3,150
|
)
|
|
$
|
4,077,445
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Compensation and benefits
|
1,829,096
|
|
|
73,811
|
|
|
46,655
|
|
|
—
|
|
|
1,373
|
|
|
1,950,935
|
|
||||||
Cost of sales (1)
|
179,478
|
|
|
280,952
|
|
|
—
|
|
|
—
|
|
|
(4,972
|
)
|
|
455,458
|
|
||||||
Interest
|
—
|
|
|
42,259
|
|
|
—
|
|
|
58,943
|
|
|
—
|
|
|
101,202
|
|
||||||
Depreciation and amortization
|
62,668
|
|
|
44,257
|
|
|
3,470
|
|
|
—
|
|
|
—
|
|
|
110,395
|
|
||||||
Selling, general and other expenses
|
621,943
|
|
|
131,627
|
|
|
34,983
|
|
|
—
|
|
|
(10,501
|
)
|
|
778,052
|
|
||||||
Total expenses
|
2,693,185
|
|
|
572,906
|
|
|
85,108
|
|
|
58,943
|
|
|
(14,100
|
)
|
|
3,396,042
|
|
||||||
Income (loss) from continuing operations before income taxes and loss related to associated companies
|
504,924
|
|
|
303,274
|
|
|
(78,802
|
)
|
|
(58,943
|
)
|
|
10,950
|
|
|
681,403
|
|
||||||
Loss related to associated companies
|
—
|
|
|
(74,901
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(74,901
|
)
|
||||||
Income (loss) from continuing operations before income taxes
|
$
|
504,924
|
|
|
$
|
228,373
|
|
|
$
|
(78,802
|
)
|
|
$
|
(58,943
|
)
|
|
$
|
10,950
|
|
|
606,502
|
|
|
Income tax provision from continuing operations
|
|
|
|
|
|
|
|
|
|
|
642,286
|
|
|||||||||||
Income from discontinued operations, net of income tax provision
|
|
|
|
|
|
|
|
|
|
|
288,631
|
|
|||||||||||
Net income
|
|
|
|
|
|
|
|
|
|
|
$
|
252,847
|
|
•
|
A nonrecurring tax benefit of $544.6 million related to the closing of our available for sale portfolio, which triggered the realization of lodged tax benefits from earlier years;
|
•
|
The special dividend of our interest in Spectrum Brands of $451.1 million, removing the investment from our Merchant Banking portfolio going forward;
|
•
|
A $205.0 million pre-tax gain on the sale of our remaining 31% interest in National Beef;
|
•
|
A $72.1 million pre-tax gain on the revaluation of our 70% interest in HomeFed to fair value in connection with the acquisition of the remaining common stock of HomeFed; and
|
•
|
A reduction during 2019 to the estimated fair value of The We Company of $182.3 million.
|
•
|
A $418.8 million mark-to-market decrease in the value of our investment in Spectrum Brands/HRG Group, Inc. ("HRG");
|
•
|
A $221.7 million pre-tax gain on the sale of our Garcadia interests;
|
•
|
A $70.9 million increase in the estimated fair value of The We Company;
|
•
|
A $62.1 million impairment loss related to our investment in FXCM; and
|
•
|
A $47.9 million impairment loss related to our investment in Golden Queen Mining Company, LLC ("Golden Queen").
|
•
|
A non-cash $450.5 million charge related to the impact of tax reform;
|
•
|
A $178.2 million pre-tax gain on the sale of Conwed Plastics;
|
•
|
A $130.2 million impairment loss related to our investment in FXCM; and
|
•
|
A mark-to-market increase in the value of our investment in HRG of $64.8 million.
|
|
2019
|
|
2018
|
|
2017
|
||||||
|
|
|
|
|
|
||||||
Net revenues
|
$
|
3,112,530
|
|
|
$
|
3,183,376
|
|
|
$
|
3,198,109
|
|
|
|
|
|
|
|
||||||
Expenses:
|
|
|
|
|
|
|
|
||||
Compensation and benefits
|
1,684,054
|
|
|
1,736,264
|
|
|
1,829,096
|
|
|||
Floor brokerage and clearing fees
|
227,471
|
|
|
189,068
|
|
|
179,478
|
|
|||
Depreciation and amortization
|
79,204
|
|
|
68,296
|
|
|
62,668
|
|
|||
Selling, general and other expenses
|
797,132
|
|
|
780,081
|
|
|
621,943
|
|
|||
Total expenses
|
2,787,861
|
|
|
2,773,709
|
|
|
2,693,185
|
|
|||
Income from continuing operations before income taxes
|
$
|
324,669
|
|
|
$
|
409,667
|
|
|
$
|
504,924
|
|
|
2019
|
|
2018
|
|
2017
|
||||||
|
|
|
|
|
|
||||||
Equities
|
$
|
773,979
|
|
|
$
|
665,557
|
|
|
$
|
674,424
|
|
Fixed income
|
681,362
|
|
|
559,712
|
|
|
618,388
|
|
|||
Total capital markets
|
1,455,341
|
|
|
1,225,269
|
|
|
1,292,812
|
|
|||
|
|
|
|
|
|
||||||
Advisory
|
767,421
|
|
|
820,042
|
|
|
770,092
|
|
|||
|
|
|
|
|
|
|
|
|
|||
Equity underwriting
|
361,972
|
|
|
454,555
|
|
|
344,973
|
|
|||
Debt underwriting
|
407,336
|
|
|
635,606
|
|
|
649,220
|
|
|||
Total underwriting
|
769,308
|
|
|
1,090,161
|
|
|
994,193
|
|
|||
|
|
|
|
|
|
||||||
Other investment banking
|
(14,617
|
)
|
|
3,638
|
|
|
19,776
|
|
|||
Total investment banking
|
1,522,112
|
|
|
1,913,841
|
|
|
1,784,061
|
|
|||
|
|
|
|
|
|
||||||
Other
|
58,535
|
|
|
45,316
|
|
|
92,987
|
|
|||
Total Investment Banking and Capital Markets (1) (2)
|
3,035,988
|
|
|
3,184,426
|
|
|
3,169,860
|
|
|||
|
|
|
|
|
|
||||||
Asset management fees and revenues (3)
|
20,285
|
|
|
21,214
|
|
|
19,224
|
|
|||
Investment return (4) (5)
|
96,805
|
|
|
16,971
|
|
|
20,581
|
|
|||
Allocated net interest (4) (6)
|
(40,548
|
)
|
|
(39,235
|
)
|
|
(11,556
|
)
|
|||
Total Asset Management
|
76,542
|
|
|
(1,050
|
)
|
|
28,249
|
|
|||
|
|
|
|
|
|
||||||
Total net revenues
|
$
|
3,112,530
|
|
|
$
|
3,183,376
|
|
|
$
|
3,198,109
|
|
(1)
|
Includes net interest revenues (expenses) of $74.0 million, $8.5 million and $(58.6) million for 2019, 2018 and 2017, respectively.
|
(2)
|
Allocated net interest is not separately disaggregated in presenting our Investment Banking and Capital Markets results within Net Revenues by Source. This presentation is aligned to our Investment Banking and Capital Markets internal performance measurement.
|
(3)
|
The amount for 2019 includes revenues of $3.1 million from our share of fees received by third party asset management companies with which we have revenue and profit share arrangements.
|
(4)
|
Beginning with the first quarter of 2019, Net revenues attributed to the Investment return in our Asset Management results have been disaggregated to separately present Investment return and Allocated net interest (see footnotes 5 and 6 below). This disaggregation is intended to increase transparency and to make clearer actual Investment return. We offer third-party investors the opportunity to co-invest in our asset management funds and separately managed accounts alongside us. We believe that aggregating Investment return and Allocated net interest would obscure the Investment return by including an amount that is unique to our credit spreads, debt maturity profile, capital structure, liquidity risks and allocation methods, none of which are pertinent to the Investment returns generated by the performance of the portfolio.
|
(5)
|
Includes net interest expense of $8.9 million, $8.4 million and $4.8 million for 2019, 2018 and 2017, respectively.
|
(6)
|
Allocated net interest represents the allocation of long-term debt interest expense to Asset Management, net of interest income on Cash and cash equivalents and other sources of liquidity. For discussion of sources of liquidity, refer to the "Liquidity and Capital Resources" section herein.
|
•
|
services provided to our clients from which we earn commissions or spread revenue by executing, settling and clearing transactions for clients;
|
•
|
advisory services offered to clients;
|
•
|
financing, securities lending and other prime brokerage services offered to clients; and
|
•
|
wealth management services, which includes providing clients access to all of our institutional execution capabilities.
|
•
|
executing transactions for clients and making markets in securitized products, investment grade, high-yield, emerging markets, municipal and sovereign securities and bank loans, as well as foreign exchange execution on behalf of clients; and
|
•
|
interest rate derivatives and credit derivatives.
|
•
|
advisory services with respect to mergers and acquisitions and restructurings and recapitalizations;
|
•
|
underwriting services, which include underwriting and placement services related to corporate debt, municipal bonds, mortgage-backed and asset-backed securities and equity and equity-linked securities and loan syndication;
|
•
|
our share of net earnings from Jefferies Group's corporate lending joint venture, Jefferies Finance; and
|
•
|
securities and loans received or acquired in connection with our investment banking activities.
|
|
|
2019
|
|
2018
|
|
2017
|
||||||
|
|
|
|
|
|
|
||||||
Asset management fees:
|
|
|
|
|
|
|
||||||
Equities
|
|
$
|
3,623
|
|
|
$
|
1,900
|
|
|
$
|
2,718
|
|
Multi-asset
|
|
13,596
|
|
|
19,314
|
|
|
16,506
|
|
|||
Total asset management fees
|
|
17,219
|
|
|
21,214
|
|
|
19,224
|
|
|||
Revenue from arrangements with strategic partners (1)
|
|
3,066
|
|
|
—
|
|
|
—
|
|
|||
Total asset management fees and revenues
|
|
20,285
|
|
|
21,214
|
|
|
19,224
|
|
|||
|
|
|
|
|
|
|
||||||
Investment return
|
|
96,805
|
|
|
16,971
|
|
|
20,581
|
|
|||
Allocated net interest
|
|
(40,548
|
)
|
|
(39,235
|
)
|
|
(11,556
|
)
|
|||
Total Asset Management
|
|
$
|
76,542
|
|
|
$
|
(1,050
|
)
|
|
$
|
28,249
|
|
|
Twelve Months Ended
November 30, 2019
|
|
Eleven Months Ended
November 30, 2018
|
|
Twelve Months Ended December 31, 2017
|
|
|
|
|
|
|
Consolidated Businesses
|
Oil and Gas
|
|
Oil and Gas
|
|
Oil and Gas
|
|
HomeFed beginning July 1
|
|
—
|
|
—
|
|
Idaho Timber
|
|
Idaho Timber
|
|
Idaho Timber
|
|
—
|
|
National Beef prior to June 5
|
|
National Beef
|
|
—
|
|
—
|
|
Conwed sold January 20
|
|
|
|
|
|
|
Associated Companies
|
Linkem
|
|
Linkem
|
|
Linkem
|
|
FXCM Equity Investment
|
|
FXCM Equity Investment
|
|
FXCM Equity Investment
|
|
Golden Queen
|
|
Golden Queen
|
|
Golden Queen
|
|
National Beef sold November 29
|
|
National Beef beginning June 5
|
|
—
|
|
HomeFed prior to July 1
|
|
HomeFed
|
|
HomeFed
|
|
—
|
|
Garcadia sold August 17
|
|
Garcadia
|
|
—
|
|
Berkadia prior to transfer to Jefferies Group October 1
|
|
Berkadia
|
|
|
|
|
|
|
Other Investments
|
Spectrum Brands prior to October 11 distribution
|
|
Spectrum Brands/HRG
|
|
HRG
|
|
The We Company
|
|
The We Company
|
|
The We Company
|
|
FXCM Term Loan
|
|
FXCM Term Loan
|
|
FXCM Term Loan
|
|
—
|
|
LAM Seed Investments prior to transfer to Jefferies Group October 1
|
|
LAM Seed Investments
|
|
Twelve Months Ended November 30, 2019
|
|
Eleven Months Ended November 30, 2018
|
|
Twelve Months Ended December 31, 2017
|
||||||
|
|
|
|
|
|
||||||
Net revenues
|
$
|
746,369
|
|
|
$
|
571,831
|
|
|
$
|
876,180
|
|
|
|
|
|
|
|
||||||
Expenses:
|
|
|
|
|
|
|
|
|
|||
Compensation and benefits
|
82,832
|
|
|
77,169
|
|
|
73,811
|
|
|||
Cost of sales
|
319,641
|
|
|
307,071
|
|
|
280,952
|
|
|||
Interest
|
34,129
|
|
|
35,159
|
|
|
42,259
|
|
|||
Depreciation and amortization
|
70,192
|
|
|
48,852
|
|
|
44,257
|
|
|||
Selling, general and other expenses
|
175,650
|
|
|
150,115
|
|
|
131,627
|
|
|||
Total expenses
|
682,444
|
|
|
618,366
|
|
|
572,906
|
|
|||
Income (loss) from continuing operations before income taxes and income (loss) related to associated companies
|
63,925
|
|
|
(46,535
|
)
|
|
303,274
|
|
|||
Income (loss) related to associated companies
|
202,927
|
|
|
57,023
|
|
|
(74,901
|
)
|
|||
Income from continuing operations before income taxes
|
$
|
266,852
|
|
|
$
|
10,488
|
|
|
$
|
228,373
|
|
|
Twelve Months Ended November 30, 2019
|
|
Eleven Months Ended November 30, 2018
|
|
Twelve Months Ended December 31, 2017
|
||||||
|
|
|
|
|
|
||||||
Oil and gas
|
$
|
150,224
|
|
|
$
|
169,667
|
|
|
$
|
45,225
|
|
Manufacturing
|
324,786
|
|
|
357,513
|
|
|
504,508
|
|
|||
Real estate
|
37,405
|
|
|
350
|
|
|
45,611
|
|
|||
LAM
|
—
|
|
|
(5,447
|
)
|
|
74,990
|
|
|||
FXCM
|
(8,139
|
)
|
|
18,616
|
|
|
23,160
|
|
|||
Spectrum Brands/HRG
|
89,497
|
|
|
(412,493
|
)
|
|
64,774
|
|
|||
Other
|
152,596
|
|
|
443,625
|
|
|
117,912
|
|
|||
Total net revenues
|
$
|
746,369
|
|
|
$
|
571,831
|
|
|
$
|
876,180
|
|
|
Twelve Months Ended November 30, 2019
|
|
Eleven Months Ended November 30, 2018
|
|
Twelve Months Ended December 31, 2017
|
||||||
|
|
|
|
|
|
||||||
Oil and gas
|
$
|
170,680
|
|
|
$
|
116,017
|
|
|
$
|
71,258
|
|
Manufacturing
|
306,832
|
|
|
321,851
|
|
|
296,491
|
|
|||
Real estate
|
39,940
|
|
|
977
|
|
|
33,398
|
|
|||
LAM
|
—
|
|
|
74,029
|
|
|
44,844
|
|
|||
Other
|
164,992
|
|
|
105,492
|
|
|
126,915
|
|
|||
Total expenses
|
$
|
682,444
|
|
|
$
|
618,366
|
|
|
$
|
572,906
|
|
|
Twelve Months Ended November 30, 2019
|
|
Eleven Months Ended November 30, 2018
|
|
Twelve Months Ended December 31, 2017
|
||||||
|
|
|
|
|
|
||||||
National Beef
|
$
|
232,042
|
|
|
$
|
110,049
|
|
|
$
|
—
|
|
Berkadia
|
—
|
|
|
80,092
|
|
|
93,801
|
|
|||
FXCM
|
(8,212
|
)
|
|
(83,174
|
)
|
|
(177,644
|
)
|
|||
Garcadia Companies
|
—
|
|
|
21,646
|
|
|
48,198
|
|
|||
Linkem
|
(28,024
|
)
|
|
(20,534
|
)
|
|
(32,561
|
)
|
|||
Golden Queen
|
6,740
|
|
|
(51,990
|
)
|
|
(7,733
|
)
|
|||
Other
|
381
|
|
|
934
|
|
|
1,038
|
|
|||
Total income (loss) related to associated companies
|
$
|
202,927
|
|
|
$
|
57,023
|
|
|
$
|
(74,901
|
)
|
|
Twelve Months Ended November 30, 2019
|
|
Eleven Months Ended November 30, 2018
|
|
Twelve Months Ended December 31, 2017
|
||||||
|
|
|
|
|
|
||||||
Oil and gas
|
$
|
(20,456
|
)
|
|
$
|
53,650
|
|
|
$
|
(26,033
|
)
|
Manufacturing
|
17,954
|
|
|
35,662
|
|
|
208,017
|
|
|||
Real estate
|
(2,535
|
)
|
|
(627
|
)
|
|
12,213
|
|
|||
LAM
|
—
|
|
|
(79,476
|
)
|
|
30,146
|
|
|||
FXCM
|
(8,139
|
)
|
|
18,616
|
|
|
23,160
|
|
|||
Spectrum Brands/HRG
|
89,497
|
|
|
(412,493
|
)
|
|
64,774
|
|
|||
Other
|
(12,396
|
)
|
|
338,133
|
|
|
(9,003
|
)
|
|||
Income (loss) before income taxes and income (loss) related to associated companies
|
63,925
|
|
|
(46,535
|
)
|
|
303,274
|
|
|||
Income (loss) related to associated companies
|
202,927
|
|
|
57,023
|
|
|
(74,901
|
)
|
|||
Income from continuing operations before income taxes
|
$
|
266,852
|
|
|
$
|
10,488
|
|
|
$
|
228,373
|
|
|
Twelve Months Ended November 30, 2019
|
|
Eleven Months Ended November 30, 2018
|
|
Twelve Months Ended December 31, 2017
|
||||||
|
|
|
|
|
|
||||||
Net revenues
|
$
|
32,833
|
|
|
$
|
22,300
|
|
|
$
|
6,306
|
|
|
|
|
|
|
|
||||||
Expenses:
|
|
|
|
|
|
|
|
||||
Compensation and benefits
|
58,005
|
|
|
50,222
|
|
|
46,655
|
|
|||
Depreciation and amortization
|
3,475
|
|
|
3,169
|
|
|
3,470
|
|
|||
Selling, general and other expenses
|
39,820
|
|
|
35,049
|
|
|
34,983
|
|
|||
Total expenses
|
101,300
|
|
|
88,440
|
|
|
85,108
|
|
|||
Loss from continuing operations before income taxes
|
$
|
(68,467
|
)
|
|
$
|
(66,140
|
)
|
|
$
|
(78,802
|
)
|
|
|
Period Ended June 4, 2018 (1)
|
|
Twelve Months Ended December 31, 2017
|
||||
Revenues:
|
|
|
|
|
||||
Beef processing services
|
|
$
|
3,137,611
|
|
|
$
|
7,353,663
|
|
Interest income
|
|
131
|
|
|
339
|
|
||
Other
|
|
4,329
|
|
|
4,946
|
|
||
Total revenues
|
|
3,142,071
|
|
|
7,358,948
|
|
||
|
|
|
|
|
||||
Expenses:
|
|
|
|
|
|
|
||
Compensation and benefits
|
|
17,414
|
|
|
39,884
|
|
||
Cost of sales
|
|
2,884,983
|
|
|
6,764,055
|
|
||
Interest expense
|
|
4,316
|
|
|
6,657
|
|
||
Depreciation and amortization
|
|
43,959
|
|
|
98,515
|
|
||
Selling, general and other expenses
|
|
14,291
|
|
|
42,525
|
|
||
Total expenses
|
|
2,964,963
|
|
|
6,951,636
|
|
||
|
|
|
|
|
||||
Income from discontinued operations before income taxes
|
|
177,108
|
|
|
407,312
|
|
||
Income tax provision
|
|
47,045
|
|
|
118,681
|
|
||
Income from discontinued operations, net of income tax provision
|
|
$
|
130,063
|
|
|
$
|
288,631
|
|
|
November 30, 2019
|
||||||||||||||||||
|
Investment Banking, Capital Markets and Asset Management
|
|
Merchant Banking
|
|
Corporate
|
|
Consolidation Adjustments
|
|
Total
|
||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash and cash equivalents
|
$
|
5,567,903
|
|
|
$
|
130,185
|
|
|
$
|
1,980,733
|
|
|
$
|
—
|
|
|
$
|
7,678,821
|
|
Cash and securities segregated and on deposit for regulatory purposes or deposited with clearing and depository organizations
|
796,797
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
796,797
|
|
|||||
Financial instruments owned
|
16,363,374
|
|
|
416,538
|
|
|
115,829
|
|
|
—
|
|
|
16,895,741
|
|
|||||
Loans to and investments in associated companies
|
944,509
|
|
|
708,448
|
|
|
—
|
|
|
—
|
|
|
1,652,957
|
|
|||||
Securities borrowed
|
7,624,642
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7,624,642
|
|
|||||
Securities purchased under agreements to resell
|
4,299,598
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,299,598
|
|
|||||
Securities received as collateral
|
9,500
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9,500
|
|
|||||
Receivables
|
4,821,892
|
|
|
921,953
|
|
|
261
|
|
|
—
|
|
|
5,744,106
|
|
|||||
Intangible assets, net and goodwill
|
1,870,352
|
|
|
52,582
|
|
|
—
|
|
|
—
|
|
|
1,922,934
|
|
|||||
Deferred tax asset, net
|
197,658
|
|
|
—
|
|
|
264,810
|
|
|
—
|
|
|
462,468
|
|
|||||
Other assets
|
1,075,172
|
|
|
1,321,507
|
|
|
70,486
|
|
|
(94,495
|
)
|
|
2,372,670
|
|
|||||
Total Assets
|
43,571,397
|
|
|
3,551,213
|
|
|
2,432,119
|
|
|
(94,495
|
)
|
|
49,460,234
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Liabilities
|
|
|
|
|
|
|
|
|
|
||||||||||
Long-term debt (1)
|
7,003,358
|
|
|
342,325
|
|
|
991,378
|
|
|
—
|
|
|
8,337,061
|
|
|||||
Other liabilities
|
30,382,081
|
|
|
792,194
|
|
|
290,104
|
|
|
(94,495
|
)
|
|
31,369,884
|
|
|||||
Total liabilities
|
37,385,439
|
|
|
1,134,519
|
|
|
1,281,482
|
|
|
(94,495
|
)
|
|
39,706,945
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Redeemable noncontrolling interests
|
—
|
|
|
26,605
|
|
|
—
|
|
|
—
|
|
|
26,605
|
|
|||||
Mandatorily redeemable convertible preferred shares
|
—
|
|
|
—
|
|
|
125,000
|
|
|
—
|
|
|
125,000
|
|
|||||
Noncontrolling interests
|
4,275
|
|
|
17,704
|
|
|
—
|
|
|
—
|
|
|
21,979
|
|
|||||
Total Jefferies Financial Group Inc. shareholders' equity
|
$
|
6,181,683
|
|
|
$
|
2,372,385
|
|
|
$
|
1,025,637
|
|
|
$
|
—
|
|
|
$
|
9,579,705
|
|
|
November 30, 2018
|
||||||||||||||||||
|
Investment Banking, Capital Markets and Asset Management
|
|
Merchant Banking
|
|
Corporate
|
|
Consolidation Adjustments
|
|
Total
|
||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash and cash equivalents
|
$
|
5,145,886
|
|
|
$
|
56,810
|
|
|
$
|
56,113
|
|
|
$
|
—
|
|
|
$
|
5,258,809
|
|
Cash and securities segregated and on deposit for regulatory purposes or deposited with clearing and depository organizations
|
707,960
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
707,960
|
|
|||||
Financial instruments owned
|
16,399,526
|
|
|
1,063,730
|
|
|
1,409,886
|
|
|
—
|
|
|
18,873,142
|
|
|||||
Loans to and investments in associated companies
|
997,524
|
|
|
1,419,808
|
|
|
—
|
|
|
—
|
|
|
2,417,332
|
|
|||||
Securities borrowed
|
6,538,212
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,538,212
|
|
|||||
Securities purchased under agreements to resell
|
2,785,758
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,785,758
|
|
|||||
Receivables
|
5,563,157
|
|
|
721,405
|
|
|
2,839
|
|
|
—
|
|
|
6,287,401
|
|
|||||
Intangible assets, net and goodwill
|
1,880,849
|
|
|
9,282
|
|
|
—
|
|
|
—
|
|
|
1,890,131
|
|
|||||
Deferred tax asset, net
|
243,240
|
|
|
—
|
|
|
269,549
|
|
|
—
|
|
|
512,789
|
|
|||||
Other assets
|
962,872
|
|
|
919,449
|
|
|
99,650
|
|
|
(122,410
|
)
|
|
1,859,561
|
|
|||||
Total Assets
|
41,224,984
|
|
|
4,190,484
|
|
|
1,838,037
|
|
|
(122,410
|
)
|
|
47,131,095
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Liabilities
|
|
|
|
|
|
|
|
|
|
||||||||||
Long-term debt (1)
|
6,546,283
|
|
|
81,164
|
|
|
990,116
|
|
|
—
|
|
|
7,617,563
|
|
|||||
Other liabilities
|
28,440,086
|
|
|
747,990
|
|
|
223,830
|
|
|
(122,410
|
)
|
|
29,289,496
|
|
|||||
Total liabilities
|
34,986,369
|
|
|
829,154
|
|
|
1,213,946
|
|
|
(122,410
|
)
|
|
36,907,059
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Redeemable noncontrolling interests
|
—
|
|
|
19,779
|
|
|
—
|
|
|
—
|
|
|
19,779
|
|
|||||
Mandatorily redeemable convertible preferred shares
|
—
|
|
|
—
|
|
|
125,000
|
|
|
—
|
|
|
125,000
|
|
|||||
Noncontrolling interests
|
1,911
|
|
|
16,480
|
|
|
—
|
|
|
—
|
|
|
18,391
|
|
|||||
Total Jefferies Financial Group Inc. shareholders' equity
|
$
|
6,236,704
|
|
|
$
|
3,325,071
|
|
|
$
|
499,091
|
|
|
$
|
—
|
|
|
$
|
10,060,866
|
|
|
November 30, 2019
|
|
November 30, 2018
|
||||
|
|
|
|
||||
Investment Banking, Capital Markets and Asset Management
|
$
|
6,181,683
|
|
|
$
|
6,236,704
|
|
|
|
|
|
||||
Merchant Banking:
|
|
|
|
||||
National Beef
|
—
|
|
|
653,630
|
|
||
Oil and gas
|
585,493
|
|
|
640,773
|
|
||
Real Estate
|
645,328
|
|
|
442,856
|
|
||
Spectrum Brands
|
—
|
|
|
374,221
|
|
||
The We Company
|
53,798
|
|
|
254,400
|
|
||
Linkem
|
194,847
|
|
|
165,157
|
|
||
FXCM
|
129,343
|
|
|
148,181
|
|
||
Idaho Timber
|
77,914
|
|
|
78,190
|
|
||
Investments in other public companies
|
178,593
|
|
|
262,472
|
|
||
Other
|
279,161
|
|
|
286,755
|
|
||
Total Merchant Banking Portfolio
|
2,144,477
|
|
|
3,306,635
|
|
||
Assets held on behalf of LAM
|
227,908
|
|
|
18,436
|
|
||
Total Merchant Banking
|
2,372,385
|
|
|
3,325,071
|
|
||
|
|
|
|
||||
Corporate liquidity and other assets, net of Corporate liabilities including long-term debt
|
1,025,637
|
|
|
499,091
|
|
||
|
|
|
|
||||
Total Capital
|
$
|
9,579,705
|
|
|
$
|
10,060,866
|
|
|
Rating
|
|
Outlook
|
|
|
|
|
Moody's Investors Service
|
Baa3
|
|
Stable
|
Standard and Poor's (1)
|
BBB
|
|
Stable
|
Fitch Ratings
|
BBB
|
|
Stable
|
|
November 30, 2019
|
||
Liquidity reserve (in thousands):
|
|
||
Minimum reserve under liquidity target
|
$
|
620,600
|
|
Actual liquidity
|
$
|
2,221,165
|
|
|
November 30, 2019
|
|
||
Leverage target (dollars in thousands):
|
|
|
||
Total Jefferies Financial Group Inc. shareholders' equity
|
$
|
9,579,705
|
|
|
Less, investment in Jefferies Group
|
(6,181,683
|
)
|
|
|
Equity excluding Jefferies Group
|
3,398,022
|
|
|
|
Less, our two largest investments:
|
|
|
|
|
HomeFed
|
(539,128
|
)
|
|
|
Vitesse Energy Finance
|
(528,696
|
)
|
|
|
Equity in a stressed scenario
|
2,330,198
|
|
|
|
Less, net deferred tax asset excluding Jefferies Group amount
|
(264,810
|
)
|
|
|
Equity in a stressed scenario less net deferred tax asset
|
$
|
2,065,388
|
|
|
|
|
|
|
|
Parent company debt, net of cash in excess of liquidity reserve
|
$
|
(609,187
|
)
|
|
Parent company debt (see Note 14 to our consolidated financial statements)
|
$
|
991,378
|
|
|
Ratio of parent company debt to stressed equity:
|
|
|
|
|
Maximum
|
0.50
|
|
x
|
|
Actual debt, net of excess liquidity
|
(0.26
|
)
|
x
|
|
Actual debt, net of excess liquidity and excluding net deferred tax asset
|
(0.29
|
)
|
x
|
|
|
|
|
||
Actual debt (gross)
|
0.43
|
|
x
|
|
Actual debt, gross and excluding net deferred tax asset
|
0.48
|
|
x
|
|
|
Twelve Months Ended November 30, 2019
|
|
Eleven Months Ended November 30, 2018
|
|
Twelve Months Ended December 31, 2017
|
||||||
|
|
|
|
|
|
|
||||||
Cash, cash equivalents and restricted cash at beginning of period
|
|
$
|
6,012,662
|
|
|
$
|
5,774,505
|
|
|
$
|
4,597,113
|
|
Net cash provided by (used for) operating activities
|
|
(827,837
|
)
|
|
691,103
|
|
|
788,294
|
|
|||
Net cash provided by (used for) investing activities
|
|
1,707,095
|
|
|
142,443
|
|
|
(54,634
|
)
|
|||
Net cash provided by (used for) financing activities
|
|
1,589,578
|
|
|
(575,843
|
)
|
|
434,801
|
|
|||
Effect of foreign exchange rate changes on cash, cash equivalents and restricted cash
|
|
(1,063
|
)
|
|
(19,546
|
)
|
|
12,067
|
|
|||
Change in cash classified as assets held for sale
|
|
—
|
|
|
—
|
|
|
(3,136
|
)
|
|||
Cash, cash equivalents and restricted cash at end of period
|
|
$
|
8,480,435
|
|
|
$
|
6,012,662
|
|
|
$
|
5,774,505
|
|
|
|
|
|
Expected Maturity Date
|
||||||||||||||||||||
Contractual Obligations
|
|
Total
|
|
2020
|
|
2021
|
|
2022
and 2023 |
|
2024
and 2025 |
|
After 2025
|
||||||||||||
|
|
(In millions)
|
||||||||||||||||||||||
Long-term debt
|
|
$
|
8,331.3
|
|
|
$
|
551.2
|
|
|
$
|
1,088.7
|
|
|
$
|
1,486.4
|
|
|
$
|
709.4
|
|
|
$
|
4,495.6
|
|
Estimated interest payments on debt
|
|
3,594.6
|
|
|
394.5
|
|
|
347.0
|
|
|
581.6
|
|
|
446.9
|
|
|
1,824.6
|
|
||||||
Operating leases, net of sublease income
|
|
710.1
|
|
|
63.3
|
|
|
65.6
|
|
|
128.2
|
|
|
119.6
|
|
|
333.4
|
|
||||||
Other
|
|
475.9
|
|
|
183.8
|
|
|
111.5
|
|
|
98.5
|
|
|
42.4
|
|
|
39.7
|
|
||||||
Total Contractual Obligations
|
|
$
|
13,111.9
|
|
|
$
|
1,192.8
|
|
|
$
|
1,612.8
|
|
|
$
|
2,294.7
|
|
|
$
|
1,318.3
|
|
|
$
|
6,693.3
|
|
|
2019
|
|
2018
|
||||
Securities purchased under agreements to resell:
|
|
|
|
||||
Period end
|
$
|
4,300
|
|
|
$
|
2,786
|
|
Month end average
|
7,762
|
|
|
5,232
|
|
||
Maximum month end
|
11,589
|
|
|
7,593
|
|
||
|
|
|
|
||||
Securities sold under agreements to repurchase:
|
|
|
|
|
|
||
Period end
|
$
|
7,505
|
|
|
$
|
8,643
|
|
Month end average
|
14,686
|
|
|
12,704
|
|
||
Maximum month end
|
19,654
|
|
|
15,579
|
|
•
|
Repayment of all unsecured debt maturing within one year and no incremental unsecured debt issuance;
|
•
|
Maturity rolloff of outstanding letters of credit with no further issuance and replacement with cash collateral;
|
•
|
Higher margin requirements than currently exist on assets on securities financing activity, including repurchase agreements;
|
•
|
Liquidity outflows related to possible credit downgrade;
|
•
|
Lower availability of secured funding;
|
•
|
Client cash withdrawals;
|
•
|
The anticipated funding of outstanding investment and loan commitments; and
|
•
|
Certain accrued expenses and other liabilities and fixed costs.
|
•
|
Illiquid assets such as equipment, goodwill, net intangible assets, exchange memberships, deferred tax assets and certain investments;
|
•
|
A portion of securities inventory that is not expected to be financed on a secured basis in a credit stressed environment (i.e., margin requirements); and
|
•
|
Drawdowns of unfunded commitments.
|
|
November 30, 2019
|
|
Average Balance
Fourth Quarter 2019 (1)
|
|
November 30, 2018
|
||||||
Cash and cash equivalents:
|
|
|
|
|
|
||||||
Cash in banks
|
$
|
983,816
|
|
|
$
|
2,124,015
|
|
|
$
|
2,333,476
|
|
Money market investments (2)
|
4,584,087
|
|
|
2,230,982
|
|
|
2,812,410
|
|
|||
Total cash and cash equivalents
|
5,567,903
|
|
|
4,354,997
|
|
|
5,145,886
|
|
|||
|
|
|
|
|
|
||||||
Other sources of liquidity:
|
|
|
|
|
|
|
|
|
|||
Debt securities owned and securities purchased under agreements to
resell (3)
|
972,624
|
|
|
997,036
|
|
|
958,539
|
|
|||
Other (4)
|
377,296
|
|
|
496,075
|
|
|
499,576
|
|
|||
Total other sources
|
1,349,920
|
|
|
1,493,111
|
|
|
1,458,115
|
|
|||
|
|
|
|
|
|
||||||
Total cash and cash equivalents and other liquidity sources
|
$
|
6,917,823
|
|
|
$
|
5,848,108
|
|
|
$
|
6,604,001
|
|
(1)
|
Average balances are calculated based on weekly balances.
|
(2)
|
At November 30, 2019 and 2018, $4,496.7 million and $2,250.0 million, respectively, was invested in U.S. government money funds that invest at least 99.5% of its total assets in cash, securities issued by the U.S. government and U.S. government-sponsored entities, and repurchase agreements that are fully collateralized by cash or government securities. The remaining $87.4 million and $562.4 million at November 30, 2019 and 2018, respectively, are invested in AAA rated prime money funds. The average balance of U.S. government money funds for the quarter ended November 30, 2019 was $1,886.0 million.
|
(3)
|
Consists of high quality sovereign government securities and reverse repurchase agreements collateralized by U.S. government securities and other high quality sovereign government securities; deposits with a central bank within the European Economic
|
(4)
|
Other includes unencumbered inventory representing an estimate of the amount of additional secured financing that could be reasonably expected to be obtained from financial instruments owned that are currently not pledged after considering reasonable financing haircuts.
|
|
November 30, 2019
|
|
November 30, 2018
|
||||||||||||
|
Liquid Financial
Instruments
|
|
Unencumbered
Liquid Financial
Instruments (2)
|
|
Liquid Financial
Instruments
|
|
Unencumbered
Liquid Financial
Instruments (2)
|
||||||||
|
|
|
|
|
|
|
|
||||||||
Corporate equity securities
|
$
|
2,403,589
|
|
|
$
|
256,624
|
|
|
$
|
1,907,064
|
|
|
$
|
317,189
|
|
Corporate debt securities
|
1,893,605
|
|
|
29,412
|
|
|
1,775,721
|
|
|
104,685
|
|
||||
U.S. Government, agency and municipal securities
|
2,894,264
|
|
|
151,414
|
|
|
2,648,843
|
|
|
294,030
|
|
||||
Other sovereign obligations
|
2,633,636
|
|
|
969,800
|
|
|
2,626,212
|
|
|
840,578
|
|
||||
Agency mortgage-backed securities (1)
|
1,757,077
|
|
|
—
|
|
|
2,972,638
|
|
|
—
|
|
||||
Loans and other receivables
|
655,120
|
|
|
—
|
|
|
272,201
|
|
|
—
|
|
||||
|
$
|
12,237,291
|
|
|
$
|
1,407,250
|
|
|
$
|
12,202,679
|
|
|
$
|
1,556,482
|
|
(1)
|
Consists solely of agency mortgage-backed securities issued by Freddie Mac, Fannie Mae and Ginnie Mae. These securities include pass-through securities, securities backed by adjustable rate mortgages, collateralized mortgage obligations, commercial mortgage-backed securities and interest- and principal-only securities.
|
(2)
|
Unencumbered liquid balances represent assets that can be sold or used as collateral for a loan, but have not been.
|
•
|
Credit Facility. On December 27, 2018, one of Jefferies Group's subsidiaries entered into a credit facility agreement ("Jefferies Group Credit Facility") with JPMorgan Chase Bank, N.A. for a committed amount of $135.0 million. Interest is based on an annual alternative base rate or an adjusted LIBOR, as defined in the Jefferies Group Credit Facility. The Jefferies Group Credit Facility contains certain covenants that, among other things, require Jefferies Group LLC to maintain a specified level of tangible net worth. The covenants also require the borrower to maintain specified leverage amounts and impose certain restrictions on the borrower’s future indebtedness. At November 30, 2019, we were in compliance with all debt covenants under the Jefferies Group Credit Facility.
|
•
|
Intraday Credit Facility. The Bank of New York Mellon has agreed to make revolving intraday credit advances ("Jefferies Group Intraday Credit Facility") for an aggregate committed amount of $150.0 million. The Jefferies Group Intraday Credit Facility is structured so that advances are generally repaid before the end of each business day. However, if an advance is not repaid by the end of any business day, the advance is converted to an overnight loan. Intraday loans accrue interest at a rate of 0.12%. Interest is charged based on the number of minutes in a day the advance is outstanding. Overnight loans are charged interest at the base rate plus 3% on a daily basis. The base rate is the higher of the federal funds rate plus 0.50% or the prime rate in effect at that time. The Jefferies Group Intraday Credit Facility contains financial covenants, which include a minimum regulatory net capital requirement for Jefferies Group's U.S. broker-dealer, Jefferies LLC. At November 30, 2019, we were in compliance with all debt covenants under the Jefferies Group Intraday Credit Facility.
|
|
Rating
|
|
Outlook
|
|
|
|
|
Moody's Investors Service
|
Baa3
|
|
Stable
|
Standard and Poor's (1)
|
BBB
|
|
Stable
|
Fitch Ratings
|
BBB
|
|
Stable
|
|
|
|
|
Expected Maturity Date
|
||||||||||||||||||||
Commitments and Guarantees
|
|
Total
|
|
2020
|
|
2021
|
|
2022
and 2023 |
|
2024
and 2025 |
|
After 2025
|
||||||||||||
|
|
(In millions)
|
||||||||||||||||||||||
Equity commitments
|
|
$
|
319.3
|
|
|
$
|
174.8
|
|
|
$
|
55.2
|
|
|
$
|
75.0
|
|
|
$
|
—
|
|
|
$
|
14.3
|
|
Loan commitments
|
|
314.3
|
|
|
250.0
|
|
|
45.0
|
|
|
10.0
|
|
|
9.3
|
|
|
—
|
|
||||||
Underwriting commitments
|
|
13.5
|
|
|
13.5
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Forward starting reverse repos
|
|
5,475.3
|
|
|
5,475.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Forward starting repos
|
|
2,168.8
|
|
|
2,168.8
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Other unfunded commitments
|
|
209.4
|
|
|
72.3
|
|
|
132.2
|
|
|
—
|
|
|
4.9
|
|
|
—
|
|
||||||
Derivative contracts (1):
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Non-credit related
|
|
18,551.4
|
|
|
9,854.0
|
|
|
3,150.8
|
|
|
4,453.6
|
|
|
1,044.8
|
|
|
48.2
|
|
||||||
Credit related
|
|
33.9
|
|
|
1.5
|
|
|
—
|
|
|
2.7
|
|
|
29.7
|
|
|
—
|
|
||||||
Standby letters of credit
|
|
38.5
|
|
|
36.9
|
|
|
—
|
|
|
0.6
|
|
|
0.5
|
|
|
0.5
|
|
||||||
Total Commitments and Guarantees
|
|
$
|
27,124.4
|
|
|
$
|
18,047.1
|
|
|
$
|
3,383.2
|
|
|
$
|
4,541.9
|
|
|
$
|
1,089.2
|
|
|
$
|
63.0
|
|
Level 1:
|
Quoted prices are available in active markets for identical assets or liabilities as of the reported date. Valuation adjustments and block discounts are not applied to Level 1 instruments.
|
Level 2:
|
Pricing inputs are other than quoted prices in active markets, which are either directly or indirectly observable as of the reported date. The nature of these financial instruments includes cash instruments for which quoted prices are available but traded less frequently, derivative instruments for which fair values have been derived using model inputs that are directly observable in the market, or can be derived principally from or corroborated by observable market data, and instruments that are fair valued using other financial instruments, the parameters of which can be directly observed.
|
Level 3:
|
Instruments that have little to no pricing observability as of the reported date. These financial instruments are measured using management's best estimate of fair value, where the inputs into the determination of fair value require significant management judgment or estimation.
|
Item 7A.
|
Quantitative and Qualitative Disclosures About Market Risk.
|
|
|
|
|
Daily VaR (1)
Value-at-Risk in Trading Portfolios
|
|
|
|
Daily VaR (1)
Value-at-Risk in Trading Portfolios
|
||||||||||||||||||||||||
(In millions)
Risk Categories
|
|
VaR at November 30, 2019
|
|
Daily VaR for 2019
|
|
VaR at November 30, 2018
|
|
Daily VaR for 2018
|
||||||||||||||||||||||||
|
|
|
|
Average
|
|
High
|
|
Low
|
|
|
|
Average
|
|
High
|
|
Low
|
||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Interest Rates
|
|
$
|
4.81
|
|
|
$
|
4.47
|
|
|
$
|
6.22
|
|
|
$
|
2.58
|
|
|
$
|
5.33
|
|
|
$
|
4.88
|
|
|
$
|
6.82
|
|
|
$
|
2.18
|
|
Equity Prices
|
|
5.07
|
|
|
7.94
|
|
|
13.17
|
|
|
4.75
|
|
|
8.47
|
|
|
5.51
|
|
|
13.56
|
|
|
3.08
|
|
||||||||
Currency Rates
|
|
0.32
|
|
|
0.25
|
|
|
1.41
|
|
|
0.06
|
|
|
0.09
|
|
|
0.12
|
|
|
0.24
|
|
|
0.02
|
|
||||||||
Commodity Prices
|
|
0.64
|
|
|
0.89
|
|
|
2.43
|
|
|
0.40
|
|
|
0.48
|
|
|
0.53
|
|
|
1.51
|
|
|
0.24
|
|
||||||||
Diversification Effect (2)
|
|
(6.14
|
)
|
|
(4.76
|
)
|
|
N/A
|
|
|
N/A
|
|
|
(3.12
|
)
|
|
(3.48
|
)
|
|
N/A
|
|
|
N/A
|
|
||||||||
Firmwide
|
|
$
|
4.70
|
|
|
$
|
8.79
|
|
|
$
|
14.83
|
|
|
$
|
4.70
|
|
|
$
|
11.25
|
|
|
$
|
7.56
|
|
|
$
|
14.73
|
|
|
$
|
4.76
|
|
(1)
|
For the VaR numbers reported above, a one day time horizon, with a one year look-back period, and a 95% confidence level were used.
|
(2)
|
The diversification effect is not applicable for the maximum and minimum VaR values as the Jefferies Group's firmwide VaR and VaR values for the four risk categories might have occurred on different days during the year.
|
|
10% Sensitivity
|
||
|
|
||
Investment in funds (1)
|
$
|
57,031
|
|
Private investments
|
24,036
|
|
|
Corporate debt securities in default
|
8,493
|
|
|
Trade claims
|
1,345
|
|
•
|
Loans and lending arising in connection with our investment banking and capital markets activities, which reflects our exposure at risk on a default event with no recovery of loans. Current exposure represents loans that have been drawn by the borrower and lending commitments that are outstanding. In addition, credit exposures on forward settling traded loans are included within our loans and lending exposures for consistency with the balance sheet categorization of these items. Loans and lending also arise in connection with our portion of a Secured Revolving Credit Facility that is with us and Massachusetts Mutual Life Insurance Company, to be funded equally, to support loan underwritings by Jefferies Finance. See Note 11 for additional information on this facility. In addition, Jefferies Group has loans outstanding to certain of its officers and employees (none of whom are executive officers or directors). See Note 26 for additional information on these employee loans.
|
•
|
Securities and margin financing transactions, which reflect our credit exposure arising from reverse repurchase agreements, repurchase agreements and securities lending agreements to the extent the fair value of the underlying collateral differs from the contractual agreement amount and from margin provided to customers.
|
•
|
Over-the-counter derivatives, which are reported net by counterparty when a legal right of setoff exists under an enforceable master netting agreement. Over-the-counter derivative exposure is based on a contract at fair value, net of cash collateral received or posted under credit support agreements. In addition, credit exposures on forward settling trades are included within our derivative credit exposures.
|
•
|
Cash and cash equivalents, which includes both interest-bearing and non-interest-bearing deposits at banks.
|
•
|
Client on-boarding and approving counterparty credit limits;
|
•
|
Negotiating, approving and monitoring credit terms in legal and master documentation;
|
•
|
Determining the analytical standards and risk parameters for ongoing management and monitoring credit risk books;
|
•
|
Actively managing daily exposure, exceptions and breaches; and
|
•
|
Monitoring daily margin call activity and counterparty performance.
|
Counterparty Credit Exposure by Region
|
|||||||||||||||||||||||||||||||||||||||||||||||
|
Loans and Lending
|
|
Securities and
Margin Finance
|
|
OTC Derivatives
|
|
Total
|
|
Cash and Cash
Equivalents
|
|
Total with Cash and
Cash Equivalents
|
||||||||||||||||||||||||||||||||||||
|
At
|
|
At
|
|
At
|
|
At
|
|
At
|
|
At
|
||||||||||||||||||||||||||||||||||||
|
November 30, 2019
|
|
November 30, 2018
|
|
November 30, 2019
|
|
November 30, 2018
|
|
November 30, 2019
|
|
November 30, 2018
|
|
November 30, 2019
|
|
November 30, 2018
|
|
November 30, 2019
|
|
November 30, 2018
|
|
November 30, 2019
|
|
November 30, 2018
|
||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||
Asia/Latin America/
Other
|
$
|
15.0
|
|
|
$
|
—
|
|
|
$
|
50.5
|
|
|
$
|
30.2
|
|
|
$
|
0.3
|
|
|
$
|
0.1
|
|
|
$
|
65.8
|
|
|
$
|
30.3
|
|
|
$
|
100.4
|
|
|
$
|
304.0
|
|
|
$
|
166.2
|
|
|
$
|
334.3
|
|
Europe
|
—
|
|
|
0.3
|
|
|
324.1
|
|
|
427.0
|
|
|
101.1
|
|
|
27.3
|
|
|
425.2
|
|
|
454.6
|
|
|
74.1
|
|
|
170.8
|
|
|
499.3
|
|
|
625.4
|
|
||||||||||||
North America
|
390.7
|
|
|
414.5
|
|
|
349.3
|
|
|
376.7
|
|
|
263.9
|
|
|
105.9
|
|
|
1,003.9
|
|
|
897.1
|
|
|
5,393.4
|
|
|
4,671.1
|
|
|
6,397.3
|
|
|
5,568.2
|
|
||||||||||||
Total
|
$
|
405.7
|
|
|
$
|
414.8
|
|
|
$
|
723.9
|
|
|
$
|
833.9
|
|
|
$
|
365.3
|
|
|
$
|
133.3
|
|
|
$
|
1,494.9
|
|
|
$
|
1,382.0
|
|
|
$
|
5,567.9
|
|
|
$
|
5,145.9
|
|
|
$
|
7,062.8
|
|
|
$
|
6,527.9
|
|
Counterparty Credit Exposure by Industry
|
|||||||||||||||||||||||||||||||||||||||||||||||
|
Loans and Lending
|
|
Securities and
Margin Finance
|
|
OTC Derivatives
|
|
Total
|
|
Cash and Cash
Equivalents
|
|
Total with Cash and
Cash Equivalents
|
||||||||||||||||||||||||||||||||||||
|
At
|
|
At
|
|
At
|
|
At
|
|
At
|
|
At
|
||||||||||||||||||||||||||||||||||||
|
November 30, 2019
|
|
November 30, 2018
|
|
November 30, 2019
|
|
November 30, 2018
|
|
November 30, 2019
|
|
November 30, 2018
|
|
November 30, 2019
|
|
November 30, 2018
|
|
November 30, 2019
|
|
November 30, 2018
|
|
November 30, 2019
|
|
November 30, 2018
|
||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||
Asset Managers
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1.7
|
|
|
$
|
0.6
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1.7
|
|
|
$
|
0.6
|
|
|
$
|
4,584.1
|
|
|
$
|
2,812.4
|
|
|
$
|
4,585.8
|
|
|
$
|
2,813.0
|
|
Banks, Broker-dealers
|
250.7
|
|
|
250.4
|
|
|
526.7
|
|
|
619.6
|
|
|
206.8
|
|
|
118.9
|
|
|
984.2
|
|
|
988.9
|
|
|
983.8
|
|
|
2,333.5
|
|
|
1,968.0
|
|
|
3,322.4
|
|
||||||||||||
Corporates
|
81.3
|
|
|
92.9
|
|
|
—
|
|
|
—
|
|
|
154.4
|
|
|
7.2
|
|
|
235.7
|
|
|
100.1
|
|
|
—
|
|
|
—
|
|
|
235.7
|
|
|
100.1
|
|
||||||||||||
Other
|
73.7
|
|
|
71.5
|
|
|
195.5
|
|
|
213.7
|
|
|
4.1
|
|
|
7.2
|
|
|
273.3
|
|
|
292.4
|
|
|
—
|
|
|
—
|
|
|
273.3
|
|
|
292.4
|
|
||||||||||||
Total
|
$
|
405.7
|
|
|
$
|
414.8
|
|
|
$
|
723.9
|
|
|
$
|
833.9
|
|
|
$
|
365.3
|
|
|
$
|
133.3
|
|
|
$
|
1,494.9
|
|
|
$
|
1,382.0
|
|
|
$
|
5,567.9
|
|
|
$
|
5,145.9
|
|
|
$
|
7,062.8
|
|
|
$
|
6,527.9
|
|
|
November 30, 2019
|
||||||||||||||||||||||||||||||||||
|
Issuer Risk
|
|
Counterparty Risk
|
|
Issuer and Counterparty Risk
|
||||||||||||||||||||||||||||||
|
Fair Value of
Long Debt
Securities
|
|
Fair Value of
Short Debt
Securities
|
|
Net Derivative
Notional
Exposure
|
|
Loans
and
Lending
|
|
Securities
and Margin
Finance
|
|
OTC
Derivatives
|
|
Cash and
Cash Equivalents
|
|
Excluding
Cash and Cash Equivalents
|
|
Including
Cash and
Cash
Equivalents
|
||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Netherlands
|
$
|
946.0
|
|
|
$
|
(329.7
|
)
|
|
$
|
(100.1
|
)
|
|
$
|
—
|
|
|
$
|
42.6
|
|
|
$
|
0.5
|
|
|
$
|
—
|
|
|
$
|
559.3
|
|
|
$
|
559.3
|
|
United Kingdom
|
416.1
|
|
|
(199.9
|
)
|
|
(124.4
|
)
|
|
—
|
|
|
60.7
|
|
|
37.6
|
|
|
54.1
|
|
|
190.1
|
|
|
244.2
|
|
|||||||||
Italy
|
1,262.3
|
|
|
(1,192.4
|
)
|
|
105.4
|
|
|
—
|
|
|
—
|
|
|
0.4
|
|
|
—
|
|
|
175.7
|
|
|
175.7
|
|
|||||||||
France
|
423.4
|
|
|
(296.2
|
)
|
|
(93.1
|
)
|
|
—
|
|
|
94.2
|
|
|
40.9
|
|
|
—
|
|
|
169.2
|
|
|
169.2
|
|
|||||||||
Canada
|
380.4
|
|
|
(362.2
|
)
|
|
7.4
|
|
|
—
|
|
|
0.3
|
|
|
81.2
|
|
|
1.9
|
|
|
107.1
|
|
|
109.0
|
|
|||||||||
Spain
|
249.2
|
|
|
(137.3
|
)
|
|
(25.7
|
)
|
|
—
|
|
|
3.3
|
|
|
—
|
|
|
—
|
|
|
89.5
|
|
|
89.5
|
|
|||||||||
Japan
|
76.0
|
|
|
(171.6
|
)
|
|
133.8
|
|
|
—
|
|
|
24.7
|
|
|
—
|
|
|
13.2
|
|
|
62.9
|
|
|
76.1
|
|
|||||||||
China
|
283.3
|
|
|
(236.9
|
)
|
|
25.6
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
72.0
|
|
|
72.0
|
|
|||||||||
Mexico
|
112.0
|
|
|
(68.3
|
)
|
|
13.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
56.7
|
|
|
56.7
|
|
|||||||||
Germany
|
238.2
|
|
|
(321.3
|
)
|
|
19.3
|
|
|
—
|
|
|
88.3
|
|
|
14.4
|
|
|
13.6
|
|
|
38.9
|
|
|
52.5
|
|
|||||||||
Total
|
$
|
4,386.9
|
|
|
$
|
(3,315.8
|
)
|
|
$
|
(38.8
|
)
|
|
$
|
—
|
|
|
$
|
314.1
|
|
|
$
|
175.0
|
|
|
$
|
82.8
|
|
|
$
|
1,521.4
|
|
|
$
|
1,604.2
|
|
|
November 30, 2018
|
||||||||||||||||||||||||||||||||||
|
Issuer Risk
|
|
Counterparty Risk
|
|
Issuer and Counterparty Risk
|
||||||||||||||||||||||||||||||
|
Fair Value of
Long Debt
Securities
|
|
Fair Value of
Short Debt
Securities
|
|
Net Derivative
Notional
Exposure
|
|
Loans
and
Lending
|
|
Securities
and Margin
Finance
|
|
OTC
Derivatives
|
|
Cash and
Cash Equivalents
|
|
Excluding
Cash and Cash Equivalents
|
|
Including
Cash and
Cash Equivalents
|
||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Finland
|
$
|
279.8
|
|
|
$
|
(6.7
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1.0
|
|
|
$
|
273.1
|
|
|
$
|
274.1
|
|
Japan
|
97.7
|
|
|
(92.8
|
)
|
|
8.0
|
|
|
—
|
|
|
11.3
|
|
|
—
|
|
|
136.9
|
|
|
24.2
|
|
|
161.1
|
|
|||||||||
Italy
|
1,778.1
|
|
|
(1,267.5
|
)
|
|
(354.5
|
)
|
|
—
|
|
|
0.2
|
|
|
0.1
|
|
|
—
|
|
|
156.4
|
|
|
156.4
|
|
|||||||||
United Kingdom
|
311.6
|
|
|
(168.2
|
)
|
|
(30.3
|
)
|
|
0.3
|
|
|
63.1
|
|
|
18.5
|
|
|
(56.4
|
)
|
|
195.0
|
|
|
138.6
|
|
|||||||||
Belgium
|
65.4
|
|
|
(39.8
|
)
|
|
2.8
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
107.3
|
|
|
28.4
|
|
|
135.7
|
|
|||||||||
Netherlands
|
317.4
|
|
|
(316.1
|
)
|
|
70.4
|
|
|
—
|
|
|
39.5
|
|
|
—
|
|
|
—
|
|
|
111.2
|
|
|
111.2
|
|
|||||||||
Germany
|
175.4
|
|
|
(384.8
|
)
|
|
129.4
|
|
|
—
|
|
|
89.7
|
|
|
1.3
|
|
|
93.3
|
|
|
11.0
|
|
|
104.3
|
|
|||||||||
Switzerland
|
100.5
|
|
|
(50.1
|
)
|
|
5.7
|
|
|
—
|
|
|
37.7
|
|
|
2.7
|
|
|
3.8
|
|
|
96.5
|
|
|
100.3
|
|
|||||||||
Hong Kong
|
13.8
|
|
|
(39.7
|
)
|
|
3.5
|
|
|
—
|
|
|
0.5
|
|
|
—
|
|
|
84.9
|
|
|
(21.9
|
)
|
|
63.0
|
|
|||||||||
Singapore
|
21.1
|
|
|
(1.4
|
)
|
|
1.0
|
|
|
—
|
|
|
0.1
|
|
|
—
|
|
|
31.2
|
|
|
20.8
|
|
|
52.0
|
|
|||||||||
Total
|
$
|
3,160.8
|
|
|
$
|
(2,367.1
|
)
|
|
$
|
(164.0
|
)
|
|
$
|
0.3
|
|
|
$
|
242.1
|
|
|
$
|
22.6
|
|
|
$
|
402.0
|
|
|
$
|
894.7
|
|
|
$
|
1,296.7
|
|
|
Expected Maturity Date
|
||||||||||||||||||||||||||||||
|
2020
|
|
2021
|
|
2022
|
|
2023
|
|
2024
|
|
Thereafter
|
|
Total
|
|
Fair Value
|
||||||||||||||||
|
(Dollars in thousands)
|
||||||||||||||||||||||||||||||
Rate Sensitive Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Fixed Interest Rate Borrowings
|
$
|
276
|
|
|
$
|
750,000
|
|
|
$
|
28,000
|
|
|
$
|
1,350,000
|
|
|
$
|
127,000
|
|
|
$
|
4,093,103
|
|
|
$
|
6,348,379
|
|
|
$
|
6,839,180
|
|
Weighted-Average Interest Rate
|
7.40
|
%
|
|
6.88
|
%
|
|
3.05
|
%
|
|
5.49
|
%
|
|
0.32
|
%
|
|
5.19
|
%
|
|
|
|
|
|
|
||||||||
Variable Interest Rate Borrowings
|
$
|
—
|
|
|
$
|
338,671
|
|
|
$
|
—
|
|
|
$
|
104,000
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
442,671
|
|
|
$
|
441,759
|
|
Weighted-Average Interest Rate
|
—
|
%
|
|
3.32
|
%
|
|
—
|
%
|
|
4.45
|
%
|
|
—
|
%
|
|
—
|
%
|
|
|
|
|
|
|
||||||||
Borrowings with Foreign Currency Exposure
|
$
|
550,875
|
|
|
$
|
—
|
|
|
$
|
4,407
|
|
|
$
|
—
|
|
|
$
|
550,875
|
|
|
$
|
434,090
|
|
|
$
|
1,540,247
|
|
|
$
|
1,504,183
|
|
Weighted-Average Interest Rate
|
2.38
|
%
|
|
—
|
%
|
|
2.25
|
%
|
|
—
|
%
|
|
1.00
|
%
|
|
2.91
|
%
|
|
|
|
|
|
|
Item 8.
|
Financial Statements and Supplementary Data.
|
Item 9.
|
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.
|
Item 9A.
|
Controls and Procedures.
|
•
|
Pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and disposition of the assets of the Company;
|
•
|
Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and
|
•
|
Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company's assets that could have a material effect on the consolidated financial statements.
|
Item 9B.
|
Other Information.
|
Item 10.
|
Directors, Executive Officers and Corporate Governance.
|
Item 11.
|
Executive Compensation.
|
Item 12.
|
Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters.
|
Item 13.
|
Certain Relationships and Related Transactions, and Director Independence.
|
Item 14.
|
Principal Accountant Fees and Services.
|
Item 15.
|
Exhibits and Financial Statement Schedules.
|
(a)(1)
|
Financial Statements.
|
Reports of Independent Registered Public Accounting Firm
|
F-1
|
Financial Statements:
|
|
Consolidated Statements of Financial Condition at November 30, 2019 and 2018
|
F-4
|
Consolidated Statements of Operations for the twelve months ended November 30, 2019, the eleven months ended November 30, 2018 and the twelve months ended December 31, 2017
|
F-5
|
Consolidated Statements of Comprehensive Income (Loss) for the twelve months ended November 30, 2019, the eleven months ended November 30, 2018 and the twelve months ended December 31, 2017
|
F-7
|
Consolidated Statements of Cash Flows for the twelve months ended November 30, 2019, the eleven months ended November 30, 2018 and the twelve months ended December 31, 2017
|
F-8
|
Consolidated Statements of Changes in Equity for the twelve months ended November 30, 2019, the eleven months ended November 30, 2018 and the twelve months ended December 31, 2017
|
F-10
|
Notes to Consolidated Financial Statements
|
F-11
|
(2)
|
Financial Statement Schedules.
|
(3)
|
See Exhibit Index below for a complete list of Exhibits to this report.
|
(b)
|
Exhibits.
|
Item 16.
|
Form 10-K Summary.
|
3.1
|
|
|
|
3.2
|
|
|
|
4.1
|
The Company undertakes to furnish the Securities and Exchange Commission, upon written request, a copy of all instruments with respect to long-term debt not filed herewith.
|
|
|
4.2
|
|
|
|
10.1
|
|
|
|
10.2
|
|
|
|
10.3
|
|
|
|
10.4
|
|
|
|
10.5
|
|
|
|
10.6
|
|
|
|
10.7
|
|
|
|
10.8
|
|
|
|
10.9
|
|
|
|
10.10
|
|
|
|
10.11
|
|
|
|
10.12
|
|
|
|
10.13
|
|
|
|
21
|
|
|
|
23.1
|
|
|
|
23.2
|
|
|
|
31.1
|
|
|
|
31.2
|
|
|
|
32.1
|
|
|
|
32.2
|
|
|
|
101
|
Financial statements from the Annual Report on Form 10-K of Jefferies Financial Group Inc. for the twelve months ended November 30, 2019, formatted in Inline Extensible Business Reporting Language (iXBRL): (i) the Consolidated Statements of Financial Condition, (ii) the Consolidated Statements of Operations, (iii) the Consolidated Statements of Comprehensive Income (Loss), (iv) the Consolidated Statements of Cash Flows, (v) the Consolidated Statements of Changes in Equity, (vi) the Notes to Consolidated Financial Statements and (vii) the Financial Statement Schedule.
|
104
|
Cover Page Interactive Data File, formatted in iXBRL (included in Exhibit 101)
|
+
|
Management/Employment Contract or Compensatory Plan or Arrangement.
|
*
|
Incorporated by reference.
|
**
|
Furnished herewith pursuant to item 601(b) (32) of Regulation S-K.
|
|
|
JEFFERIES FINANCIAL GROUP INC.
|
|
|
|
|
|
Date: January 29, 2020
|
By:
|
|
/s/ John M. Dalton
|
|
|
|
Name: John M. Dalton
|
|
|
|
Title: Vice President and Controller
|
Date
|
|
Signature
|
Title
|
|
|
|
|
January 29, 2020
|
By:
|
/s/ Joseph S. Steinberg
|
Chairman of the Board
|
|
|
Joseph S. Steinberg
|
|
|
|
|
|
January 29, 2020
|
By:
|
/s/ Richard B. Handler
|
Chief Executive Officer and Director
|
|
|
Richard B. Handler
|
(Principal Executive Officer)
|
|
|
|
|
January 29, 2020
|
By:
|
/s/ Brian P. Friedman
|
President and Director
|
|
|
Brian P. Friedman
|
|
|
|
|
|
January 29, 2020
|
By:
|
/s/ Teresa S. Gendron
|
Vice President and Chief Financial Officer
|
|
|
Teresa S. Gendron
|
(Principal Financial Officer)
|
|
|
|
|
January 29, 2020
|
By:
|
/s/ John M. Dalton
|
Vice President and Controller
|
|
|
John M. Dalton
|
(Principal Accounting Officer)
|
|
|
|
|
January 29, 2020
|
By:
|
/s/ Linda L. Adamany
|
Director
|
|
|
Linda L. Adamany
|
|
|
|
|
|
January 29, 2020
|
By:
|
/s/ Barry J. Alperin
|
Director
|
|
|
Barry J. Alperin
|
|
|
|
|
|
January 29, 2020
|
By:
|
/s/ Robert D. Beyer
|
Director
|
|
|
Robert D. Beyer
|
|
|
|
|
|
January 29, 2020
|
By:
|
/s/ Francisco L. Borges
|
Director
|
|
|
Francisco L. Borges
|
|
|
|
|
|
January 29, 2020
|
By:
|
/s/ MaryAnne Gilmartin
|
Director
|
|
|
MaryAnne Gilmartin
|
|
|
|
|
|
January 29, 2020
|
By:
|
/s/ Robert E. Joyal
|
Director
|
|
|
Robert E. Joyal
|
|
|
|
|
|
January 29, 2020
|
By:
|
/s/ Jacob M. Katz
|
Director
|
|
|
Jacob M. Katz
|
|
|
|
|
|
January 29, 2020
|
By:
|
/s/ Michael T. O'Kane
|
Director
|
|
|
Michael T. O'Kane
|
|
|
|
|
|
January 29, 2020
|
By:
|
/s/ Stuart H. Reese
|
Director
|
|
|
Stuart H. Reese
|
|
•
|
We tested the operating effectiveness of the Company’s valuation controls, including the:
|
◦
|
Independent price verification controls.
|
◦
|
Third-party specialist valuation model review control, which includes examination of assumptions utilized as well as completeness and accuracy of underlying data.
|
◦
|
Pricing model controls which are designed to review a model’s theoretical soundness and its appropriateness.
|
•
|
With the assistance of our fair value specialist, we evaluated the reasonableness of management’s valuation methodology and estimates and:
|
◦
|
We developed valuation estimates, using externally sourced inputs and models, and compared to management’s recorded value and investigated differences.
|
◦
|
We compared management’s assumptions utilized within management’s models to external sources.
|
•
|
We evaluated management’s ability to estimate fair value by comparing management’s valuation estimates to subsequent transactions, when available.
|
|
November 30,
|
||||||
|
2019
|
|
2018
|
||||
ASSETS
|
|
|
|
||||
Cash and cash equivalents
|
$
|
7,678,821
|
|
|
$
|
5,258,809
|
|
Cash and securities segregated and on deposit for regulatory purposes or deposited with clearing and depository organizations
|
796,797
|
|
|
707,960
|
|
||
Financial instruments owned, at fair value (includes securities pledged of $12,058,522 and $13,059,802):
|
|
|
|
|
|
||
Trading assets
|
16,895,741
|
|
|
17,463,256
|
|
||
Available for sale securities
|
—
|
|
|
1,409,886
|
|
||
Total financial instruments owned
|
16,895,741
|
|
|
18,873,142
|
|
||
Loans to and investments in associated companies
|
1,652,957
|
|
|
2,417,332
|
|
||
Securities borrowed
|
7,624,642
|
|
|
6,538,212
|
|
||
Securities purchased under agreements to resell
|
4,299,598
|
|
|
2,785,758
|
|
||
Securities received as collateral
|
9,500
|
|
|
—
|
|
||
Receivables
|
5,744,106
|
|
|
6,287,401
|
|
||
Intangible assets, net and goodwill
|
1,922,934
|
|
|
1,890,131
|
|
||
Deferred tax asset, net
|
462,468
|
|
|
512,789
|
|
||
Other assets
|
2,372,670
|
|
|
1,859,561
|
|
||
Total assets (1)
|
$
|
49,460,234
|
|
|
$
|
47,131,095
|
|
|
|
|
|
||||
LIABILITIES
|
|
|
|
|
|
||
Short-term borrowings
|
$
|
548,490
|
|
|
$
|
387,492
|
|
Trading liabilities, at fair value
|
10,532,460
|
|
|
9,478,946
|
|
||
Securities loaned
|
1,525,140
|
|
|
1,838,688
|
|
||
Securities sold under agreements to repurchase
|
7,504,670
|
|
|
8,643,069
|
|
||
Other secured financings
|
3,070,611
|
|
|
1,534,271
|
|
||
Obligation to return securities received as collateral
|
9,500
|
|
|
—
|
|
||
Payables, expense accruals and other liabilities
|
8,179,013
|
|
|
7,407,030
|
|
||
Long-term debt
|
8,337,061
|
|
|
7,617,563
|
|
||
Total liabilities (1)
|
39,706,945
|
|
|
36,907,059
|
|
||
|
|
|
|
||||
Commitments and contingencies
|
|
|
|
||||
|
|
|
|
||||
MEZZANINE EQUITY
|
|
|
|
|
|
||
Redeemable noncontrolling interests
|
26,605
|
|
|
19,779
|
|
||
Mandatorily redeemable convertible preferred shares
|
125,000
|
|
|
125,000
|
|
||
|
|
|
|
||||
EQUITY
|
|
|
|
|
|
||
Common shares, par value $1 per share, authorized 600,000,000 shares; 291,644,153 and 307,515,472 shares issued and outstanding, after deducting 24,818,459 and 109,460,774 shares held in treasury
|
291,644
|
|
|
307,515
|
|
||
Additional paid-in capital
|
3,627,711
|
|
|
3,854,847
|
|
||
Accumulated other comprehensive income (loss)
|
(273,039
|
)
|
|
288,286
|
|
||
Retained earnings
|
5,933,389
|
|
|
5,610,218
|
|
||
Total Jefferies Financial Group Inc. shareholders' equity
|
9,579,705
|
|
|
10,060,866
|
|
||
Noncontrolling interests
|
21,979
|
|
|
18,391
|
|
||
Total equity
|
9,601,684
|
|
|
10,079,257
|
|
||
|
|
|
|
||||
Total
|
$
|
49,460,234
|
|
|
$
|
47,131,095
|
|
|
Twelve Months Ended November 30, 2019
|
|
Eleven Months Ended November 30, 2018
|
|
Twelve Months Ended December 31, 2017
|
||||||
Revenues:
|
|
|
|
|
|
||||||
Commissions and other fees
|
$
|
675,772
|
|
|
$
|
662,546
|
|
|
$
|
617,020
|
|
Principal transactions
|
559,300
|
|
|
232,224
|
|
|
923,418
|
|
|||
Investment banking
|
1,526,992
|
|
|
1,904,870
|
|
|
1,764,285
|
|
|||
Interest income
|
1,603,940
|
|
|
1,294,325
|
|
|
993,198
|
|
|||
Manufacturing revenues
|
324,659
|
|
|
357,427
|
|
|
326,197
|
|
|||
Other
|
667,993
|
|
|
558,336
|
|
|
424,788
|
|
|||
Total revenues
|
5,358,656
|
|
|
5,009,728
|
|
|
5,048,906
|
|
|||
Interest expense of Jefferies Group
|
1,465,680
|
|
|
1,245,694
|
|
|
971,461
|
|
|||
Net revenues
|
3,892,976
|
|
|
3,764,034
|
|
|
4,077,445
|
|
|||
|
|
|
|
|
|
||||||
Expenses:
|
|
|
|
|
|
|
|
|
|||
Compensation and benefits
|
1,824,891
|
|
|
1,862,782
|
|
|
1,950,935
|
|
|||
Cost of sales
|
319,641
|
|
|
307,071
|
|
|
280,952
|
|
|||
Floor brokerage and clearing fees
|
223,140
|
|
|
184,210
|
|
|
174,506
|
|
|||
Interest expense
|
87,177
|
|
|
89,249
|
|
|
101,202
|
|
|||
Depreciation and amortization
|
152,871
|
|
|
120,317
|
|
|
110,395
|
|
|||
Selling, general and other expenses
|
1,009,643
|
|
|
961,328
|
|
|
778,052
|
|
|||
Total expenses
|
3,617,363
|
|
|
3,524,957
|
|
|
3,396,042
|
|
|||
Income from continuing operations before income taxes and income (loss) related to associated companies
|
275,613
|
|
|
239,077
|
|
|
681,403
|
|
|||
Income (loss) related to associated companies
|
202,995
|
|
|
57,023
|
|
|
(74,901
|
)
|
|||
Income from continuing operations before income taxes
|
478,608
|
|
|
296,100
|
|
|
606,502
|
|
|||
Income tax provision (benefit)
|
(483,955
|
)
|
|
19,008
|
|
|
642,286
|
|
|||
Income (loss) from continuing operations
|
962,563
|
|
|
277,092
|
|
|
(35,784
|
)
|
|||
Income from discontinued operations, net of income tax provision of $0, $47,045 and $118,681
|
—
|
|
|
130,063
|
|
|
288,631
|
|
|||
Gain on disposal of discontinued operations, net of income tax provision of $0, $229,553 and $0
|
—
|
|
|
643,921
|
|
|
—
|
|
|||
Net income
|
962,563
|
|
|
1,051,076
|
|
|
252,847
|
|
|||
Net loss attributable to the noncontrolling interests
|
1,847
|
|
|
12,975
|
|
|
3,455
|
|
|||
Net (income) loss attributable to the redeemable noncontrolling interests
|
286
|
|
|
(37,263
|
)
|
|
(84,576
|
)
|
|||
Preferred stock dividends
|
(5,103
|
)
|
|
(4,470
|
)
|
|
(4,375
|
)
|
|||
Net income attributable to Jefferies Financial Group Inc. common shareholders
|
$
|
959,593
|
|
|
$
|
1,022,318
|
|
|
$
|
167,351
|
|
|
Twelve Months Ended November 30, 2019
|
|
Eleven Months Ended November 30, 2018
|
|
Twelve Months Ended December 31, 2017
|
||||||
Basic earnings (loss) per common share attributable to Jefferies Financial Group Inc. common shareholders:
|
|
|
|
|
|
||||||
Income (loss) from continuing operations
|
$
|
3.07
|
|
|
$
|
0.82
|
|
|
$
|
(0.10
|
)
|
Income from discontinued operations
|
—
|
|
|
0.27
|
|
|
0.55
|
|
|||
Gain on disposal of discontinued operations
|
—
|
|
|
1.84
|
|
|
—
|
|
|||
Net income
|
$
|
3.07
|
|
|
$
|
2.93
|
|
|
$
|
0.45
|
|
|
|
|
|
|
|
||||||
Diluted earnings (loss) per common share attributable to Jefferies Financial Group Inc. common shareholders:
|
|
|
|
|
|
|
|
|
|||
Income (loss) from continuing operations
|
$
|
3.03
|
|
|
$
|
0.81
|
|
|
$
|
(0.10
|
)
|
Income from discontinued operations
|
—
|
|
|
0.26
|
|
|
0.55
|
|
|||
Gain on disposal of discontinued operations
|
—
|
|
|
1.83
|
|
|
—
|
|
|||
Net income
|
$
|
3.03
|
|
|
$
|
2.90
|
|
|
$
|
0.45
|
|
|
|
|
|
|
|
||||||
Amounts attributable to Jefferies Financial Group Inc. common shareholders:
|
|
|
|
|
|
|
|
|
|||
Income (loss) from continuing operations, net of taxes
|
$
|
959,593
|
|
|
$
|
285,475
|
|
|
$
|
(36,003
|
)
|
Income from discontinued operations, net of taxes
|
—
|
|
|
92,922
|
|
|
203,354
|
|
|||
Gain on disposal of discontinued operations, net of taxes
|
—
|
|
|
643,921
|
|
|
—
|
|
|||
Net income
|
$
|
959,593
|
|
|
$
|
1,022,318
|
|
|
$
|
167,351
|
|
|
Twelve Months Ended November 30, 2019
|
|
Eleven Months Ended November 30, 2018
|
|
Twelve Months Ended December 31, 2017
|
||||||
|
|
|
|
|
|
||||||
Net income
|
$
|
962,563
|
|
|
$
|
1,051,076
|
|
|
$
|
252,847
|
|
Other comprehensive income (loss):
|
|
|
|
|
|
|
|
|
|||
Net unrealized holding gains (losses) on investments arising during the period, net of income tax provision (benefit) of $165, $(551) and $3,450
|
487
|
|
|
(1,560
|
)
|
|
5,923
|
|
|||
Less: reclassification adjustment for net (gains) losses included in net income, net of income tax provision (benefit) of $(545,054), $37 and $124
|
(543,178
|
)
|
|
(109
|
)
|
|
(212
|
)
|
|||
Net change in unrealized holding gains (losses) on investments, net of income tax provision (benefit) of $545,219, $(588) and $3,326
|
(542,691
|
)
|
|
(1,669
|
)
|
|
5,711
|
|
|||
|
|
|
|
|
|
||||||
Net unrealized foreign exchange gains (losses) arising during the period, net of income tax provision (benefit) of $1,146, $(11,089) and $14,616
|
544
|
|
|
(71,543
|
)
|
|
78,493
|
|
|||
Less: reclassification adjustment for foreign exchange (gains) losses included in net income, net of income tax provision (benefit) of $(52), $(16) and $1,086
|
149
|
|
|
(20,459
|
)
|
|
5,310
|
|
|||
Net change in unrealized foreign exchange gains (losses), net of income tax provision (benefit) of $1,198, $(11,073) and $13,530
|
693
|
|
|
(92,002
|
)
|
|
83,803
|
|
|||
|
|
|
|
|
|
||||||
Net unrealized gains (losses) on instrument specific credit risk arising during the period, net of income tax provision (benefit) of $(4,653), $9,289 and $(13,215)
|
(13,588
|
)
|
|
29,620
|
|
|
(21,394
|
)
|
|||
Less: reclassification adjustment for instrument specific credit risk (gains) losses included in net income, net of income tax provision (benefit) of $(144), $311 and $0
|
427
|
|
|
(916
|
)
|
|
—
|
|
|||
Net change in unrealized instrument specific credit risk gains (losses), net of income tax provision (benefit) of $(4,509), $8,978 and $(13,215)
|
(13,161
|
)
|
|
28,704
|
|
|
(21,394
|
)
|
|||
|
|
|
|
|
|
||||||
Net unrealized gains (losses) on cash flow hedges arising during the period, net of income tax provision (benefit) of $0, $552 and $(593)
|
—
|
|
|
1,608
|
|
|
(936
|
)
|
|||
Less: reclassification adjustment for cash flow hedges (gains) losses included in net income, net of income tax provision (benefit) of $161, $0 and $0
|
(470
|
)
|
|
—
|
|
|
—
|
|
|||
Net change in unrealized cash flow hedges gains (losses), net of income tax provision (benefit) of $(161), $552 and $(593)
|
(470
|
)
|
|
1,608
|
|
|
(936
|
)
|
|||
|
|
|
|
|
|
||||||
Net pension gains (losses) arising during the period, net of income tax provision (benefit) of $(2,473), $(297) and $2,018
|
(7,103
|
)
|
|
(844
|
)
|
|
3,526
|
|
|||
Less: reclassification adjustment for pension (gains) losses included in net income, net of income tax provision (benefit) of $(490), $(697) and $(2,042)
|
1,407
|
|
|
7,349
|
|
|
517
|
|
|||
Net change in pension liability benefits, net of income tax provision (benefit) of $(1,983), $400 and $4,060
|
(5,696
|
)
|
|
6,505
|
|
|
4,043
|
|
|||
|
|
|
|
|
|
||||||
Other comprehensive income (loss), net of income taxes
|
(561,325
|
)
|
|
(56,854
|
)
|
|
71,227
|
|
|||
|
|
|
|
|
|
||||||
Comprehensive income
|
401,238
|
|
|
994,222
|
|
|
324,074
|
|
|||
Comprehensive loss attributable to the noncontrolling interests
|
1,847
|
|
|
12,975
|
|
|
3,455
|
|
|||
Comprehensive (income) loss attributable to the redeemable noncontrolling interests
|
286
|
|
|
(37,263
|
)
|
|
(84,576
|
)
|
|||
Preferred stock dividends
|
(5,103
|
)
|
|
(4,470
|
)
|
|
(4,375
|
)
|
|||
|
|
|
|
|
|
||||||
Comprehensive income attributable to Jefferies Financial Group Inc. common shareholders
|
$
|
398,268
|
|
|
$
|
965,464
|
|
|
$
|
238,578
|
|
|
Twelve Months Ended November 30, 2019
|
|
Eleven Months Ended November 30, 2018
|
|
Twelve Months Ended December 31, 2017
|
||||||
Net cash flows from operating activities:
|
|
|
|
|
|
||||||
Net income
|
$
|
962,563
|
|
|
$
|
1,051,076
|
|
|
$
|
252,847
|
|
Adjustments to reconcile net income to net cash provided by (used for) operations:
|
|
|
|
|
|
|
|
|
|||
Pre-tax income from discontinued operations, including gain on disposal
|
—
|
|
|
(1,050,582
|
)
|
|
(407,312
|
)
|
|||
Deferred income tax provision
|
6,391
|
|
|
236,406
|
|
|
712,055
|
|
|||
Recognition of accumulated other comprehensive income lodged taxes
|
(544,583
|
)
|
|
—
|
|
|
—
|
|
|||
Depreciation and amortization of real estate, property, equipment and leasehold improvements
|
139,708
|
|
|
105,156
|
|
|
92,918
|
|
|||
Other amortization
|
(9,942
|
)
|
|
(37,749
|
)
|
|
(28,159
|
)
|
|||
Share-based compensation
|
49,848
|
|
|
48,249
|
|
|
48,384
|
|
|||
Provision for doubtful accounts
|
29,800
|
|
|
35,223
|
|
|
36,452
|
|
|||
Income related to associated companies
|
(288,164
|
)
|
|
(130,685
|
)
|
|
(34,494
|
)
|
|||
Distributions from associated companies
|
467,157
|
|
|
162,988
|
|
|
143,286
|
|
|||
Net (gains) losses related to property and equipment, and other assets
|
(42,214
|
)
|
|
32,461
|
|
|
32,814
|
|
|||
Gain on sale of subsidiaries and associated companies
|
(210,278
|
)
|
|
(221,712
|
)
|
|
(179,605
|
)
|
|||
Net change in:
|
|
|
|
|
|
|
|
|
|||
Securities deposited with clearing and depository organizations
|
(169
|
)
|
|
64,911
|
|
|
163
|
|
|||
Trading assets
|
218,419
|
|
|
(1,451,472
|
)
|
|
(648,703
|
)
|
|||
Securities borrowed
|
(1,103,708
|
)
|
|
1,137,134
|
|
|
50,660
|
|
|||
Securities purchased under agreements to resell
|
(1,523,222
|
)
|
|
807,619
|
|
|
234,740
|
|
|||
Receivables from brokers, dealers and clearing organizations
|
211,198
|
|
|
(602,950
|
)
|
|
(555,109
|
)
|
|||
Receivables from customers of securities operations
|
524,656
|
|
|
(465,960
|
)
|
|
(732,344
|
)
|
|||
Other receivables
|
(2,283
|
)
|
|
30,864
|
|
|
(216,189
|
)
|
|||
Other assets
|
15,705
|
|
|
33,484
|
|
|
(8,102
|
)
|
|||
Trading liabilities
|
1,051,598
|
|
|
1,142,878
|
|
|
(25,765
|
)
|
|||
Securities loaned
|
(301,727
|
)
|
|
(964,137
|
)
|
|
381
|
|
|||
Securities sold under agreements to repurchase
|
(1,122,982
|
)
|
|
36,956
|
|
|
1,838,793
|
|
|||
Payables to brokers, dealers and clearing organizations
|
111,757
|
|
|
250,603
|
|
|
(1,079,516
|
)
|
|||
Payables to customers of securities operations
|
631,854
|
|
|
512,760
|
|
|
366,721
|
|
|||
Trade payables, expense accruals and other liabilities
|
(160,784
|
)
|
|
(112,488
|
)
|
|
365,385
|
|
|||
Other
|
61,565
|
|
|
(124,580
|
)
|
|
(25,838
|
)
|
|||
Net cash provided by (used for) operating activities - continuing operations
|
(827,837
|
)
|
|
526,453
|
|
|
234,463
|
|
|||
Net cash provided by operating activities - discontinued operations
|
—
|
|
|
164,650
|
|
|
553,831
|
|
|||
Net cash provided by (used for) operating activities
|
(827,837
|
)
|
|
691,103
|
|
|
788,294
|
|
|||
Net cash flows from investing activities:
|
|
|
|
|
|
|
|
|
|||
Acquisitions of property, equipment and leasehold improvements, and other assets
|
(232,229
|
)
|
|
(325,666
|
)
|
|
(123,027
|
)
|
|||
Proceeds from disposals of property and equipment, and other assets
|
11,302
|
|
|
14,052
|
|
|
28,042
|
|
|||
Proceeds from sale of subsidiaries, net of expenses and cash of operations sold
|
(546
|
)
|
|
100,000
|
|
|
289,767
|
|
|||
Proceeds from sale of associated companies
|
790,612
|
|
|
379,074
|
|
|
173,105
|
|
|||
Acquisitions, net of cash acquired
|
100,723
|
|
|
—
|
|
|
—
|
|
|||
Advances on notes, loans and other receivables
|
(570,659
|
)
|
|
(351,831
|
)
|
|
(49,325
|
)
|
|||
Collections on notes, loans and other receivables
|
323,215
|
|
|
216,426
|
|
|
272,439
|
|
|||
Loans to and investments in associated companies
|
(267,263
|
)
|
|
(1,956,983
|
)
|
|
(3,305,791
|
)
|
|||
Capital distributions and loan repayment from associated companies
|
110,656
|
|
|
1,973,739
|
|
|
3,106,423
|
|
|||
Deconsolidation of subsidiary entities
|
—
|
|
|
—
|
|
|
(21,129
|
)
|
|||
Purchases of investments (other than short-term)
|
(2,995
|
)
|
|
(3,423,191
|
)
|
|
(1,146,595
|
)
|
|||
Proceeds from maturities of investments
|
531,104
|
|
|
1,084,277
|
|
|
344,223
|
|
|||
Proceeds from sales of investments
|
913,175
|
|
|
1,571,507
|
|
|
443,300
|
|
|||
Other
|
—
|
|
|
130
|
|
|
1,339
|
|
|||
Net cash provided by (used for) investing activities - continuing operations
|
1,707,095
|
|
|
(718,466
|
)
|
|
12,771
|
|
|||
Net cash provided by (used for) investing activities - discontinued operations
|
—
|
|
|
860,909
|
|
|
(67,405
|
)
|
|||
Net cash provided by (used for) investing activities
|
1,707,095
|
|
|
142,443
|
|
|
(54,634
|
)
|
|
Twelve Months Ended November 30, 2019
|
|
Eleven Months Ended November 30, 2018
|
|
Twelve Months Ended December 31, 2017
|
||||||
Net cash flows from financing activities:
|
|
|
|
|
|
||||||
Issuance of debt, net of issuance costs
|
$
|
3,275,800
|
|
|
$
|
2,754,665
|
|
|
$
|
1,620,691
|
|
Other changes in short-term borrowings, net
|
—
|
|
|
—
|
|
|
23,324
|
|
|||
Repayment of debt
|
(2,588,791
|
)
|
|
(2,678,323
|
)
|
|
(848,350
|
)
|
|||
Net change in other secured financings
|
1,533,696
|
|
|
503,043
|
|
|
1,248
|
|
|||
Net change in bank overdrafts
|
26,568
|
|
|
10,290
|
|
|
(5,650
|
)
|
|||
Issuance of common shares
|
1,112
|
|
|
3,611
|
|
|
1,501
|
|
|||
Net contributions from (distributions to) redeemable noncontrolling interests
|
(782
|
)
|
|
455
|
|
|
(185
|
)
|
|||
Distributions to noncontrolling interests
|
(5,293
|
)
|
|
(7,408
|
)
|
|
(12,031
|
)
|
|||
Contributions from noncontrolling interests
|
6,829
|
|
|
113
|
|
|
40,072
|
|
|||
Purchase of common shares for treasury
|
(509,914
|
)
|
|
(1,130,854
|
)
|
|
(100,477
|
)
|
|||
Dividends paid
|
(149,647
|
)
|
|
(151,758
|
)
|
|
(117,407
|
)
|
|||
Other
|
—
|
|
|
1
|
|
|
(1
|
)
|
|||
Net cash provided by (used for) financing activities - continuing operations
|
1,589,578
|
|
|
(696,165
|
)
|
|
602,735
|
|
|||
Net cash provided by (used for) financing activities - discontinued operations
|
—
|
|
|
120,322
|
|
|
(167,934
|
)
|
|||
Net cash provided by (used for) financing activities
|
1,589,578
|
|
|
(575,843
|
)
|
|
434,801
|
|
|||
|
|
|
|
|
|
||||||
Effect of foreign exchange rate changes on cash, cash equivalents and restricted cash
|
(1,063
|
)
|
|
(19,546
|
)
|
|
12,067
|
|
|||
|
|
|
|
|
|
||||||
Change in cash classified as assets held for sale
|
—
|
|
|
—
|
|
|
(3,136
|
)
|
|||
|
|
|
|
|
|
||||||
Net increase in cash, cash equivalents and restricted cash
|
2,467,773
|
|
|
238,157
|
|
|
1,177,392
|
|
|||
|
|
|
|
|
|
|
|
|
|||
Cash, cash equivalents and restricted cash at beginning of period
|
6,012,662
|
|
|
5,774,505
|
|
|
4,597,113
|
|
|||
|
|
|
|
|
|
||||||
Cash, cash equivalents and restricted cash at end of period
|
$
|
8,480,435
|
|
|
$
|
6,012,662
|
|
|
$
|
5,774,505
|
|
|
November 30, 2019
|
|
November 30, 2018
|
|
December 31, 2017
|
||||||
|
|
|
|
|
|
||||||
Cash and cash equivalents
|
$
|
7,678,821
|
|
|
$
|
5,258,809
|
|
|
$
|
5,275,480
|
|
Cash and securities segregated and on deposit for regulatory purposes or deposited with clearing and depository organizations
|
761,809
|
|
|
673,141
|
|
|
478,284
|
|
|||
Other assets
|
39,805
|
|
|
80,712
|
|
|
20,741
|
|
|||
Total cash, cash equivalents and restricted cash
|
$
|
8,480,435
|
|
|
$
|
6,012,662
|
|
|
$
|
5,774,505
|
|
|
Jefferies Financial Group Inc. Common Shareholders
|
|
|
|
|
||||||||||||||||||||||
|
Common
Shares
$1 Par
Value
|
|
Additional
Paid-In
Capital
|
|
Accumulated
Other
Comprehensive
Income (Loss)
|
|
Retained
Earnings
|
|
Subtotal
|
|
Non-controlling
Interests
|
|
Total
|
||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Balance, January 1, 2017
|
$
|
359,425
|
|
|
$
|
4,812,587
|
|
|
$
|
310,697
|
|
|
$
|
4,645,391
|
|
|
$
|
10,128,100
|
|
|
$
|
175,549
|
|
|
$
|
10,303,649
|
|
Net income
|
|
|
|
|
|
|
|
|
|
167,351
|
|
|
167,351
|
|
|
(3,455
|
)
|
|
163,896
|
|
|||||||
Other comprehensive income, net of taxes
|
|
|
|
|
|
|
71,227
|
|
|
|
|
|
71,227
|
|
|
|
|
|
71,227
|
|
|||||||
Reclassification of tax effects from accumulated other comprehensive income
|
|
|
|
|
(9,200)
|
|
|
9,200
|
|
|
—
|
|
|
|
|
|
—
|
|
|||||||||
Contributions from noncontrolling interests
|
|
|
|
|
|
|
|
|
|
|
|
|
—
|
|
|
40,072
|
|
|
40,072
|
|
|||||||
Distributions to noncontrolling interests
|
|
|
|
|
|
|
|
|
|
|
|
|
—
|
|
|
(12,031
|
)
|
|
(12,031
|
)
|
|||||||
Deconsolidation of real estate entity
|
|
|
|
|
|
|
|
|
|
|
|
|
—
|
|
|
(167,163
|
)
|
|
(167,163
|
)
|
|||||||
Share-based compensation expense
|
|
|
|
48,384
|
|
|
|
|
|
|
|
|
48,384
|
|
|
|
|
|
48,384
|
|
|||||||
Change in fair value of redeemable noncontrolling interests
|
|
|
|
(94,937
|
)
|
|
|
|
|
|
|
|
(94,937
|
)
|
|
|
|
|
(94,937
|
)
|
|||||||
Purchase of common shares for treasury
|
(4,024
|
)
|
|
(96,453
|
)
|
|
|
|
|
|
|
|
(100,477
|
)
|
|
|
|
|
(100,477
|
)
|
|||||||
Dividends ($0.325 per common share)
|
|
|
|
|
|
|
|
|
|
(120,974
|
)
|
|
(120,974
|
)
|
|
|
|
|
(120,974
|
)
|
|||||||
Other
|
826
|
|
|
6,457
|
|
|
|
|
|
|
|
|
7,283
|
|
|
50
|
|
|
7,333
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Balance, December 31, 2017
|
356,227
|
|
|
4,676,038
|
|
|
372,724
|
|
|
4,700,968
|
|
|
10,105,957
|
|
|
33,022
|
|
|
10,138,979
|
|
|||||||
Cumulative effect of the adoption of accounting standards
|
|
|
|
|
(27,584
|
)
|
|
45,396
|
|
|
17,812
|
|
|
|
|
|
17,812
|
|
|||||||||
Balance, January 1, 2018, as adjusted
|
356,227
|
|
|
4,676,038
|
|
|
345,140
|
|
|
4,746,364
|
|
|
10,123,769
|
|
|
33,022
|
|
|
10,156,791
|
|
|||||||
Net income
|
|
|
|
|
|
|
|
|
|
1,022,318
|
|
|
1,022,318
|
|
|
(12,975
|
)
|
|
1,009,343
|
|
|||||||
Other comprehensive loss, net of taxes
|
|
|
|
|
|
|
(56,854
|
)
|
|
|
|
|
(56,854
|
)
|
|
|
|
|
(56,854
|
)
|
|||||||
Reversal of cumulative National Beef redeemable noncontrolling interests fair value adjustments prior to deconsolidation
|
|
|
237,669
|
|
|
|
|
|
|
237,669
|
|
|
|
|
|
237,669
|
|
||||||||||
Contributions from noncontrolling interests
|
|
|
|
|
|
|
|
|
|
|
|
|
—
|
|
|
113
|
|
|
113
|
|
|||||||
Distributions to noncontrolling interests
|
|
|
|
|
|
|
|
|
|
|
|
|
—
|
|
|
(7,408
|
)
|
|
(7,408
|
)
|
|||||||
Consolidation of asset management entity
|
|
|
|
|
|
|
|
|
|
|
|
|
—
|
|
|
8,316
|
|
|
8,316
|
|
|||||||
Change in interest in consolidated subsidiary
|
|
|
|
2,677
|
|
|
|
|
|
|
|
|
2,677
|
|
|
(2,677
|
)
|
|
—
|
|
|||||||
Share-based compensation expense
|
|
|
|
48,249
|
|
|
|
|
|
|
|
|
48,249
|
|
|
|
|
|
48,249
|
|
|||||||
Change in fair value of redeemable noncontrolling interests
|
|
|
|
(26,551
|
)
|
|
|
|
|
|
|
|
(26,551
|
)
|
|
|
|
|
(26,551
|
)
|
|||||||
Exercise of options to purchase common shares
|
109
|
|
|
2,376
|
|
|
|
|
|
|
2,485
|
|
|
|
|
|
2,485
|
|
|||||||||
Purchase of common shares for treasury
|
(50,223
|
)
|
|
(1,098,199
|
)
|
|
|
|
|
|
|
|
(1,148,422
|
)
|
|
|
|
|
(1,148,422
|
)
|
|||||||
Dividends ($0.45 per common share)
|
|
|
|
|
|
|
|
|
(158,464
|
)
|
|
(158,464
|
)
|
|
|
|
|
(158,464
|
)
|
||||||||
Other
|
1,402
|
|
|
12,588
|
|
|
|
|
|
|
|
|
13,990
|
|
|
—
|
|
|
13,990
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Balance, November 30, 2018
|
307,515
|
|
|
3,854,847
|
|
|
288,286
|
|
|
5,610,218
|
|
|
10,060,866
|
|
|
18,391
|
|
|
10,079,257
|
|
|||||||
Net income
|
|
|
|
|
|
|
|
|
|
959,593
|
|
|
959,593
|
|
|
(1,847
|
)
|
|
957,746
|
|
|||||||
Other comprehensive loss, net of taxes
|
|
|
|
|
|
|
(561,325
|
)
|
|
|
|
|
(561,325
|
)
|
|
|
|
|
(561,325
|
)
|
|||||||
Contributions from noncontrolling interests
|
|
|
|
|
|
|
|
|
|
|
|
|
—
|
|
|
6,829
|
|
|
6,829
|
|
|||||||
Distributions to noncontrolling interests
|
|
|
|
|
|
|
|
|
|
|
|
|
—
|
|
|
(5,293
|
)
|
|
(5,293
|
)
|
|||||||
Issuance of shares for HomeFed acquisition
|
9,295
|
|
|
168,585
|
|
|
|
|
|
|
|
|
177,880
|
|
|
3,900
|
|
|
181,780
|
|
|||||||
Share-based compensation expense
|
|
|
|
49,848
|
|
|
|
|
|
|
|
|
49,848
|
|
|
|
|
|
49,848
|
|
|||||||
Change in fair value of redeemable noncontrolling interests
|
|
|
|
(1,213
|
)
|
|
|
|
|
|
|
|
(1,213
|
)
|
|
|
|
|
(1,213
|
)
|
|||||||
Purchase of common shares for treasury
|
(26,125
|
)
|
|
(483,845
|
)
|
|
|
|
|
|
|
|
(509,970
|
)
|
|
|
|
|
(509,970
|
)
|
|||||||
Dividends ($0.50 per common share)
|
|
|
|
|
|
|
|
|
(158,302
|
)
|
|
(158,302
|
)
|
|
|
|
|
(158,302
|
)
|
||||||||
Dividend of Spectrum Brands common shares
|
|
|
27,026
|
|
|
|
|
(478,120
|
)
|
|
(451,094
|
)
|
|
|
|
|
(451,094
|
)
|
|||||||||
Other
|
959
|
|
|
12,463
|
|
|
|
|
|
|
|
|
13,422
|
|
|
(1
|
)
|
|
13,421
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Balance, November 30, 2019
|
$
|
291,644
|
|
|
$
|
3,627,711
|
|
|
$
|
(273,039
|
)
|
|
$
|
5,933,389
|
|
|
$
|
9,579,705
|
|
|
$
|
21,979
|
|
|
$
|
9,601,684
|
|
Level 1:
|
Quoted prices are available in active markets for identical assets or liabilities at the reported date. Valuation adjustments and block discounts are not applied to Level 1 instruments.
|
Level 2:
|
Pricing inputs are other than quoted prices in active markets, which are either directly or indirectly observable at the reported date. The nature of these financial instruments includes cash instruments for which quoted prices are available but traded less frequently, derivative instruments for which fair values have been derived using model inputs that are directly observable in the market, or can be derived principally from or corroborated by observable market data, and instruments that are fair valued using other financial instruments, the parameters of which can be directly observed.
|
Level 3:
|
Instruments that have little to no pricing observability at the reported date. These financial instruments are measured using management's best estimate of fair value, where the inputs into the determination of fair value require significant management judgment or estimation.
|
|
Twelve Months Ended November 30, 2019
|
|
Eleven Months Ended November 30, 2018
|
|
Twelve Months Ended December 31, 2017
|
||||||
|
(In thousands)
|
||||||||||
Cash paid during the year for:
|
|
|
|
|
|
||||||
Interest, net of amounts capitalized
|
$
|
1,563,152
|
|
|
$
|
1,377,781
|
|
|
$
|
1,120,191
|
|
Income tax payments (refunds), net
|
$
|
24,587
|
|
|
$
|
37,559
|
|
|
$
|
15,361
|
|
|
|
Eleven Months Ended November 30,
|
||||||
|
|
2018
|
|
2017 (Unaudited)
|
||||
|
|
|
|
|
||||
Net revenues
|
|
$
|
3,764,034
|
|
|
$
|
4,031,333
|
|
Total expenses
|
|
3,524,957
|
|
|
3,336,359
|
|
||
Income (loss) related to associated companies
|
|
57,023
|
|
|
(76,864
|
)
|
||
Income from continuing operations before income taxes
|
|
296,100
|
|
|
618,110
|
|
||
Income tax provision
|
|
19,008
|
|
|
195,550
|
|
||
Income from continuing operations
|
|
277,092
|
|
|
422,560
|
|
||
Income from discontinued operations, including gain on disposal, net of taxes
|
|
773,984
|
|
|
267,321
|
|
||
Net income attributable to the redeemable noncontrolling interests
|
|
(37,263
|
)
|
|
(78,506
|
)
|
||
Net income attributable to Jefferies Financial Group Inc. common shareholders
|
|
1,022,318
|
|
|
610,277
|
|
||
|
|
|
|
|
||||
Basic earnings per common share attributable to Jefferies Financial Group Inc. common shareholders:
|
|
|
|
|
||||
Income from continuing operations
|
|
$
|
0.82
|
|
|
$
|
1.14
|
|
Income from discontinued operations, including gain on disposal
|
|
2.11
|
|
|
0.51
|
|
||
Net income
|
|
$
|
2.93
|
|
|
$
|
1.65
|
|
|
|
|
|
|
||||
Diluted earnings per common share attributable to Jefferies Financial Group Inc. common shareholders:
|
|
|
|
|
||||
Income from continuing operations
|
|
$
|
0.81
|
|
|
$
|
1.13
|
|
Income from discontinued operations, including gain on disposal
|
|
2.09
|
|
|
0.50
|
|
||
Net income
|
|
$
|
2.90
|
|
|
$
|
1.63
|
|
|
November 30, 2019
|
||||||||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Counterparty
and
Cash
Collateral
Netting (1)
|
|
Total
|
||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
||||||||||
Trading assets, at fair value:
|
|
|
|
|
|
|
|
|
|
||||||||||
Corporate equity securities
|
$
|
2,507,164
|
|
|
$
|
218,403
|
|
|
$
|
58,426
|
|
|
$
|
—
|
|
|
$
|
2,783,993
|
|
Corporate debt securities
|
—
|
|
|
2,472,245
|
|
|
7,490
|
|
|
—
|
|
|
2,479,735
|
|
|||||
Collateralized debt obligations and
collateralized loan obligations
|
—
|
|
|
124,225
|
|
|
28,788
|
|
|
—
|
|
|
153,013
|
|
|||||
U.S. government and federal agency securities
|
2,101,624
|
|
|
158,618
|
|
|
—
|
|
|
—
|
|
|
2,260,242
|
|
|||||
Municipal securities
|
—
|
|
|
742,326
|
|
|
—
|
|
|
—
|
|
|
742,326
|
|
|||||
Sovereign obligations
|
1,330,026
|
|
|
1,405,827
|
|
|
—
|
|
|
—
|
|
|
2,735,853
|
|
|||||
Residential mortgage-backed securities
|
—
|
|
|
1,069,066
|
|
|
17,740
|
|
|
—
|
|
|
1,086,806
|
|
|||||
Commercial mortgage-backed securities
|
—
|
|
|
424,060
|
|
|
6,110
|
|
|
—
|
|
|
430,170
|
|
|||||
Other asset-backed securities
|
—
|
|
|
303,847
|
|
|
42,563
|
|
|
—
|
|
|
346,410
|
|
|||||
Loans and other receivables
|
—
|
|
|
2,460,551
|
|
|
114,080
|
|
|
—
|
|
|
2,574,631
|
|
|||||
Derivatives
|
2,809
|
|
|
1,833,907
|
|
|
14,889
|
|
|
(1,433,197
|
)
|
|
418,408
|
|
|||||
Investments at fair value
|
—
|
|
|
32,688
|
|
|
205,412
|
|
|
—
|
|
|
238,100
|
|
|||||
FXCM term loan
|
—
|
|
|
—
|
|
|
59,120
|
|
|
—
|
|
|
59,120
|
|
|||||
Total trading assets, excluding investments at fair value based on NAV
|
$
|
5,941,623
|
|
|
$
|
11,245,763
|
|
|
$
|
554,618
|
|
|
$
|
(1,433,197
|
)
|
|
$
|
16,308,807
|
|
Securities purchased under agreements to resell
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
25,000
|
|
|
$
|
—
|
|
|
$
|
25,000
|
|
Securities received as collateral
|
$
|
9,500
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
9,500
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Trading liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Corporate equity securities
|
$
|
2,755,601
|
|
|
$
|
7,438
|
|
|
$
|
4,487
|
|
|
$
|
—
|
|
|
$
|
2,767,526
|
|
Corporate debt securities
|
—
|
|
|
1,471,142
|
|
|
340
|
|
|
—
|
|
|
1,471,482
|
|
|||||
U.S. government and federal agency securities
|
1,851,981
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,851,981
|
|
|||||
Sovereign obligations
|
1,363,475
|
|
|
941,065
|
|
|
—
|
|
|
—
|
|
|
2,304,540
|
|
|||||
Commercial mortgage-backed securities
|
—
|
|
|
—
|
|
|
35
|
|
|
—
|
|
|
35
|
|
|||||
Loans
|
—
|
|
|
1,600,228
|
|
|
9,463
|
|
|
—
|
|
|
1,609,691
|
|
|||||
Derivatives
|
871
|
|
|
2,066,455
|
|
|
92,057
|
|
|
(1,632,178
|
)
|
|
527,205
|
|
|||||
Total trading liabilities
|
$
|
5,971,928
|
|
|
$
|
6,086,328
|
|
|
$
|
106,382
|
|
|
$
|
(1,632,178
|
)
|
|
$
|
10,532,460
|
|
Short-term borrowings
|
$
|
—
|
|
|
$
|
20,981
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
20,981
|
|
Long-term debt
|
$
|
—
|
|
|
$
|
735,216
|
|
|
$
|
480,069
|
|
|
$
|
—
|
|
|
$
|
1,215,285
|
|
Obligation to return securities received as collateral
|
$
|
9,500
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
9,500
|
|
|
November 30, 2018
|
||||||||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Counterparty
and
Cash
Collateral
Netting (1)
|
|
Total
|
||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
||||||||||
Trading assets, at fair value:
|
|
|
|
|
|
|
|
|
|
||||||||||
Corporate equity securities
|
$
|
2,497,045
|
|
|
$
|
118,681
|
|
|
$
|
52,192
|
|
|
$
|
—
|
|
|
$
|
2,667,918
|
|
Corporate debt securities
|
—
|
|
|
2,683,180
|
|
|
9,484
|
|
|
—
|
|
|
2,692,664
|
|
|||||
Collateralized debt obligations and
collateralized loan obligations
|
—
|
|
|
72,949
|
|
|
36,105
|
|
|
—
|
|
|
109,054
|
|
|||||
U.S. government and federal agency securities
|
1,789,614
|
|
|
56,592
|
|
|
—
|
|
|
—
|
|
|
1,846,206
|
|
|||||
Municipal securities
|
—
|
|
|
894,253
|
|
|
—
|
|
|
—
|
|
|
894,253
|
|
|||||
Sovereign obligations
|
1,769,556
|
|
|
1,043,409
|
|
|
—
|
|
|
—
|
|
|
2,812,965
|
|
|||||
Residential mortgage-backed securities
|
—
|
|
|
2,163,629
|
|
|
19,603
|
|
|
—
|
|
|
2,183,232
|
|
|||||
Commercial mortgage-backed securities
|
—
|
|
|
819,406
|
|
|
10,886
|
|
|
—
|
|
|
830,292
|
|
|||||
Other asset-backed securities
|
—
|
|
|
239,381
|
|
|
53,175
|
|
|
—
|
|
|
292,556
|
|
|||||
Loans and other receivables
|
—
|
|
|
2,056,593
|
|
|
46,985
|
|
|
—
|
|
|
2,103,578
|
|
|||||
Derivatives
|
34,841
|
|
|
2,539,943
|
|
|
5,922
|
|
|
(2,413,931
|
)
|
|
166,775
|
|
|||||
Investments at fair value
|
—
|
|
|
—
|
|
|
396,254
|
|
|
—
|
|
|
396,254
|
|
|||||
FXCM term loan
|
—
|
|
|
—
|
|
|
73,150
|
|
|
—
|
|
|
73,150
|
|
|||||
Total trading assets, excluding investments at fair value based on NAV
|
$
|
6,091,056
|
|
|
$
|
12,688,016
|
|
|
$
|
703,756
|
|
|
$
|
(2,413,931
|
)
|
|
$
|
17,068,897
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Available for sale securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
U.S. government securities
|
$
|
1,072,856
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,072,856
|
|
Residential mortgage-backed securities
|
—
|
|
|
210,518
|
|
|
—
|
|
|
—
|
|
|
210,518
|
|
|||||
Commercial mortgage-backed securities
|
—
|
|
|
15,642
|
|
|
—
|
|
|
—
|
|
|
15,642
|
|
|||||
Other asset-backed securities
|
—
|
|
|
110,870
|
|
|
—
|
|
|
—
|
|
|
110,870
|
|
|||||
Total available for sale securities
|
$
|
1,072,856
|
|
|
$
|
337,030
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,409,886
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Trading liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Corporate equity securities
|
$
|
1,685,071
|
|
|
$
|
1,444
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,686,515
|
|
Corporate debt securities
|
—
|
|
|
1,505,618
|
|
|
522
|
|
|
—
|
|
|
1,506,140
|
|
|||||
U.S. government and federal agency securities
|
1,384,295
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,384,295
|
|
|||||
Sovereign obligations
|
1,735,242
|
|
|
661,095
|
|
|
—
|
|
|
—
|
|
|
2,396,337
|
|
|||||
Loans
|
—
|
|
|
1,371,630
|
|
|
6,376
|
|
|
—
|
|
|
1,378,006
|
|
|||||
Derivatives
|
26,473
|
|
|
3,586,694
|
|
|
27,536
|
|
|
(2,513,050
|
)
|
|
1,127,653
|
|
|||||
Total trading liabilities
|
$
|
4,831,081
|
|
|
$
|
7,126,481
|
|
|
$
|
34,434
|
|
|
$
|
(2,513,050
|
)
|
|
$
|
9,478,946
|
|
Long-term debt
|
$
|
—
|
|
|
$
|
485,425
|
|
|
$
|
200,745
|
|
|
$
|
—
|
|
|
$
|
686,170
|
|
(1)
|
Represents counterparty and cash collateral netting across the levels of the fair value hierarchy for positions with the same counterparty.
|
•
|
Exchange-Traded Equity Securities: Exchange-traded equity securities are measured based on quoted closing exchange prices, which are generally obtained from external pricing services, and are categorized within Level 1 of the fair value hierarchy, otherwise they are categorized within Level 2 of the fair value hierarchy. To the extent these securities are actively traded, valuation adjustments are not applied.
|
•
|
Non-Exchange-Traded Equity Securities: Non-exchange-traded equity securities are measured primarily using broker quotations, pricing data from external pricing services and prices observed from recently executed market transactions and are categorized within Level 2 of the fair value hierarchy. Where such information is not available, non-exchange-traded
|
•
|
Equity Warrants: Non-exchange-traded equity warrants are measured primarily using pricing data from external pricing services, prices observed from recently executed market transactions and broker quotations and are categorized within Level 2 of the fair value hierarchy. Where such information is not available, non-exchange-traded equity warrants are generally categorized within Level 3 of the fair value hierarchy and are measured using the Black-Scholes model with key inputs impacting the valuation including the underlying security price, implied volatility, dividend yield, interest rate curve, strike price and maturity date.
|
•
|
Investment Grade Corporate Bonds: Investment grade corporate bonds are measured primarily using pricing data from external pricing services and broker quotations, where available, prices observed from recently executed market transactions and bond spreads or credit default swap spreads of the issuer adjusted for basis differences between the swap curve and the bond curve. Investment grade corporate bonds measured using these valuation methods are categorized within Level 2 of the fair value hierarchy. If broker quotes, pricing data or spread data is not available, alternative valuation techniques are used including cash flow models incorporating interest rate curves, single name or index credit default swap curves for comparable issuers and recovery rate assumptions. Investment grade corporate bonds measured using alternative valuation techniques are categorized within Level 2 or Level 3 of the fair value hierarchy and are a limited portion of our investment grade corporate bonds.
|
•
|
High Yield Corporate and Convertible Bonds: A significant portion of our high yield corporate and convertible bonds are categorized within Level 2 of the fair value hierarchy and are measured primarily using broker quotations and pricing data from external pricing services, where available, and prices observed from recently executed market transactions of institutional size. Where pricing data is less observable, valuations are categorized within Level 3 of the fair value hierarchy and are based on pending transactions involving the issuer or comparable issuers, prices implied from an issuer's subsequent financing or recapitalization, models incorporating financial ratios and projected cash flows of the issuer and market prices for comparable issuers.
|
•
|
U.S. Treasury Securities: U.S. Treasury securities are measured based on quoted market prices obtained from external pricing services and categorized within Level 1 of the fair value hierarchy.
|
•
|
U.S. Agency Debt Securities: Callable and non-callable U.S. agency debt securities are measured primarily based on quoted market prices obtained from external pricing services and are generally categorized within Level 1 or Level 2 of the fair value hierarchy.
|
•
|
Agency Residential Mortgage-Backed Securities: Agency residential mortgage-backed securities include mortgage pass-through securities (fixed and adjustable rate), collateralized mortgage obligations and principal-only and interest-only (including inverse interest-only) securities. Agency residential mortgage-backed securities are generally measured using recent transactions, pricing data from external pricing services or expected future cash flow techniques that incorporate prepayment models and other prepayment assumptions to amortize the underlying mortgage loan collateral and are categorized within Level 2 or Level 3 of the fair value hierarchy. We use prices observed from recently executed transactions to develop market-clearing spread and yield curve assumptions. Valuation inputs with regard to the underlying collateral incorporate factors such as weighted average coupon, loan-to-value, credit scores, geographic location, maximum and average loan size, originator, servicer and weighted average loan age.
|
•
|
Non-Agency Residential Mortgage-Backed Securities: The fair value of non-agency residential mortgage-backed securities is determined primarily using discounted cash flow methodologies and securities are categorized within Level 2 or Level 3 of the fair value hierarchy based on the observability and significance of the pricing inputs used. Performance attributes of the underlying mortgage loans are evaluated to estimate pricing inputs, such as prepayment rates, default rates and the severity of credit losses. Attributes of the underlying mortgage loans that affect the pricing inputs include, but are not limited to, weighted average coupon; average and maximum loan size; loan-to-value; credit scores; documentation type; geographic location; weighted average loan age; originator; servicer; historical prepayment, default and loss severity experience of the mortgage loan pool; and delinquency rate. Yield curves used in the discounted cash flow models are based on observed market prices for comparable securities and published interest rate data to estimate market yields. In addition, broker quotes, where available, are also referenced to compare prices primarily on interest-only securities.
|
•
|
Agency Commercial Mortgage-Backed Securities: Government National Mortgage Association ("GNMA") project loan bonds are measured based on inputs corroborated from and benchmarked to observed prices of recent securitization transactions of similar securities with adjustments incorporating an evaluation of various factors, including prepayment speeds, default rates and cash flow structures, as well as the likelihood of pricing levels in the current market environment. Federal National Mortgage Association ("FNMA") Delegated Underwriting and Servicing ("DUS") mortgage-backed securities are generally measured by using prices observed from recently executed market transactions to estimate market-clearing spread levels for purposes of estimating fair value. GNMA project loan bonds and FNMA DUS mortgage-backed securities are categorized within Level 2 of the fair value hierarchy.
|
•
|
Non-Agency Commercial Mortgage-Backed Securities: Non-agency commercial mortgage-backed securities are measured using pricing data obtained from external pricing services, prices observed from recently executed market transactions or based on expected cash flow models that incorporate underlying loan collateral characteristics and performance. Non-agency commercial mortgage-backed securities are categorized within Level 2 or Level 3 of the fair value hierarchy depending on the observability of the underlying inputs.
|
•
|
Corporate Loans: Corporate loans categorized within Level 2 of the fair value hierarchy are measured based on market consensus pricing service quotations. Where available, market price quotations from external pricing services are reviewed to ensure they are supported by transaction data. Corporate loans categorized within Level 3 of the fair value hierarchy are measured based on price quotations that are considered to be less transparent, market prices for debt securities of the same creditor and estimates of future cash flows incorporating assumptions regarding creditor default and recovery rates and consideration of the issuer's capital structure.
|
•
|
Participation Certificates in Agency Residential Loans: Valuations of participation certificates in agency residential loans are based on observed market prices of recently executed purchases and sales of similar loans and data provider pricing. The loan
|
•
|
Project Loans and Participation Certificates in GNMA Project and Construction Loans: Valuations of participation certificates in GNMA project and construction loans are based on inputs corroborated from and benchmarked to observed prices of recent securitizations with similar underlying loan collateral to derive an implied spread. Securitization prices are adjusted to estimate the fair value of the loans to account for the arbitrage that is realized at the time of securitization. The measurements are categorized within Level 2 of the fair value hierarchy given the observability and volume of recently executed transactions.
|
•
|
Consumer Loans and Funding Facilities: Consumer and small business whole loans and related funding facilities are valued based on observed market transactions and incorporating valuation inputs including, but not limited to, delinquency and default rates, prepayment rates, borrower characteristics, loan risk grades and loan age. These assets are categorized within Level 2 or Level 3 of the fair value hierarchy.
|
•
|
Escrow and Claim Receivables: Escrow and claim receivables are categorized within Level 3 of the fair value hierarchy where fair value is estimated based on reference to market prices and implied yields of debt securities of the same or similar issuers. Escrow and claim receivables are categorized within Level 2 of the fair value hierarchy where fair value is based on recent observations in the same receivable.
|
•
|
Listed Derivative Contracts: Listed derivative contracts that are actively traded are measured based on quoted exchange prices, broker quotes or vanilla option valuation models, such as Black-Scholes, using observable valuation inputs from the principal market or consensus pricing services. Exchange quotes and/or valuation inputs are generally obtained from external vendors and pricing services. Broker quotes are validated directly through observable and tradeable quotes. Listed derivative contracts that use unadjusted exchange close prices are generally categorized within Level 1 of the fair value hierarchy. All other listed derivative contracts are generally categorized within Level 2 of the fair value hierarchy.
|
•
|
Over-the-Counter ("OTC") Derivative Contracts: OTC derivative contracts are generally valued using models, whose inputs reflect assumptions that we believe market participants would use in valuing the derivative in a current transaction. Where available, valuation inputs are calibrated from observable market data. For many OTC derivative contracts, the valuation models do not involve material subjectivity as the methodologies do not entail significant judgment and the inputs to valuation models do not involve a high degree of subjectivity as the valuation model inputs are readily observable or can be derived from actively quoted markets. OTC derivative contracts are primarily categorized within Level 2 of the fair value hierarchy given the observability and significance of the inputs to the valuation models. Where significant inputs to the valuation are unobservable, derivative instruments are categorized within Level 3 of the fair value hierarchy.
|
•
|
Oil Futures Derivatives: Vitesse Energy Finance uses swaps and call and put options in order to reduce exposure to future oil price fluctuations. Vitesse Energy Finance accounts for the derivative instruments at fair value, which are classified as either Level 1 or Level 2 within the fair value hierarchy. Fair values classified as Level 1 are measured based on quoted closing exchange prices obtained from external pricing services and Level 2 are determined under the income valuation technique using an option-pricing model that is based on directly or indirectly observable inputs.
|
|
Fair Value (1)
|
|
Unfunded
Commitments
|
||||
November 30, 2019
|
|
|
|
||||
Equity Long/Short Hedge Funds (2)
|
$
|
291,593
|
|
|
$
|
—
|
|
Equity Funds (3)
|
44,576
|
|
|
14,621
|
|
||
Commodity Fund (4)
|
16,025
|
|
|
—
|
|
||
Multi-asset Funds (5)
|
234,583
|
|
|
—
|
|
||
Other Funds (6)
|
157
|
|
|
—
|
|
||
Total
|
$
|
586,934
|
|
|
$
|
14,621
|
|
|
|
|
|
||||
November 30, 2018
|
|
|
|
||||
Equity Long/Short Hedge Funds (2)
|
$
|
86,788
|
|
|
$
|
—
|
|
Equity Funds (3)
|
40,070
|
|
|
20,996
|
|
||
Commodity Fund (4)
|
10,129
|
|
|
—
|
|
||
Multi-asset Funds (5)
|
256,972
|
|
|
—
|
|
||
Other Funds (6)
|
400
|
|
|
—
|
|
||
Total
|
$
|
394,359
|
|
|
$
|
20,996
|
|
(1)
|
Where fair value is calculated based on NAV, fair value has been derived from each of the funds' capital statements.
|
(2)
|
This category includes investments in hedge funds that invest, long and short, primarily in equity securities in domestic and international markets in both the public and private sectors. At November 30, 2019 and 2018, approximately 94% and 0%, respectively, of the fair value of investments in this category cannot be redeemed because these investments include restrictions that do not allow for redemption in the first 36 months after acquisition. At November 30, 2019 and 2018, 6% and 17%, respectively, of these investments are redeemable with 60 days prior written notice. Approximately 82% of the November 30, 2018 balance was redeemed during the twelve months ended November 30, 2019.
|
(3)
|
The investments in this category include investments in equity funds that invest in the equity of various U.S. and foreign private companies. These investments cannot be redeemed; instead distributions are received through the liquidation of the underlying assets of the funds, which are expected to liquidate in one to nine years.
|
(4)
|
This category includes investments in a hedge fund that invests, long and short, primarily in commodities. Investments in this category are redeemable quarterly with 60 days prior written notice.
|
(5)
|
This category includes investments in hedge funds that invest, long and short, primarily in multi-asset securities in domestic and international markets in both the public and private sectors. At November 30, 2019 and 2018, investments representing approximately 5% and 15%, respectively, of the fair value of investments in this category are redeemable with 30 days prior written notice.
|
(6)
|
This category includes investments in a fund that invests in loans secured by a first trust deed on property, domestic and international public high yield debt, private high yield investments, senior bank loans, public leveraged equities, distressed debt and private equity investments and there are no redemption provisions. This category also includes investments in a fund of funds that invests in various private equity funds that are managed by Jefferies Group and have no redemption provisions. Investments in the fund of funds are gradually being liquidated, however, the timing of when the proceeds will be received is uncertain.
|
Twelve Months Ended November 30, 2019
|
|||||||||||||||||||||||||||||||||||
|
Balance, November 30, 2018
|
|
Total gains (losses)
(realized and unrealized) (1)
|
|
Purchases
|
|
Sales
|
|
Settlements
|
|
Issuances
|
|
Net transfers
into (out of)
Level 3
|
|
Balance, November 30, 2019
|
|
Changes in
unrealized gains/losses included in earnings relating to instruments still held at
November 30, 2019 (1)
|
||||||||||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Trading assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Corporate equity securities
|
$
|
52,192
|
|
|
$
|
(11,407
|
)
|
|
$
|
69,065
|
|
|
$
|
(28,159
|
)
|
|
$
|
(18,208
|
)
|
|
$
|
—
|
|
|
$
|
(5,057
|
)
|
|
$
|
58,426
|
|
|
$
|
(13,848
|
)
|
Corporate debt securities
|
9,484
|
|
|
(4,860
|
)
|
|
8,900
|
|
|
(13,854
|
)
|
|
(379
|
)
|
|
—
|
|
|
8,199
|
|
|
7,490
|
|
|
(6,176
|
)
|
|||||||||
CDOs and CLOs
|
36,105
|
|
|
(514
|
)
|
|
49,658
|
|
|
(38,147
|
)
|
|
(12,494
|
)
|
|
—
|
|
|
(5,820
|
)
|
|
28,788
|
|
|
(2,330
|
)
|
|||||||||
Residential mortgage-backed securities
|
19,603
|
|
|
(1,669
|
)
|
|
1,954
|
|
|
(2,472
|
)
|
|
(152
|
)
|
|
—
|
|
|
476
|
|
|
17,740
|
|
|
(530
|
)
|
|||||||||
Commercial mortgage-backed securities
|
10,886
|
|
|
(2,888
|
)
|
|
206
|
|
|
(2,346
|
)
|
|
(5,317
|
)
|
|
—
|
|
|
5,569
|
|
|
6,110
|
|
|
(2,366
|
)
|
|||||||||
Other asset-backed securities
|
53,175
|
|
|
433
|
|
|
104,097
|
|
|
(73,335
|
)
|
|
(51,374
|
)
|
|
—
|
|
|
9,567
|
|
|
42,563
|
|
|
(98
|
)
|
|||||||||
Loans and other receivables
|
46,985
|
|
|
(4,507
|
)
|
|
106,965
|
|
|
(48,350
|
)
|
|
(5,788
|
)
|
|
—
|
|
|
18,775
|
|
|
114,080
|
|
|
(2,321
|
)
|
|||||||||
Investments at fair value
|
396,254
|
|
|
(183,480
|
)
|
|
11,236
|
|
|
(28,749
|
)
|
|
—
|
|
|
—
|
|
|
10,151
|
|
|
205,412
|
|
|
(180,629
|
)
|
|||||||||
Investment in FXCM
|
73,150
|
|
|
(8,139
|
)
|
|
1,500
|
|
|
—
|
|
|
(7,391
|
)
|
|
—
|
|
|
—
|
|
|
59,120
|
|
|
(8,139
|
)
|
|||||||||
Securities purchased under agreements to resell
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
25,000
|
|
|
—
|
|
|
25,000
|
|
|
—
|
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Trading liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Corporate equity securities
|
$
|
—
|
|
|
$
|
(2,649
|
)
|
|
$
|
(4,322
|
)
|
|
$
|
11,458
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
4,487
|
|
|
$
|
1,928
|
|
Corporate debt securities
|
522
|
|
|
(381
|
)
|
|
(457
|
)
|
|
—
|
|
|
(524
|
)
|
|
—
|
|
|
1,180
|
|
|
340
|
|
|
383
|
|
|||||||||
Commercial mortgage-backed securities
|
—
|
|
|
35
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
35
|
|
|
35
|
|
|||||||||
Loans
|
6,376
|
|
|
(1,382
|
)
|
|
(2,573
|
)
|
|
6,494
|
|
|
—
|
|
|
—
|
|
|
548
|
|
|
9,463
|
|
|
1,382
|
|
|||||||||
Net derivatives (2)
|
21,614
|
|
|
(21,452
|
)
|
|
(4,323
|
)
|
|
36,144
|
|
|
2,227
|
|
|
—
|
|
|
42,958
|
|
|
77,168
|
|
|
12,098
|
|
|||||||||
Long-term debt (1)
|
200,745
|
|
|
(18,662
|
)
|
|
—
|
|
|
—
|
|
|
(11,250
|
)
|
|
348,275
|
|
|
(39,039
|
)
|
|
480,069
|
|
|
29,656
|
|
(1)
|
Realized and unrealized gains (losses) are primarily reported in Principal transactions revenues in the Consolidated Statements of Operations. Changes in instrument-specific credit risk related to structured notes are included in the Consolidated Statements of Comprehensive Income (Loss), net of tax. Changes in unrealized gains (losses) included in other comprehensive income (loss) for instruments still held at November 30, 2019 were losses of $11.0 million.
|
(2)
|
Net derivatives represent Trading assets - Derivatives and Trading liabilities - Derivatives.
|
•
|
Loans and other receivables of $27.4 million, other asset-backed securities of $12.1 million, investments at fair value of $10.2 million, corporate debt securities of $8.9 million, commercial mortgage-backed securities of $5.6 million and CDOs and CLOs of $3.0 million due to reduced pricing transparency.
|
•
|
CDOs and CLOs of $8.8 million, loans and other receivables of $8.6 million, corporate equity securities of $6.0 million and other asset-backed securities of $2.6 million due to greater pricing transparency supporting classification into Level 2.
|
Eleven Months Ended November 30, 2018
|
|||||||||||||||||||||||||||||||||||
|
Balance, December 31, 2017
|
|
Total gains (losses)
(realized and unrealized) (1)
|
|
Purchases
|
|
Sales
|
|
Settlements
|
|
Issuances
|
|
Net transfers
into (out of)
Level 3
|
|
Balance, November 30, 2018
|
|
Changes in
unrealized gains (losses) relating to instruments still held at
November 30, 2018 (1)
|
||||||||||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Trading assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Corporate equity securities
|
$
|
22,270
|
|
|
$
|
24,914
|
|
|
$
|
31,669
|
|
|
$
|
(22,759
|
)
|
|
$
|
(3,977
|
)
|
|
$
|
—
|
|
|
$
|
75
|
|
|
$
|
52,192
|
|
|
$
|
23,665
|
|
Corporate debt securities
|
26,036
|
|
|
(439
|
)
|
|
10,352
|
|
|
(23,364
|
)
|
|
(1,679
|
)
|
|
—
|
|
|
(1,422
|
)
|
|
9,484
|
|
|
(2,606
|
)
|
|||||||||
CDOs and CLOS
|
42,184
|
|
|
(16,258
|
)
|
|
356,650
|
|
|
(353,330
|
)
|
|
(10,247
|
)
|
|
—
|
|
|
17,106
|
|
|
36,105
|
|
|
(9,495
|
)
|
|||||||||
Residential mortgage- backed securities
|
26,077
|
|
|
(6,970
|
)
|
|
3,118
|
|
|
(12,816
|
)
|
|
(513
|
)
|
|
—
|
|
|
10,707
|
|
|
19,603
|
|
|
521
|
|
|||||||||
Commercial mortgage-backed securities
|
12,419
|
|
|
(2,186
|
)
|
|
1,436
|
|
|
(471
|
)
|
|
(16,624
|
)
|
|
—
|
|
|
16,312
|
|
|
10,886
|
|
|
(4,000
|
)
|
|||||||||
Other asset-backed securities
|
61,129
|
|
|
(9,934
|
)
|
|
706,846
|
|
|
(677,220
|
)
|
|
(27,641
|
)
|
|
—
|
|
|
(5
|
)
|
|
53,175
|
|
|
(5,283
|
)
|
|||||||||
Loans and other receivables
|
47,304
|
|
|
(5,137
|
)
|
|
149,228
|
|
|
(130,832
|
)
|
|
(15,311
|
)
|
|
—
|
|
|
1,733
|
|
|
46,985
|
|
|
(8,457
|
)
|
|||||||||
Investments at fair value
|
329,944
|
|
|
76,636
|
|
|
9,798
|
|
|
(17,570
|
)
|
|
—
|
|
|
—
|
|
|
(2,554
|
)
|
|
396,254
|
|
|
76,042
|
|
|||||||||
Investment in FXCM
|
72,800
|
|
|
18,616
|
|
|
—
|
|
|
—
|
|
|
(18,266
|
)
|
|
—
|
|
|
—
|
|
|
73,150
|
|
|
7,723
|
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Trading liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Corporate equity securities
|
$
|
48
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(48
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
Corporate debt securities
|
522
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
522
|
|
|
—
|
|
|||||||||
Commercial mortgage-backed securities
|
105
|
|
|
(105
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||||
Loans
|
3,486
|
|
|
84
|
|
|
(4,626
|
)
|
|
7,432
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,376
|
|
|
(28
|
)
|
|||||||||
Net derivatives (2)
|
6,746
|
|
|
(3,237
|
)
|
|
(17
|
)
|
|
14,920
|
|
|
(1,335
|
)
|
|
—
|
|
|
4,537
|
|
|
21,614
|
|
|
(646
|
)
|
|||||||||
Long-term debt (1)
|
—
|
|
|
(30,347
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
84,860
|
|
|
146,232
|
|
|
200,745
|
|
|
10,951
|
|
(1)
|
Realized and unrealized gains (losses) are primarily reported in Principal transactions revenues in the Consolidated Statements of Operations. Changes in instrument-specific credit risk related to structured notes are included in the Consolidated Statements of Comprehensive Income (Loss), net of tax. Changes in unrealized gains (losses) included in other comprehensive income (loss) for instruments still held at November 30, 2018 were gains of $19.4 million.
|
(2)
|
Net derivatives represent Trading assets - Derivatives and Trading liabilities - Derivatives.
|
•
|
Commercial mortgage-backed securities of $16.3 million, residential mortgage-backed securities of $15.3 million and CDOs and CLOs of $17.3 million due to reduced pricing transparency.
|
•
|
Residential mortgage-backed securities of $4.6 million, corporate debt securities of $3.6 million and corporate equity securities of $2.9 million due to greater pricing transparency supporting classification into Level 2.
|
Twelve Months Ended December 31, 2017
|
|||||||||||||||||||||||||||||||||||
|
Balance, December 31, 2016
|
|
Total gains (losses)
(realized and unrealized) (1)
|
|
Purchases
|
|
Sales
|
|
Settlements
|
|
Issuances
|
|
Net transfers
into (out of)
Level 3
|
|
Balance, December 31, 2017
|
|
Changes in
unrealized gains (losses) relating to instruments still held at
December 31, 2017 (1)
|
||||||||||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Trading assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Corporate equity securities
|
$
|
21,739
|
|
|
$
|
3,353
|
|
|
$
|
896
|
|
|
$
|
(1,623
|
)
|
|
$
|
52
|
|
|
$
|
—
|
|
|
$
|
(2,147
|
)
|
|
$
|
22,270
|
|
|
$
|
2,606
|
|
Corporate debt securities
|
25,005
|
|
|
(3,723
|
)
|
|
36,850
|
|
|
(34,077
|
)
|
|
(1,968
|
)
|
|
—
|
|
|
3,949
|
|
|
26,036
|
|
|
(3,768
|
)
|
|||||||||
CDOs and CLOs
|
54,354
|
|
|
(27,238
|
)
|
|
112,239
|
|
|
(101,226
|
)
|
|
(367
|
)
|
|
—
|
|
|
4,422
|
|
|
42,184
|
|
|
(20,262
|
)
|
|||||||||
Municipal securities
|
27,257
|
|
|
(1,547
|
)
|
|
—
|
|
|
(25,710
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||||
Residential mortgage-backed securities
|
38,772
|
|
|
(10,817
|
)
|
|
6,805
|
|
|
(26,193
|
)
|
|
(115
|
)
|
|
—
|
|
|
17,625
|
|
|
26,077
|
|
|
(7,201
|
)
|
|||||||||
Commercial mortgage-backed securities
|
20,580
|
|
|
(5,346
|
)
|
|
3,275
|
|
|
(5,263
|
)
|
|
(1,018
|
)
|
|
—
|
|
|
191
|
|
|
12,419
|
|
|
(6,976
|
)
|
|||||||||
Other asset-backed securities
|
40,911
|
|
|
(17,705
|
)
|
|
77,508
|
|
|
(8,613
|
)
|
|
(25,799
|
)
|
|
—
|
|
|
(5,173
|
)
|
|
61,129
|
|
|
(12,562
|
)
|
|||||||||
Loans and other receivables
|
81,872
|
|
|
24,794
|
|
|
63,768
|
|
|
(53,095
|
)
|
|
(34,622
|
)
|
|
—
|
|
|
(35,413
|
)
|
|
47,304
|
|
|
17,451
|
|
|||||||||
Investments at fair value
|
314,359
|
|
|
20,975
|
|
|
18,528
|
|
|
(22,818
|
)
|
|
(1,100
|
)
|
|
—
|
|
|
—
|
|
|
329,944
|
|
|
22,999
|
|
|||||||||
Investment in FXCM
|
164,500
|
|
|
23,161
|
|
|
—
|
|
|
—
|
|
|
(114,861
|
)
|
|
—
|
|
|
—
|
|
|
72,800
|
|
|
1,070
|
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Trading liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Corporate equity securities
|
$
|
313
|
|
|
$
|
60
|
|
|
$
|
(373
|
)
|
|
$
|
48
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
48
|
|
|
$
|
—
|
|
Corporate debt securities
|
523
|
|
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
522
|
|
|
1
|
|
|||||||||
Commercial mortgage-backed securities
|
—
|
|
|
105
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
105
|
|
|
(105
|
)
|
|||||||||
Loans
|
378
|
|
|
196
|
|
|
(385
|
)
|
|
2,485
|
|
|
—
|
|
|
—
|
|
|
812
|
|
|
3,486
|
|
|
(2,639
|
)
|
|||||||||
Net derivatives (2)
|
3,441
|
|
|
(1,638
|
)
|
|
—
|
|
|
—
|
|
|
5,558
|
|
|
456
|
|
|
(1,071
|
)
|
|
6,746
|
|
|
(17,740
|
)
|
|||||||||
Other secured financings
|
418
|
|
|
(418
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
(1)
|
Realized and unrealized gains (losses) are reported in Principal transactions revenues in the Consolidated Statements of Operations.
|
(2)
|
Net derivatives represent Trading assets - Derivatives and Trading liabilities - Derivatives.
|
•
|
Residential mortgage-backed securities of $19.6 million and corporate debt securities of $8.3 million due to a lack of observable market transactions.
|
•
|
Loans and other receivables of $40.9 million due to greater pricing transparency supporting classification into Level 2.
|
November 30, 2019
|
||||||||||||||||
Financial Instruments Owned
|
|
Fair Value
(in thousands)
|
|
Valuation
Technique
|
|
Significant
Unobservable Input(s)
|
|
Input/Range
|
|
Weighted
Average
|
||||||
Corporate equity securities
|
|
$
|
29,017
|
|
|
|
|
|
|
|
|
|
|
|
||
Non-exchange traded securities
|
|
|
|
|
Market approach
|
|
Price
|
|
$1
|
to
|
$140
|
|
$55
|
|||
|
|
|
|
|
|
Underlying stock price
|
|
$3
|
to
|
$5
|
|
$4
|
||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Corporate debt securities
|
|
$
|
7,490
|
|
|
Scenario analysis
|
|
Estimated recovery percentage
|
|
23
|
%
|
to
|
85%
|
|
46
|
%
|
|
|
|
|
|
|
Volatility
|
|
44%
|
|
—
|
|
|||||
|
|
|
|
|
|
Credit spread
|
|
750
|
|
—
|
|
|||||
|
|
|
|
|
|
Underlying stock price
|
|
£0.4
|
|
—
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
CDOs and CLOs
|
|
$
|
28,788
|
|
|
Discounted cash flows
|
|
Constant prepayment rate
|
|
20%
|
|
—
|
|
|||
|
|
|
|
|
|
|
Constant default rate
|
|
1
|
%
|
to
|
2%
|
|
2
|
%
|
|
|
|
|
|
|
|
|
Loss severity
|
|
25
|
%
|
to
|
37%
|
|
29
|
%
|
|
|
|
|
|
|
|
|
Discount rate/yield
|
|
12
|
%
|
to
|
21%
|
|
15
|
%
|
|
|
|
|
|
Scenario analysis
|
|
Estimated recovery percentage
|
|
3.25
|
%
|
to
|
36.5%
|
|
25
|
%
|
||
|
|
|
|
|
|
|
|
|
|
|
||||||
Residential mortgage-backed securities
|
|
$
|
17,740
|
|
|
Discounted cash flows
|
|
Cumulative loss rate
|
|
2%
|
|
—
|
|
|||
|
|
|
|
|
|
|
Duration (years)
|
|
6.3 years
|
|
—
|
|
||||
|
|
|
|
|
|
|
Discount rate/yield
|
|
3%
|
|
—
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Commercial mortgage-backed securities
|
|
$
|
6,110
|
|
|
Discounted cash flows
|
|
Cumulative loss rate
|
|
7.3%
|
|
—
|
|
|||
|
|
|
|
|
|
|
Duration (years)
|
|
0.2 years
|
|
—
|
|
||||
|
|
|
|
|
|
Discount rate/yield
|
|
85%
|
|
—
|
|
|||||
|
|
|
|
Scenario analysis
|
|
Estimated recovery percentage
|
|
44%
|
|
—
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Other asset-backed securities
|
|
$
|
42,563
|
|
|
Discounted cash flows
|
|
Cumulative loss rate
|
|
7
|
%
|
to
|
31%
|
|
16
|
%
|
|
|
|
|
|
|
|
Duration (years)
|
|
0.5 years
|
|
to
|
3 years
|
|
1.5 years
|
||
|
|
|
|
|
|
|
Discount rate/yield
|
|
7
|
%
|
to
|
15%
|
|
11
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Loans and other receivables
|
|
$
|
112,574
|
|
|
Market approach
|
|
Price
|
|
$36
|
to
|
$100
|
|
$90
|
||
|
|
|
|
|
Scenario analysis
|
|
Estimated recovery percentage
|
|
87
|
%
|
to
|
104%
|
|
99
|
%
|
|
|
|
|
|
Discounted cash flows
|
|
Term based on the pay off (years)
|
|
0 months
|
|
to
|
0.1 years
|
|
0.1 years
|
|||
|
|
|
|
|
|
|
|
|
|
|
||||||
Derivatives
|
|
$
|
13,826
|
|
|
|
|
|
|
|
|
|
|
|||
Interest rate swaps
|
|
|
|
Market approach
|
|
Basis points upfront
|
|
0
|
|
to
|
16
|
|
6
|
|
||
Unfunded commitments
|
|
|
|
|
|
Price
|
|
$88
|
|
—
|
|
|||||
Equity options
|
|
|
|
Volatility benchmarking
|
|
Volatility
|
|
45%
|
|
—
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Investments at fair value
|
|
$
|
157,504
|
|
|
|
|
|
|
|
|
|
|
|||
Private equity securities
|
|
|
|
Market approach
|
|
Price
|
|
$8
|
to
|
$250
|
|
$80
|
||||
|
|
|
|
Scenario analysis
|
|
Discount rate/yield
|
|
19
|
%
|
to
|
21%
|
|
20
|
%
|
||
|
|
|
|
|
|
Revenue growth
|
|
0%
|
|
—
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Investment in FXCM
|
|
$
|
59,120
|
|
|
|
|
|
|
|
|
|
|
|||
Term loan
|
|
|
|
Discounted cash flows
|
|
Term based on the pay off (years)
|
|
0 months
|
|
to
|
1.2 years
|
|
1.2 years
|
|||
|
|
|
|
|
|
|
|
|
|
|
||||||
Securities purchased under agreements to resell
|
|
$
|
25,000
|
|
|
Market approach
|
|
Spread to 6 month LIBOR
|
|
500
|
|
—
|
|
|||
|
|
|
|
|
|
Duration (years)
|
|
1.5 years
|
|
—
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Trading Liabilities
|
|
|
|
|
|
|
|
|
|
|
||||||
Corporate equity securities
|
|
$
|
4,487
|
|
|
Market approach
|
|
Transaction level
|
|
$1
|
|
—
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
||||||
Loans
|
|
$
|
9,463
|
|
|
Market approach
|
|
Price
|
|
$50
|
to
|
$100
|
|
$88
|
||
|
|
|
|
Scenario analysis
|
|
Estimated recovery percentage
|
|
1%
|
|
—
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Derivatives
|
|
$
|
92,057
|
|
|
|
|
|
|
|
|
|
|
|||
Equity options
|
|
|
|
Volatility benchmarking
|
|
Volatility
|
|
21
|
%
|
to
|
61%
|
|
43
|
%
|
||
Interest rate swaps
|
|
|
|
Market approach
|
|
Basis points upfront
|
|
0
|
|
to
|
22
|
|
13
|
|
||
Cross currency swaps
|
|
|
|
|
|
Basis points upfront
|
|
2
|
|
—
|
|
|||||
Unfunded commitments
|
|
|
|
|
|
Price
|
|
$88
|
|
—
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Long-term debt
|
|
$
|
480,069
|
|
|
|
|
|
|
|
|
|
|
|||
Structured notes
|
|
|
|
Market approach
|
|
Price
|
|
$84
|
to
|
$108
|
|
$96
|
||||
|
|
|
|
|
|
Price
|
|
€74
|
to
|
€103
|
|
€91
|
November 30, 2018
|
||||||||||||||||
Financial Instruments Owned
|
|
Fair Value
(in thousands)
|
|
Valuation
Technique
|
|
Significant
Unobservable Input(s)
|
|
Input/Range
|
|
Weighted
Average
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Corporate equity securities
|
|
$
|
43,644
|
|
|
|
|
|
|
|
|
|
||||
Non-exchange traded securities
|
|
|
|
|
Market approach
|
|
Price
|
|
$1
|
to
|
$75
|
|
$12
|
|||
|
|
|
|
|
|
Transaction level
|
|
$47
|
|
—
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Corporate debt securities
|
|
$
|
9,484
|
|
|
Market approach
|
|
Estimated recovery percentage
|
|
46%
|
|
—
|
|
|||
|
|
|
|
|
|
Transaction level
|
|
$80
|
|
—
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
CDOs and CLOs
|
|
$
|
36,105
|
|
|
Discounted cash flows
|
|
Constant prepayment rate
|
|
10
|
%
|
to
|
20%
|
|
18
|
%
|
|
|
|
|
|
|
|
Constant default rate
|
|
1
|
%
|
to
|
2%
|
|
2
|
%
|
|
|
|
|
|
|
|
|
Loss severity
|
|
25
|
%
|
to
|
30%
|
|
26
|
%
|
|
|
|
|
|
|
|
|
Discount rate/yield
|
|
11
|
%
|
to
|
16%
|
|
14
|
%
|
|
|
|
|
|
Scenario analysis
|
|
Estimated recovery percentage
|
|
2
|
%
|
to
|
41%
|
|
23
|
%
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Residential mortgage-backed securities
|
|
$
|
19,603
|
|
|
Discounted cash flows
|
|
Cumulative loss rate
|
|
4%
|
|
—
|
|
|||
|
|
|
|
|
|
|
Duration (years)
|
|
13 years
|
|
—
|
|
||||
|
|
|
|
|
|
|
Discount rate/yield
|
|
3%
|
|
—
|
|
||||
|
|
|
|
|
|
Loss severity
|
|
0%
|
|
—
|
|
|||||
|
|
|
|
Market approach
|
|
Price
|
|
$100
|
|
—
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Commercial mortgage-backed securities
|
|
$
|
9,444
|
|
|
Discounted cash flows
|
|
Cumulative loss rate
|
|
8
|
%
|
to
|
85%
|
|
45
|
%
|
|
|
|
|
|
|
|
Duration (years)
|
|
1 year
|
|
to
|
3 years
|
|
1 year
|
||
|
|
|
|
|
|
Discount rate/yield
|
|
2
|
%
|
to
|
15%
|
|
6
|
%
|
||
|
|
|
|
|
|
Loss severity
|
|
64%
|
|
—
|
|
|||||
|
|
|
|
Scenario analysis
|
|
Estimated recovery percentage
|
|
26%
|
|
—
|
|
|||||
|
|
|
|
|
|
|
Price
|
|
$49
|
|
—
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Other asset-backed securities
|
|
$
|
53,175
|
|
|
Discounted cash flows
|
|
Cumulative loss rate
|
|
12
|
%
|
to
|
30%
|
|
22
|
%
|
|
|
|
|
|
|
|
Duration (years)
|
|
1 year
|
|
to
|
2 years
|
|
1 year
|
||
|
|
|
|
|
|
|
Discount rate/yield
|
|
6
|
%
|
to
|
12%
|
|
8
|
%
|
|
|
|
|
|
Market approach
|
|
Price
|
|
$100
|
|
—
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Loans and other receivables
|
|
$
|
46,078
|
|
|
Market approach
|
|
Price
|
|
$50
|
to
|
$100
|
|
$96
|
||
|
|
|
|
|
Scenario analysis
|
|
Estimated recovery percentage
|
|
13
|
%
|
to
|
117%
|
|
105
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Derivatives
|
|
$
|
4,602
|
|
|
|
|
|
|
|
|
|
|
|||
Total return swaps
|
|
|
|
Market approach
|
|
Price
|
|
$97
|
|
—
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Investments at fair value
|
|
$
|
368,231
|
|
|
|
|
|
|
|
|
|
|
|||
Private equity securities
|
|
|
|
Market approach
|
|
Price
|
|
$3
|
to
|
$250
|
|
$108
|
||||
|
|
|
|
|
|
Transaction level
|
|
$169
|
|
—
|
|
|||||
|
|
|
|
Scenario analysis
|
|
Discount rate/yield
|
|
20%
|
|
—
|
|
|||||
|
|
|
|
|
|
Revenue growth
|
|
0%
|
|
—
|
|
|||||
|
|
|
|
|
Contingent claims analysis
|
|
Volatility
|
|
25
|
%
|
to
|
35%
|
|
30
|
%
|
|
|
|
|
|
|
|
Duration (years)
|
|
4 years
|
|
—
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Investment in FXCM
|
|
$
|
73,150
|
|
|
|
|
|
|
|
|
|
|
|||
Term loan
|
|
|
|
Discounted cash flows
|
|
Term based on the pay off (years)
|
|
0 months
|
|
to
|
0.3 years
|
|
0.3 years
|
|||
|
|
|
|
|
|
|
|
|
|
|
||||||
Trading Liabilities
|
|
|
|
|
|
|
|
|
|
|
||||||
Loans
|
|
$
|
6,376
|
|
|
Market approach
|
|
Price
|
|
$50
|
to
|
$101
|
|
$74
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Derivatives
|
|
$
|
27,536
|
|
|
|
|
|
|
|
|
|
|
|||
Equity options
|
|
|
|
Option model/default rate
|
|
Default probability
|
|
0%
|
|
—
|
|
|||||
|
|
|
|
Volatility benchmarking
|
|
Volatility
|
|
39
|
%
|
to
|
62%
|
|
50
|
%
|
||
Interest rate swaps
|
|
|
|
Market approach
|
|
Price
|
|
$20
|
|
—
|
|
|||||
Total return swaps
|
|
|
|
Market approach
|
|
Price
|
|
$97
|
|
—
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||
Long-term debt
|
|
$
|
200,745
|
|
|
|
|
|
|
|
|
|
|
|||
Structured notes
|
|
|
|
Market approach
|
|
Price
|
|
$78
|
to
|
$94
|
|
$86
|
||||
|
|
|
|
|
|
Price
|
|
€68
|
to
|
€110
|
|
€96
|
•
|
Corporate equity securities, corporate debt securities, loans and other receivables, certain derivatives, residential mortgage-backed securities, other asset-backed securities, private equity securities, securities purchased under agreements to resell and structured notes using a market approach valuation technique. A significant increase (decrease) in the transaction level of a corporate equity securities, corporate debt securities and private equity securities would result in a significantly higher (lower) fair value measurement. A significant increase (decrease) in the price of the private equity securities, non-exchange-traded securities, total return swaps, interest rate swaps, unfunded commitments, residential mortgage-backed securities, other asset-backed securities, loans and other receivables or structured notes would result in a significantly higher (lower) fair value measurement. A significant increase (decrease) in the underlying stock price of the corporate equity securities would result in a significantly higher (lower) fair value measurement. A significant increase (decrease) in the estimated recovery rates of the cash flow outcomes underlying the corporate debt securities would result in a significantly higher (lower) fair value measurement. A significant increase (decrease) in the yield or duration, in isolation, of securities purchased under agreements to resell would result in a significantly lower (higher) fair value measurement. Depending on whether we are a receiver or (payer) of basis points upfront, a significant increase in basis points would result in a significant increase (decrease) in the fair value measurement of cross currency and interest rate swaps.
|
•
|
Loans and other receivables, CDOs and CLOs, commercial mortgage-backed securities, corporate debt and private equity securities using scenario analysis. A significant increase (decrease) in the possible recovery rates of the cash flow outcomes underlying the financial instrument would result in a significantly higher (lower) fair value measurement for the financial instrument. A significant increase (decrease) in the price of the underlying assets of the financial instruments would result in a significantly higher (lower) fair value measurement. A significant increase (decrease) in the volatility of the underlying stock price would result in a significantly higher (lower) fair value measurement. A significant increase (decrease) in the credit spread of the financial instrument would result in a significantly lower (higher) fair value measurement. A significant increase (decrease) in the discount rate/yield underlying the investment would result in a significantly lower (higher) fair value measurement. A significant increase (decrease) in the revenue growth underlying the investment would result in a significantly higher (lower) fair value measurement.
|
•
|
CDOs and CLOs, residential mortgage-backed securities, commercial mortgage-backed securities, other asset-backed securities and loans and other receivables using a discounted cash flow valuation technique. A significant increase (decrease) in isolation in the constant default rate, loss severity or cumulative loss rate would result in a significantly lower (higher) fair value measurement. The impact of changes in the constant prepayment rate and duration would have differing impacts depending on the capital structure and type of security. A significant increase (decrease) in the discount rate/security yield would result in a significantly lower (higher) fair value measurement.
|
•
|
Derivative equity options using an option/default rate model. A significant increase (decrease) in default probability would result in a significantly lower (higher) fair value measurement.
|
•
|
Derivative equity options using volatility benchmarking. A significant increase (decrease) in volatility would result in a significantly higher (lower) fair value measurement.
|
•
|
Investments at fair value using contingent claims analysis. A significant increase (decrease) in volatility would result in a significantly lower (higher) fair value measurement. A significant increase (decrease) in duration would result in a significantly lower (higher) fair value measurement.
|
•
|
FXCM term loan using a discounted cash flow valuation technique. A significant increase (decrease) in term based on the time to pay off the loan would result in a lower (higher) fair value measurement.
|
|
Twelve Months Ended November 30, 2019
|
|
Eleven Months Ended November 30, 2018
|
|
Twelve Months Ended December 31, 2017
|
||||||
Trading Assets:
|
|
|
|
|
|
||||||
Loans and other receivables
|
$
|
(2,072
|
)
|
|
$
|
(3,856
|
)
|
|
$
|
22,088
|
|
|
|
|
|
|
|
||||||
Trading Liabilities:
|
|
|
|
|
|
|
|
|
|||
Loans
|
656
|
|
|
(46
|
)
|
|
—
|
|
|||
Loan commitments
|
(1,089
|
)
|
|
(739
|
)
|
|
230
|
|
|||
|
|
|
|
|
|
||||||
Long-term debt:
|
|
|
|
|
|
||||||
Changes in instrument specific credit risk (1)
|
(20,332
|
)
|
|
38,064
|
|
|
(34,609
|
)
|
|||
Other changes in fair value (2)
|
(25,144
|
)
|
|
48,748
|
|
|
47,291
|
|
|||
|
|
|
|
|
|
||||||
Short-term borrowings:
|
|
|
|
|
|
||||||
Changes in instrument specific credit risk (1)
|
114
|
|
|
—
|
|
|
—
|
|
|||
Other changes in fair value (2)
|
(863
|
)
|
|
—
|
|
|
(681
|
)
|
(1)
|
Changes in instrument specific credit risk related to structured notes are included in the Consolidated Statements of Comprehensive Income (Loss), net of taxes.
|
(2)
|
Other changes in fair value are included within Principal transactions revenues in the Consolidated Statements of Operations.
|
|
November 30, 2019
|
|
November 30, 2018
|
||||
Trading Assets:
|
|
|
|
||||
Loans and other receivables (1)
|
$
|
1,546,516
|
|
|
$
|
961,554
|
|
Loans and other receivables on nonaccrual status and/or 90 days or greater
past due (1) (2)
|
197,215
|
|
|
158,392
|
|
||
Long-term debt and short-term borrowings
|
74,408
|
|
|
114,669
|
|
(1)
|
Interest income is recognized separately from other changes in fair value and is included in Interest income in the Consolidated Statements of Operations.
|
(2)
|
Amounts include loans and other receivables 90 days or greater past due by which contractual principal exceeds fair value of $22.2 million and $20.5 million at November 30, 2019 and 2018, respectively.
|
|
Assets
|
|
Liabilities
|
||||||||||
|
Fair Value
|
|
Number of
Contracts (2)
|
|
Fair Value
|
|
Number of
Contracts (2)
|
||||||
November 30, 2019 (1)
|
|
|
|
|
|
|
|
||||||
Derivatives designated as accounting hedges:
|
|
|
|
|
|
|
|
||||||
Interest rate contracts:
|
|
|
|
|
|
|
|
||||||
Cleared OTC
|
$
|
28,663
|
|
|
1
|
|
|
$
|
—
|
|
|
—
|
|
Total derivatives designated as accounting hedges
|
28,663
|
|
|
|
|
—
|
|
|
|
||||
|
|
|
|
|
|
|
|
||||||
Derivatives not designated as accounting hedges:
|
|
|
|
|
|
|
|
||||||
Interest rate contracts:
|
|
|
|
|
|
|
|
||||||
Exchange-traded
|
1,191
|
|
|
65,226
|
|
|
103
|
|
|
38,464
|
|
||
Cleared OTC
|
213,224
|
|
|
3,329
|
|
|
284,433
|
|
|
3,443
|
|
||
Bilateral OTC
|
421,700
|
|
|
1,325
|
|
|
258,857
|
|
|
738
|
|
||
Foreign exchange contracts:
|
|
|
|
|
|
|
|
||||||
Exchange-traded
|
—
|
|
|
256
|
|
|
—
|
|
|
199
|
|
||
Bilateral OTC
|
191,218
|
|
|
9,257
|
|
|
187,836
|
|
|
9,187
|
|
||
Equity contracts:
|
|
|
|
|
|
|
|
||||||
Exchange-traded
|
717,494
|
|
|
1,714,538
|
|
|
962,535
|
|
|
1,481,388
|
|
||
Bilateral OTC
|
248,720
|
|
|
4,731
|
|
|
445,241
|
|
|
4,271
|
|
||
Commodity contracts:
|
|
|
|
|
|
|
|
||||||
Exchange-traded
|
—
|
|
|
5,524
|
|
|
—
|
|
|
4,646
|
|
||
Bilateral OTC
|
20,600
|
|
|
4,084
|
|
|
391
|
|
|
359
|
|
||
Credit contracts:
|
|
|
|
|
|
|
|
||||||
Cleared OTC
|
2,514
|
|
|
13
|
|
|
5,768
|
|
|
12
|
|
||
Bilateral OTC
|
6,281
|
|
|
25
|
|
|
14,219
|
|
|
28
|
|
||
Total derivatives not designated as accounting hedges
|
1,822,942
|
|
|
|
|
|
2,159,383
|
|
|
|
|
||
|
|
|
|
|
|
|
|
||||||
Total gross derivative assets/ liabilities:
|
|
|
|
|
|
|
|
||||||
Exchange-traded
|
718,685
|
|
|
|
|
962,638
|
|
|
|
||||
Cleared OTC
|
244,401
|
|
|
|
|
290,201
|
|
|
|
||||
Bilateral OTC
|
888,519
|
|
|
|
|
906,544
|
|
|
|
||||
|
|
|
|
|
|
|
|
||||||
Amounts offset in Consolidated Statement of Financial Condition (3):
|
|
|
|
|
|
|
|
|
|||||
Exchange-traded
|
(688,871
|
)
|
|
|
|
(688,871
|
)
|
|
|
||||
Cleared OTC
|
(222,869
|
)
|
|
|
|
(266,900
|
)
|
|
|
||||
Bilateral OTC
|
(521,457
|
)
|
|
|
|
(676,407
|
)
|
|
|
||||
Net amounts per Consolidated Statement of Financial Condition (4)
|
$
|
418,408
|
|
|
|
|
$
|
527,205
|
|
|
|
|
Assets
|
|
Liabilities
|
||||||||||
|
Fair Value
|
|
Number of
Contracts (2)
|
|
Fair Value
|
|
Number of
Contracts (2)
|
||||||
November 30, 2018 (1)
|
|
|
|
|
|
|
|
||||||
Derivatives designated as accounting hedges:
|
|
|
|
|
|
|
|
||||||
Interest rate contracts:
|
|
|
|
|
|
|
|
||||||
Cleared OTC
|
$
|
—
|
|
|
—
|
|
|
$
|
29,647
|
|
|
1
|
|
Total derivatives designated as accounting hedges
|
—
|
|
|
|
|
29,647
|
|
|
|
||||
|
|
|
|
|
|
|
|
||||||
Derivatives not designated as accounting hedges:
|
|
|
|
|
|
|
|
||||||
Interest rate contracts:
|
|
|
|
|
|
|
|
||||||
Exchange-traded
|
924
|
|
|
32,159
|
|
|
513
|
|
|
66,095
|
|
||
Cleared OTC
|
422,670
|
|
|
2,095
|
|
|
411,833
|
|
|
2,394
|
|
||
Bilateral OTC
|
372,899
|
|
|
1,398
|
|
|
491,697
|
|
|
816
|
|
||
Foreign exchange contracts:
|
|
|
|
|
|
|
|
||||||
Exchange-traded
|
42
|
|
|
538
|
|
|
2
|
|
|
690
|
|
||
Cleared OTC
|
—
|
|
|
—
|
|
|
36
|
|
|
3
|
|
||
Bilateral OTC
|
311,228
|
|
|
9,548
|
|
|
314,951
|
|
|
9,909
|
|
||
Equity contracts:
|
|
|
|
|
|
|
|
||||||
Exchange-traded
|
1,202,927
|
|
|
2,104,684
|
|
|
2,061,137
|
|
|
1,779,836
|
|
||
Bilateral OTC
|
207,221
|
|
|
5,126
|
|
|
315,996
|
|
|
2,764
|
|
||
Commodity contracts:
|
|
|
|
|
|
|
|
||||||
Exchange-traded
|
27,632
|
|
|
7,272
|
|
|
272
|
|
|
4,185
|
|
||
Bilateral OTC
|
10,191
|
|
|
1,274
|
|
|
1,445
|
|
|
1,498
|
|
||
Credit contracts:
|
|
|
|
|
|
|
|
||||||
Cleared OTC
|
11,204
|
|
|
7
|
|
|
1,556
|
|
|
14
|
|
||
Bilateral OTC
|
13,768
|
|
|
123
|
|
|
11,618
|
|
|
79
|
|
||
Total derivatives not designated as accounting hedges
|
2,580,706
|
|
|
|
|
|
3,611,056
|
|
|
|
|
||
|
|
|
|
|
|
|
|
||||||
Total gross derivative assets/ liabilities:
|
|
|
|
|
|
|
|
||||||
Exchange-traded
|
1,231,525
|
|
|
|
|
2,061,924
|
|
|
|
||||
Cleared OTC
|
433,874
|
|
|
|
|
443,072
|
|
|
|
||||
Bilateral OTC
|
915,307
|
|
|
|
|
1,135,707
|
|
|
|
||||
|
|
|
|
|
|
|
|
||||||
Amounts offset in Consolidated Statement of Financial Condition (3):
|
|
|
|
|
|
|
|
||||||
Exchange-traded
|
(1,190,951
|
)
|
|
|
|
(1,190,951
|
)
|
|
|
||||
Cleared OTC
|
(407,351
|
)
|
|
|
|
(418,779
|
)
|
|
|
||||
Bilateral OTC
|
(815,629
|
)
|
|
|
|
(903,320
|
)
|
|
|
||||
Net amounts per Consolidated Statement of Financial Condition (4)
|
$
|
166,775
|
|
|
|
|
$
|
1,127,653
|
|
|
|
(1)
|
Exchange-traded derivatives include derivatives executed on an organized exchange. Cleared OTC derivatives include derivatives executed bilaterally and subsequently novated to and cleared through central clearing counterparties. Bilateral OTC derivatives include derivatives executed and settled bilaterally without the use of an organized exchange or central clearing counterparty.
|
(2)
|
Number of exchange-traded contracts may include open futures contracts. The unsettled fair value of these futures contracts is included in Receivables and Payables, expense accruals and other liabilities in the Consolidated Statements of Financial Condition.
|
(3)
|
Amounts netted include both netting by counterparty and for cash collateral paid or received.
|
(4)
|
We have not received or pledged additional collateral under master netting agreements and/or other credit support agreements that is eligible to be offset beyond what has been offset in the Consolidated Statements of Financial Condition.
|
|
Twelve Months Ended November 30, 2019
|
|
Eleven Months Ended November 30, 2018
|
|
Twelve Months Ended December 31, 2017
|
||||||
|
|
|
|
|
|
||||||
Interest rate swaps
|
$
|
56,385
|
|
|
$
|
(25,539
|
)
|
|
$
|
(2,091
|
)
|
Long-term debt
|
(58,931
|
)
|
|
27,363
|
|
|
8,124
|
|
|||
Total
|
$
|
(2,546
|
)
|
|
$
|
1,824
|
|
|
$
|
6,033
|
|
|
Twelve Months Ended November 30, 2019
|
|
Eleven Months Ended November 30, 2018
|
|
Twelve Months Ended December 31, 2017
|
||||||
|
|
|
|
|
|
||||||
Interest rate contracts
|
$
|
(188,605
|
)
|
|
$
|
67,291
|
|
|
$
|
3,171
|
|
Foreign exchange contracts
|
(822
|
)
|
|
226
|
|
|
4,376
|
|
|||
Equity contracts
|
(108,961
|
)
|
|
(267,187
|
)
|
|
(319,775
|
)
|
|||
Commodity contracts
|
(5,630
|
)
|
|
21,785
|
|
|
(9,049
|
)
|
|||
Credit contracts
|
9,147
|
|
|
449
|
|
|
1,959
|
|
|||
Total
|
$
|
(294,871
|
)
|
|
$
|
(177,436
|
)
|
|
$
|
(319,318
|
)
|
|
OTC Derivative Assets (1) (2) (3)
|
||||||||||||||||||
|
0-12 Months
|
|
1-5 Years
|
|
Greater Than
5 Years
|
|
Cross-
Maturity
Netting (4)
|
|
Total
|
||||||||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Commodity swaps, options and forwards
|
$
|
16,634
|
|
|
$
|
3,966
|
|
|
$
|
—
|
|
|
$
|
(391
|
)
|
|
$
|
20,209
|
|
Equity forwards, swaps and options
|
44,065
|
|
|
2,302
|
|
|
7,442
|
|
|
(6,612
|
)
|
|
47,197
|
|
|||||
Credit default swaps
|
49
|
|
|
1,059
|
|
|
15
|
|
|
(62
|
)
|
|
1,061
|
|
|||||
Total return swaps
|
58,845
|
|
|
34,546
|
|
|
—
|
|
|
(554
|
)
|
|
92,837
|
|
|||||
Foreign currency forwards, swaps and options
|
46,651
|
|
|
11,123
|
|
|
62
|
|
|
(4,855
|
)
|
|
52,981
|
|
|||||
Fixed income forwards
|
986
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
986
|
|
|||||
Interest rate swaps, options and forwards
|
33,147
|
|
|
163,818
|
|
|
142,277
|
|
|
(15,032
|
)
|
|
324,210
|
|
|||||
Total
|
$
|
200,377
|
|
|
$
|
216,814
|
|
|
$
|
149,796
|
|
|
$
|
(27,506
|
)
|
|
539,481
|
|
|
Cross product counterparty netting
|
|
|
|
|
|
|
|
|
|
|
|
|
(32,208
|
)
|
|||||
Total OTC derivative assets included in Trading assets
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
507,273
|
|
(1)
|
At November 30, 2019, we held exchange traded derivative assets, other derivatives assets and other credit agreements with a fair value of $37.2 million, which are not included in this table.
|
(2)
|
OTC derivative assets in the table above are gross of collateral received. OTC derivative assets are recorded net of collateral received in the Consolidated Statements of Financial Condition. At November 30, 2019, cash collateral received was $126.1 million.
|
(3)
|
Derivative fair values include counterparty netting within product category.
|
(4)
|
Amounts represent the netting of receivable balances with payable balances for the same counterparty within product category across maturity categories.
|
|
|
OTC Derivative Liabilities (1) (2) (3)
|
||||||||||||||||||
|
|
0-12 Months
|
|
1-5 Years
|
|
Greater Than
5 Years
|
|
Cross-Maturity
Netting (4)
|
|
Total
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Commodity swaps, options and forwards
|
|
$
|
391
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(391
|
)
|
|
$
|
—
|
|
Equity forwards, swaps and options
|
|
25,342
|
|
|
173,359
|
|
|
77,052
|
|
|
(6,612
|
)
|
|
269,141
|
|
|||||
Credit default swaps
|
|
1,245
|
|
|
3,688
|
|
|
8,160
|
|
|
(62
|
)
|
|
13,031
|
|
|||||
Total return swaps
|
|
28,096
|
|
|
41,160
|
|
|
—
|
|
|
(554
|
)
|
|
68,702
|
|
|||||
Foreign currency forwards, swaps and options
|
|
48,388
|
|
|
9,786
|
|
|
45
|
|
|
(4,855
|
)
|
|
53,364
|
|
|||||
Fixed income forwards
|
|
581
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
581
|
|
|||||
Interest rate swaps, options and forwards
|
|
20,881
|
|
|
93,730
|
|
|
104,318
|
|
|
(15,032
|
)
|
|
203,897
|
|
|||||
Total
|
|
$
|
124,924
|
|
|
$
|
321,723
|
|
|
$
|
189,575
|
|
|
$
|
(27,506
|
)
|
|
608,716
|
|
|
Cross product counterparty netting
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(32,208
|
)
|
|||||
Total OTC derivative liabilities included in Trading liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
576,508
|
|
(1)
|
At November 30, 2019, we held exchange traded derivative liabilities, other derivative liabilities and other credit agreements with a fair value of $275.7 million, which are not included in this table.
|
(2)
|
OTC derivative liabilities in the table above are gross of collateral pledged. OTC derivative liabilities are recorded net of collateral pledged in the Consolidated Statements of Financial Condition. At November 30, 2019, cash collateral pledged was $325.0 million.
|
(3)
|
Derivative fair values include counterparty netting within product category.
|
(4)
|
Amounts represent the netting of receivable balances with payable balances for the same counterparty within product category across maturity categories.
|
(1)
|
We utilize internal credit ratings determined by the Jefferies Group Risk Management department. Credit ratings determined by Jefferies Group Risk Management use methodologies that produce ratings generally consistent with those produced by external rating agencies.
|
|
|
External Credit Rating
|
|
|
|
|
||||||||||
|
|
Investment Grade
|
|
Non-investment Grade
|
|
Unrated
|
|
Total Notional
|
||||||||
November 30, 2019
|
|
|
|
|
|
|
|
|
||||||||
Credit protection sold:
|
|
|
|
|
|
|
|
|
||||||||
Index credit default swaps
|
|
$
|
3.0
|
|
|
$
|
32.0
|
|
|
$
|
—
|
|
|
$
|
35.0
|
|
Single name credit default swaps
|
|
3.4
|
|
|
29.0
|
|
|
1.5
|
|
|
33.9
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
November 30, 2018
|
|
|
|
|
|
|
|
|
||||||||
Credit protection sold:
|
|
|
|
|
|
|
|
|
||||||||
Index credit default swaps
|
|
$
|
25.7
|
|
|
$
|
167.4
|
|
|
$
|
—
|
|
|
$
|
193.1
|
|
Single name credit default swaps
|
|
57.7
|
|
|
84.5
|
|
|
3.0
|
|
|
145.2
|
|
|
November 30, 2019
|
|
November 30, 2018
|
||||
|
|
|
|
||||
Derivative instrument liabilities with credit-risk-related contingent features
|
$
|
42.9
|
|
|
$
|
93.5
|
|
Collateral posted
|
(3.1
|
)
|
|
(61.5
|
)
|
||
Collateral received
|
114.1
|
|
|
91.5
|
|
||
Return of and additional collateral required in the event of a credit rating downgrade below investment grade (1)
|
154.0
|
|
|
123.3
|
|
(1)
|
These potential outflows include initial margin received from counterparties at the execution of the derivative contract. The initial margin will be returned if counterparties elect to terminate the contract after a downgrade.
|
Collateral Pledged
|
|
Securities Lending Arrangements
|
|
Repurchase Agreements
|
|
Obligation to Return Securities Received as Collateral
|
|
Total
|
||||||||
November 30, 2019
|
|
|
|
|
|
|
|
|
||||||||
Corporate equity securities
|
|
$
|
1,314,395
|
|
|
$
|
129,558
|
|
|
$
|
—
|
|
|
$
|
1,443,953
|
|
Corporate debt securities
|
|
191,311
|
|
|
1,730,526
|
|
|
—
|
|
|
1,921,837
|
|
||||
Mortgage-backed and asset-backed securities
|
|
—
|
|
|
1,745,145
|
|
|
—
|
|
|
1,745,145
|
|
||||
U.S. government and federal agency securities
|
|
19,434
|
|
|
10,863,997
|
|
|
9,500
|
|
|
10,892,931
|
|
||||
Municipal securities
|
|
—
|
|
|
498,202
|
|
|
—
|
|
|
498,202
|
|
||||
Sovereign securities
|
|
—
|
|
|
3,016,563
|
|
|
—
|
|
|
3,016,563
|
|
||||
Loans and other receivables
|
|
—
|
|
|
772,926
|
|
|
—
|
|
|
772,926
|
|
||||
Total
|
|
$
|
1,525,140
|
|
|
$
|
18,756,917
|
|
|
$
|
9,500
|
|
|
$
|
20,291,557
|
|
|
|
|
|
|
|
|
|
|
||||||||
November 30, 2018
|
|
|
|
|
|
|
|
|
||||||||
Corporate equity securities
|
|
$
|
1,505,218
|
|
|
$
|
487,124
|
|
|
$
|
—
|
|
|
$
|
1,992,342
|
|
Corporate debt securities
|
|
333,221
|
|
|
1,853,309
|
|
|
—
|
|
|
2,186,530
|
|
||||
Mortgage-backed and asset-backed securities
|
|
249
|
|
|
2,820,543
|
|
|
—
|
|
|
2,820,792
|
|
||||
U.S. government and federal agency securities
|
|
—
|
|
|
8,181,947
|
|
|
—
|
|
|
8,181,947
|
|
||||
Municipal securities
|
|
—
|
|
|
604,274
|
|
|
—
|
|
|
604,274
|
|
||||
Sovereign securities
|
|
—
|
|
|
2,945,521
|
|
|
—
|
|
|
2,945,521
|
|
||||
Loans and other receivables
|
|
—
|
|
|
300,768
|
|
|
—
|
|
|
300,768
|
|
||||
Total
|
|
$
|
1,838,688
|
|
|
$
|
17,193,486
|
|
|
$
|
—
|
|
|
$
|
19,032,174
|
|
|
|
Contractual Maturity
|
||||||||||||||||||
|
|
Overnight and Continuous
|
|
Up to 30 Days
|
|
31 to 90 Days
|
|
Greater than 90 Days
|
|
Total
|
||||||||||
November 30, 2019
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Securities lending arrangements
|
|
$
|
694,821
|
|
|
$
|
—
|
|
|
$
|
672,969
|
|
|
$
|
157,350
|
|
|
$
|
1,525,140
|
|
Repurchase agreements
|
|
6,614,026
|
|
|
1,556,260
|
|
|
8,988,528
|
|
|
1,598,103
|
|
|
18,756,917
|
|
|||||
Obligation to return securities received as collateral
|
|
—
|
|
|
—
|
|
|
9,500
|
|
|
—
|
|
|
9,500
|
|
|||||
Total
|
|
$
|
7,308,847
|
|
|
$
|
1,556,260
|
|
|
$
|
9,670,997
|
|
|
$
|
1,755,453
|
|
|
$
|
20,291,557
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
November 30, 2018
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Securities lending arrangements
|
|
$
|
807,347
|
|
|
$
|
—
|
|
|
$
|
560,417
|
|
|
$
|
470,924
|
|
|
$
|
1,838,688
|
|
Repurchase agreements
|
|
7,849,052
|
|
|
1,915,325
|
|
|
6,042,951
|
|
|
1,386,158
|
|
|
17,193,486
|
|
|||||
Total
|
|
$
|
8,656,399
|
|
|
$
|
1,915,325
|
|
|
$
|
6,603,368
|
|
|
$
|
1,857,082
|
|
|
$
|
19,032,174
|
|
(In thousands)
|
Gross
Amounts
|
|
Netting in Consolidated Statements of Financial Condition
|
|
Net Amounts in Consolidated Statements of Financial Condition
|
|
Additional Amounts Available for Setoff (1)
|
|
Available Collateral (2)
|
|
Net Amount (3)
|
||||||||||||
Assets at November 30, 2019
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Securities borrowing arrangements
|
$
|
7,624,642
|
|
|
$
|
—
|
|
|
$
|
7,624,642
|
|
|
$
|
(361,394
|
)
|
|
$
|
(1,479,433
|
)
|
|
$
|
5,783,815
|
|
Reverse repurchase agreements
|
15,551,845
|
|
|
(11,252,247
|
)
|
|
4,299,598
|
|
|
(291,316
|
)
|
|
(3,929,977
|
)
|
|
78,305
|
|
||||||
Securities received as collateral
|
9,500
|
|
|
—
|
|
|
9,500
|
|
|
—
|
|
|
—
|
|
|
9,500
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Liabilities at November 30, 2019
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Securities lending arrangements
|
$
|
1,525,140
|
|
|
$
|
—
|
|
|
$
|
1,525,140
|
|
|
$
|
(361,394
|
)
|
|
$
|
(970,799
|
)
|
|
$
|
192,947
|
|
Repurchase agreements
|
18,756,917
|
|
|
(11,252,247
|
)
|
|
7,504,670
|
|
|
(291,316
|
)
|
|
(6,663,807
|
)
|
|
549,547
|
|
||||||
Obligation to return securities received as collateral
|
9,500
|
|
|
—
|
|
|
9,500
|
|
|
—
|
|
|
—
|
|
|
9,500
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Assets at November 30, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Securities borrowing arrangements
|
$
|
6,538,212
|
|
|
$
|
—
|
|
|
$
|
6,538,212
|
|
|
$
|
(468,778
|
)
|
|
$
|
(1,193,986
|
)
|
|
$
|
4,875,448
|
|
Reverse repurchase agreements
|
11,336,175
|
|
|
(8,550,417
|
)
|
|
2,785,758
|
|
|
(609,225
|
)
|
|
(2,126,730
|
)
|
|
49,803
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Liabilities at November 30, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Securities lending arrangements
|
$
|
1,838,688
|
|
|
$
|
—
|
|
|
$
|
1,838,688
|
|
|
$
|
(468,778
|
)
|
|
$
|
(1,343,704
|
)
|
|
$
|
26,206
|
|
Repurchase agreements
|
17,193,486
|
|
|
(8,550,417
|
)
|
|
8,643,069
|
|
|
(609,225
|
)
|
|
(7,070,967
|
)
|
|
962,877
|
|
(1)
|
Under master netting agreements with our counterparties, we have the legal right of offset with a counterparty, which incorporates all of the counterparty’s outstanding rights and obligations under the arrangement. These balances reflect additional credit risk mitigation that is available by a counterparty in the event of a counterparty’s default, but which are not netted in the Consolidated Statements of Financial Condition because other netting provisions of GAAP are not met.
|
(2)
|
Includes securities received or paid under collateral arrangements with counterparties that could be liquidated in the event of a counterparty default and thus offset against a counterparty’s rights and obligations under the respective repurchase agreements or securities borrowing or lending arrangements.
|
(3)
|
At November 30, 2019, amounts include $5,683.4 million of securities borrowing arrangements, for which we have received securities collateral of $5,523.6 million, and $439.7 million of repurchase agreements, for which we have pledged securities collateral of $447.5 million, which are subject to master netting agreements, but we have not determined the agreements to be legally enforceable. At November 30, 2018, amounts include $4,825.7 million of securities borrowing arrangements, for which we have received securities collateral of $4,711.7 million, and $931.7 million of repurchase agreements, for which we have pledged securities collateral of $963.6 million, which are subject to master netting agreements, but we have not determined the agreements to be legally enforceable.
|
|
Twelve Months Ended November 30, 2019
|
|
Eleven Months Ended November 30, 2018
|
|
Twelve Months Ended December 31, 2017
|
||||||
|
|
|
|
|
|
||||||
Transferred assets
|
$
|
4,780.9
|
|
|
$
|
7,159.3
|
|
|
$
|
4,552.9
|
|
Proceeds on new securitizations
|
4,852.8
|
|
|
7,165.3
|
|
|
4,594.5
|
|
|||
Cash flows received on retained interests
|
48.3
|
|
|
48.5
|
|
|
28.7
|
|
|
November 30, 2019
|
|
November 30, 2018
|
||||||||||||
Securitization Type
|
Total
Assets
|
|
Retained
Interests
|
|
Total
Assets
|
|
Retained
Interests
|
||||||||
|
|
|
|
|
|
|
|
||||||||
U.S. government agency residential mortgage-backed securities
|
$
|
10,671.7
|
|
|
$
|
103.3
|
|
|
$
|
13,633.5
|
|
|
$
|
365.3
|
|
U.S. government agency commercial mortgage-backed securities
|
1,374.8
|
|
|
45.8
|
|
|
2,027.6
|
|
|
185.6
|
|
||||
CLOs
|
3,006.7
|
|
|
58.4
|
|
|
3,512.0
|
|
|
20.9
|
|
||||
Consumer and other loans
|
1,149.3
|
|
|
71.8
|
|
|
604.1
|
|
|
48.9
|
|
|
Amortized
Cost
|
|
Gross
Unrealized
Gains
|
|
Gross
Unrealized
Losses
|
|
Estimated
Fair
Value
|
||||||||
November 30, 2018
|
|
|
|
|
|
|
|
|
|
|
|
||||
Bonds and notes:
|
|
|
|
|
|
|
|
|
|
|
|
||||
U.S. government securities
|
$
|
1,073,038
|
|
|
$
|
1
|
|
|
$
|
183
|
|
|
$
|
1,072,856
|
|
Residential mortgage-backed securities
|
211,209
|
|
|
376
|
|
|
1,067
|
|
|
210,518
|
|
||||
Commercial mortgage-backed securities
|
16,068
|
|
|
—
|
|
|
426
|
|
|
15,642
|
|
||||
Other asset-backed securities
|
111,447
|
|
|
1
|
|
|
578
|
|
|
110,870
|
|
||||
Total Available for sale securities
|
$
|
1,411,762
|
|
|
$
|
378
|
|
|
$
|
2,254
|
|
|
$
|
1,409,886
|
|
•
|
Purchases of securities in connection with our trading and secondary market-making activities;
|
•
|
Retained interests held as a result of securitization activities, including the resecuritization of mortgage-backed and other asset-backed securities and the securitization of mortgage, corporate and consumer loans;
|
•
|
Acting as placement agent and/or underwriter in connection with client-sponsored securitizations;
|
•
|
Financing of agency and non-agency mortgage-backed and other asset-backed securities;
|
•
|
Warehouse funding arrangements for client-sponsored consumer and mortgage loan vehicles and CLOs through participation agreements, forward sale agreements and revolving loan and note commitments; and
|
•
|
Loans to, investments in and fees from various investment vehicles.
|
|
November 30, 2019
|
|
November 30, 2018
|
||||
|
|
|
|
||||
Securities purchased under agreements to resell (1)
|
$
|
2,467.3
|
|
|
$
|
883.1
|
|
Receivables
|
605.6
|
|
|
626.0
|
|
||
Other
|
38.7
|
|
|
78.4
|
|
||
Total assets
|
$
|
3,111.6
|
|
|
$
|
1,587.5
|
|
|
|
|
|
||||
Other secured financings (2)
|
$
|
3,068.6
|
|
|
$
|
1,535.3
|
|
Other (3)
|
20.1
|
|
|
45.9
|
|
||
Total liabilities
|
$
|
3,088.7
|
|
|
$
|
1,581.2
|
|
(1)
|
Securities purchased under agreements to resell represent an amount due under a collateralized transaction on related consolidated entities, which are eliminated in consolidation.
|
(2)
|
Approximately $1.0 million of the secured financing represent amounts held by us in inventory and are eliminated in consolidation at November 30, 2018.
|
(3)
|
Includes $17.7 million and $44.1 million at November 30, 2019 and 2018, respectively, of intercompany payables that are eliminated in consolidation.
|
|
Financial Statement
Carrying Amount
|
|
Maximum
Exposure to Loss
|
|
VIE Assets
|
||||||||||
|
Assets
|
|
Liabilities
|
|
|
|
|
||||||||
November 30, 2019
|
|
|
|
|
|
|
|
||||||||
CLOs
|
$
|
152.6
|
|
|
$
|
0.6
|
|
|
$
|
505.3
|
|
|
$
|
7,845.0
|
|
Consumer loan and other asset-backed vehicles
|
358.3
|
|
|
—
|
|
|
490.6
|
|
|
2,354.8
|
|
||||
Related party private equity vehicles
|
23.0
|
|
|
—
|
|
|
34.3
|
|
|
71.4
|
|
||||
Other investment vehicles
|
574.0
|
|
|
—
|
|
|
766.1
|
|
|
9,255.0
|
|
||||
Total
|
$
|
1,107.9
|
|
|
$
|
0.6
|
|
|
$
|
1,796.3
|
|
|
$
|
19,526.2
|
|
|
|
|
|
|
|
|
|
||||||||
November 30, 2018
|
|
|
|
|
|
|
|
|
|
|
|
||||
CLOs
|
$
|
45.2
|
|
|
$
|
—
|
|
|
$
|
571.4
|
|
|
$
|
3,281.9
|
|
Consumer loan and other asset-backed vehicles
|
462.1
|
|
|
—
|
|
|
807.1
|
|
|
3,273.1
|
|
||||
Related party private equity vehicles
|
35.5
|
|
|
—
|
|
|
53.5
|
|
|
108.3
|
|
||||
Other investment vehicles
|
203.6
|
|
|
—
|
|
|
214.7
|
|
|
5,719.1
|
|
||||
Total
|
$
|
746.4
|
|
|
$
|
—
|
|
|
$
|
1,646.7
|
|
|
$
|
12,382.4
|
|
•
|
Forward sale agreements whereby we commit to sell, at a fixed price, corporate loans and ownership interests in an entity holding such corporate loans to CLOs;
|
•
|
Warehouse funding arrangements in the form of participation interests in corporate loans held by CLOs and commitments to fund such participation interests;
|
•
|
Trading positions in securities issued in a CLO transaction; and
|
•
|
Investments in variable funding notes issued by CLOs.
|
|
Loans to and investments in associated companies as of November 30, 2018
|
|
Income (losses) related to associated companies
|
|
Income (losses) related to Jefferies Group associated companies (1)
|
|
Contributions to (distributions from) associated companies, net
|
|
Other, including foreign exchange and unrealized gains (losses)
|
|
Loans to and investments in associated companies as of November 30, 2019
|
||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Jefferies Finance
|
$
|
728,560
|
|
|
$
|
—
|
|
|
$
|
(1,286
|
)
|
|
$
|
(53,407
|
)
|
|
$
|
—
|
|
|
$
|
673,867
|
|
Berkadia (2)
|
245,228
|
|
|
—
|
|
|
88,174
|
|
|
(65,045
|
)
|
|
592
|
|
|
268,949
|
|
||||||
National Beef (3)
|
653,630
|
|
|
232,042
|
|
|
—
|
|
|
(300,248
|
)
|
|
(585,424
|
)
|
|
—
|
|
||||||
FXCM (4)
|
75,031
|
|
|
(8,212
|
)
|
|
—
|
|
|
3,500
|
|
|
(96
|
)
|
|
70,223
|
|
||||||
Linkem (5)
|
165,157
|
|
|
(27,956
|
)
|
|
—
|
|
|
66,996
|
|
|
(9,350
|
)
|
|
194,847
|
|
||||||
HomeFed (6)
|
337,542
|
|
|
7,902
|
|
|
—
|
|
|
—
|
|
|
(345,444
|
)
|
|
—
|
|
||||||
Real estate associated companies (6)
|
87,074
|
|
|
(353
|
)
|
|
—
|
|
|
(29,685
|
)
|
|
198,273
|
|
|
255,309
|
|
||||||
Golden Queen (5) (7)
|
63,956
|
|
|
6,740
|
|
|
—
|
|
|
7,500
|
|
|
—
|
|
|
78,196
|
|
||||||
Other
|
61,154
|
|
|
(7,168
|
)
|
|
(1,719
|
)
|
|
58,432
|
|
|
867
|
|
|
111,566
|
|
||||||
Total
|
$
|
2,417,332
|
|
|
$
|
202,995
|
|
|
$
|
85,169
|
|
|
$
|
(311,957
|
)
|
|
$
|
(740,582
|
)
|
|
$
|
1,652,957
|
|
|
Loans to and investments in associated companies as of December 31, 2017
|
|
Income (losses) related to associated companies
|
|
Income (losses) related to Jefferies Group associated companies (1)
|
|
Contributions to (distributions from) associated companies, net
|
|
Other, including foreign exchange and unrealized gains (losses)
|
|
Loans to and investments in associated companies as of November 30, 2018
|
||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Jefferies Finance
|
$
|
655,467
|
|
|
$
|
—
|
|
|
$
|
59,138
|
|
|
$
|
13,955
|
|
|
$
|
—
|
|
|
$
|
728,560
|
|
Berkadia (2)
|
210,594
|
|
|
80,092
|
|
|
20,001
|
|
|
(65,197
|
)
|
|
(262
|
)
|
|
245,228
|
|
||||||
National Beef (3)
|
—
|
|
|
110,049
|
|
|
—
|
|
|
(48,656
|
)
|
|
592,237
|
|
|
653,630
|
|
||||||
FXCM (4)
|
158,856
|
|
|
(83,174
|
)
|
|
—
|
|
|
—
|
|
|
(651
|
)
|
|
75,031
|
|
||||||
Garcadia Companies (8)
|
179,143
|
|
|
21,646
|
|
|
—
|
|
|
(26,962
|
)
|
|
(173,827
|
)
|
|
—
|
|
||||||
Linkem
|
192,136
|
|
|
(20,534
|
)
|
|
—
|
|
|
542
|
|
|
(6,987
|
)
|
|
165,157
|
|
||||||
HomeFed
|
341,874
|
|
|
(4,332
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
337,542
|
|
||||||
Real estate associated companies
|
123,010
|
|
|
11,288
|
|
|
—
|
|
|
(47,224
|
)
|
|
—
|
|
|
87,074
|
|
||||||
Golden Queen (7)
|
105,005
|
|
|
(51,990
|
)
|
|
—
|
|
|
10,941
|
|
|
—
|
|
|
63,956
|
|
||||||
Other
|
100,744
|
|
|
(6,022
|
)
|
|
(5,477
|
)
|
|
(18,275
|
)
|
|
(9,816
|
)
|
|
61,154
|
|
||||||
Total
|
$
|
2,066,829
|
|
|
$
|
57,023
|
|
|
$
|
73,662
|
|
|
$
|
(180,876
|
)
|
|
$
|
400,694
|
|
|
$
|
2,417,332
|
|
|
Loans to and investments in associated companies as of December 31, 2016
|
|
Income (losses) related to associated companies
|
|
Income (losses) related to Jefferies Group associated companies (1)
|
|
Contributions to (distributions from) associated companies, net
|
|
Other, including foreign exchange and unrealized gains (losses)
|
|
Loans to and investments in associated companies as of December 31, 2017
|
||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Jefferies Finance
|
$
|
490,464
|
|
|
$
|
—
|
|
|
$
|
90,204
|
|
|
$
|
74,799
|
|
|
$
|
—
|
|
|
$
|
655,467
|
|
Jefferies LoanCore (9)
|
154,731
|
|
|
—
|
|
|
22,368
|
|
|
(3,994
|
)
|
|
(173,105
|
)
|
|
—
|
|
||||||
Berkadia
|
184,443
|
|
|
93,801
|
|
|
—
|
|
|
(67,384
|
)
|
|
(266
|
)
|
|
210,594
|
|
||||||
FXCM (4)
|
336,258
|
|
|
(177,644
|
)
|
|
—
|
|
|
—
|
|
|
242
|
|
|
158,856
|
|
||||||
Garcadia Companies
|
185,815
|
|
|
48,198
|
|
|
—
|
|
|
(54,870
|
)
|
|
—
|
|
|
179,143
|
|
||||||
Linkem
|
154,000
|
|
|
(32,561
|
)
|
|
—
|
|
|
31,996
|
|
|
38,701
|
|
|
192,136
|
|
||||||
HomeFed
|
302,231
|
|
|
7,725
|
|
|
—
|
|
|
31,918
|
|
|
—
|
|
|
341,874
|
|
||||||
Real estate associated companies (10) (11)
|
161,400
|
|
|
(6,224
|
)
|
|
—
|
|
|
35,204
|
|
|
(67,370
|
)
|
|
123,010
|
|
||||||
Golden Queen (7)
|
111,302
|
|
|
(7,733
|
)
|
|
—
|
|
|
1,436
|
|
|
—
|
|
|
105,005
|
|
||||||
Other
|
44,454
|
|
|
(463
|
)
|
|
(3,177
|
)
|
|
31,837
|
|
|
28,093
|
|
|
100,744
|
|
||||||
Total
|
$
|
2,125,098
|
|
|
$
|
(74,901
|
)
|
|
$
|
109,395
|
|
|
$
|
80,942
|
|
|
$
|
(173,705
|
)
|
|
$
|
2,066,829
|
|
(1)
|
Primarily classified in Other revenues.
|
(2)
|
In the fourth quarter of 2018, we transferred our interest in Berkadia to Jefferies Group.
|
(3)
|
As discussed more fully in Notes 1 and 27, in June 2018, we completed the sale of 48% of National Beef to Marfrig, reducing our then ownership in National Beef to 31%. As of the closing of the sale on June 5, 2018, we deconsolidated our investment in National Beef and accounted for our remaining interest under the equity method of accounting. The carrying value of our retained 31% interest was adjusted to a fair value of $592.3 million on the date of sale. On November 29, 2019, we sold our remaining 31% equity interest in National Beef to Marfrig and other shareholders.
|
(4)
|
As further described in Note 5, our investment in FXCM includes both our equity method investment in FXCM and our term loan with FXCM. Our equity method investment is included as Loans to and investments in associated companies and our term loan is included as Trading assets, at fair value in the Consolidated Statements of Financial Condition.
|
(5)
|
Loans to and investments in associated companies at November 30, 2019 include loans and debt securities aggregating $70.2 million related to Linkem and Golden Queen.
|
(6)
|
As further described in Note 1, during the third quarter of 2019, we completed a merger with HomeFed by which we acquired the remaining common stock of HomeFed. From July 1, 2019, the results of HomeFed are reflected on a consolidated basis. From July 1, 2019, HomeFed's equity method investments are included in Real estate associated companies.
|
(7)
|
At November 30, 2019 and 2018, and December 31, 2017, the balance reflects $15.7 million, $15.1 million and $30.5 million, respectively, related to a noncontrolling interest.
|
(8)
|
As more fully discussed in Note 1, during the third quarter of 2018, we sold 100% of our equity interests in Garcadia and our associated real estate to our former partners, the Garff family.
|
(9)
|
On October 31, 2017, Jefferies Group sold all of its membership interests in Jefferies LoanCore for approximately $173.1 million.
|
(10)
|
On November 30, 2017, we sold our interest in the general partner of the 54 Madison fund and as a result no longer control the 54 Madison investment committee. We retained two of the four seats on the investment committee and continue to have significant influence over the fund. We therefore deconsolidated the 54 Madison fund and account for our interest under the equity method of accounting.
|
(11)
|
At December 31, 2016, the balance reflects $95.3 million related to noncontrolling interests.
|
|
November 30, 2019
|
|
November 30, 2018
|
|
|
||||||
|
|
|
|
|
|
||||||
Assets
|
$
|
14,699,672
|
|
|
$
|
17,050,564
|
|
|
|
||
Liabilities
|
10,146,142
|
|
|
11,752,273
|
|
|
|
||||
Noncontrolling interest
|
209,518
|
|
|
154,963
|
|
|
|
||||
|
|
|
|
|
|
||||||
|
Twelve Months Ended November 30, 2019
|
|
Eleven Months Ended November 30, 2018
|
|
Twelve Months Ended December 31, 2017
|
||||||
|
|
|
|
|
|
||||||
Revenues
|
$
|
10,589,489
|
|
|
$
|
7,694,612
|
|
|
$
|
4,883,063
|
|
Income from continuing operations before extraordinary items
|
732,575
|
|
|
852,649
|
|
|
503,489
|
|
|||
Net income
|
749,649
|
|
|
798,615
|
|
|
438,881
|
|
|||
The Company's income related to associated companies
|
248,693
|
|
|
130,685
|
|
|
34,494
|
|
|
November 30, 2019
|
|
November 30, 2018
|
||||
Indefinite lived intangibles:
|
|
|
|
||||
Exchange and clearing organization membership interests and registrations
|
$
|
8,273
|
|
|
$
|
8,524
|
|
|
|
|
|
||||
Amortizable intangibles:
|
|
|
|
|
|
||
Customer and other relationships, net of accumulated amortization of $111,060 and $102,579
|
59,575
|
|
|
67,894
|
|
||
Trademarks and tradename, net of accumulated amortization of $24,800 and $21,086
|
103,790
|
|
|
107,262
|
|
||
Other, net of accumulated amortization of $5,366 and $4,339 (1)
|
11,316
|
|
|
4,611
|
|
||
Total intangible assets, net
|
182,954
|
|
|
188,291
|
|
||
|
|
|
|
||||
Goodwill:
|
|
|
|
|
|
||
Jefferies Group (2)
|
1,699,810
|
|
|
1,698,381
|
|
||
Real estate (1)
|
36,711
|
|
|
—
|
|
||
Other operations
|
3,459
|
|
|
3,459
|
|
||
Total goodwill
|
1,739,980
|
|
|
1,701,840
|
|
||
|
|
|
|
||||
Total intangible assets, net and goodwill
|
$
|
1,922,934
|
|
|
$
|
1,890,131
|
|
|
November 30, 2019
|
|
November 30, 2018
|
||||
|
|
|
|
||||
Bank loans (1)
|
$
|
527,509
|
|
|
$
|
330,942
|
|
Floating rate puttable notes (1)
|
—
|
|
|
56,550
|
|
||
Equity-linked notes
|
20,981
|
|
|
—
|
|
||
Total short-term borrowings
|
$
|
548,490
|
|
|
$
|
387,492
|
|
|
November 30, 2019
|
|
November 30, 2018
|
||||
Parent Company Debt:
|
|
|
|
||||
Senior Notes:
|
|
|
|
||||
5.50% Senior Notes due October 18, 2023, $750,000 principal
|
$
|
744,606
|
|
|
$
|
743,397
|
|
6.625% Senior Notes due October 23, 2043, $250,000 principal
|
246,772
|
|
|
246,719
|
|
||
Total long-term debt – Parent Company
|
991,378
|
|
|
990,116
|
|
||
|
|
|
|
||||
Subsidiary Debt (non-recourse to Parent Company):
|
|
|
|
|
|
||
Jefferies Group:
|
|
|
|
|
|
||
8.50% Senior Notes, due July 15, 2019, $0 and $680,800 principal
|
—
|
|
|
699,659
|
|
||
2.375% Euro Medium Term Notes, due May 20, 2020, $550,875 and $565,500 principal
|
550,622
|
|
|
564,702
|
|
||
6.875% Senior Notes, due April 15, 2021, $750,000 principal
|
774,738
|
|
|
791,814
|
|
||
2.25% Euro Medium Term Notes, due July 13, 2022, $4,407 and $4,524 principal
|
4,204
|
|
|
4,243
|
|
||
5.125% Senior Notes, due January 20, 2023, $600,000 principal
|
610,023
|
|
|
612,928
|
|
||
1.00% Euro Medium Term Notes, due July 19, 2024, $550,875 and $0 principal
|
548,880
|
|
|
—
|
|
||
4.85% Senior Notes, due January 15, 2027, $750,000 principal (1)
|
768,931
|
|
|
709,484
|
|
||
6.45% Senior Debentures, due June 8, 2027, $350,000 principal
|
371,426
|
|
|
373,669
|
|
||
4.15% Senior Notes, due January 23, 2030, $1,000,000 principal
|
988,662
|
|
|
987,788
|
|
||
6.25% Senior Debentures, due January 15, 2036, $500,000 principal
|
511,260
|
|
|
511,662
|
|
||
6.50% Senior Notes, due January 20, 2043, $400,000 principal
|
420,239
|
|
|
420,625
|
|
||
Structured Notes (2) (3)
|
1,215,285
|
|
|
686,170
|
|
||
Jefferies Group Revolving Credit Facility
|
189,088
|
|
|
183,539
|
|
||
Jefferies Group Secured Bank Loan
|
50,000
|
|
|
—
|
|
||
HomeFed EB-5 Program debt
|
140,739
|
|
|
—
|
|
||
Foursight Capital Credit Facilities
|
98,260
|
|
|
—
|
|
||
Other
|
103,326
|
|
|
81,164
|
|
||
Total long-term debt – subsidiaries
|
7,345,683
|
|
|
6,627,447
|
|
||
|
|
|
|
||||
Long-term debt
|
$
|
8,337,061
|
|
|
$
|
7,617,563
|
|
(1)
|
Amounts include a loss of $58.9 million and a gain of $27.4 million during the twelve months ended November 30, 2019 and eleven months ended November 30, 2018, respectively, associated with an interest rate swap based on its designation as a fair value hedge. See Notes 2 and 6 for further information.
|
(2)
|
These structured notes contain various interest rate payment terms and are accounted for at fair value, with changes in fair value resulting from a change in the instrument specific credit risk presented in Accumulated other comprehensive income (loss) and changes in fair value resulting from non-credit components recognized in Principal transactions revenues.
|
(3)
|
Of the $1,215.3 million of structured notes at November 30, 2019, $28.0 million matures in 2022, $3.1 million matures in 2024 and the remaining $1,184.2 million matures in 2025 or thereafter.
|
2020
|
$
|
551.2
|
|
2021
|
1,088.7
|
|
|
2022
|
32.4
|
|
|
2023
|
1,454.0
|
|
|
2024
|
696.4
|
|
Balance, January 1, 2018
|
|
$
|
412,128
|
|
Income allocated to redeemable noncontrolling interests
|
|
37,141
|
|
|
Distributions to redeemable noncontrolling interests
|
|
(70,681
|
)
|
|
Increase in fair value of redeemable noncontrolling interests charged to additional paid-in capital
|
|
21,404
|
|
|
Reversal of cumulative National Beef redeemable noncontrolling interests fair value adjustment prior to deconsolidation
|
|
(237,669
|
)
|
|
Deconsolidation of National Beef
|
|
(162,323
|
)
|
|
Balance, November 30, 2018
|
|
$
|
—
|
|
|
Restricted Stock
|
|
Weighted- Average
Grant Date
Fair Value
|
|||
|
|
|
|
|||
Balance at January 1, 2017
|
1,362
|
|
|
$
|
22.09
|
|
Grants
|
391
|
|
|
$
|
23.65
|
|
Forfeited
|
—
|
|
|
$
|
—
|
|
Fulfillment of vesting requirement
|
(611
|
)
|
|
$
|
23.73
|
|
Balance at December 31, 2017
|
1,142
|
|
|
$
|
21.75
|
|
Grants
|
1,077
|
|
|
$
|
23.63
|
|
Forfeited
|
(30
|
)
|
|
$
|
16.49
|
|
Fulfillment of vesting requirement
|
(394
|
)
|
|
$
|
24.23
|
|
Balance at November 30, 2018
|
1,795
|
|
|
$
|
22.42
|
|
Grants
|
518
|
|
|
$
|
19.57
|
|
Forfeited
|
—
|
|
|
$
|
—
|
|
Fulfillment of vesting requirement
|
(305
|
)
|
|
$
|
20.09
|
|
Balance at November 30, 2019
|
2,008
|
|
|
$
|
22.04
|
|
|
|
|
|
|
Weighted-Average
Grant Date
Fair Value
|
||||||||
|
Future
Service
Required
|
|
No Future
Service
Required
|
|
Future
Service
Required
|
|
No Future
Service
Required
|
||||||
|
|
|
|
|
|
|
|
||||||
Balance at January 1, 2017
|
68
|
|
|
10,348
|
|
|
$
|
26.90
|
|
|
$
|
26.61
|
|
Grants
|
—
|
|
|
104
|
|
|
$
|
—
|
|
|
$
|
21.55
|
|
Distributions of underlying shares
|
—
|
|
|
(175
|
)
|
|
$
|
—
|
|
|
$
|
26.46
|
|
Forfeited
|
—
|
|
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Fulfillment of service requirement
|
(36
|
)
|
|
36
|
|
|
$
|
26.90
|
|
|
$
|
26.90
|
|
Balance at December 31, 2017
|
32
|
|
|
10,313
|
|
|
$
|
26.90
|
|
|
$
|
26.57
|
|
Grants
|
—
|
|
|
161
|
|
|
$
|
—
|
|
|
$
|
20.24
|
|
Distributions of underlying shares
|
—
|
|
|
(192
|
)
|
|
$
|
—
|
|
|
$
|
26.39
|
|
Forfeited
|
(2
|
)
|
|
(1
|
)
|
|
$
|
26.90
|
|
|
$
|
22.16
|
|
Fulfillment of service requirement
|
(28
|
)
|
|
28
|
|
|
$
|
26.90
|
|
|
$
|
26.90
|
|
Balance at November 30, 2018
|
2
|
|
|
10,309
|
|
|
$
|
26.90
|
|
|
$
|
26.48
|
|
Grants
|
10
|
|
|
1,308
|
|
|
$
|
18.83
|
|
|
$
|
18.15
|
|
Distributions of underlying shares
|
—
|
|
|
(166
|
)
|
|
$
|
—
|
|
|
$
|
25.91
|
|
Forfeited
|
—
|
|
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Fulfillment of vesting requirement (1)
|
(2
|
)
|
|
4,216
|
|
|
$
|
26.90
|
|
|
$
|
9.99
|
|
Balance at November 30, 2019
|
10
|
|
|
15,667
|
|
|
$
|
18.83
|
|
|
$
|
21.35
|
|
|
Target Number of Shares
|
|
Weighted- Average
Grant Date
Fair Value
|
|||
|
|
|
|
|||
Balance at January 1, 2017
|
3,434
|
|
|
$
|
9.68
|
|
Grants
|
2,221
|
|
|
$
|
19.06
|
|
Forfeited
|
—
|
|
|
$
|
—
|
|
Balance at December 31, 2017
|
5,655
|
|
|
$
|
13.37
|
|
Grants
|
3,813
|
|
|
$
|
26.16
|
|
Forfeited
|
—
|
|
|
$
|
—
|
|
Balance at November 30, 2018
|
9,468
|
|
|
$
|
18.52
|
|
Grants
|
1,237
|
|
|
$
|
13.63
|
|
Forfeited
|
—
|
|
|
$
|
—
|
|
Fulfillment of vesting requirement
|
(4,214
|
)
|
|
$
|
9.98
|
|
Balance at November 30, 2019
|
6,491
|
|
|
$
|
23.13
|
|
|
November 30, 2019
|
|
November 30, 2018
|
|
December 31, 2017
|
||||||
|
|
|
|
|
|
||||||
Net unrealized gains on available for sale securities
|
$
|
141
|
|
|
$
|
542,832
|
|
|
$
|
572,085
|
|
Net unrealized foreign exchange losses
|
(192,709
|
)
|
|
(193,402
|
)
|
|
(101,400
|
)
|
|||
Net unrealized losses on instrument specific credit risk
|
(18,889
|
)
|
|
(5,728
|
)
|
|
(34,432
|
)
|
|||
Net unrealized gains (losses) on cash flow hedges
|
—
|
|
|
470
|
|
|
(1,138
|
)
|
|||
Net minimum pension liability
|
(61,582
|
)
|
|
(55,886
|
)
|
|
(62,391
|
)
|
|||
|
$
|
(273,039
|
)
|
|
$
|
288,286
|
|
|
$
|
372,724
|
|
Details about Accumulated Other Comprehensive Income (Loss)
Components
|
|
Amount Reclassified from Accumulated Other Comprehensive Income (Loss)
|
|
Affected Line Item in the
Consolidated Statement
of Operations
|
||||||
|
|
Twelve Months Ended November 30, 2019
|
|
Eleven Months Ended November 30, 2018
|
|
|
||||
|
|
|
|
|
|
|
||||
Net unrealized gains (losses) on available for sale securities, net of income tax provision (benefit) of $(545,054) and $37
|
|
$
|
543,178
|
|
|
$
|
109
|
|
|
Other revenues and Income tax provision (benefit)
|
Net unrealized foreign exchange gains (losses), net of income tax provision (benefit) of $(52) and $(16)
|
|
(149
|
)
|
|
20,459
|
|
|
Other revenues and Selling, general and other expenses
|
||
Net unrealized gains (losses) on instrument specific credit risk, net of income tax provision (benefit) of $(144) and $311
|
|
(427
|
)
|
|
916
|
|
|
Principal transactions revenues
|
||
Net unrealized gains on cash flow hedges, net of income tax provision (benefit) of $161 and $0
|
|
470
|
|
|
—
|
|
|
Other revenues
|
||
Amortization of defined benefit pension plan actuarial losses, net of income tax benefit of $(490) and $(697)
|
|
(1,407
|
)
|
|
(2,044
|
)
|
|
Selling, general and other expenses, which includes pension expense. See Note 18 for information on this component.
|
||
Other pension, net of income tax benefit of $0 and $0
|
|
—
|
|
|
(5,305
|
)
|
|
Compensation and benefits expense
|
||
Total reclassifications for the period, net of tax
|
|
$
|
541,665
|
|
|
$
|
14,135
|
|
|
|
|
Twelve Months Ended November 30, 2019
|
|
Eleven Months Ended November 30, 2018
|
||||
Change in projected benefit obligation:
|
|
|
|
||||
Projected benefit obligation, beginning of year
|
$
|
191,261
|
|
|
$
|
211,257
|
|
Interest cost
|
8,070
|
|
|
6,783
|
|
||
Actuarial (gains) losses
|
29,539
|
|
|
(16,646
|
)
|
||
Settlement payments
|
—
|
|
|
(3,133
|
)
|
||
Benefits paid
|
(9,996
|
)
|
|
(7,000
|
)
|
||
Projected benefit obligation, end of year
|
$
|
218,874
|
|
|
$
|
191,261
|
|
|
|
|
|
||||
Change in plan assets:
|
|
|
|
|
|
||
Fair value of plan assets, beginning of year
|
$
|
138,992
|
|
|
$
|
150,806
|
|
Actual return on plan assets
|
30,426
|
|
|
(7,676
|
)
|
||
Employer contributions
|
9,655
|
|
|
8,890
|
|
||
Benefits paid
|
(9,996
|
)
|
|
(7,000
|
)
|
||
Settlement payments
|
—
|
|
|
(3,133
|
)
|
||
Administrative expenses
|
(3,006
|
)
|
|
(2,895
|
)
|
||
Fair value of plan assets, end of year
|
$
|
166,071
|
|
|
$
|
138,992
|
|
|
|
|
|
||||
Funded status at end of year
|
$
|
(52,803
|
)
|
|
$
|
(52,269
|
)
|
|
Twelve Months Ended November 30, 2019
|
|
Eleven Months Ended November 30, 2018
|
|
Twelve Months Ended December 31, 2017
|
||||||
Components of net periodic pension cost:
|
|
|
|
|
|
||||||
Interest cost
|
$
|
8,070
|
|
|
$
|
6,783
|
|
|
$
|
8,119
|
|
Expected return on plan assets
|
(7,456
|
)
|
|
(7,217
|
)
|
|
(7,689
|
)
|
|||
Settlement charge
|
—
|
|
|
365
|
|
|
—
|
|
|||
Actuarial losses
|
1,897
|
|
|
2,376
|
|
|
2,207
|
|
|||
Net periodic pension cost
|
$
|
2,511
|
|
|
$
|
2,307
|
|
|
$
|
2,637
|
|
|
|
|
|
|
|
||||||
Amounts recognized in other comprehensive income (loss):
|
|
|
|
|
|
||||||
Net (gains) losses arising during the period
|
$
|
9,576
|
|
|
$
|
1,141
|
|
|
$
|
(5,453
|
)
|
Settlement charge
|
—
|
|
|
(365
|
)
|
|
—
|
|
|||
Amortization of net loss
|
(1,897
|
)
|
|
(2,376
|
)
|
|
(2,207
|
)
|
|||
Total recognized in other comprehensive income (loss)
|
$
|
7,679
|
|
|
$
|
(1,600
|
)
|
|
$
|
(7,660
|
)
|
|
|
|
|
|
|
|
|
|
|||
Net amount recognized in net periodic benefit cost and other
comprehensive income (loss)
|
$
|
10,190
|
|
|
$
|
707
|
|
|
$
|
(5,023
|
)
|
|
November 30, 2019
|
|
November 30, 2018
|
||
WilTel Plan
|
|
|
|
||
Discount rate used to determine benefit obligation
|
3.00
|
%
|
|
4.35
|
%
|
Weighted-average assumptions used to determine net pension cost:
|
|
|
|
|
|
Discount rate
|
4.35
|
%
|
|
3.51
|
%
|
Expected long-term return on plan assets
|
7.00
|
%
|
|
7.00
|
%
|
|
|
|
|
||
Jefferies Group Plan
|
|
|
|
|
|
Discount rate used to determine benefit obligation
|
2.90
|
%
|
|
4.30
|
%
|
Weighted-average assumptions used to determine net pension cost:
|
|
|
|
|
|
Discount rate
|
4.30
|
%
|
|
3.60
|
%
|
Expected long-term return on plan assets
|
6.25
|
%
|
|
6.25
|
%
|
2020
|
$
|
9,749
|
|
2021
|
9,225
|
|
|
2022
|
10,001
|
|
|
2023
|
12,682
|
|
|
2024
|
13,044
|
|
|
2025 – 2029
|
67,655
|
|
•
|
The Growth Portfolio consists of global equities and high yield investments.
|
•
|
The Liability-Driven Investing ("LDI") Portfolio consists of long duration credit bonds and a suite of long duration, Treasury-based instruments designed to provide capital-efficient interest rate exposure as well as target specific maturities. The objective of the LDI Portfolio is to seek to achieve performance similar to the WilTel plan's liability by seeking to match the interest rate sensitivity and credit sensitivity. The LDI Portfolio is managed to mitigate volatility in funded status deriving from changes in the discounted value of benefit obligations from market movements in the interest rate and credit components of the underlying discount curve.
|
|
Twelve Months Ended November 30, 2019
|
|
Eleven Months Ended November 30, 2018
|
||||
Revenues from contracts with customers:
|
|
|
|
||||
Commissions and other fees (1)
|
$
|
675,772
|
|
|
$
|
662,546
|
|
Investment banking
|
1,526,992
|
|
|
1,904,870
|
|
||
Manufacturing revenues
|
324,659
|
|
|
357,427
|
|
||
Other
|
262,705
|
|
|
194,799
|
|
||
Total revenues from contracts with customers
|
2,790,128
|
|
|
3,119,642
|
|
||
|
|
|
|
||||
Other sources of revenue:
|
|
|
|
||||
Principal transactions
|
559,300
|
|
|
232,224
|
|
||
Interest income
|
1,603,940
|
|
|
1,294,325
|
|
||
Other
|
405,288
|
|
|
363,537
|
|
||
Total revenues from other sources
|
2,568,528
|
|
|
1,890,086
|
|
||
|
|
|
|
||||
Total revenues
|
$
|
5,358,656
|
|
|
$
|
5,009,728
|
|
|
Reportable Segments
|
|
|
|
|
||||||||||||||
Major Business Activity:
|
Investment Banking, Capital Markets and Asset Management
|
|
Merchant Banking
|
|
Corporate
|
|
Consolidation Adjustments
|
|
Total
|
||||||||||
Twelve Months Ended November 30, 2019
|
|
|
|
|
|
|
|
|
|
||||||||||
Jefferies Group:
|
|
|
|
|
|
|
|
|
|
||||||||||
Equities (1)
|
$
|
662,804
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(537
|
)
|
|
$
|
662,267
|
|
Fixed Income (1)
|
13,505
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
13,505
|
|
|||||
Investment Banking - Advisory
|
767,421
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
767,421
|
|
|||||
Investment Banking - Underwriting
|
761,308
|
|
|
—
|
|
|
—
|
|
|
(1,737
|
)
|
|
759,571
|
|
|||||
Asset Management
|
17,219
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
17,219
|
|
|||||
Manufacturing revenues
|
—
|
|
|
324,659
|
|
|
—
|
|
|
—
|
|
|
324,659
|
|
|||||
Oil and gas revenues
|
—
|
|
|
173,626
|
|
|
—
|
|
|
—
|
|
|
173,626
|
|
|||||
Other revenues
|
—
|
|
|
71,860
|
|
|
—
|
|
|
—
|
|
|
71,860
|
|
|||||
Total revenues from contracts with customers
|
$
|
2,222,257
|
|
|
$
|
570,145
|
|
|
$
|
—
|
|
|
$
|
(2,274
|
)
|
|
$
|
2,790,128
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Primary Geographic Region:
|
|
|
|
|
|
|
|
|
|
||||||||||
Americas
|
$
|
1,762,040
|
|
|
$
|
568,699
|
|
|
$
|
—
|
|
|
$
|
(581
|
)
|
|
$
|
2,330,158
|
|
Europe, Middle East and Africa
|
381,158
|
|
|
1,042
|
|
|
—
|
|
|
(1,693
|
)
|
|
380,507
|
|
|||||
Asia
|
79,059
|
|
|
404
|
|
|
—
|
|
|
—
|
|
|
79,463
|
|
|||||
Total revenues from contracts with customers
|
$
|
2,222,257
|
|
|
$
|
570,145
|
|
|
$
|
—
|
|
|
$
|
(2,274
|
)
|
|
$
|
2,790,128
|
|
(1)
|
Revenues from contracts with customers associated with the equities and fixed income businesses primarily represent commissions and other fee revenue.
|
|
Reportable Segments
|
|
|
|
|
||||||||||||||
Major Business Activity:
|
Investment Banking, Capital Markets and Asset Management
|
|
Merchant Banking
|
|
Corporate
|
|
Consolidation Adjustments
|
|
Total
|
||||||||||
Eleven Months Ended November 30, 2018
|
|
|
|
|
|
|
|
|
|
||||||||||
Jefferies Group:
|
|
|
|
|
|
|
|
|
|
||||||||||
Equities (1)
|
$
|
649,631
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(919
|
)
|
|
$
|
648,712
|
|
Fixed Income (1)
|
13,839
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
13,839
|
|
|||||
Investment Banking - Advisory
|
820,042
|
|
|
—
|
|
|
—
|
|
|
(5,283
|
)
|
|
814,759
|
|
|||||
Investment Banking - Underwriting
|
1,090,161
|
|
|
—
|
|
|
—
|
|
|
(50
|
)
|
|
1,090,111
|
|
|||||
Asset Management
|
21,214
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
21,214
|
|
|||||
Manufacturing revenues
|
—
|
|
|
357,427
|
|
|
—
|
|
|
—
|
|
|
357,427
|
|
|||||
Oil and gas revenues
|
—
|
|
|
136,109
|
|
|
—
|
|
|
—
|
|
|
136,109
|
|
|||||
Other revenues
|
—
|
|
|
37,471
|
|
|
—
|
|
|
—
|
|
|
37,471
|
|
|||||
Total revenues from contracts with customers
|
$
|
2,594,887
|
|
|
$
|
531,007
|
|
|
$
|
—
|
|
|
$
|
(6,252
|
)
|
|
$
|
3,119,642
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Primary Geographic Region:
|
|
|
|
|
|
|
|
|
|
||||||||||
Americas
|
$
|
2,207,826
|
|
|
$
|
529,471
|
|
|
$
|
—
|
|
|
$
|
(6,252
|
)
|
|
$
|
2,731,045
|
|
Europe, Middle East and Africa
|
304,370
|
|
|
1,264
|
|
|
—
|
|
|
—
|
|
|
305,634
|
|
|||||
Asia
|
82,691
|
|
|
272
|
|
|
—
|
|
|
—
|
|
|
82,963
|
|
|||||
Total revenues from contracts with customers
|
$
|
2,594,887
|
|
|
$
|
531,007
|
|
|
$
|
—
|
|
|
$
|
(6,252
|
)
|
|
$
|
3,119,642
|
|
(1)
|
Revenues from contracts with customers associated with the equities and fixed income businesses primarily represent commissions and other fee revenue.
|
|
Twelve Months Ended November 30, 2019
|
|
Eleven Months Ended November 30, 2018
|
|
Twelve Months Ended December 31, 2017
|
||||||
Current taxes:
|
|
|
|
|
|
||||||
U.S. Federal
|
$
|
(10,000
|
)
|
|
$
|
10,000
|
|
|
$
|
(1,060
|
)
|
U.S. state and local
|
53,211
|
|
|
37,439
|
|
|
33,132
|
|
|||
Foreign
|
11,026
|
|
|
11,077
|
|
|
14,597
|
|
|||
Total current
|
54,237
|
|
|
58,516
|
|
|
46,669
|
|
|||
|
|
|
|
|
|
||||||
Deferred taxes:
|
|
|
|
|
|
||||||
U.S. Federal
|
83,197
|
|
|
39,448
|
|
|
586,014
|
|
|||
U.S. state and local
|
(73,482
|
)
|
|
(73,013
|
)
|
|
1,452
|
|
|||
Foreign
|
(3,324
|
)
|
|
(5,943
|
)
|
|
8,151
|
|
|||
Total deferred
|
6,391
|
|
|
(39,508
|
)
|
|
595,617
|
|
|||
|
|
|
|
|
|
||||||
Recognition of accumulated other comprehensive income lodged taxes
|
(544,583
|
)
|
|
—
|
|
|
—
|
|
|||
|
|
|
|
|
|
||||||
Total income tax provision (benefit)
|
$
|
(483,955
|
)
|
|
$
|
19,008
|
|
|
$
|
642,286
|
|
|
Twelve Months Ended November 30, 2019
|
|
Eleven Months Ended November 30, 2018
|
|
Twelve Months Ended December 31, 2017
|
||||||
|
|
|
|
|
|
||||||
U.S.
|
$
|
495,566
|
|
|
$
|
284,177
|
|
|
$
|
535,955
|
|
Non-U.S. (1)
|
(16,958
|
)
|
|
11,923
|
|
|
70,547
|
|
|||
Income from continuing operations before income taxes
|
$
|
478,608
|
|
|
$
|
296,100
|
|
|
$
|
606,502
|
|
(1)
|
For purposes of this table, non-U.S. income is defined as income generated from operations located outside the U.S.
|
|
Twelve Months Ended November 30, 2019
|
|
Eleven Months Ended November 30, 2018
|
|
Twelve Months Ended December 31, 2017
|
||||||
|
|
|
|
|
|
||||||
Balance at beginning of period
|
$
|
197,320
|
|
|
$
|
169,020
|
|
|
$
|
148,848
|
|
Increases based on tax positions related to the current period
|
42,306
|
|
|
48,083
|
|
|
18,619
|
|
|||
Increases based on tax positions related to prior periods
|
33,007
|
|
|
17,521
|
|
|
10,358
|
|
|||
Decreases based on tax positions related to prior periods
|
(11,006
|
)
|
|
(36,324
|
)
|
|
(8,805
|
)
|
|||
Decreases related to settlements with taxing authorities
|
(1,489
|
)
|
|
(980
|
)
|
|
—
|
|
|||
Balance at end of period
|
$
|
260,138
|
|
|
$
|
197,320
|
|
|
$
|
169,020
|
|
|
November 30, 2019
|
|
November 30, 2018
|
||||
Deferred tax asset:
|
|
|
|
||||
Net operating loss carryover
|
$
|
48,695
|
|
|
$
|
282,650
|
|
Compensation and benefits
|
260,590
|
|
|
269,788
|
|
||
Tax credits
|
91,390
|
|
|
66,272
|
|
||
Securities valuation reserves
|
92,407
|
|
|
76,931
|
|
||
Other
|
213,338
|
|
|
156,751
|
|
||
|
706,420
|
|
|
852,392
|
|
||
Valuation allowance
|
(18,519
|
)
|
|
(38,512
|
)
|
||
|
687,901
|
|
|
813,880
|
|
||
Deferred tax liability:
|
|
|
|
|
|
||
Amortization of intangible assets
|
(68,933
|
)
|
|
(69,970
|
)
|
||
Investment in associated companies
|
(76,308
|
)
|
|
(171,006
|
)
|
||
Other
|
(80,192
|
)
|
|
(60,115
|
)
|
||
|
(225,433
|
)
|
|
(301,091
|
)
|
||
Net deferred tax asset
|
$
|
462,468
|
|
|
$
|
512,789
|
|
|
Twelve Months Ended November 30, 2019
|
|
Eleven Months Ended November 30, 2018
|
|
Twelve Months Ended December 31, 2017
|
||||||
|
|
|
|
|
|
||||||
Asset management fees and revenues
|
$
|
26,254
|
|
|
$
|
28,144
|
|
|
$
|
28,831
|
|
Dividend income
|
10,740
|
|
|
5,416
|
|
|
(452
|
)
|
|||
Income from associated companies classified as other revenues
|
85,169
|
|
|
73,975
|
|
|
75,889
|
|
|||
Revenues of oil and gas production and development businesses
|
175,169
|
|
|
127,090
|
|
|
61,541
|
|
|||
Net realized securities gains (losses)
|
3,255
|
|
|
(939
|
)
|
|
23,028
|
|
|||
Gain on sale of National Beef
|
205,017
|
|
|
—
|
|
|
—
|
|
|||
Gain on revaluation of our interest in HomeFed
|
72,142
|
|
|
—
|
|
|
—
|
|
|||
Gain on sale of Garcadia
|
—
|
|
|
221,712
|
|
|
—
|
|
|||
Gain on sale of Conwed
|
—
|
|
|
—
|
|
|
178,236
|
|
|||
Other (1)
|
90,247
|
|
|
102,938
|
|
|
57,715
|
|
|||
|
$
|
667,993
|
|
|
$
|
558,336
|
|
|
$
|
424,788
|
|
|
Twelve Months Ended November 30, 2019
|
|
Eleven Months Ended November 30, 2018
|
|
Twelve Months Ended December 31, 2017
|
||||||
Numerator for earnings per share:
|
|
|
|
|
|
||||||
Net income attributable to Jefferies Financial Group Inc. common shareholders
|
$
|
959,593
|
|
|
$
|
1,022,318
|
|
|
$
|
167,351
|
|
Allocation of earnings to participating securities (1)
|
(5,576
|
)
|
|
(5,107
|
)
|
|
(610
|
)
|
|||
Net income attributable to Jefferies Financial Group Inc. common shareholders for basic earnings per share
|
954,017
|
|
|
1,017,211
|
|
|
166,741
|
|
|||
Adjustment to allocation of earnings to participating securities related to diluted shares (1)
|
(5
|
)
|
|
28
|
|
|
(14
|
)
|
|||
Mandatorily redeemable convertible preferred share dividends
|
5,103
|
|
|
—
|
|
|
—
|
|
|||
Net income attributable to Jefferies Financial Group Inc. common shareholders for diluted earnings per share
|
$
|
959,115
|
|
|
$
|
1,017,239
|
|
|
$
|
166,727
|
|
|
|
|
|
|
|
||||||
Denominator for earnings per share:
|
|
|
|
|
|
|
|
|
|||
Weighted average common shares outstanding
|
297,796
|
|
|
337,817
|
|
|
358,482
|
|
|||
Weighted average shares of restricted stock outstanding with future service required
|
(1,939
|
)
|
|
(1,707
|
)
|
|
(1,349
|
)
|
|||
Weighted average RSUs outstanding with no future service required
|
14,837
|
|
|
11,151
|
|
|
11,064
|
|
|||
Denominator for basic earnings per share – weighted average shares
|
310,694
|
|
|
347,261
|
|
|
368,197
|
|
|||
Stock options
|
—
|
|
|
7
|
|
|
24
|
|
|||
Senior executive compensation plan awards
|
2,140
|
|
|
4,007
|
|
|
2,480
|
|
|||
Mandatorily redeemable convertible preferred shares
|
4,198
|
|
|
—
|
|
|
—
|
|
|||
Denominator for diluted earnings per share
|
317,032
|
|
|
351,275
|
|
|
370,701
|
|
(1)
|
Represents dividends declared during the period on participating securities plus an allocation of undistributed earnings to participating securities. Net losses are not allocated to participating securities. Participating securities represent restricted stock and RSUs for which requisite service has not yet been rendered and amounted to weighted average shares of 1,947,600, 1,724,800 and 1,401,000 for the twelve months ended November 30, 2019, the eleven months ended November 30, 2018 and the twelve months ended December 31, 2017, respectively. Dividends declared on participating securities were $3.6 million during the twelve months ended November 30, 2019 and were not material during the eleven months ended November 30, 2018 and the twelve months ended December 31, 2017. Undistributed earnings are allocated to participating securities based upon their right to share in earnings if all earnings for the period had been distributed.
|
2020
|
$
|
70,886
|
|
2021
|
73,374
|
|
|
2022
|
71,464
|
|
|
2023
|
62,552
|
|
|
2024
|
59,714
|
|
|
Thereafter
|
393,995
|
|
|
|
731,985
|
|
|
Less: sublease income
|
(21,883
|
)
|
|
|
$
|
710,102
|
|
|
Expected Maturity Date
|
|
|
||||||||||||||||||||
|
2020
|
|
2021
|
|
2022
and 2023 |
|
2024
and 2025 |
|
2026
and Later |
|
Maximum
Payout
|
||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Equity commitments (1)
|
$
|
174.8
|
|
|
$
|
55.2
|
|
|
$
|
75.0
|
|
|
$
|
—
|
|
|
$
|
14.3
|
|
|
$
|
319.3
|
|
Loan commitments (1)
|
250.0
|
|
|
45.0
|
|
|
10.0
|
|
|
9.3
|
|
|
—
|
|
|
314.3
|
|
||||||
Underwriting commitments
|
13.5
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
13.5
|
|
||||||
Forward starting reverse repos (2)
|
5,475.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5,475.3
|
|
||||||
Forward starting repos (2)
|
2,168.8
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,168.8
|
|
||||||
Other unfunded commitments (1)
|
72.3
|
|
|
132.2
|
|
|
—
|
|
|
4.9
|
|
|
—
|
|
|
209.4
|
|
||||||
|
$
|
8,154.7
|
|
|
$
|
232.4
|
|
|
$
|
85.0
|
|
|
$
|
14.2
|
|
|
$
|
14.3
|
|
|
$
|
8,500.6
|
|
(1)
|
Equity commitments, loan commitments and other unfunded commitments are presented by contractual maturity date. The amounts are however mostly available on demand.
|
(2)
|
At November 30, 2019, all of the forward starting securities purchased under agreements to resell and $2,157.7 million within forward starting securities sold under agreements to repurchase settled within three business days.
|
|
Expected Maturity Date
|
|
|
||||||||||||||||||||
Guarantee Type
|
2020
|
|
2021
|
|
2022
and 2023 |
|
2024
and 2025 |
|
2026
and Later |
|
Notional/
Maximum
Payout
|
||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Derivative contracts – non-credit related
|
$
|
9,854.0
|
|
|
$
|
3,150.8
|
|
|
$
|
4,453.6
|
|
|
$
|
1,044.8
|
|
|
$
|
48.2
|
|
|
$
|
18,551.4
|
|
Written derivative contracts – credit related
|
1.5
|
|
|
—
|
|
|
2.7
|
|
|
29.7
|
|
|
—
|
|
|
33.9
|
|
||||||
Total derivative contracts
|
$
|
9,855.5
|
|
|
$
|
3,150.8
|
|
|
$
|
4,456.3
|
|
|
$
|
1,074.5
|
|
|
$
|
48.2
|
|
|
$
|
18,585.3
|
|
|
November 30, 2019
|
|
November 30, 2018
|
||||||||||||
|
Carrying
Amount
|
|
Fair
Value
|
|
Carrying
Amount
|
|
Fair
Value
|
||||||||
Other Assets:
|
|
|
|
|
|
|
|
||||||||
Notes and loans receivable (1)
|
$
|
775,501
|
|
|
$
|
784,053
|
|
|
$
|
680,015
|
|
|
$
|
676,152
|
|
|
|
|
|
|
|
|
|
||||||||
Financial Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Short-term borrowings (2)
|
548,490
|
|
|
548,490
|
|
|
387,492
|
|
|
387,492
|
|
||||
Long-term debt (3)
|
7,121,776
|
|
|
7,569,837
|
|
|
6,931,393
|
|
|
6,826,503
|
|
(1)
|
Notes and loans receivable: The fair values are estimated principally based on a discounted future cash flows model using market interest rates for similar instruments. If measured at fair value in the financial statements, these financial instruments would be classified as Level 3 in the fair value hierarchy.
|
(2)
|
Short-term borrowings: The fair values of short-term borrowings carried at cost are estimated to be the carrying amount due to their short maturities. If measured at fair value in the financial statements, these financial instruments would be classified as Level 3 in the fair value hierarchy. Short-term borrowings that are accounted for at fair value include equity-linked notes, which are generally categorized within Level 2 of the fair value hierarchy, as the fair value is based on the price of the underlying equity security.
|
(3)
|
Long-term debt: The fair values are estimated using quoted prices, pricing information obtained from external data providers and, for certain variable rate debt, is estimated to be the carrying amount. If measured at fair value in the financial statements, these financial instruments would be classified as Level 2 and Level 3 in the fair value hierarchy.
|
|
|
Period Ended June 4, 2018 (1)
|
|
Twelve Months Ended December 31, 2017
|
||||
Revenues:
|
|
|
|
|
||||
Beef processing services
|
|
$
|
3,137,611
|
|
|
$
|
7,353,663
|
|
Interest income
|
|
131
|
|
|
339
|
|
||
Other
|
|
4,329
|
|
|
4,946
|
|
||
Total revenues
|
|
3,142,071
|
|
|
7,358,948
|
|
||
|
|
|
|
|
||||
Expenses:
|
|
|
|
|
|
|
||
Compensation and benefits
|
|
17,414
|
|
|
39,884
|
|
||
Cost of sales
|
|
2,884,983
|
|
|
6,764,055
|
|
||
Interest expense
|
|
4,316
|
|
|
6,657
|
|
||
Depreciation and amortization
|
|
43,959
|
|
|
98,515
|
|
||
Selling, general and other expenses
|
|
14,291
|
|
|
42,525
|
|
||
Total expenses
|
|
2,964,963
|
|
|
6,951,636
|
|
||
|
|
|
|
|
||||
Income from discontinued operations before income taxes
|
|
177,108
|
|
|
407,312
|
|
||
Income tax provision
|
|
47,045
|
|
|
118,681
|
|
||
Income from discontinued operations, net of income tax provision
|
|
$
|
130,063
|
|
|
$
|
288,631
|
|
|
Twelve Months Ended November 30, 2019
|
|
Eleven Months Ended November 30, 2018
|
|
Twelve Months Ended December 31, 2017
|
||||||
|
|
|
(In thousands)
|
|
|
||||||
Net revenues:
|
|
|
|
|
|
||||||
Reportable Segments:
|
|
|
|
|
|
||||||
Investment Banking, Capital Markets and Asset Management (1)
|
$
|
3,112,530
|
|
|
$
|
3,183,376
|
|
|
$
|
3,198,109
|
|
Merchant Banking (1)
|
746,369
|
|
|
571,831
|
|
|
876,180
|
|
|||
Corporate
|
32,833
|
|
|
22,300
|
|
|
6,306
|
|
|||
Total net revenues related to reportable segments
|
3,891,732
|
|
|
3,777,507
|
|
|
4,080,595
|
|
|||
Consolidation adjustments
|
1,244
|
|
|
(13,473
|
)
|
|
(3,150
|
)
|
|||
Total consolidated net revenues
|
$
|
3,892,976
|
|
|
$
|
3,764,034
|
|
|
$
|
4,077,445
|
|
|
|
|
|
|
|
||||||
Income (loss) from continuing operations before income taxes:
|
|
|
|
|
|
|
|
|
|||
Reportable Segments:
|
|
|
|
|
|
|
|
|
|||
Investment Banking, Capital Markets and Asset Management (1)
|
$
|
324,669
|
|
|
$
|
409,667
|
|
|
$
|
504,924
|
|
Merchant Banking (1)
|
266,852
|
|
|
10,488
|
|
|
228,373
|
|
|||
Corporate
|
(68,467
|
)
|
|
(66,140
|
)
|
|
(78,802
|
)
|
|||
Income from continuing operations before income taxes related to reportable segments
|
523,054
|
|
|
354,015
|
|
|
654,495
|
|
|||
Parent Company interest
|
(53,048
|
)
|
|
(54,090
|
)
|
|
(58,943
|
)
|
|||
Consolidation adjustments
|
8,602
|
|
|
(3,825
|
)
|
|
10,950
|
|
|||
Total consolidated income from continuing operations before income taxes
|
$
|
478,608
|
|
|
$
|
296,100
|
|
|
$
|
606,502
|
|
|
|
|
|
|
|
||||||
Depreciation and amortization expenses:
|
|
|
|
|
|
|
|
|
|||
Reportable Segments:
|
|
|
|
|
|
|
|
|
|||
Investment Banking, Capital Markets and Asset Management (1)
|
$
|
79,204
|
|
|
$
|
68,296
|
|
|
$
|
62,668
|
|
Merchant Banking (1)
|
70,192
|
|
|
48,852
|
|
|
44,257
|
|
|||
Corporate
|
3,475
|
|
|
3,169
|
|
|
3,470
|
|
|||
Total consolidated depreciation and amortization expenses
|
$
|
152,871
|
|
|
$
|
120,317
|
|
|
$
|
110,395
|
|
|
|
|
|
|
|
||||||
|
November 30, 2019
|
|
November 30, 2018
|
|
December 31, 2017
|
||||||
Identifiable assets employed:
|
|
|
|
|
|
|
|
|
|||
Reportable Segments:
|
|
|
|
|
|
|
|
|
|||
Investment Banking, Capital Markets and Asset Management (1) (2)
|
$
|
43,571,397
|
|
|
$
|
41,224,984
|
|
|
$
|
39,575,732
|
|
Merchant Banking (1)
|
3,551,213
|
|
|
4,190,484
|
|
|
4,903,530
|
|
|||
National Beef
|
—
|
|
|
—
|
|
|
1,460,539
|
|
|||
Corporate
|
2,432,119
|
|
|
1,838,037
|
|
|
1,299,628
|
|
|||
Identifiable assets employed related to reportable segments
|
49,554,729
|
|
|
47,253,505
|
|
|
47,239,429
|
|
|||
Consolidation adjustments
|
(94,495
|
)
|
|
(122,410
|
)
|
|
(70,321
|
)
|
|||
Total consolidated assets
|
$
|
49,460,234
|
|
|
$
|
47,131,095
|
|
|
$
|
47,169,108
|
|
(1)
|
Amounts related to LAM seed investments and Berkadia are included in Merchant Banking prior to their transfer to the Investment Banking, Capital Markets and Asset Management segment in the fourth quarter of 2018. Revenues related to the net assets transferred were $6.7 million and $49.6 million for the eleven months ended November 30, 2018 and the twelve months ended December 31, 2017, respectively. Income from continuing operations before income taxes related to the net assets transferred were $47.7 million and $118.4 million for the eleven months ended November 30, 2018 and the twelve months ended December 31, 2017, respectively. Identifiable assets employed related to the net assets transferred were $662.2 million at December 31, 2017.
|
(2)
|
Includes $197.7 million, $243.2 million and $213.0 million at November 30, 2019 and 2018, and December 31, 2017, respectively, of the deferred tax asset, net.
|
|
Twelve Months Ended November 30, 2019
|
|
Eleven Months Ended November 30, 2018
|
|
Twelve Months Ended December 31, 2017
|
||||||
|
|
|
|
|
|
||||||
Americas (1)
|
$
|
2,407,553
|
|
|
$
|
2,652,917
|
|
|
$
|
2,602,741
|
|
Europe (2)
|
592,845
|
|
|
434,895
|
|
|
489,583
|
|
|||
Asia
|
112,132
|
|
|
95,564
|
|
|
105,785
|
|
|||
|
$
|
3,112,530
|
|
|
$
|
3,183,376
|
|
|
$
|
3,198,109
|
|
(1)
|
Substantially all relates to U.S. results.
|
(2)
|
Substantially all relates to U.K. results.
|
|
First
Quarter (1)
|
|
Second
Quarter (2)
|
|
Third
Quarter (3)
|
|
Fourth
Quarter (4)
|
||||||||
|
(In thousands, except per share amounts)
|
||||||||||||||
2019
|
|
|
|
|
|
|
|
||||||||
Net revenues
|
$
|
828,443
|
|
|
$
|
1,101,657
|
|
|
$
|
856,778
|
|
|
$
|
1,106,098
|
|
Income from continuing operations
|
47,015
|
|
|
672,276
|
|
|
49,394
|
|
|
193,878
|
|
||||
Net (income) loss attributable to the noncontrolling interest
|
(1,066
|
)
|
|
191
|
|
|
116
|
|
|
2,606
|
|
||||
Net (income) loss attributable to the redeemable noncontrolling interests
|
138
|
|
|
(427
|
)
|
|
242
|
|
|
333
|
|
||||
Preferred stock dividends
|
(1,276
|
)
|
|
(1,276
|
)
|
|
(1,275
|
)
|
|
(1,276
|
)
|
||||
Net income attributable to Jefferies Financial Group Inc. common shareholders
|
44,811
|
|
|
670,764
|
|
|
48,477
|
|
|
195,541
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Basic earnings per common share attributable to Jefferies Financial Group Inc. common shareholders:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net income
|
$
|
0.14
|
|
|
$
|
2.17
|
|
|
$
|
0.16
|
|
|
$
|
0.63
|
|
Number of shares used in calculation
|
315,175
|
|
|
307,010
|
|
|
310,288
|
|
|
310,266
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Diluted earnings per common share attributable to Jefferies Financial Group Inc. common shareholders:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net income
|
$
|
0.14
|
|
|
$
|
2.14
|
|
|
$
|
0.15
|
|
|
$
|
0.62
|
|
Number of shares used in calculation
|
318,752
|
|
|
312,527
|
|
|
311,897
|
|
|
316,566
|
|
||||
|
|
|
|
|
|
|
|
||||||||
2018
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net revenues
|
$
|
895,435
|
|
|
$
|
911,159
|
|
|
$
|
1,150,846
|
|
|
$
|
806,594
|
|
Income (loss) from continuing operations
|
86,192
|
|
|
27,917
|
|
|
182,301
|
|
|
(19,318
|
)
|
||||
Income from discontinued operations, net of taxes
|
52,957
|
|
|
77,106
|
|
|
—
|
|
|
—
|
|
||||
Gain on disposal of discontinued operations, net of taxes
|
—
|
|
|
643,921
|
|
|
—
|
|
|
—
|
|
||||
Net (income) loss attributable to the noncontrolling interest
|
1,344
|
|
|
(136
|
)
|
|
12,000
|
|
|
(233
|
)
|
||||
Net (income) loss attributable to the redeemable noncontrolling interests
|
(14,796
|
)
|
|
(22,108
|
)
|
|
(390
|
)
|
|
31
|
|
||||
Preferred stock dividends
|
(1,172
|
)
|
|
(1,171
|
)
|
|
(1,276
|
)
|
|
(851
|
)
|
||||
Net income (loss) attributable to Jefferies Financial Group Inc. common shareholders
|
124,525
|
|
|
725,529
|
|
|
192,635
|
|
|
(20,371
|
)
|
||||
|
|
|
|
|
|
|
|
||||||||
Basic earnings (loss) per common share attributable to Jefferies Financial Group Inc. common shareholders:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Income (loss) from continuing operations
|
$
|
0.23
|
|
|
$
|
0.08
|
|
|
$
|
0.56
|
|
|
$
|
(0.06
|
)
|
Income from discontinued operations
|
0.11
|
|
|
0.15
|
|
|
—
|
|
|
—
|
|
||||
Gain on disposal of discontinued operations
|
—
|
|
|
1.82
|
|
|
—
|
|
|
—
|
|
||||
Net income (loss)
|
$
|
0.34
|
|
|
$
|
2.05
|
|
|
$
|
0.56
|
|
|
$
|
(0.06
|
)
|
Number of shares used in calculation
|
366,427
|
|
|
352,049
|
|
|
341,434
|
|
|
329,101
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Diluted earnings (loss) per common share attributable to Jefferies Financial Group Inc. common shareholders:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Income (loss) from continuing operations
|
$
|
0.23
|
|
|
$
|
0.08
|
|
|
$
|
0.55
|
|
|
$
|
(0.06
|
)
|
Income from discontinued operations
|
0.11
|
|
|
0.15
|
|
|
—
|
|
|
—
|
|
||||
Gain on disposal of discontinued operations
|
—
|
|
|
1.80
|
|
|
—
|
|
|
—
|
|
||||
Net income (loss)
|
$
|
0.34
|
|
|
$
|
2.03
|
|
|
$
|
0.55
|
|
|
$
|
(0.06
|
)
|
Number of shares used in calculation
|
373,461
|
|
|
356,075
|
|
|
350,307
|
|
|
329,101
|
|
(1)
|
The first quarter of 2019 includes $27.1 million of equity income related to National Beef and a mark-to-market increase of $36.0 million in the value of our investment in Spectrum Brands.
|
(2)
|
The second quarter of 2019 includes a nonrecurring tax benefit of $544.6 million related to the closing of our available for sale portfolio, which triggered the realization of lodged tax benefits from earlier years and $34.9 million of equity income related to National Beef. These increases were partially offset by a $11.3 million mark-to-market decrease in the value of our investment in Spectrum Brands.
|
(3)
|
The third quarter of 2019 includes a $72.1 million pre-tax gain related to the purchase of the remaining interest in HomeFed and $75.9 million of equity income related to National Beef. This increase was partially offset by a $146.0 million decrease in the estimated fair value of our investment in The We Company.
|
(4)
|
The fourth quarter of 2019 is comprised of the three months ended November 30, 2019 and the fourth quarter of 2018 is comprised of the two months ended November 30, 2018.
|
|
November 30,
|
||||||
|
2019
|
|
2018
|
||||
ASSETS
|
|
|
|
||||
Cash and cash equivalents
|
$
|
3,553
|
|
|
$
|
48,540
|
|
Trading assets, at fair value
|
207,162
|
|
|
338,067
|
|
||
Investments in subsidiaries
|
10,520,986
|
|
|
9,774,541
|
|
||
Advances to subsidiaries
|
137,549
|
|
|
224,653
|
|
||
Investments in associated companies
|
26,615
|
|
|
929,477
|
|
||
Deferred tax asset, net
|
67,736
|
|
|
63,211
|
|
||
Other assets
|
9,810
|
|
|
10,186
|
|
||
Total assets
|
$
|
10,973,411
|
|
|
$
|
11,388,675
|
|
|
|
|
|
||||
LIABILITIES
|
|
|
|
|
|
||
Accrued interest payable
|
$
|
6,629
|
|
|
$
|
6,629
|
|
Pension liabilities
|
46,561
|
|
|
45,721
|
|
||
Other payables, expense accruals and other liabilities
|
224,134
|
|
|
160,339
|
|
||
Advances from subsidiaries
|
4
|
|
|
4
|
|
||
Long-term debt
|
991,378
|
|
|
990,116
|
|
||
Total liabilities
|
1,268,706
|
|
|
1,202,809
|
|
||
|
|
|
|
||||
Commitments and contingencies
|
|
|
|
||||
|
|
|
|
||||
MEZZANINE EQUITY
|
|
|
|
|
|
||
Mandatorily redeemable convertible preferred shares
|
125,000
|
|
|
125,000
|
|
||
|
|
|
|
||||
EQUITY
|
|
|
|
|
|
||
Common shares, par value $1 per share, authorized 600,000,000 shares; 291,644,153 and 307,515,472 shares issued and outstanding, after deducting 24,818,459 and 109,460,774 shares held in treasury
|
291,644
|
|
|
307,515
|
|
||
Additional paid-in capital
|
3,627,711
|
|
|
3,854,847
|
|
||
Accumulated other comprehensive income (loss)
|
(273,039
|
)
|
|
288,286
|
|
||
Retained earnings
|
5,933,389
|
|
|
5,610,218
|
|
||
Total Jefferies Financial Group Inc. shareholders' equity
|
9,579,705
|
|
|
10,060,866
|
|
||
|
|
|
|
||||
Total
|
$
|
10,973,411
|
|
|
$
|
11,388,675
|
|
|
Twelve Months Ended November 30, 2019
|
|
Eleven Months Ended November 30, 2018
|
|
Twelve Months Ended December 31, 2017
|
||||||
Revenues:
|
|
|
|
|
|
||||||
Principal transactions
|
$
|
(246,101
|
)
|
|
$
|
120,886
|
|
|
$
|
(9,754
|
)
|
Gain on sale of equity interest in National Beef
|
205,017
|
|
|
—
|
|
|
—
|
|
|||
Other
|
50,186
|
|
|
663
|
|
|
277
|
|
|||
Total revenues
|
9,102
|
|
|
121,549
|
|
|
(9,477
|
)
|
|||
|
|
|
|
|
|
||||||
Expenses:
|
|
|
|
|
|
|
|
|
|||
Compensation and benefits
|
61,920
|
|
|
49,955
|
|
|
47,462
|
|
|||
WilTel pension expense
|
2,594
|
|
|
2,659
|
|
|
2,957
|
|
|||
Interest expense
|
53,048
|
|
|
54,090
|
|
|
58,943
|
|
|||
Intercompany interest expense
|
—
|
|
|
3,642
|
|
|
361,446
|
|
|||
Selling, general and other expenses
|
23,062
|
|
|
21,664
|
|
|
20,821
|
|
|||
Total expenses
|
140,624
|
|
|
132,010
|
|
|
491,629
|
|
|||
Loss from continuing operations before income taxes, income related to associated companies and equity in earnings of subsidiaries
|
(131,522
|
)
|
|
(10,461
|
)
|
|
(501,106
|
)
|
|||
Income related to associated companies
|
229,320
|
|
|
96,808
|
|
|
3,183
|
|
|||
Income (loss) from continuing operations before income taxes and equity in earnings of subsidiaries
|
97,798
|
|
|
86,347
|
|
|
(497,923
|
)
|
|||
Income tax benefit
|
(523,310
|
)
|
|
(5,281
|
)
|
|
(47,329
|
)
|
|||
Income (loss) from continuing operations before equity in earnings of subsidiaries
|
621,108
|
|
|
91,628
|
|
|
(450,594
|
)
|
|||
Equity in earnings from continuing operations of subsidiaries, net of taxes
|
343,588
|
|
|
198,317
|
|
|
418,966
|
|
|||
Income (loss) from continuing operations
|
964,696
|
|
|
289,945
|
|
|
(31,628
|
)
|
|||
Equity in earnings from discontinued operations of subsidiaries, net of taxes
|
—
|
|
|
92,922
|
|
|
203,354
|
|
|||
Gain on disposal of discontinued operations, net of taxes
|
—
|
|
|
643,921
|
|
|
—
|
|
|||
Net income
|
964,696
|
|
|
1,026,788
|
|
|
171,726
|
|
|||
Preferred stock dividends
|
(5,103
|
)
|
|
(4,470
|
)
|
|
(4,375
|
)
|
|||
Net income attributable to Jefferies Financial Group Inc. common shareholders
|
$
|
959,593
|
|
|
$
|
1,022,318
|
|
|
$
|
167,351
|
|
|
|
|
|
|
|
||||||
Basic earnings per common share attributable to Jefferies Financial Group Inc. common shareholders:
|
|
|
|
|
|
||||||
Income (loss) from continuing operations
|
$
|
3.07
|
|
|
$
|
0.82
|
|
|
$
|
(0.10
|
)
|
Income from discontinued operations
|
—
|
|
|
0.27
|
|
|
0.55
|
|
|||
Gain on disposal of discontinued operations
|
—
|
|
|
1.84
|
|
|
—
|
|
|||
Net income
|
$
|
3.07
|
|
|
$
|
2.93
|
|
|
$
|
0.45
|
|
|
|
|
|
|
|
||||||
Diluted earnings per common share attributable to Jefferies Financial Group Inc. common shareholders:
|
|
|
|
|
|
|
|
|
|||
Income (loss) from continuing operations
|
$
|
3.03
|
|
|
$
|
0.81
|
|
|
$
|
(0.10
|
)
|
Income from discontinued operations
|
—
|
|
|
0.26
|
|
|
0.55
|
|
|||
Gain on disposal of discontinued operations
|
—
|
|
|
1.83
|
|
|
—
|
|
|||
Net income
|
$
|
3.03
|
|
|
$
|
2.90
|
|
|
$
|
0.45
|
|
|
Twelve Months Ended November 30, 2019
|
|
Eleven Months Ended November 30, 2018
|
|
Twelve Months Ended December 31, 2017
|
||||||
|
|
|
|
|
|
||||||
Net income
|
$
|
964,696
|
|
|
$
|
1,026,788
|
|
|
$
|
171,726
|
|
Other comprehensive income (loss):
|
|
|
|
|
|
|
|
|
|||
Net unrealized holding gains (losses) on investments arising during the period, net of income tax provision (benefit) of $165, $(551) and $3,450
|
487
|
|
|
(1,560
|
)
|
|
5,923
|
|
|||
Less: reclassification adjustment for net (gains) losses included in net income, net of income tax provision (benefit) of $(545,054), $37 and $124
|
(543,178
|
)
|
|
(109
|
)
|
|
(212
|
)
|
|||
Net change in unrealized holding gains (losses) on investments, net of income tax provision (benefit) of $545,219, $(588) and $3,326
|
(542,691
|
)
|
|
(1,669
|
)
|
|
5,711
|
|
|||
|
|
|
|
|
|
||||||
Net unrealized foreign exchange gains (losses) arising during the period, net of income tax provision (benefit) of $1,146, $(11,089) and $14,616
|
544
|
|
|
(71,543
|
)
|
|
78,493
|
|
|||
Less: reclassification adjustment for foreign exchange (gains) losses included in net income, net of income tax provision (benefit) of $(52), $(16) and $1,086
|
149
|
|
|
(20,459
|
)
|
|
5,310
|
|
|||
Net change in unrealized foreign exchange gains (losses), net of income tax provision (benefit) of $1,198, $(11,073) and $13,530
|
693
|
|
|
(92,002
|
)
|
|
83,803
|
|
|||
|
|
|
|
|
|
||||||
Net unrealized gains (losses) on instrument specific credit risk arising during the period, net of income tax provision (benefit) of $(4,653), $9,289 and $(13,215)
|
(13,588
|
)
|
|
29,620
|
|
|
(21,394
|
)
|
|||
Less: reclassification adjustment for instrument specific credit risk (gains) losses included in net income, net of income tax provision (benefit) of $(144), $311 and $0
|
427
|
|
|
(916
|
)
|
|
—
|
|
|||
Net change in unrealized instrument specific credit risk gains (losses), net of income tax provision (benefit) of $(4,509), $8,978 and $(13,215)
|
(13,161
|
)
|
|
28,704
|
|
|
(21,394
|
)
|
|||
|
|
|
|
|
|
||||||
Net unrealized gains (losses) on cash flow hedges arising during the period, net of income tax provision (benefit) of $0, $552 and $(593)
|
—
|
|
|
1,608
|
|
|
(936
|
)
|
|||
Less: reclassification adjustment for cash flow hedges (gains) losses included in net income, net of income tax provision (benefit) of $161, $0 and $0
|
(470
|
)
|
|
—
|
|
|
—
|
|
|||
Net change in unrealized cash flow hedges gains (losses), net of income tax provision (benefit) of $(161), $552 and $(593)
|
(470
|
)
|
|
1,608
|
|
|
(936
|
)
|
|||
|
|
|
|
|
|
||||||
Net pension gains (losses) arising during the period, net of income tax provision (benefit) of $(2,473), $(297) and $2,018
|
(7,103
|
)
|
|
(844
|
)
|
|
3,526
|
|
|||
Less: reclassification adjustment for pension (gains) losses included in net income, net of income tax provision (benefit) of $(490), $(697) and $(2,042)
|
1,407
|
|
|
7,349
|
|
|
517
|
|
|||
Net change in pension liability benefits, net of income tax provision (benefit) of $(1,983), $400 and $4,060
|
(5,696
|
)
|
|
6,505
|
|
|
4,043
|
|
|||
|
|
|
|
|
|
||||||
Other comprehensive income (loss), net of income taxes
|
(561,325
|
)
|
|
(56,854
|
)
|
|
71,227
|
|
|||
|
|
|
|
|
|
||||||
Comprehensive income
|
403,371
|
|
|
969,934
|
|
|
242,953
|
|
|||
Preferred stock dividends
|
(5,103
|
)
|
|
(4,470
|
)
|
|
(4,375
|
)
|
|||
Comprehensive income (loss) attributable to Jefferies Financial Group Inc. common shareholders
|
$
|
398,268
|
|
|
$
|
965,464
|
|
|
$
|
238,578
|
|
|
Twelve Months Ended November 30, 2019
|
|
Eleven Months Ended November 30, 2018
|
|
Twelve Months Ended December 31, 2017
|
||||||
Net cash flows from operating activities:
|
|
|
|
|
|
||||||
Net income
|
$
|
964,696
|
|
|
$
|
1,026,788
|
|
|
$
|
171,726
|
|
Adjustments to reconcile net income to net cash provided by (used for) operations:
|
|
|
|
|
|
|
|
|
|||
Deferred income tax provision (benefit)
|
(12,953
|
)
|
|
142,085
|
|
|
116,942
|
|
|||
Recognition of accumulated other comprehensive income lodged taxes
|
(544,583
|
)
|
|
—
|
|
|
—
|
|
|||
Accretion of interest
|
1,088
|
|
|
944
|
|
|
975
|
|
|||
Share-based compensation
|
49,848
|
|
|
48,249
|
|
|
48,384
|
|
|||
Equity in earnings of subsidiaries, including equity in earnings of discontinued operations
|
(343,588
|
)
|
|
(291,239
|
)
|
|
(622,320
|
)
|
|||
Gain on disposal of discontinued operation
|
—
|
|
|
(873,474
|
)
|
|
—
|
|
|||
Income related to associated companies
|
(229,320
|
)
|
|
(96,808
|
)
|
|
(3,183
|
)
|
|||
Distributions from associated companies
|
319,142
|
|
|
24,711
|
|
|
5,641
|
|
|||
Gains on sale/revaluation of associated companies
|
(254,875
|
)
|
|
—
|
|
|
—
|
|
|||
Net change in:
|
|
|
|
|
|
|
|
|
|||
Trading assets
|
196,245
|
|
|
(120,886
|
)
|
|
22,415
|
|
|||
Other assets
|
376
|
|
|
129
|
|
|
1,250
|
|
|||
Accrued interest payable
|
—
|
|
|
(4,818
|
)
|
|
—
|
|
|||
Pension liabilities
|
(5,062
|
)
|
|
(5,231
|
)
|
|
(8,461
|
)
|
|||
Other payables, expense accruals and other liabilities
|
(5,260
|
)
|
|
(1,712
|
)
|
|
(7,763
|
)
|
|||
Income taxes receivable/payable, net
|
94,510
|
|
|
242,637
|
|
|
(164,684
|
)
|
|||
Other
|
3,770
|
|
|
6,315
|
|
|
2,316
|
|
|||
Net cash provided by (used for) operating activities
|
234,034
|
|
|
97,690
|
|
|
(436,762
|
)
|
|||
|
|
|
|
|
|
||||||
Net cash flows from investing activities:
|
|
|
|
|
|
|
|
|
|||
Distributions (to) from subsidiaries, net
|
(388,739
|
)
|
|
38,304
|
|
|
50,122
|
|
|||
Proceeds from sale of associated companies
|
790,612
|
|
|
—
|
|
|
—
|
|
|||
Investments in associated companies
|
(51,622
|
)
|
|
(1,228
|
)
|
|
(45,457
|
)
|
|||
Capital distributions from associated companies
|
32,612
|
|
|
24,442
|
|
|
2,796
|
|
|||
Purchases of investments (other than short-term)
|
—
|
|
|
(1,500
|
)
|
|
(1,316
|
)
|
|||
Other
|
(948
|
)
|
|
—
|
|
|
1,886
|
|
|||
Net cash provided by investing activities - continuing operations
|
381,915
|
|
|
60,018
|
|
|
8,031
|
|
|||
Net cash provided by investing activities - discontinued operations
|
—
|
|
|
1,158,655
|
|
|
337,690
|
|
|||
Net cash provided by investing activities
|
381,915
|
|
|
1,218,673
|
|
|
345,721
|
|
|||
|
|
|
|
|
|
||||||
Net cash flows from financing activities:
|
|
|
|
|
|
||||||
Advances (to) from subsidiaries, net
|
(2,487
|
)
|
|
(1,139
|
)
|
|
214,519
|
|
|||
Issuance of common shares
|
1,112
|
|
|
3,611
|
|
|
1,501
|
|
|||
Purchase of common shares for treasury
|
(509,914
|
)
|
|
(1,130,854
|
)
|
|
(100,477
|
)
|
|||
Dividends paid
|
(149,647
|
)
|
|
(151,758
|
)
|
|
(117,407
|
)
|
|||
Net cash used for financing activities
|
(660,936
|
)
|
|
(1,280,140
|
)
|
|
(1,864
|
)
|
|||
|
|
|
|
|
|
||||||
Net increase (decrease) in cash, cash equivalents and restricted cash
|
(44,987
|
)
|
|
36,223
|
|
|
(92,905
|
)
|
|||
|
|
|
|
|
|
|
|
|
|||
Cash, cash equivalents and restricted cash at beginning of period
|
48,540
|
|
|
12,317
|
|
|
105,222
|
|
|||
|
|
|
|
|
|
|
|
|
|||
Cash, cash equivalents and restricted cash at end of period
|
$
|
3,553
|
|
|
$
|
48,540
|
|
|
$
|
12,317
|
|
|
Twelve Months Ended November 30, 2019
|
|
Eleven Months Ended November 30, 2018
|
|
Twelve Months Ended December 31, 2017
|
||||||
Cash paid for:
|
|
|
|
|
|
|
|
|
|||
Interest, net of amounts capitalized
|
$
|
51,786
|
|
|
$
|
57,813
|
|
|
$
|
57,813
|
|
Income tax payments (refunds), net
|
10,796
|
|
|
32,576
|
|
|
1,440
|
|
|||
|
|
|
|
|
|
||||||
Non-cash investing activities:
|
|
|
|
|
|
|
|
|
|||
Investments contributed to subsidiary
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
25,328
|
|
Dividends received from subsidiaries
|
18,117
|
|
|
8,450,147
|
|
|
32,792
|
|
|
NOVEMBER 30,
2019 |
|
NOVEMBER 30,
2018 |
||||
ASSETS
|
|
|
|
||||
Cash
|
$
|
626,776
|
|
|
$
|
1,033,048
|
|
Restricted cash
|
462,397
|
|
|
468,934
|
|
||
Loans receivable, net of deferred loan fees
|
4,762,420
|
|
|
4,479,225
|
|
||
Less allowance for loan losses
|
(47,960
|
)
|
|
(35,353
|
)
|
||
Loans receivable, net
|
4,714,460
|
|
|
4,443,872
|
|
||
Loans held for sale, net
|
1,054,131
|
|
|
1,550,175
|
|
||
Accrued interest receivable
|
28,998
|
|
|
33,382
|
|
||
Held-to-maturity securities (includes $60,650 and $39,480 of CLO notes pledged as collateral at November 30, 2019 and 2018, respectively)
|
85,069
|
|
|
45,735
|
|
||
Investments
|
40,483
|
|
|
57,779
|
|
||
Other assets
|
100,065
|
|
|
143,618
|
|
||
TOTAL ASSETS
|
$
|
7,112,379
|
|
|
$
|
7,776,543
|
|
LIABILITIES AND MEMBERS’ EQUITY
|
|
|
|
||||
LIABILITIES:
|
|
|
|
||||
Credit facilities, net
|
$
|
232,531
|
|
|
$
|
186,232
|
|
Secured notes payable, net
|
3,616,444
|
|
|
3,620,191
|
|
||
Interest payable
|
30,861
|
|
|
49,235
|
|
||
Securities sold under agreement to repurchase
|
60,650
|
|
|
39,480
|
|
||
Other liabilities
|
370,127
|
|
|
393,613
|
|
||
Due to affiliates
|
22,486
|
|
|
44,214
|
|
||
Long-term debt, net
|
1,495,225
|
|
|
2,054,023
|
|
||
Total liabilities
|
5,828,324
|
|
|
6,386,988
|
|
||
MEMBERS’ EQUITY
|
1,284,055
|
|
|
1,389,555
|
|
||
TOTAL LIABILITIES AND MEMBERS’ EQUITY
|
$
|
7,112,379
|
|
|
$
|
7,776,543
|
|
|
|
NOVEMBER 30,
2019 |
|
NOVEMBER 30,
2018 |
||||
ASSETS
|
|
|
|
||||
Restricted cash
|
$
|
392,637
|
|
|
$
|
410,045
|
|
Loans receivable, net of deferred loan fees
|
3,966,537
|
|
|
3,881,340
|
|
||
Less allowance for loan losses
|
(27,175
|
)
|
|
(31,061
|
)
|
||
Loans receivable, net
|
3,939,362
|
|
|
3,850,279
|
|
||
Accrued interest receivable
|
14,895
|
|
|
16,589
|
|
||
Investments
|
23,785
|
|
|
29,934
|
|
||
Other assets
|
78,328
|
|
|
63,265
|
|
||
TOTAL ASSETS
|
$
|
4,449,007
|
|
|
$
|
4,370,112
|
|
LIABILITIES AND MEMBERS’ EQUITY
|
|
|
|
||||
LIABILITIES:
|
|
|
|
||||
Credit facilities, net
|
$
|
(4,779
|
)
|
|
$
|
—
|
|
Secured notes payable, net
|
3,616,778
|
|
|
3,620,555
|
|
||
Interest payable
|
21,348
|
|
|
22,252
|
|
||
Other liabilities
|
169,873
|
|
|
120,549
|
|
||
Due to affiliates
|
4,833
|
|
|
8,111
|
|
||
TOTAL LIABILITIES
|
$
|
3,808,053
|
|
|
$
|
3,771,467
|
|
|
|
NOVEMBER 30,
2019 |
|
NOVEMBER 30,
2018 |
|
NOVEMBER 30,
2017 |
||||||
NET INTEREST AND FEE INCOME:
|
|
|
|
|
|
||||||
Fee income, net
|
$
|
175,122
|
|
|
$
|
282,856
|
|
|
$
|
270,023
|
|
Interest income
|
403,120
|
|
|
405,534
|
|
|
356,533
|
|
|||
Total interest and net fee income
|
578,242
|
|
|
688,390
|
|
|
626,556
|
|
|||
Interest expense
|
364,202
|
|
|
396,229
|
|
|
341,143
|
|
|||
Net interest and net fee income
|
214,040
|
|
|
292,161
|
|
|
285,413
|
|
|||
Provision for loan losses
|
49,097
|
|
|
18,897
|
|
|
33,854
|
|
|||
Net interest and net fee income after provision for loan
losses |
164,943
|
|
|
273,264
|
|
|
251,559
|
|
|||
OTHER (LOSSES) GAINS, NET
|
(39,641
|
)
|
|
9,123
|
|
|
6,680
|
|
|||
OTHER EXPENSES:
|
|
|
|
|
|
||||||
Compensation and benefits
|
31,348
|
|
|
32,093
|
|
|
28,806
|
|
|||
General, administrative and other
|
48,192
|
|
|
45,564
|
|
|
41,464
|
|
|||
Total other expenses
|
79,540
|
|
|
77,657
|
|
|
70,270
|
|
|||
EARNINGS BEFORE INCOME TAX EXPENSE
|
45,762
|
|
|
204,730
|
|
|
187,969
|
|
|||
INCOME TAX EXPENSE
|
1,262
|
|
|
7,500
|
|
|
6,300
|
|
|||
NET EARNINGS
|
$
|
44,500
|
|
|
$
|
197,230
|
|
|
$
|
181,669
|
|
|
|
CLASS A
MEMBERS |
|
CLASS B
MEMBERS |
|
TOTAL
MEMBERS’ EQUITY |
||||||
BALANCE—December 1, 2017
|
$
|
1,168,068
|
|
|
$
|
104,257
|
|
|
$
|
1,272,325
|
|
Distributions
|
(64,000
|
)
|
|
(16,000
|
)
|
|
(80,000
|
)
|
|||
Net earnings
|
157,784
|
|
|
39,446
|
|
|
197,230
|
|
|||
BALANCE—November 30, 2018
|
$
|
1,261,852
|
|
|
$
|
127,703
|
|
|
$
|
1,389,555
|
|
Distributions
|
(120,000
|
)
|
|
(30,000
|
)
|
|
(150,000
|
)
|
|||
Net earnings
|
35,600
|
|
|
8,900
|
|
|
44,500
|
|
|||
BALANCE—November 30, 2019
|
$
|
1,177,452
|
|
|
$
|
106,603
|
|
|
$
|
1,284,055
|
|
|
|
NOVEMBER 30,
2019 |
|
NOVEMBER 30,
2018 |
|
NOVEMBER 30,
2017 |
||||||
CASH FLOWS FROM OPERATING ACTIVITIES:
|
|
|
|
|
|
||||||
Net earnings
|
$
|
44,500
|
|
|
$
|
197,230
|
|
|
$
|
181,669
|
|
Adjustments to reconcile net earnings to net cash provided by (used in) operating activities:
|
|
|
|
|
|
||||||
Amortization of deferred loan fees and discounts
|
(52,956
|
)
|
|
(74,471
|
)
|
|
(81,050
|
)
|
|||
Amortization of deferred structuring fees
|
20,322
|
|
|
23,418
|
|
|
21,281
|
|
|||
Amortization of discount on secured notes and long-term debt
|
4,383
|
|
|
12,576
|
|
|
12,671
|
|
|||
Costs associated with extinguishment of debt
|
25,048
|
|
|
18,305
|
|
|
14,122
|
|
|||
Provision for loan losses
|
49,097
|
|
|
18,897
|
|
|
33,854
|
|
|||
Realized gain on sale of loans held for sale
|
(13,466
|
)
|
|
(10,445
|
)
|
|
(6,467
|
)
|
|||
Change in fair value of loans held for sale
|
—
|
|
|
5
|
|
|
4,634
|
|
|||
Realized loss (gain) on sales of investments
|
11,889
|
|
|
(492
|
)
|
|
(1,047
|
)
|
|||
Unrealized loss (gain) on investments
|
33,565
|
|
|
2,116
|
|
|
(1,863
|
)
|
|||
Other gains
|
(6,107
|
)
|
|
—
|
|
|
—
|
|
|||
Deferred income (benefit) tax expense
|
(1,439
|
)
|
|
(91
|
)
|
|
550
|
|
|||
(Increase) decrease in operating assets:
|
|
|
|
|
|
||||||
Origination of loans held for sale
|
(18,368,587
|
)
|
|
(33,441,105
|
)
|
|
(27,330,698
|
)
|
|||
Proceeds from sales of loans held for sale
|
17,900,594
|
|
|
32,278,095
|
|
|
27,398,380
|
|
|||
Principal collections on loans held for sale
|
1,018,732
|
|
|
368,127
|
|
|
65,904
|
|
|||
Accrued interest receivable
|
4,384
|
|
|
(989
|
)
|
|
401
|
|
|||
Other assets
|
14,668
|
|
|
22,798
|
|
|
(15,522
|
)
|
|||
Increase (decrease) in operating liabilities:
|
|
|
|
|
|
||||||
Interest payable
|
(18,374
|
)
|
|
2,550
|
|
|
12,563
|
|
|||
Other liabilities
|
40,230
|
|
|
85,799
|
|
|
12,183
|
|
|||
Due to affiliates
|
(21,728
|
)
|
|
(1,916
|
)
|
|
22,159
|
|
|||
Net cash provided by (used in) operating activities
|
684,755
|
|
|
(499,593
|
)
|
|
343,724
|
|
|||
CASH FLOWS FROM INVESTING ACTIVITIES:
|
|
|
|
|
|
||||||
Origination and purchases of loans receivable
|
(4,147,550
|
)
|
|
(5,686,660
|
)
|
|
(4,209,182
|
)
|
|||
Principal collections of loans receivable
|
2,784,350
|
|
|
4,037,095
|
|
|
3,190,000
|
|
|||
Proceeds from sales of loans held for sale
|
998,725
|
|
|
1,772,021
|
|
|
799,869
|
|
|||
Net change in restricted cash
|
6,537
|
|
|
406,336
|
|
|
100,621
|
|
|||
Purchases of HTM Securities
|
(39,334
|
)
|
|
(45,735
|
)
|
|
—
|
|
|||
Issuance of loan to affiliate
|
(1,000,000
|
)
|
|
—
|
|
|
—
|
|
|||
Repayment of loan to affiliate
|
1,000,000
|
|
|
—
|
|
|
—
|
|
|||
Purchases of investments
|
—
|
|
|
(14,564
|
)
|
|
(159,379
|
)
|
|||
Proceeds from sales of investments
|
—
|
|
|
17,716
|
|
|
317,235
|
|
|||
Net cash (used in) provided by investing activities
|
(397,272
|
)
|
|
486,209
|
|
|
39,164
|
|
|
NOVEMBER 30,
2019 |
|
NOVEMBER 30,
2018 |
|
NOVEMBER 30,
2017 |
||||||
CASH FLOWS FROM FINANCING ACTIVITIES:
|
|
|
|
|
|
||||||
Contributions from members
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
149,597
|
|
Distributions to members
|
(150,000
|
)
|
|
(80,000
|
)
|
|
—
|
|
|||
Proceeds from borrowings on credit facilities
|
6,065,802
|
|
|
8,459,941
|
|
|
9,900,244
|
|
|||
Repayments on credit facilities
|
(6,026,228
|
)
|
|
(8,598,345
|
)
|
|
(9,929,577
|
)
|
|||
Proceeds from secured notes, net of issuance costs
|
592,232
|
|
|
1,500,979
|
|
|
1,749,986
|
|
|||
Proceeds from sale of secured notes
|
—
|
|
|
15,142
|
|
|
—
|
|
|||
Repayments of secured notes payable
|
(608,384
|
)
|
|
(1,819,759
|
)
|
|
(1,779,088
|
)
|
|||
Securities sold under agreement to repurchase
|
21,170
|
|
|
39,201
|
|
|
—
|
|
|||
Proceeds from long-term debt, net of issuance costs
|
1,132,293
|
|
|
—
|
|
|
637,191
|
|
|||
Payment of issuance costs on long-term debt
|
—
|
|
|
(1,031
|
)
|
|
—
|
|
|||
Payment of premium costs on long-term debt
|
(14,198
|
)
|
|
—
|
|
|
—
|
|
|||
Repayment of long-term debt
|
(1,640,000
|
)
|
|
(2,500
|
)
|
|
(212,313
|
)
|
|||
Repurchase of long-term debt
|
(66,442
|
)
|
|
(22,680
|
)
|
|
—
|
|
|||
Net cash (used in) provided by financing activities
|
(693,755
|
)
|
|
(509,052
|
)
|
|
516,040
|
|
|||
NET (DECREASE) INCREASE IN CASH
|
(406,272
|
)
|
|
(522,436
|
)
|
|
898,928
|
|
|||
CASH—Beginning of the year
|
1,033,048
|
|
|
1,555,484
|
|
|
656,556
|
|
|||
CASH—End of the year
|
$
|
626,776
|
|
|
$
|
1,033,048
|
|
|
$
|
1,555,484
|
|
SUPPLEMENTAL INFORMATION:
|
|
|
|
|
|
||||||
Cash paid for interest
|
$
|
342,906
|
|
|
$
|
331,561
|
|
|
$
|
277,348
|
|
Cash paid for income taxes, net
|
$
|
355
|
|
|
$
|
593
|
|
|
$
|
193
|
|
NONCASH ITEMS:
|
|
|
|
|
|
||||||
Transfer of loans receivable, net to loans held for sale, net
|
$
|
38,569
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Transfer of loans held for sale, net to loans receivable, net
|
$
|
4,286
|
|
|
$
|
—
|
|
|
$
|
44,136
|
|
Restructuring of loans receivable to investments
|
$
|
66,888
|
|
|
$
|
60,476
|
|
|
$
|
54,028
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2019
|
|
2018
|
||||
Principal and interest collections on loans held in credit facilities and CLOs
|
$
|
165,454
|
|
|
$
|
207,763
|
|
Reserves held in credit facilities and CLOs to support operations
|
296,943
|
|
|
261,171
|
|
||
Total restricted cash
|
$
|
462,397
|
|
|
$
|
468,934
|
|
|
|
|
|
|
|
2019
|
|
2018
|
||||
Loans receivable:
|
|
|
|
|
||||
Originated
|
|
$
|
2,044,827
|
|
|
$
|
1,770,247
|
|
Secondary
|
|
2,786,863
|
|
|
2,771,751
|
|
||
Total loans receivable
|
|
4,831,690
|
|
|
4,541,998
|
|
||
Less: original issue discount
|
|
(66,009
|
)
|
|
(56,048
|
)
|
||
Total loans receivable, net of original issue discount
|
|
4,765,681
|
|
|
4,485,950
|
|
||
Less: deferred loan fees(1)
|
|
(3,261
|
)
|
|
(6,725
|
)
|
||
Total loans receivable, net of deferred loan fees
|
|
4,762,420
|
|
|
4,479,225
|
|
||
Less: allowance for loan losses
|
|
(47,960
|
)
|
|
(35,353
|
)
|
||
Total loans receivable, net
|
|
$
|
4,714,460
|
|
|
$
|
4,443,872
|
|
|
|
|
|
|
(1)
|
Unamortized deferred loan fees received in connection with revolving credit facilities are classified within Other liabilities on the Consolidated Balance Sheets.
|
|
|
LOANS
30-89 DAYS PAST DUE |
|
LOANS
90 OR MORE DAYS PAST DUE |
|
TOTAL
PAST DUE LOANS |
|
CURRENT
LOANS |
|
TOTAL
LOANS |
||||||||||
Originated
|
|
$
|
116,501
|
|
|
$
|
13,282
|
|
|
$
|
129,783
|
|
|
$
|
1,871,130
|
|
|
$
|
2,000,913
|
|
Secondary
|
|
2,614
|
|
|
—
|
|
|
2,614
|
|
|
2,762,154
|
|
|
2,764,768
|
|
|||||
Total
|
|
$
|
119,115
|
|
|
$
|
13,282
|
|
|
$
|
132,397
|
|
|
$
|
4,633,284
|
|
|
$
|
4,765,681
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LOANS
30-89 DAYS PAST DUE |
|
LOANS
90 OR MORE DAYS PAST DUE |
|
TOTAL
PAST DUE LOANS |
|
CURRENT
LOANS |
|
TOTAL
LOANS |
||||||||||
Originated
|
|
$
|
—
|
|
|
$
|
1,268
|
|
|
$
|
1,268
|
|
|
$
|
1,730,644
|
|
|
$
|
1,731,912
|
|
Secondary
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,754,038
|
|
|
2,754,038
|
|
|||||
Total
|
|
$
|
—
|
|
|
$
|
1,268
|
|
|
$
|
1,268
|
|
|
$
|
4,484,682
|
|
|
$
|
4,485,950
|
|
|
|
|
RECORDED
INVESTMENT |
|
UNPAID
PRINCIPAL BALANCE |
|
RELATED
ALLOWANCE |
|
AVERAGE
RECORDED INVESTMENT |
||||||||
Originated
|
|
$
|
129,718
|
|
|
$
|
150,114
|
|
|
$
|
19,989
|
|
|
$
|
114,082
|
|
Secondary
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Total
|
|
$
|
129,718
|
|
|
$
|
150,114
|
|
|
$
|
19,989
|
|
|
$
|
114,082
|
|
|
|
|
RECORDED
INVESTMENT |
|
UNPAID
PRINCIPAL BALANCE |
|
RELATED
ALLOWANCE |
|
AVERAGE
RECORDED INVESTMENT |
||||||||
Originated
|
|
$
|
98,447
|
|
|
$
|
118,602
|
|
|
$
|
5,584
|
|
|
$
|
103,417
|
|
Secondary
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,139
|
|
||||
Total
|
|
$
|
98,447
|
|
|
$
|
118,602
|
|
|
$
|
5,584
|
|
|
$
|
109,556
|
|
|
|
|
|
■
|
the types of loans;
|
■
|
the expected loss with regard to the loan type;
|
■
|
the internal credit rating assigned to the loans; and
|
■
|
type of industry for a given loan.
|
|
|
CONSOLIDATED
BALANCE SHEETS |
|
CONSOLIDATED
STATEMENTS OF EARNINGS |
Allowance for losses on:
|
|
|
|
|
Loans
|
|
Allowance for loan losses
|
|
Provision for loan losses
|
Unfunded loan commitments
|
|
Other liabilities
|
|
General, administrative and other
|
|
|
ORIGINATED
|
|
SECONDARY
|
|
TOTAL
|
||||||
Balance, November 30, 2018
|
|
$
|
16,194
|
|
|
$
|
19,159
|
|
|
$
|
35,353
|
|
Recovery of loan losses—general
|
|
(632
|
)
|
|
(1,166
|
)
|
|
(1,798
|
)
|
|||
Provision for loan losses—specific
|
|
46,821
|
|
|
4,074
|
|
|
50,895
|
|
|||
Charge-offs
|
|
(32,417
|
)
|
|
(4,073
|
)
|
|
(36,490
|
)
|
|||
Balance, November 30, 2019
|
|
29,966
|
|
|
17,994
|
|
|
47,960
|
|
|||
Balance, end of period—general
|
|
$
|
9,978
|
|
|
$
|
17,994
|
|
|
$
|
27,972
|
|
Balance, end of period—specific
|
|
$
|
19,988
|
|
|
$
|
—
|
|
|
$
|
19,988
|
|
Loans receivable:
|
|
|
|
|
|
|
||||||
Loans collectively evaluated—general
|
|
$
|
1,871,195
|
|
|
$
|
2,764,768
|
|
|
$
|
4,635,963
|
|
Loans individually evaluated—specific
|
|
129,718
|
|
|
—
|
|
|
129,718
|
|
|||
Total
|
|
$
|
2,000,913
|
|
|
$
|
2,764,768
|
|
|
$
|
4,765,681
|
|
|
|
|
|
|
|
ORIGINATED
|
|
SECONDARY
|
|
TOTAL
|
||||||
Balance, November 30, 2017
|
|
$
|
29,369
|
|
|
$
|
32,419
|
|
|
$
|
61,788
|
|
Provision for (recovery of) loan losses—general
|
|
1,604
|
|
|
(3,670
|
)
|
|
(2,066
|
)
|
|||
Provision for loan losses—specific
|
|
20,862
|
|
|
101
|
|
|
20,963
|
|
|||
Transfers to loans held for sale, net
|
|
—
|
|
|
(1,726
|
)
|
|
(1,726
|
)
|
|||
Charge-offs
|
|
(35,641
|
)
|
|
(7,965
|
)
|
|
(43,606
|
)
|
|||
Balance, November 30, 2018
|
|
16,194
|
|
|
19,159
|
|
|
35,353
|
|
|||
Balance, end of period—general
|
|
$
|
10,610
|
|
|
$
|
19,159
|
|
|
$
|
29,769
|
|
Balance, end of period—specific
|
|
$
|
5,584
|
|
|
$
|
—
|
|
|
$
|
5,584
|
|
Loans receivable:
|
|
|
|
|
|
|
||||||
Loans collectively evaluated—general
|
|
$
|
1,633,465
|
|
|
$
|
2,754,038
|
|
|
$
|
4,387,503
|
|
Loans individually evaluated—specific
|
|
98,447
|
|
|
—
|
|
|
98,447
|
|
|||
Total
|
|
$
|
1,731,912
|
|
|
$
|
2,754,038
|
|
|
$
|
4,485,950
|
|
|
|
|
ORIGINATED
|
|
SECONDARY
|
|
TOTAL
|
||||||
Balance, November 30, 2016
|
|
$
|
35,603
|
|
|
$
|
30,294
|
|
|
$
|
65,897
|
|
(Recovery of) provision for loan losses—general
|
|
(5,788
|
)
|
|
2,778
|
|
|
(3,010
|
)
|
|||
Provision for loan losses—specific
|
|
33,301
|
|
|
3,563
|
|
|
36,864
|
|
|||
Transfers to loans held for sale, net
|
|
(2,240
|
)
|
|
(500
|
)
|
|
(2,740
|
)
|
|||
Charge-offs
|
|
(31,507
|
)
|
|
(3,716
|
)
|
|
(35,223
|
)
|
|||
Balance, November 30, 2017
|
|
29,369
|
|
|
32,419
|
|
|
61,788
|
|
|||
Balance, end of period—general
|
|
$
|
9,006
|
|
|
$
|
22,829
|
|
|
$
|
31,835
|
|
Balance, end of period—specific
|
|
$
|
20,363
|
|
|
$
|
9,590
|
|
|
$
|
29,953
|
|
Loans receivable:
|
|
|
|
|
|
|
||||||
Loans collectively evaluated—general
|
|
$
|
1,535,554
|
|
|
$
|
3,165,962
|
|
|
$
|
4,701,516
|
|
Loans individually evaluated—specific
|
|
108,386
|
|
|
12,277
|
|
|
120,663
|
|
|||
Total
|
|
$
|
1,643,940
|
|
|
$
|
3,178,239
|
|
|
$
|
4,822,179
|
|
|
|
|
|
■
|
Industry segment
|
■
|
Position within the industry
|
■
|
Earnings/Operating Cash Flows
|
■
|
Asset/Liability values
|
■
|
Financial flexibility/debt capacity
|
■
|
Management and controls
|
■
|
Grade 1—Issuers assigned this grade are characterized as substantially risk free and having an extremely strong capacity to meet all financial obligations.
|
■
|
Grade 2—Issuers assigned this grade are characterized as representing minimal risk.
|
■
|
Grade 3—Issuers assigned this grade are characterized as representing modest risk.
|
■
|
Grade 4—Issuers assigned this grade are characterized as representing better than average risk.
|
■
|
Grade 5—Issuers assigned this grade are characterized as representing average risk.
|
■
|
Grade 6—Issuers assigned this grade are characterized as representing acceptable risk.
|
■
|
Grade 7—Issuers assigned this grade are currently vulnerable to adverse business, financial and economic conditions and are characterized by increasing credit risk. They possess potential weakness that may, if not checked or corrected, weaken the asset or result in a likelihood of default at some future date. The increasing risk has or may result in discounted pricing levels or decreased trading liquidity.
|
■
|
Grade 8—Issuers assigned this grade are characterized by inadequate repayment capacity and/or recovery of the obligor or of the collateral pledged resulting in potential loss if deficiencies are not corrected.
|
■
|
Grade 9—Issuers assigned this grade are in (a) payment default at any level in its debt structure or (b) bankruptcy. In addition, asset weaknesses may make collection or liquidation in full, on the basis of existing facts, highly questionable and improbable.
|
■
|
Grade 10—Issuers assigned this grade are charged-off.
|
|
|
|
ICG
|
|
ORIGINATED
|
|
SECONDARY
|
|
TOTAL
|
||||||
5.2
|
|
$
|
—
|
|
|
$
|
9,743
|
|
|
$
|
9,743
|
|
5.5
|
|
—
|
|
|
88,502
|
|
|
88,502
|
|
|||
5.8
|
|
39,812
|
|
|
277,554
|
|
|
317,366
|
|
|||
6.2
|
|
154,212
|
|
|
589,073
|
|
|
743,285
|
|
|||
6.5
|
|
886,195
|
|
|
819,492
|
|
|
1,705,687
|
|
|||
6.8
|
|
475,582
|
|
|
616,537
|
|
|
1,092,119
|
|
|||
7.2
|
|
200,714
|
|
|
163,636
|
|
|
364,350
|
|
|||
7.5
|
|
109,231
|
|
|
72,000
|
|
|
181,231
|
|
|||
7.8
|
|
40,243
|
|
|
102,206
|
|
|
142,449
|
|
|||
8.2
|
|
30,759
|
|
|
15,183
|
|
|
45,942
|
|
|||
8.5
|
|
32,518
|
|
|
8,227
|
|
|
40,745
|
|
|||
8.8
|
|
7,992
|
|
|
—
|
|
|
7,992
|
|
|||
9.2
|
|
23,655
|
|
|
2,615
|
|
|
26,270
|
|
|||
Total
|
|
$
|
2,000,913
|
|
|
$
|
2,764,768
|
|
|
$
|
4,765,681
|
|
|
ICG
|
|
ORIGINATED
|
|
SECONDARY
|
|
TOTAL
|
||||||
5.2
|
|
$
|
—
|
|
|
$
|
10,466
|
|
|
$
|
10,466
|
|
5.5
|
|
—
|
|
|
70,622
|
|
|
70,622
|
|
|||
5.8
|
|
18,902
|
|
|
336,214
|
|
|
355,116
|
|
|||
6.2
|
|
186,438
|
|
|
579,700
|
|
|
766,138
|
|
|||
6.5
|
|
650,182
|
|
|
910,136
|
|
|
1,560,318
|
|
|||
6.8
|
|
468,457
|
|
|
602,168
|
|
|
1,070,625
|
|
|||
7.2
|
|
185,593
|
|
|
130,332
|
|
|
315,925
|
|
|||
7.5
|
|
111,694
|
|
|
99,814
|
|
|
211,508
|
|
|||
7.8
|
|
50,602
|
|
|
236
|
|
|
50,838
|
|
|||
8.2
|
|
12,496
|
|
|
14,350
|
|
|
26,846
|
|
|||
8.5
|
|
16,649
|
|
|
—
|
|
|
16,649
|
|
|||
9.2
|
|
30,899
|
|
|
—
|
|
|
30,899
|
|
|||
Total
|
|
$
|
1,731,912
|
|
|
$
|
2,754,038
|
|
|
$
|
4,485,950
|
|
|
|
|
|
■
|
Payment default of principal and/or interest
|
■
|
Bankruptcy declaration
|
■
|
Going concern opinion issued by the borrower’s auditors
|
■
|
Insufficient cash flow to service debt with low likelihood of turnaround in the short term
|
■
|
Securities (public) are de-listed
|
■
|
Refinancing sources are unlikely
|
■
|
Financial covenants breach is unlikely to be amended
|
■
|
Modification of interest rate below market rate
|
■
|
The borrower does not otherwise have access to funding for debt with similar risk characteristics in the market at the restructured rate and terms
|
■
|
Capitalization of interest
|
■
|
Delaying principal and/or interest for a period of year or more
|
■
|
Forgiveness of some or all of the principal balance
|
|
PRE-
MODIFICATION OUTSTANDING RECORDED AMOUNT |
|
POST-
MODIFICATION OUTSTANDING RECORDED AMOUNT(1) |
||||
Primary
|
$
|
165,760
|
|
|
$
|
46,547
|
|
Secondary
|
63,085
|
|
|
24,358
|
|
||
Total
|
$
|
228,845
|
|
|
$
|
70,905
|
|
|
|
PRE-
MODIFICATION OUTSTANDING RECORDED AMOUNT |
|
POST-
MODIFICATION OUTSTANDING RECORDED AMOUNT(1) |
||||
Primary
|
$
|
149,712
|
|
|
$
|
85,427
|
|
Secondary
|
34,216
|
|
|
24,943
|
|
||
Total
|
$
|
183,928
|
|
|
$
|
110,370
|
|
|
(1)
|
Post modification outstanding amounts include loan and equity converted on restructure.
|
|
|
|
|
2019
|
|
2018
|
||||
Loans held for sale
|
$
|
1,088,898
|
|
|
$
|
1,574,923
|
|
Less:
|
|
|
|
||||
Original issue discount
|
(16,723
|
)
|
|
(15,198
|
)
|
||
Valuation allowance
|
—
|
|
|
(2,880
|
)
|
||
Deferred loan fees, net
|
(18,044
|
)
|
|
(6,670
|
)
|
||
Loans held for sale, net
|
$
|
1,054,131
|
|
|
$
|
1,550,175
|
|
|
|
Contractual Maturity
|
||||||||||||||||||||
|
Up to 1 year
|
|
1-5 years
|
|
Greater than
5 years |
|
Total
|
||||||||||||||
Repurchase-to-maturity transactions
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
CLO notes
|
|
$
|
—
|
|
|
|
|
$
|
—
|
|
|
|
|
$
|
60,650
|
|
|
|
$
|
60,650
|
|
|
|
|
|
1-5 YEARS
|
|
TOTAL
|
||||
Interest rate swaps
|
$
|
83,628
|
|
|
$
|
83,628
|
|
|
1-5 YEARS
|
|
TOTAL
|
||||
Interest rate swaps
|
$
|
246,858
|
|
|
$
|
246,858
|
|
NOVEMBER 30, 2019
|
|
LEVEL 1
|
|
LEVEL 2
|
|
LEVEL 3
|
|
NET ASSET
VALUE |
|
TOTAL
|
||||||||||
Assets, nonrecurring basis:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Loans held for sale, net
|
|
$
|
—
|
|
|
$
|
618,781
|
|
|
$
|
435,350
|
|
|
$
|
—
|
|
|
$
|
1,054,131
|
|
Assets, recurring basis:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Investments
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Investment in affiliates
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(2,608
|
)
|
|
$
|
(2,608
|
)
|
CLO Notes
|
|
—
|
|
|
9,810
|
|
|
—
|
|
|
—
|
|
|
9,810
|
|
|||||
Interest rate swaps
|
|
—
|
|
|
15
|
|
|
—
|
|
|
—
|
|
|
15
|
|
|||||
Corporate equity securities
|
|
—
|
|
|
561
|
|
|
32,705
|
|
|
—
|
|
|
33,266
|
|
|||||
Total Investments
|
|
$
|
—
|
|
|
$
|
10,386
|
|
|
$
|
32,705
|
|
|
$
|
(2,608
|
)
|
|
$
|
40,483
|
|
|
NOVEMBER 30, 2018
|
|
LEVEL 1
|
|
LEVEL 2
|
|
LEVEL 3
|
|
NET ASSET
VALUE |
|
TOTAL
|
||||||||||
Assets, nonrecurring basis:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Loans held for sale, net
|
|
$
|
—
|
|
|
$
|
1,550,175
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,550,175
|
|
Assets, recurring basis:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Investments
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Investment in affiliates
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(1,810
|
)
|
|
$
|
(1,810
|
)
|
CLO Notes
|
|
—
|
|
|
10,900
|
|
|
—
|
|
|
—
|
|
|
10,900
|
|
|||||
Interest rate swaps
|
|
—
|
|
|
1,496
|
|
|
—
|
|
|
—
|
|
|
1,496
|
|
|||||
Corporate equity securities
|
|
—
|
|
|
11
|
|
|
47,182
|
|
|
—
|
|
|
47,193
|
|
|||||
Total Investments
|
|
$
|
—
|
|
|
$
|
12,407
|
|
|
$
|
47,182
|
|
|
$
|
(1,810
|
)
|
|
$
|
57,779
|
|
|
|
|
|
FINANCIAL INSTRUMENTS OWNED
|
|
FAIR VALUE
(IN THOUSANDS) |
|
VALUATION
TECHNIQUE |
|
SIGNIFICANT
UNOBSERVABLE INPUT(S) |
|
INPUT
RANGE |
|
WEIGHTED
AVERAGE |
||||
Loans held for sale, net
|
|
|
|
|
|
|
|
|
|
|
||||
Loan
|
|
$
|
435,350
|
|
|
Market Approach
|
|
Yield relative to market
|
|
8.1
|
%
|
|
—
|
|
Corporate equity securities
|
|
|
|
|
|
|
|
|
|
|
||||
Non-exchange traded securities
|
|
$
|
32,705
|
|
|
|
|
EBITDA multiple
|
|
4.7x-14.0x
|
|
|
8.8x
|
|
|
|
|
|
Combined Income
and Market Approach |
|
Revenue multiple
Duration
Discount Rate
|
|
0.6x-1.3x
4.5 Years-5.5 Years
55.3%-65.8%
|
|
|
0.8x
|
|
FINANCIAL INSTRUMENTS OWNED
|
|
FAIR VALUE
(IN THOUSANDS) |
|
VALUATION
TECHNIQUE |
|
SIGNIFICANT
UNOBSERVABLE INPUT(S) |
|
INPUT
RANGE |
|
WEIGHTED
AVERAGE |
||
Corporate equity securities
|
|
|
|
|
|
|
|
|
|
|
||
Non-exchange traded securities
|
|
$
|
47,182
|
|
|
|
|
EBITDA multiple
|
|
1.6x-13.7x
|
|
7.8x
|
|
|
|
|
Market Approach
|
|
Revenue multiple
|
|
1.0x-2.4x
|
|
1.6x
|
|
|
|
|
|
NOVEMBER 30, 2019
|
|
NOVEMBER 30, 2018
|
||||||||||||
|
|
Carrying Value
|
|
Fair Value
|
|
Carrying Value
|
|
Fair Value
|
||||||||
Financial assets:
|
|
|
|
|
|
|
|
|
||||||||
Cash
|
|
$
|
626,776
|
|
|
$
|
626,776
|
|
|
$
|
1,033,048
|
|
|
$
|
1,033,048
|
|
Restricted cash
|
|
462,397
|
|
|
462,397
|
|
|
468,934
|
|
|
468,934
|
|
||||
Loans receivable, net
|
|
4,714,460
|
|
|
4,465,211
|
|
|
4,443,872
|
|
|
4,328,669
|
|
||||
CLO notes(1)
|
|
85,069
|
|
|
82,634
|
|
|
45,735
|
|
|
43,962
|
|
||||
Total
|
|
$
|
5,888,702
|
|
|
$
|
5,637,018
|
|
|
$
|
5,991,589
|
|
|
$
|
5,874,613
|
|
Financial liabilities:
|
|
|
|
|
|
|
|
|
||||||||
Credit facilities, net
|
|
$
|
232,531
|
|
|
$
|
244,553
|
|
|
$
|
186,232
|
|
|
$
|
192,083
|
|
Secured notes payable, net
|
|
3,616,444
|
|
|
3,599,483
|
|
|
3,620,191
|
|
|
3,646,054
|
|
||||
Securities sold under agreement to
repurchase(1) |
|
60,650
|
|
|
58,749
|
|
|
39,480
|
|
|
38,929
|
|
||||
Long-term debt, net
|
|
1,495,225
|
|
|
1,532,945
|
|
|
2,054,023
|
|
|
2,062,584
|
|
||||
Total
|
|
$
|
5,404,850
|
|
|
$
|
5,435,730
|
|
|
$
|
5,899,926
|
|
|
$
|
5,939,650
|
|
|
(1)
|
For the year ended November 30, 2019 and 2018 the Company did not record any OTTI.
|
|
|
|
|
|
|
|
SENIOR
SECURED REVOLVING CREDIT FACILITY |
|
THIRD
PARTY FRONTING LINE |
|
MEMBERS’
FRONTING LINE |
|
APEX CLO
2019 WH |
|
APEX CLO
2019 WH II |
|
JFIN
REVOLVER CLO 2019 |
|
JFIN
REVOLVER CLO 2019 II |
|
JFIN
BUSINESS CREDIT FUND I LLC |
|
JFUND III
LLC |
|
TOTAL
|
|
||||||||||||||||||||
Total availability under the facility
|
$
|
330.0
|
|
(1)
|
$
|
825.0
|
|
(2)
|
$
|
500.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
187.5
|
|
|
$
|
187.5
|
|
|
$
|
100.0
|
|
|
$
|
300.0
|
|
|
$
|
2,430.0
|
|
|
Outstanding balance
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
|
56.2
|
|
|
188.4
|
|
|
244.6
|
|
(3)
|
|||||||||||
Current availability
|
$
|
330.0
|
|
|
$
|
825.0
|
|
|
$
|
500.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
187.5
|
|
|
$
|
187.5
|
|
|
$
|
43.8
|
|
|
$
|
111.6
|
|
|
$
|
2,185.4
|
|
|
Principal balance of loans pledged as collateral
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
17.7
|
|
|
$
|
12.6
|
|
|
$
|
74.9
|
|
|
$
|
327.8
|
|
|
$
|
433.0
|
|
|
Largest outstanding amounts during the periods
|
267.4
|
|
|
825.0
|
|
|
—
|
|
|
271.4
|
|
|
258.4
|
|
|
—
|
|
|
—
|
|
|
59.2
|
|
|
188.4
|
|
|
|
|
|||||||||||
Interest expense incurred
|
1.1
|
|
|
4.6
|
|
|
—
|
|
|
2.8
|
|
|
1.6
|
|
|
—
|
|
|
—
|
|
|
1.9
|
|
|
7.3
|
|
|
19.3
|
|
|
||||||||||
Undrawn facility fees incurred(4)
|
0.6
|
|
|
5.9
|
|
|
2.4
|
|
|
—
|
|
|
—
|
|
|
2.2
|
|
|
0.7
|
|
|
0.2
|
|
|
1.8
|
|
|
13.8
|
|
|
||||||||||
Variable interest rate based on LIBOR
|
Libor
+2.75%
|
|
|
4.99
|
%
|
|
—
|
|
|
N/A
|
|
|
N/A
|
|
|
Libor
+1.50%
|
|
|
Libor
+1.50%
|
|
|
Libor+1.40%
|
|
|
Libor+2.32%
|
|
|
|
|
|||||||||||
Maturity Date
|
6/3/2022
|
|
|
2/19/2020
|
|
|
3/1/2020(5)
|
|
|
Terminated
|
|
|
Terminated
|
|
|
2/27/2026
|
|
|
9/8/2026
|
|
|
9/12/2021
|
|
|
2/10/2022
|
|
|
|
|
(1)
|
This facility is secured on a super priority basis by the collateral securing the Senior Secured Debt (refer to Note 11). The collateral is comprised of JFIN’s unrestricted cash, loans receivable and loans held for sale, net not encumbered by other facilities.
|
(2)
|
On February 20, 2019, the Third Party Fronting Line was increased to $825.0 million from $800.0 million.
|
(3)
|
Outstanding balance does not include $12.0 million of deferred structuring fees which is recorded as a direct reduction of the credit facility on the consolidated balance sheet.
|
(4)
|
Included in Interest Expense in the Consolidated Statements of Earnings.
|
(5)
|
The Member’s $500 million Fronting Line was renewed until March 1, 2020. Each Member, at their discretion may make available additional advances in excess of its committed amount.
|
|
|
|
|
THIRD
PARTY FRONTING LINE |
|
MEMBERS’
FRONTING LINE |
|
APEX CLO
2017 III WH |
|
APEX CLO
2018 WH II |
|
CLO 2012
WH |
|
JFIN
BUSINESS CREDIT FUND I LLC |
|
JFUND III
LLC |
|
TOTAL
|
|
||||||||||||||||||
Total availability under the facility
|
$
|
800.0
|
|
(1
|
)
|
$
|
500.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
100.0
|
|
|
$
|
300.0
|
|
|
$
|
1,700.0
|
|
|
|
Outstanding balance
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
54.0
|
|
|
138.1
|
|
|
192.1
|
|
(2
|
)
|
|||||||||
Current availability
|
$
|
800.0
|
|
|
$
|
500.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
46.0
|
|
|
$
|
161.9
|
|
|
$
|
1,507.9
|
|
|
||
Principal balance of loans pledged as collateral
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
73.2
|
|
|
$
|
249.0
|
|
|
$
|
322.2
|
|
|
||
Largest outstanding amounts during the periods
|
977.2
|
|
|
500.0
|
|
|
359.3
|
|
|
259.6
|
|
|
126.7
|
|
|
55.4
|
|
|
148.6
|
|
|
|
|
|||||||||||
Interest expense incurred
|
3.4
|
|
|
2.0
|
|
|
3.0
|
|
|
3.0
|
|
|
0.9
|
|
|
1.3
|
|
|
6.5
|
|
|
20.1
|
|
|
||||||||||
Undrawn facility fees incurred(3)
|
5.9
|
|
|
2.6
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.3
|
|
|
2.0
|
|
|
10.8
|
|
|
||||||||||
Variable interest rate based on LIBOR
|
4.67
|
%
|
|
5.30
|
%
|
|
N/A
|
|
|
N/A
|
|
|
N/A
|
|
|
4.04
|
%
|
|
4.76
|
%
|
|
|
|
|||||||||||
Maturity Date
|
2/20/2019
|
|
|
3/1/2019(4)
|
|
|
Terminated
|
|
|
Terminated
|
|
|
Terminated
|
|
|
9/12/2021
|
|
|
2/10/2022
|
|
|
|
|
(1)
|
On February 21, 2018, the Third Party Fronting Line was increased to $800.0 million from $500.0 million. Third Party Fronting line included a temporary increase of $233.0 million from 2/27/2018 to 3/27/2018.
|
(2)
|
Outstanding balance does not include $5.9 million of deferred structuring fees which is recorded as a direct reduction of the credit facility on the consolidated balance sheet.
|
(3)
|
Included in Interest Expense in the Consolidated Statements of Earnings.
|
(4)
|
The Member’s $500 million Fronting Line was renewed until March 1, 2019. Each Member, at their discretion may make available additional advances in excess of its committed amount.
|
|
THIRD
PARTY FRONTING LINE |
|
MEMBERS’
FRONTING LINE |
|
APEX
CLO 2017 III WH |
|
CLO 2016
II WH |
|
JFIN
BUSINESS CREDIT FUND I LLC |
|
JFUND III
LLC |
|
JFUND V
LLC |
|
TOTAL
|
|
|||||||||||||||||
Total availability under the facility
|
$
|
500.0
|
|
|
$
|
500.0
|
|
|
$
|
250.0
|
|
|
$
|
—
|
|
|
$
|
100.0
|
|
|
$
|
300.0
|
|
|
$
|
—
|
|
|
$
|
1,650.0
|
|
|
|
Outstanding balance
|
—
|
|
|
—
|
|
|
154.8
|
|
|
—
|
|
|
23.4
|
|
|
145.6
|
|
|
—
|
|
|
323.8
|
|
(1
|
)
|
||||||||
Current availability
|
$
|
500.0
|
|
|
$
|
500.0
|
|
|
$
|
95.2
|
|
|
$
|
—
|
|
|
$
|
76.6
|
|
|
$
|
154.4
|
|
|
$
|
—
|
|
|
$
|
1,326.2
|
|
|
|
Principal balance of loans pledged as collateral
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
246.6
|
|
|
$
|
—
|
|
|
$
|
32.0
|
|
|
$
|
251.1
|
|
|
$
|
—
|
|
|
$
|
529.7
|
|
|
|
Largest outstanding amounts during the periods
|
500.0
|
|
|
1,100.0(2)
|
|
|
154.8
|
|
|
325.3
|
|
|
43.9
|
|
|
193.1
|
|
|
345.6
|
|
|
|
|
||||||||||
Interest expense incurred
|
4.4
|
|
|
5.1
|
|
|
0.9
|
|
|
1.6
|
|
|
0.7
|
|
|
6.7
|
|
|
3.1
|
|
|
22.5
|
|
|
|||||||||
Undrawn facility fees incurred(3)
|
3.0
|
|
|
1.7
|
|
|
—
|
|
|
—
|
|
|
0.3
|
|
|
1.2
|
|
|
1.0
|
|
|
7.2
|
|
|
|||||||||
Variable interest rate based on LIBOR
|
4.19
|
%
|
|
4.92
|
%
|
|
3.34
|
%
|
|
2.98
|
%
|
|
2.88
|
%
|
|
3.75
|
%
|
|
3.05
|
%
|
|
—
|
|
|
|||||||||
Maturity Date
|
2/26/2018(4)
|
|
|
3/1/2018(5)
|
|
|
8/4/2018
|
|
|
Terminated
|
|
|
9/12/2021
|
|
|
2/10/2022(6)
|
|
|
Terminated
|
|
|
|
|
(1)
|
Outstanding balance does not include $5.7 million of deferred structuring fees which is recorded as a direct reduction of the credit facility on consolidated balance sheet.
|
(2)
|
Each Member, at their discretion may make available additional advances in excess of its committed amount.
|
(3)
|
Included in Interest Expense in the Consolidated Statements of Earnings.
|
(4)
|
On February 27, 2016, the Third Party Fronting Line was increased to $500.0 million from $481.7 million.
|
(5)
|
After March 1, 2016, the Members’ Fronting Line contains annual automatic one-year extensions, absent a 60-day termination notice by either party.
|
(6)
|
On February 10, 2017, the maturity of the facility was extended until February 10, 2022.
|
|
|
|
|
|
|
|
NOVEMBER 30,
2019 |
|
NOVEMBER 30,
2018 |
||||
Due in 2020
|
$
|
—
|
|
|
$
|
—
|
|
Due in 2021
|
—
|
|
|
—
|
|
||
Due in 2022
|
—
|
|
|
—
|
|
||
Due in 2023
|
—
|
|
|
—
|
|
||
Due in 2024
|
53,100
|
|
|
51,864
|
|
||
Thereafter
|
3,563,344
|
|
|
3,568,328
|
|
||
Total
|
$
|
3,616,444
|
|
|
$
|
3,620,192
|
|
|
DESCRIPTION
|
|
ISSUE DATE
|
|
OUTSTANDING
PRINCIPAL AMOUNT |
|
MATURITY
|
|
INTEREST
RATE |
|
INTEREST
PAYMENT DATES |
||
2024 Senior Unsecured Notes (“2024 Notes”)
|
|
8/03/2017
|
|
$371.1
|
|
August 15, 2024
|
|
7.250
|
|
%
|
|
February and August 15
|
2026 Senior Secured Notes (“2026 Secured Notes”)
|
|
6/03/2019
|
|
$400.0
|
|
June 3, 2026(1)
|
|
6.250
|
|
%
|
|
December and June 1
|
Senior Secured Term Loan (“Term Loan”)
|
|
6/03/2019
|
|
$746.3
|
|
June 3, 2026(1) |
|
Libor+3.750
|
|
%
|
|
Last business day of each fiscal quarter
|
(1)
|
The Term Loan and the 2026 Secured Notes mature on June 3, 2026, or May 16, 2024 if the amount outstanding on the 2024 Notes equals or exceeds $150 million on such date.
|
|
|
|
|
|
|
|
|
2019
|
|
|
2018
|
|
|
2017
|
|||
Underwriting fees
|
$
|
339,198
|
|
|
$
|
641,094
|
|
|
$
|
625,754
|
|
Administration fees
|
|
13,600
|
|
|
|
11,137
|
|
|
|
8,399
|
|
Other fees
|
|
61,839
|
|
|
|
67,887
|
|
|
|
61,024
|
|
|
|
414,637
|
|
|
|
720,118
|
|
|
|
695,177
|
|
Less:
|
|
|
|
|
|
|
|
|
|||
Deferred underwriting fees
|
|
(87,361
|
)
|
|
|
(136,292
|
)
|
|
|
(113,179
|
)
|
Jefferies LLC fees, net(1)
|
|
(123,200
|
)
|
|
|
(268,705
|
)
|
|
|
(279,337
|
)
|
Third party fees
|
|
(28,954
|
)
|
|
|
(32,265
|
)
|
|
|
(32,638
|
)
|
Fee income, net
|
$
|
175,122
|
|
|
$
|
282,856
|
|
|
$
|
270,023
|
|
|
(1)
|
Jefferies LLC is a wholly owned subsidiary of JGL.
|
|
2019
|
|
2018
|
|
2017
|
||||||
Realized gain on sale of loans held for sale
|
$
|
13,466
|
|
|
$
|
10,445
|
|
|
$
|
6,467
|
|
Change in fair value of loans held for sale
|
|
—
|
|
|
|
(5
|
)
|
|
|
(4,634
|
)
|
Realized (loss) gain on investments
|
|
(11,889
|
)
|
|
|
492
|
|
|
|
1,047
|
|
Unrealized (loss) gain on investments
|
|
(33,565
|
)
|
|
|
(2,116
|
)
|
|
|
1,863
|
|
Call premium on long-term debt
|
|
(14,198
|
)
|
|
|
—
|
|
|
|
—
|
|
Other gains
|
|
6,107
|
|
|
|
—
|
|
|
|
—
|
|
Dividends
|
|
438
|
|
|
|
307
|
|
|
|
1,937
|
|
Other (losses) gains, net
|
$
|
(39,641
|
)
|
|
$
|
9,123
|
|
|
$
|
6,680
|
|
|
|
|
|
|
|
2019
|
|
|
2018
|
|
|
2017
|
Current—local
|
$
|
2,701
|
|
$
|
7,591
|
|
$
|
5,750
|
Deferred—local
|
|
(1,439)
|
|
|
(91)
|
|
|
550
|
Total income tax expense
|
$
|
1,262
|
|
$
|
7,500
|
|
$
|
6,300
|
|
|
|
|
|
2019
|
|
2018
|
|
2017
|
|||
Management fees charged by BCM
|
$
|
190
|
|
$
|
912
|
|
$
|
2,807
|
|
|
|
|
|
|
|
|
|
|
|
2019
|
|
|
2018
|
|
|
2017
|
Compensation and benefits
|
$
|
34,345
|
|
$
|
31,661
|
|
$
|
24,222
|
Administration expenses
|
|
22,052
|
|
|
26,003
|
|
|
22,938
|
Occupancy expenses
|
|
3,661
|
|
|
3,322
|
|
|
2,928
|
New York City Unincorporated Business Tax
|
|
480
|
|
|
635
|
|
|
291
|
Expenses charged by Jefferies
|
$
|
60,538
|
|
$
|
61,621
|
|
$
|
50,379
|
|
|
|
|
•
|
Our board of directors may adopt, amend or repeal the By-Laws without shareholder approval;
|
•
|
Vacancies on our board of directors (including any vacancy due to an increase in the size of our board of directors) may be filled by a majority of remaining directors, although less than a quorum;
|
•
|
Our directors may only be removed with cause;
|
•
|
Our By-Laws establish an advance notice procedure and proxy access procedures for shareholders to submit proposed nominations of persons for election to our board of directors at our annual meeting of shareholders;
|
•
|
Our By-Laws otherwise limit the ability to call special meetings of shareholders to our board of directors; and
|
•
|
Our board of directors is authorized to issue Preferred Shares without shareholder approval.
|
JEFFERIES FINANCIAL GROUP INC.
|
Exhibit 21
|
Subsidiaries as of November 30, 2019
|
|
|
State/Country
|
Name
|
of Incorporation
|
|
|
Baldwin Enterprise, LLC
|
Colorado
|
Apex Credit Partners LLC
|
Delaware
|
54 Mad Holding LLC
|
Delaware
|
BEI-Longhorn, LLC
|
Delaware
|
BEI Italia Wireless LLC
|
Delaware
|
BEI PSVI Holding, LLC
|
Delaware
|
Foursight Funding LLC
|
Delaware
|
Foursight Funding II LLC
|
Delaware
|
Foursight Receivables LLC
|
Delaware
|
Gauss LLC
|
Delaware
|
HomeFed LLC
|
Delaware
|
HomeFed Otay Land II, LLC
|
Delaware
|
Jefferies Asset Management Holdings LLC
|
Delaware
|
Jefferies Capital Services, LLC
|
Delaware
|
Jefferies Finance LLC
|
Delaware
|
Jefferies Financial Products, LLC
|
Delaware
|
Jefferies Financial Services, Inc.
|
Delaware
|
Jefferies Funding LLC
|
Delaware
|
Jefferies Group Capital Finance Inc.
|
Delaware
|
Jefferies Group LLC
|
Delaware
|
Jefferies Investment Advisers, LLC
|
Delaware
|
Jefferies Leveraged Credit Products, LLC
|
Delaware
|
Jefferies LLC
|
Delaware
|
Jefferies Research Services LLC
|
Delaware
|
Jefferies Strategic Investments, LLC
|
Delaware
|
Jefferies Structured Credit LLC
|
Delaware
|
JETX Energy, LLC
|
Delaware
|
JFIN Asset Management LLC
|
Delaware
|
LAM Holding LLC
|
Delaware
|
LAM Trade Finance Group LLC
|
Delaware
|
Leucadia Asset Management LLC
|
Delaware
|
Leucadia Aviation, Inc.
|
Delaware
|
Leucadia LLC
|
Delaware
|
LUK-FX Holdings, LLC
|
Delaware
|
LUK Acquisition III, LLC
|
Delaware
|
LUK HRG LLC
|
Delaware
|
LUK Servicing, LLC
|
Delaware
|
LVC AM, LLC
|
Delaware
|
M Science LLC
|
Delaware
|
Nead Corporation
|
Delaware
|
Otay Village III Lender, LLC
|
Delaware
|
SR Warehouse LLC
|
Delaware
|
Vitesse Energy, LLC
|
Delaware
|
Vitesse Energy Finance LLC
|
Delaware
|
Alumni Forest Products, LLC
|
Georgia
|
Idaho Timber of Carthage, LLC
|
Idaho
|
Idaho Timber of North Carolina, LLC
|
Idaho
|
Phlcorp Holding LLC
|
Pennsylvania
|
Foursight Capital LLC
|
Utah
|
Jefferies (Australia) Pty Ltd.
|
Australia
|
Jefferies Securities, Inc.
|
British Columbia
|
Jefferies Americas II Ltd.
|
Cayman Islands
|
Jefferies International Limited
|
England & Wales
|
Leucadia Investment Management Ltd.
|
England & Wales
|
Jefferies GmbH
|
Germany
|
Jefferies Hong Kong Limited
|
Hong Kong
|
Jefferies Singapore Limited
|
Hong Kong
|
Jefferies India Private Limited
|
India
|
Jefferies (Japan) Limited
|
Japan
|
1.
|
I have reviewed this annual report on Form 10-K of Jefferies Financial Group 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: January 29, 2020
|
By:
|
/s/ Richard B. Handler
|
|
|
Name: Richard B. Handler
|
|
|
Title: Chief Executive Officer
|
1.
|
I have reviewed this annual report on Form 10-K of Jefferies Financial Group 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: January 29, 2020
|
By:
|
/s/ Teresa S. Gendron
|
|
|
Name: Teresa S. Gendron
|
|
|
Title: Chief Financial Officer
|
(1)
|
The Annual Report on Form 10-K for the period ending November 30, 2019 as filed with the U.S. Securities and Exchange Commission (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
|
|
|
|
|
|
Date: January 29, 2020
|
By:
|
/s/ Richard B. Handler
|
|
|
Name: Richard B. Handler
|
|
|
Title: Chief Executive Officer
|
(1)
|
The Annual Report on Form 10-K for the period ending November 30, 2019 as filed with the U.S. Securities and Exchange Commission (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
|
|
|
|
|
|
Date: January 29, 2020
|
By:
|
/s/ Teresa S. Gendron
|
|
|
Name: Teresa S. Gendron
|
|
|
Title: Chief Financial Officer
|