UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 1, 2019
------------
BROADRIDGE FINANCIAL SOLUTIONS, INC.
(Exact name of registrant as specified in its charter)

Delaware
 
001-33220
 
33-1151291
(State or other jurisdiction of incorporation)
 
(Commission file number)
 
(I.R.S. Employer Identification No.)
 
 
 
5 Dakota Drive, Lake Success, New York
 
11042
 (Address of principal executive offices)
 
Zip Code
 
Registrant’s telephone number, including area code: (516) 472-5400
N/A
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class
Trading Symbol
Name of Each Exchange on Which Registered
Common Stock, par value $0.01 per share
BR
New York Stock Exchange



1




Item 2.02. Results of Operations and Financial Condition.

On August 1, 2019, Broadridge Financial Solutions, Inc. ("Broadridge" or the “Company”) issued a press release announcing its financial results for its fiscal fourth quarter and fiscal year ended June 30, 2019. On August 1, 2019, the Company also posted an Earnings Webcast & Conference Call Presentation dated August 1, 2019 on the Company’s Investor Relations website at www.broadridge-ir.com .
Item 8.01.      Other Events.

On July 31, 2019, Broadridge's Board of Directors declared a quarterly dividend of $0.54 per share payable on October 3, 2019 to shareholders of record on September 13, 2019. This declaration reflects the Board's approval of an increase in the annual dividend amount by 11% from $1.94 to $2.16, subject to the discretion of the Board to declare quarterly dividends. The declaration and payment of future dividends to holders of the Company’s common stock will be at the discretion of its Board of Directors, and will depend upon many factors, including the Company’s financial condition, earnings, capital requirements of its businesses, legal requirements, regulatory constraints, industry practice, and other factors that the Board of Directors deems relevant.
Copies of the press release and earnings presentation are being furnished as Exhibits 99.1 and 99.2, attached hereto, respectively, and are incorporated herein by reference. The information furnished pursuant to Items 2.02 and 9.01, including Exhibits 99.1 and 99.2, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that Section, and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act.
Forward-Looking Statements
This current report on Form 8-K may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Statements that are not historical in nature, and which may be identified by the use of words such as “expects,” “assumes,” “projects,” “anticipates,” “estimates,” “we believe,” “could be” and other words of similar meaning, are forward-looking statements. These risks and uncertainties include those risk factors discussed in Part I, “Item 1A. Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended June 30, 2018 (the “2018 Annual Report”), as they may be updated in any future reports filed with the Securities and Exchange Commission. All forward-looking statements speak only as of the date of this 8-K and are expressly qualified in their entirety by reference to the factors discussed in the 2018 Annual Report. These statements are based on management’s expectations and assumptions and are subject to risks and uncertainties that may cause actual results to differ materially from those expressed. Factors that could cause actual results to differ materially from those contemplated by the forward-looking statements include: the success of Broadridge in retaining and selling additional services to its existing clients and in obtaining new clients; Broadridge’s reliance on a relatively small number of clients, the continued financial health of those clients, and the continued use by such clients of Broadridge’s services with favorable pricing terms; a material security breach or cybersecurity attack affecting the information of Broadridge’s clients; changes in laws and regulations affecting Broadridge’s clients or the services provided by Broadridge; declines in participation and activity in the securities markets; the failure of our key service providers to provide the anticipated levels of service; a disaster or other significant slowdown or failure of Broadridge’s systems or error in the performance of Broadridge’s services; overall market and economic conditions and their impact on the securities markets; Broadridge’s failure to keep pace with changes in technology and the demands of its clients; the ability to attract and retain key personnel; the impact of new acquisitions and divestitures; and competitive conditions.
Broadridge disclaims any obligation to update or revise forward-looking statements that may be made to reflect events or circumstances that arise after the date made or to reflect the occurrence of unanticipated events, other than as required by law.

2




Item 9.01 Financial Statements and Exhibits.
 Exhibits. The following exhibits are furnished herewith:
 
 
 
Exhibit No.
 
Description
 
 
 
 
Broadridge Financial Solutions, Inc. Press Release dated August 1, 2019.
 
 
 
 
Broadridge Financial Solutions, Inc. Earnings Webcast & Conference Call Presentation dated August 1, 2019.
 
 
 
 
 
 

3




SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: August 1, 2019
 
BROADRIDGE FINANCIAL SOLUTIONS, INC.
By: /s/ James M. Young                                      
        Name: James M. Young
        Title: Vice President, Chief Financial Officer
 


4
        

EXHIBIT 99.1
BRLOGORGBBLUE2017A12.JPG                             


BROADRIDGE REPORTS FOURTH QUARTER AND FISCAL
YEAR 2019 RESULTS
Fiscal Year Diluted EPS Growth of 14% and Adjusted EPS Growth of 11%
Record Full Year Closed Sales of $233 Million, up 9%
Full Year Recurring Fee Revenues Rise 6%
Annual Dividend Increasing 11% to $2.16 Per Share
Guidance of 5-9% Diluted EPS Growth and 8-12% Adjusted EPS Growth in Fiscal Year 2020
NEW YORK, N.Y., August 1, 2019 - Broadridge Financial Solutions, Inc. (NYSE:BR) today reported financial results for the fourth quarter of its fiscal year 2019. Results for the three months and fiscal year ended June 30, 2019 compared with the same period last year were as follows:
Summary Financial Results
 
Fourth Quarter
 
Fiscal Year
 
Dollars in millions, except per share data

 
2019

2018

Change

2019

2018

Change
 
 
 
 
 
 
 
 
 
Total revenues
 
$1,211
$1,320
(8
)%
$4,362
$4,330
1%
Recurring fee revenues
 
813
862
(6
)%
2,759
2,610
6%
 
 
 
 
 
 
 
 
 
Operating income
 
241
266
(10
)%
653
598
9%
 
Operating income margin
 
19.9
%
20.2
%
 
15.0
%
13.8
%
 
 
 
 
 
 
 
 
 
 
Adjusted Operating income - Non-GAAP
 
267
291
(8
)%
746
688
8%
 
Adjusted Operating income margin - Non-GAAP
 
22.1
%
22.0
%
 
17.1
%
15.9
%
 
 
 
 
 
 
 
 
 
 
Diluted EPS
 
$1.55
$1.72
(10
)%
$4.06
$3.56
14%
Adjusted EPS - Non-GAAP
 
$1.72
$1.86
(8
)%
$4.66
$4.19
11%
 
 
 
 
 
 
 
 
 
Closed sales
 
$72
$115
(37
)%
$233
$215
9%
“Fiscal year 2019 was a strong year as we generated double-digit EPS growth and executed against our strategic goals,” said Tim Gokey, Broadridge’s President and Chief Executive Officer. “Broadridge achieved 6% Recurring fee revenue growth and 11% Adjusted EPS growth. We also closed out the year on a very positive note as a strong fourth quarter powered another year of record Closed sales, and we made three tuck-in acquisitions that will further strengthen our business.

“Today, we are announcing an 11% increase to our annual dividend for fiscal 2020 to $2.16 per share,” Mr. Gokey added. “Broadridge has now increased its annual dividend every year since becoming a public company, and 2019 marks the eighth consecutive double-digit increase.

“We expect fiscal year 2020 to be another strong year, with recurring revenue growth of 8-10% and Adjusted EPS growth of 8-12%. Broadridge is well on track to meet the three-year objectives through 2020 laid out at our 2017 Investor Day, and we remain well positioned for medium- and long-term growth,” Mr. Gokey concluded.


1




Fiscal Year 2020 Financial Guidance         
The Company anticipates:         
 
 
 
Recurring fee revenue growth
 
8-10%
Total revenue growth
 
3-6%
 
 
 
Operating income margin - GAAP
 
~15%
Adjusted Operating income margin - Non-GAAP
 
~18%
 
 
 
Diluted earnings per share growth
 
5-9%
Adjusted earnings per share growth - Non-GAAP
 
8-12%
 
 
 
Closed sales
 
$190-230M
 
 
 
Note: Fiscal year 2020 guidance includes $20 million of excess tax benefits related to stock-based compensation.
 
 
 

Adoption of New Accounting Standards
Effective July 1, 2018, Broadridge adopted Accounting Standards Update No. 2014-09 “Revenue from Contracts with Customers” and its related amendments (the “ASC 606 revenue accounting change”) using the modified retrospective transition approach. Under this transition approach, results for reporting periods beginning after July 1, 2018 reflect the ASC 606 revenue accounting change while prior period amounts have not been adjusted and continue to be reported in accordance with historical accounting guidelines. Where noted however, discussions of recurring fee revenue growth and points of growth are presented assuming that the ASC 606 revenue accounting change had been applied to fiscal 2018 revenues. Please refer to Broadridge’s Annual Report on Form 10-K for the fiscal year ended June 30, 2019 (the “2019 Annual Report”) for additional information related to this change.

Financial Results for the Fourth Quarter 2019 compared to Fourth Quarter 2018
Total revenues for the three months ended June 30, 2019 (“Fourth Quarter 2019”) decrease d 8% to $1,211 million from $1,320 million in the prior year period (“Fourth Quarter 2018”). Considering the impact of the ASC 606 revenue accounting change, Total revenues would have increased $13 million, or 1%.
Recurring fee revenues for the Fourth Quarter 2019 decrease d 6% to $813 million from $862 million .
Considering the impact of the ASC 606 revenue accounting change, Recurring fee revenues would have increased $49 million , or 6%, reflecting (i) organic growth of 5pts and (ii) growth from acquisitions of 1pt.
Event-driven fee revenues decreased $10 million , or 16% , to $51 million , mainly from lower mutual fund proxy activity.
Distribution revenues decreased $45 million , or 11% , to $378 million , the result of lower transactional print volumes, the decrease in Event-driven fee activity, and the impact of the ASC 606 revenue accounting change.
The strengthening of the U.S. dollar against other currencies negatively impacted revenues by $7 million.
Operating income was $241 million , a decrease of $25 million , or 10% . Operating income margin decreased to 19.9% , compared to 20.2% in Fourth Quarter 2018.
Adjusted Operating income was $267 million , a decrease of $24 million , or 8% . Adjusted Operating income margin increased to 22.1% , compared to 22.0% for the prior year period.
The decreases in Operating income and Adjusted Operating income are primarily due to the decrease in Recurring fee revenues driven by the ASC 606 revenue accounting change.

2




Interest expense, net was $11 million , an increase of $1 million , or 14% , primarily due to an increase in interest expense from higher borrowings.
The effective tax rate for the Fourth Quarter 2019 was 20.3% compared to 19.8% in Fourth Quarter 2018. The increase in the effective tax rate is primarily attributable to the recognition of a $10 million excess tax benefit attributable to stock-based compensation, compared to a $22 million excess tax benefit in the comparable prior year period offset partially by a lower corporate income tax rate.
Net earnings decrease d 11% to $183 million and Adjusted Net earnings decreased 9% to $203 million .
Diluted earnings per share decrease d 10% to $1.55 , compared to $1.72 in the Fourth Quarter 2018 and Adjusted earnings per share decreased 8% to $1.72 , compared to $1.86 in Fourth Quarter 2018.
The decreases in Diluted earnings per share and Adjusted earnings per share are primarily due to the decrease in Recurring fee revenues driven by the ASC 606 revenue accounting change.

Segment and Other Results for the Fourth Quarter 2019 compared to Fourth Quarter 2018
Investor Communication Solutions (“ICS”)
ICS total revenues for the Fourth Quarter 2019 were $990 million , a decrease of $122 million , or 11% . Considering the impact of the ASC 606 revenue accounting change, Total revenues would have increased $1 million.
Recurring fee revenues for the Fourth Quarter 2019 declined $67 million or 11% , to $561 million .
Considering the impact of the ASC 606 revenue accounting change, recurring fee revenues would have increased $30 million in the Fourth Quarter 2019. The $30 million , or 6% , increase was attributable to: (i) Net New Business from increases in revenues from Closed sales ( 3 pts), (ii) higher internal growth ( 2 pt), and (iii) revenues from acquisitions ( 1 pt).
Event-driven fee revenues decreased $10 million , or 16% , to $51 million , mainly from lower mutual fund proxy activity compared to the Fourth Quarter 2018.
Distribution revenues decreased $45 million , or 11% , to $378 million as a result of lower transactional print volumes, the decrease in Event-driven fee revenues, and the impact of the ASC 606 revenue accounting change.
ICS earnings before income taxes for the Fourth Quarter 2019 were $219 million , a decrease of $65 million , or 23%, primarily due to the decrease in recurring fee revenues driven by the ASC 606 revenue accounting change. Pre-tax margins decreased by 3.4 percentage points to 22.1% from 25.5% .
Global Technology and Operations (“GTO”)
GTO recurring fee revenues were $253 million , an increase of $19 million , or 8%.
The $19 million increase is primarily attributable to: (i) revenues from acquisitions (3pts), (ii) Net New Business from Closed sales (3pts) and (iii) higher internal growth (2pts).
The impact of the ASC 606 revenue accounting change was negligible.
GTO earnings before income taxes for the Fourth Quarter 2019 were $64 million , an increase of $18 million , or 39%, compared to $46 million in the prior year period, primarily due to higher revenues and expense management. Pre-tax margins increased by 5.6 percentage points to 25.4% from 19.8% .
Other
Other Loss before income tax decreased 27% in the Fourth Quarter 2019 to $55 million from $74 million in Fourth Quarter 2018. The decreased loss was primarily due to lower spending on growth initiatives and other corporate expenses, partially offset by an increase in contingent consideration liability due to the performance of acquisitions.


3




Financial Results for the Fiscal Year Ended June 30, 2019 compared to Fiscal Year 2018
Total revenues for the fiscal year ended June 30, 2019 (“Fiscal Year 2019”) increased 1% to $4,362 million from $4,330 million in the prior year period (“Fiscal Year 2018”). Recurring fee revenues for fiscal year 2019 increased 6% to $2,759 million from $2,610 million .
The impact of the ASC 606 revenue accounting change on recurring fee revenue was negligible.
Event-driven fee revenues decreased $39 million , or 14% , to $244 million , as a result of lower equity proxy contest and mutual fund proxy activity compared to Fiscal Year 2018.
Distribution revenues decreased $52 million , or 3% , to $1,461 million from lower transactional print volumes and the decrease in Event-driven fee revenues.
The strengthening of the U.S. dollar against other currencies negatively impacted revenues by $25 million .
Operating income was $653 million , an increase of $55 million , or 9% . Operating income margin increased to 15.0% , compared to 13.8% .
Adjusted Operating income was $746 million , an increase of $58 million , or 8% , Adjusted Operating income margin increased to 17.1% , compared to 15.9% in Fiscal Year 2018.
The increases in Operating income margin and Adjusted Operating income margin are primarily due to the increase in Recurring fee revenues.
Interest expense, net for Fiscal Year 2019 was $42 million , an increase of $3 million , or 8% , primarily due to higher borrowing costs.
The effective tax rate for Fiscal Year 2019 was 20.6% compared to 23.7% . The decrease in the effective tax rate is primarily due to the lower U.S. federal corporate income tax rate under the Tax Cuts and Jobs Act (the “Tax Act”) partially offset by the recognition of $19 million in excess tax benefits attributable to stock-based compensation as compared to $41 million for Fiscal Year 2018.
Net earnings increase d 13% to $482 million and Adjusted Net earnings increased 10% to $554 million .
Diluted earnings per share increase d 14% to $4.06 , compared to $3.56 in Fiscal Year 2018 and Adjusted earnings per share increased 11% to $4.66 , compared to $4.19 in Fiscal Year 2018.

Segment and Other Results for Fiscal Year 2019 compared to Fiscal Year 2018
Investor Communication Solutions
ICS Total revenues for Fiscal Year 2019 were $3,511 million , an increase of $15 million , or 0% . The impact of ASC 606 revenue accounting change was negligible.
ICS Recurring fee revenues rose $107 million , or 6% , to $1,806 million .
The increase in Recurring fee revenue was attributable to: (i) Net New Business from increases in revenues from Closed sales ( 4 pts), (ii) higher internal growth ( 1 pt), and (iii) revenues from acquisitions ( 1 pt).
Event-driven fee revenues decreased $39 million , or 14% , to $244 million , as a result of lower equity proxy contest and mutual fund proxy activity compared to Fiscal Year 2018.
Distribution revenues decreased $52 million , or 3% , to $1,461 million from lower transactional print volumes and the decrease in Event-driven fee revenues.
ICS earnings before income taxes were $508 million , an increase of $14 million , or 3%, primarily due to the increase in Recurring fee revenues more than offsetting lower Event-driven fee revenues. Pre-tax margins increased by 0.4 percentage points to 14.5% from 14.1% .
Global Technology and Operations
GTO Recurring fee revenues were $954 million , an increase of $42 million , or 5% . The impact of ASC 606 revenue accounting change was negligible.

4




The $42 million increase in GTO revenues was attributable to: (i) higher Net New Business from Closed sales ( 3 pts), (ii) higher internal growth ( 1 pt) and (iii) revenues from acquisitions (1pt).
GTO earnings before income taxes were $210 million , an increase of $11 million , or 6%, primarily due to higher organic revenues, partially offset by the impact of incremental expenditures to win, implement and support new business as well as ongoing new product development. Pre-tax margins increased by 0.2 percentage points to 22.1% from 21.9% .
Other
Other Pre-tax loss decreased 14% in Fiscal Year 2019 to $131 million . The decreased loss was primarily due to lower spending on growth initiatives and other corporate expenses, partially offset by a decrease in investment gains and higher interest expense compared to Fiscal Year 2018.

Acquisitions
In the Fourth Quarter 2019, Broadridge completed three acquisitions with an aggregate purchase price of $406 million. The largest of the acquisitions was the purchase of RPM Technologies for $303 million, which includes deferred acquisition payments of approximately $43 million expected to be paid in the fiscal first quarter of 2020.
Rockall Technologies Limited: In May 2019, the Company acquired Rockall Technologies Limited, a market leading provider of securities-based lending (“SBL”) and collateral management solutions for wealth management firms and commercial banks. The acquisition expands Broadridge's core front-to-back office wealth capabilities, providing innovative SBL and collateral management technology solutions to help firms manage risk and optimize clients' securities lending and financing needs.
RPM Technologies: In June 2019, the Company acquired RPM Technologies, a leading Canadian provider of enterprise wealth management software solutions and services. The acquisition brings important new capabilities and next-generation technology to clients of both RPM and Broadridge.
Retirement plan custody and trust assets of TD Ameritrade Trust Company: In June 2019, the Company acquired the retirement plan custody and trust assets from TD Ameritrade Trust Company, a subsidiary of TD Ameritrade Holding Company. The acquisition expands Broadridge's suite of solutions for the growing qualified and non-qualified retirement plan services market and the support it provides for third-party administrators, financial advisors, record-keepers, banks, and brokers.

Dividend Declaration and Increase
On July 31, 2019, Broadridge's Board of Directors declared a quarterly dividend of $0.54 per share payable on October 3, 2019 to stockholders of record on September 13, 2019. This declaration reflects the Board's approval of an increase in the annual dividend amount by 11% from $1.94 to $2.16, subject to the discretion of the Board to declare quarterly dividends.  With this increase, the Company's annual dividend has increased for the 13th consecutive year since becoming a public company in 2007.

Earnings Conference Call
An analyst conference call will be held today, Thursday, August 1, 2019 at 8:30 a.m. ET. A live webcast of the call will be available to the public on a listen-only basis. To listen to the live event and access the slide presentation, visit Broadridge’s Investor Relations website at www.broadridge-ir.com prior to the start of the webcast. To listen to the call, investors may also dial 1-877-328-2502 within the United States and international callers may dial 1-412-317-5419.
A replay of the webcast will be available and can be accessed in the same manner as the live webcast at the Broadridge Investor Relations site. Through August 15, 2019, the recording will also be available by dialing 1-877-344-7529 passcode: 10133774 within the United States or 1-412-317-0088 passcode: 10133774 for international callers.

5





Explanation and Reconciliation of the Company’s Use of Non-GAAP Financial Measures
The Company’s results in this press release are presented in accordance with U.S. generally accepted accounting principles (“GAAP”) except where otherwise noted. In certain circumstances, results have been presented that are not generally accepted accounting principles measures (“Non-GAAP”). These Non-GAAP measures are Adjusted Operating income, Adjusted Operating income margin, Adjusted Net earnings, Adjusted earnings per share, and Free cash flow. These Non-GAAP financial measures should be viewed in addition to, and not as a substitute for, the Company’s reported results.
The Company believes our Non-GAAP financial measures help investors understand how management plans, measures and evaluates the Company’s business performance. Management believes that Non-GAAP measures provide consistency in its financial reporting and facilitates investors’ understanding of the Company’s operating results and trends by providing an additional basis for comparison. Management uses these Non-GAAP financial measures to, among other things, evaluate our ongoing operations, for internal planning and forecasting purposes and in the calculation of performance-based compensation. In addition, and as a consequence of the importance of these Non-GAAP financial measures in managing our business, the Company’s Compensation Committee of the Board of Directors incorporates Non-GAAP financial measures in the evaluation process for determining management compensation.
Adjusted Operating Income, Adjusted Operating Income Margin, Adjusted Net Earnings and Adjusted Earnings Per Share
These Non-GAAP measures reflect Operating income, Operating income margin, Net earnings, and Diluted earnings per share, as adjusted to exclude the impact of certain costs, expenses, gains and losses and other specified items that management believes are not indicative of our ongoing operating performance. These adjusted measures exclude the impact of: (i) Amortization of Acquired Intangibles and Purchased Intellectual Property, (ii) Acquisition and Integration Costs, (iii) Tax Act items and (iv) the Gain on Sale of Securities. Amortization of Acquired Intangibles and Purchased Intellectual Property represents non-cash amortization expenses associated with the Company’s acquisition activities. Acquisition and Integration Costs represent certain transaction and integration costs associated with the Company’s acquisition activities. Tax Act items represent the net impact of a U.S. federal transition tax on earnings of certain foreign subsidiaries, foreign jurisdiction withholding taxes and certain benefits related to the remeasurement of the Company’s net U.S. federal and state deferred tax liabilities attributable to the Tax Act. The Gain on Sale of Securities represents a non-operating gain on the sale of securities associated with the Company’s retirement plan obligations.

We exclude Tax Act items and Gain on Sale of Securities from our adjusted earnings measures because excluding such information provides us with an understanding of the results from the primary operations of our business and these items do not reflect ordinary operations or earnings. We also exclude the impact of Amortization of Acquired Intangibles and Purchased Intellectual Property, as these non-cash amounts are significantly impacted by the timing and size of individual acquisitions and do not factor into the Company's capital allocation decisions, management compensation metrics or multi-year objectives. Furthermore, management believes that this adjustment enables better comparison of our results as Amortization of Acquired Intangibles and Purchased Intellectual Property will not recur in future periods once such intangible assets have been fully amortized. Although we exclude Amortization of Acquired Intangibles and Purchased Intellectual Property from our adjusted earnings measures, our management believes that it is important for investors to understand that these intangible assets contribute to revenue generation. Amortization of intangible assets that relate to past acquisitions will recur in future periods until such intangible assets have been fully amortized. Any future acquisitions may result in the amortization of additional intangible assets.
Free Cash Flow

6




In addition to the Non-GAAP financial measures discussed above, we provide Free cash flow information because we consider Free cash flow to be a liquidity measure that provides useful information to management and investors about the amount of cash generated that could be used for dividends, share repurchases, strategic acquisitions, other investments, as well as debt servicing. Free cash flow is a Non-GAAP financial measure and is defined by the Company as Net cash flows provided by operating activities less Capital expenditures as well as Software purchases and capitalized internal use software.
Reconciliations of such Non-GAAP measures to the most directly comparable financial measures presented in accordance with GAAP can be found in the tables that are part of this press release.
Forward-Looking Statements
This press release and other written or oral statements made from time to time by representatives of Broadridge may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Statements that are not historical in nature, and which may be identified by the use of words such as “expects,” “assumes,” “projects,” “anticipates,” “estimates,” “we believe,” “could be” and other words of similar meaning, are forward-looking statements. In particular, information appearing in the “Fiscal Year 2020 Financial Guidance” section are forward-looking statements. These statements are based on management’s expectations and assumptions and are subject to risks and uncertainties that may cause actual results to differ materially from those expressed. These risks and uncertainties include those risk factors discussed in Part I, “Item 1A. Risk Factors” of our Annual Report on Form 10-K for the fiscal year 2019 (the “2019 Annual Report”), as they may be updated in any future reports filed with the Securities and Exchange Commission. All forward-looking statements speak only as of the date of this press release and are expressly qualified in their entirety by reference to the factors discussed in the 2019 Annual Report.
These risks include: the success of Broadridge in retaining and selling additional services to its existing clients and in obtaining new clients; Broadridge’s reliance on a relatively small number of clients, the continued financial health of those clients, and the continued use by such clients of Broadridge’s services with favorable pricing terms; a material security breach or cybersecurity attack affecting the information of Broadridge’s clients; changes in laws and regulations affecting Broadridge’s clients or the services provided by Broadridge; declines in participation and activity in the securities markets; the failure of Broadridge’s key service providers to provide the anticipated levels of service; a disaster or other significant slowdown or failure of Broadridge’s systems or error in the performance of Broadridge’s services; overall market and economic conditions and their impact on the securities markets; Broadridge’s failure to keep pace with changes in technology and demands of its clients; Broadridge’s ability to attract and retain key personnel; the impact of new acquisitions and divestitures; and competitive conditions. Broadridge disclaims any obligation to update or revise forward-looking statements that may be made to reflect events or circumstances that arise after the date made or to reflect the occurrence of unanticipated events, other than as required by law.

About Broadridge
Broadridge Financial Solutions, Inc. (NYSE: BR), a $4 billion global Fintech leader and a part of the S&P 500 ® Index, is a leading provider of investor communications and technology-driven solutions to banks, broker-dealers, asset and wealth managers and corporate issuers globally. Broadridge's investor communications, securities processing and managed services solutions help clients reduce their capital investments in operations infrastructure, allowing them to increase their focus on core business activities. With over 50 years of experience, Broadridge's infrastructure underpins proxy voting services for over 50 percent of public companies and mutual funds globally, and processes on average more than U.S. $7 trillion in fixed income and equity trades per day of U.S. and Canadian securities. Broadridge employs over 11,000 full-time associates in 18 countries. For more information about Broadridge, please visit www.broadridge.com .

Contact Information    
Investors:
W. Edings Thibault
Investor Relations

7




(516) 472-5129
Media:
Gregg Rosenberg
Corporate Communications
(212) 918-6966




8




Condensed Consolidated Statements of Earnings
(Unaudited)
In millions, except per share amounts
 
 
Three Months Ended 
 June 30,
 
Fiscal Year Ended 
June 30,
 
 
 
2019
 
2018
 
2019
 
2018
Revenues
 
 
$
1,211.2

 
$
1,320.4

 
$
4,362.2

 
$
4,329.9

Operating expenses:
 
 
 
 
 
 
 
 
 
      Cost of revenues
 
 
811.6

 
869.5

 
3,131.9

 
3,167.4

      Selling, general and administrative expenses
 
 
158.8

 
184.7

 
577.5

 
564.5

      Total operating expenses
 
 
970.4

 
1,054.2

 
3,709.5

 
3,731.8

Operating income
 
 
240.8

 
266.2

 
652.7

 
598.1

Interest expense, net
 
 
(11.4
)
 
(10.0
)
 
(41.8
)
 
(38.6
)
Other non-operating income (expenses), net
 
 
0.7

 
1.8

 
(3.7
)
 
1.5

Earnings before income taxes
 
 
230.0

 
258.0

 
607.3

 
561.0

Provision for income taxes
 
 
46.8

 
51.2

 
125.2

 
133.1

Net earnings
 
 
$
183.2

 
$
206.9

 
$
482.1

 
$
427.9

 
 
 
 
 
 
 
 
 
 
Basic earnings per share
 
 
$
1.59

 
$
1.76

 
$
4.16

 
$
3.66

Diluted earnings per share
 
 
$
1.55

 
$
1.72

 
$
4.06

 
$
3.56

 
 
 
 
 
 
 
 
 
 
Weighted-average shares outstanding:
 
 
 
 
 
 
 
 
 
      Basic
 
 
115.3

 
117.2

 
115.9

 
116.8

      Diluted
 
 
117.8

 
120.4

 
118.8

 
120.4


Amounts may not sum due to rounding.






9


        

Condensed Consolidated Balance Sheets
(Unaudited)
In millions, except per share amounts
 
 
June 30,
2019
 
June 30,
2018
Assets
 
 
 
 
 
Current assets:
 
 
 
 
 
Cash and cash equivalents
 
 
$
273.2

 
$
263.9

Accounts receivable, net of allowance for doubtful accounts of $2.6 and $2.7, respectively
 
 
664.0

 
615.0

Other current assets
 
 
105.2

 
112.2

Total current assets
 
 
1,042.3

 
991.1

Property, plant and equipment, net
 
 
189.0

 
204.1

Goodwill
 
 
1,500.0

 
1,254.9

Intangible assets, net
 
 
556.2

 
494.1

Other non-current assets
 
 
593.1

 
360.5

Total assets
 
 
$
3,880.7

 
$
3,304.7

Liabilities and Stockholders’ Equity
 
 
 
 
 
Current liabilities:
 
 
 
 
 
Payables and accrued expenses
 
 
$
711.7

 
$
671.0

Contract liabilities
 
 
90.9

 
106.3

Total current liabilities
 
 
802.6

 
777.3

Long-term debt
 
 
1,470.4

 
1,053.4

Deferred taxes
 
 
86.7

 
57.9

Contract liabilities
 
 
160.7

 
75.2

Other non-current liabilities
 
 
232.8

 
246.5

Total liabilities
 
 
2,753.2

 
2,210.4

Commitments and contingencies
 
 
 
 
 
Stockholders’ equity:
 
 
 
 
 
Preferred stock: Authorized, 25.0 shares; issued and outstanding, none
 
 

 

Common stock, $0.01 par value: Authorized, 650.0 shares; issued, 154.5 and 154.5 shares, respectively; outstanding, 114.3 and 116.3 shares, respectively
 
 
1.6

 
1.6

Additional paid-in capital
 
 
1,109.3

 
1,048.5

Retained earnings
 
 
2,087.7

 
1,727.0

Treasury stock, at cost: 40.2 and 38.1 shares, respectively
 
 
(1,999.8
)
 
(1,630.8
)
Accumulated other comprehensive loss
 
 
(71.2
)
 
(51.9
)
Total stockholders’ equity
 
 
1,127.5

 
1,094.3

Total liabilities and stockholders’ equity
 
 
$
3,880.7

 
$
3,304.7


Amounts may not sum due to rounding.


10



Condensed Consolidated Statements of Cash Flows
(Unaudited)
Dollars in millions

Fiscal Year
 
2019
 
2018
Cash Flows From Operating Activities
 
 
 
Net earnings
$
482.1

 
$
427.9

Adjustments to reconcile net earnings to net cash flows provided by operating activities:
 
 
 
Depreciation and amortization
85.2

 
82.1

Amortization of acquired intangibles and purchased intellectual property
87.4

 
81.4

Amortization of other assets
87.4

 
48.5

Stock-based compensation expense
58.4

 
55.1

Deferred income taxes
(3.5
)
 
(9.3
)
Other
(37.6
)
 
(21.2
)
Changes in operating assets and liabilities, net of assets and liabilities acquired:
 
 
 
Current assets and liabilities:
 
 
 
Increase in Accounts receivable, net
(34.9
)
 
(18.6
)
Increase in Other current assets
(7.3
)
 
(7.6
)
(Decrease) Increase in Payables and accrued expenses
(10.9
)
 
9.6

Increase in Contract liabilities
15.1

 
20.8

Non-current assets and liabilities:
 
 
 
Increase in Other non-current assets
(188.3
)
 
(83.5
)
Increase in Other non-current liabilities
83.8

 
108.3

Net cash flows provided by operating activities
617.0

 
693.6

Cash Flows From Investing Activities
 
 
 
Capital expenditures
(50.6
)
 
(76.7
)
Software purchases and capitalized internal use software
(22.0
)
 
(21.2
)
Acquisitions, net of cash acquired
(354.7
)
 
(108.3
)
Purchase of intellectual property

 
(40.0
)
Other investing activities
(6.3
)
 
(3.1
)
Net cash flows used in investing activities
(433.5
)
 
(249.3
)
Cash Flows From Financing Activities
 
 
 
Debt proceeds
803.1

 
340.0

Debt repayments
(387.4
)
 
(390.0
)
Dividends paid
(211.2
)
 
(165.8
)
Proceeds from exercise of stock options
31.1

 
52.0

Purchases of Treasury stock
(397.8
)
 
(277.1
)
Other financing activities
(10.8
)
 
(9.0
)
Net cash flows used in financing activities
(173.1
)
 
(449.9
)
Effect of exchange rate changes on Cash and cash equivalents
(1.1
)
 
(1.6
)
Net change in Cash and cash equivalents
9.2

 
(7.2
)
Cash and cash equivalents, beginning of period
263.9

 
271.1

Cash and cash equivalents, end of period
$
273.2

 
$
263.9


Amounts may not sum due to rounding.


11




Segment Results
(Unaudited)
Dollars in millions
Revenues
 
Three Months Ended 
 June 30,
 
Fiscal Year Ended 
 June 30,
 
2019
 
2018
 
2019
 
2018
 
 
 
 
 
 
Investor Communication Solutions
$
990.1

 
$
1,111.7

 
$
3,511.1

 
$
3,495.6

Global Technology and Operations
252.6

 
233.5

 
953.5

 
911.6

Foreign currency exchange
(31.5
)
 
(24.8
)
 
(102.4
)
 
(77.3
)
Total
$
1,211.2

 
$
1,320.4

 
$
4,362.2

 
$
4,329.9


 
Earnings (Loss) before Income
Taxes
 
Three Months Ended 
 June 30,
 
Fiscal Year Ended 
 June 30,
 
2019
 
2018
 
2019
 
2018
 
 
 
 
 
 
Investor Communication Solutions
$
218.6

 
$
283.6

 
$
508.4

 
$
494.6

Global Technology and Operations
64.2

 
46.3

 
210.3

 
199.3

Other
(54.7
)
 
(74.5
)
 
(130.9
)
 
(151.4
)
Foreign currency exchange
1.9

 
2.5

 
19.4

 
18.6

Total
$
230.0

 
$
258.0

 
$
607.3

 
$
561.0

 
 
 
 
 
 
 
 
Pre-tax margins:
 
 
 
 
 
 
 
Investor Communication Solutions
22.1
%
 
25.5
%
 
14.5
%
 
14.1
%
Global Technology and Operations
25.4
%
 
19.8
%
 
22.1
%
 
21.9
%
    
Amounts may not sum due to rounding.
                






12




Supplemental Reporting Detail - Additional Product Line Reporting
(Unaudited)

Dollars in millions
Three Months Ended
June 30,
 
Fiscal Year Ended June 30,
Investor Communication Solutions
2019
 
2018
 
Change
 
2019
 
2018
 
Change
Equity Proxy
$
211.4

 
$
298.1

 
(29
)%
 
$
437.0

 
$
406.8

 
7
 %
Mutual fund and exchange-traded funds (“ETF”) interims
65.3

 
58.3

 
12
 %
 
265.9

 
221.4

 
20
 %
Customer communications and fulfillment
177.8

 
180.6

 
(2
)%
 
736.4

 
760.1

 
(3
)%
Other ICS
106.3

 
91.1

 
17
 %
 
366.5

 
310.6

 
18
 %
         Total ICS Recurring fee revenues
560.7

 
628.0

 
(11
)%
 
1,805.8

 
1,698.9

 
6
 %
 
 
 
 
 
 
 
 
 
 
 
 
Equity and other
28.3

 
34.9

 
(19
)%
 
107.3

 
134.4

 
(20
)%
Mutual funds
22.7

 
25.8

 
(12
)%
 
137.2

 
149.4

 
(8
)%
         Total ICS Event-driven fee revenues
51.0

 
60.7

 
(16
)%
 
244.5

 
283.9

 
(14
)%
 
 
 
 
 
 
 
 
 
 
 
 
Distribution revenues
378.4

 
422.9

 
(11
)%
 
1,460.8

 
1,512.9

 
(3
)%
 
 
 
 
 
 
 
 
 
 
 
 
Total ICS Revenues
$
990.1

 
$
1,111.7

 
(11
)%
 
$
3,511.1

 
$
3,495.6

 
 %
 
 
 
 
 
 
 
 
 
 
 
 
Global Technology and Operations
 
 
 
 
 
 
 
 
 
 
 
Equities and Other
$
209.2

 
$
193.0

 
8
 %
 
$
788.9

 
$
757.2

 
4
 %
Fixed income
43.4

 
40.5

 
7
 %
 
164.6

 
154.3

 
7
 %
         Total GTO Recurring fee revenues
252.6

 
233.5

 
8
 %
 
953.5

 
911.6

 
5
 %
 
 
 
 
 
 
 
 
 
 
 
 
Foreign currency exchange
(31.5
)
 
(24.8
)
 
27
 %
 
(102.4
)
 
(77.3
)
 
32
 %
         Total Revenues
$
1,211.2

 
$
1,320.4

 
(8
)%
 
$
4,362.2

 
$
4,329.9

 
1
 %
 
 
 
 
 
 
 
 
 
 
 
 
Revenues by Type
 
 
 
 
 
 
 
 
 
 
 
Recurring fee revenues
$
813.3

 
$
861.5

 
(6
)%
 
$
2,759.3

 
$
2,610.4

 
6
 %
Event-driven fee revenues
51.0

 
60.7

 
(16
)%
 
244.5

 
283.9

 
(14
)%
Distribution revenues
378.4

 
422.9

 
(11
)%
 
1,460.8

 
1,512.9

 
(3
)%
Foreign currency exchange
(31.5
)
 
(24.8
)
 
27
 %
 
(102.4
)
 
(77.3
)
 
32
 %
         Total Revenues
$
1,211.2

 
$
1,320.4

 
(8
)%
 
$
4,362.2

 
$
4,329.9

 
1
 %

Amounts may not sum due to rounding.














13








Select Operating Metrics
(Unaudited)

 
 
Three Months Ended
June 30,
 
 
 
Fiscal Year Ended
June 30,
 
 
 
Dollars in millions
2019
 
2018
 
% Change
 
2019
 
2018
 
% Change
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Closed Sales
$72.1
 
$115.1
 
(37)%
 
$233.3
 
$214.9
 
9%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Record Growth 1
 
 
 
 
 
 
 
 
 
 
 
 
Equity proxy
6%
 
11%
 
 
 
6%
 
11%
 
 
 
Mutual fund interims
5%
 
13%
 
 
 
9%
 
10%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Internal Trade Growth 2
 
 
 
 
 
 
 
 
 
 
 
 
Equity
—%
 
17%
 
 
 
6%
 
15%
 
 
 
Fixed Income
9%
 
10%
 
 
 
5%
 
6%
 
 
 
Amounts may not sum due to rounding.
 
 
 
 
 
 
 
 
 
 
 
(1) Stock record growth and interim record growth measure the annual change in total positions eligible for equity proxy and mutual fund and ETF interim communications, respectively, for equity and mutual fund position data reported to Broadridge in both the current and prior year periods.
 
 
(2)   Internal trade growth represents the growth in trade volumes for Broadridge clients whose contracts are linked to trade volumes and who were on Broadridge’s trading platforms in both the current and prior year period.

 




14




Reconciliation of Non-GAAP to GAAP Measures
(Unaudited)

Dollars in millions, except per share amounts
Three Months Ended 
 June 30,
 
Fiscal Year Ended 
 June 30,
 
2019
 
2018
 
2019
 
2018
 
(in millions)
Operating income (GAAP)
$
240.8

 
$
266.2

 
$
652.7

 
$
598.1

Adjustments:
 
 
 
 
 
 
 
Amortization of Acquired Intangibles and Purchased Intellectual Property
23.1

 
22.1

 
87.4

 
81.4

Acquisition and Integration Costs
3.2

 
2.8

 
6.4

 
8.8

Adjusted Operating income (Non-GAAP)
$
267.1

 
$
291.0

 
$
746.5

 
$
688.2

Operating income margin (GAAP)
19.9
%
 
20.2
%
 
15.0
%
 
13.8
%
Adjusted Operating income margin (Non-GAAP)
22.1
%
 
22.0
%
 
17.1
%
 
15.9
%

 
Three Months Ended 
 June 30,
 
Fiscal Year Ended 
 June 30,
 
2019
 
2018
 
2019
 
2018
 
(in millions)
Net earnings (GAAP)
$
183.2

 
$
206.9

 
$
482.1

 
$
427.9

Adjustments:
 
 
 
 
 
 
 
Amortization of Acquired Intangibles and Purchased Intellectual Property
23.1

 
22.1

 
87.4

 
81.4

Acquisition and Integration Costs
3.2

 
2.8

 
6.4

 
8.8

Gain on Sale of Securities

 

 

 
(5.5
)
     Taxable adjustments
26.3

 
24.8

 
93.8

 
84.7

Tax Act items

 
(0.7
)
 

 
15.4

Tax impact of adjustments (a)
(6.7
)
 
(7.3
)
 
(22.3
)
 
(23.9
)
Adjusted Net earnings (Non-GAAP)
$
202.9

 
$
223.7

 
$
553.6

 
$
504.1


 
Three Months Ended 
 June 30,
 
Fiscal Year Ended 
 June 30,
 
2019
 
2018
 
2019
 
2018
Diluted earnings per share (GAAP)
$
1.55

 
$
1.72

 
$
4.06

 
$
3.56

Adjustments:
 
 
 
 
 
 
 
Amortization of Acquired Intangibles and Purchased Intellectual Property
0.20

 
0.18

 
0.74

 
0.68

Acquisition and Integration Costs
0.03

 
0.02

 
0.05

 
0.07

Gain on Sale of Securities

 

 

 
(0.05
)
     Taxable adjustments
0.22

 
0.21

 
0.79

 
0.70

Tax Act items

 
(0.01
)
 

 
0.13

Tax impact of adjustments (a)
(0.06
)
 
(0.06
)
 
(0.19
)
 
(0.20
)
Adjusted earnings per share (Non-GAAP)
$
1.72

 
$
1.86

 
$
4.66

 
$
4.19


(a) Calculated using the GAAP effective tax rate, adjusted to exclude $10.1 million and $19.3 million of excess tax benefits associated with stock-based compensation for the three months and fiscal year ended June 30, 2019, and $22.3 million and $40.9 million of excess tax benefits associated with stock-based compensation for the three months and fiscal year ended June 30, 2018, as well as the net $0.7 million benefits and $15.4 million charges associated with the Tax Act for the three months and fiscal year ended June 30, 2018. For purposes of calculating the Adjusted earnings per share, the same adjustments were made on a per share basis.

15






 
Fiscal Year Ended 
 June 30,
 
2019
 
2018
 
(in millions)
Net cash flows provided by operating activities (GAAP)
$
617.0

 
$
693.6

Capital expenditures and Software purchases and capitalized internal use software
(72.6
)
 
(97.9
)
Free cash flow (Non-GAAP)
$
544.4

 
$
595.7

 
 
 
 

Amounts may not sum due to rounding.


Fiscal Year 2020 Guidance
Reconciliation of Non-GAAP to GAAP Measures
Adjusted Earnings Per Share Growth and Adjusted Operating Income Margin
(Unaudited)

Dollars in millions, except per share amounts
 
 
 
 
 
FY20 Adjusted Earnings Per Share Growth Rate (a)
 
 
Diluted earnings per share (GAAP)
 
5% - 9% growth
Adjusted earnings per share (Non-GAAP)
 
8% - 12% growth
 
 
 
FY20 Adjusted Operating Income Margin (b)
 
 
Operating income margin % (GAAP)
 
~15%
Adjusted Operating income margin % (Non-GAAP)
 
~18%
 
 
 
    
(a) Adjusted earnings per share growth (Non-GAAP) is adjusted to exclude the projected impact of Amortization of Acquired Intangibles and Purchased Intellectual Property, and Acquisition and Integration Costs, and is calculated using diluted shares outstanding. Fiscal year 2020 Non-GAAP Adjusted earnings per share guidance estimates exclude Amortization of Acquired Intangibles and Purchased Intellectual Property, and Acquisition and Integration Costs, net of taxes, of approximately $0.76 per share.

(b) Adjusted Operating income margin (Non-GAAP) is adjusted to exclude the projected impact of Amortization of Acquired Intangibles and Purchased Intellectual Property, and Acquisition and Integration Costs. Fiscal year 2020 Non-GAAP Adjusted Operating income margin guidance estimates exclude Amortization of Acquired Intangibles and Purchased Intellectual Property, and Acquisition and Integration Costs of approximately $118 million.


16

EXHIBIT 99.2 Earnings Webcast and Conference Call Fourth Quarter and Fiscal Year 2019 © 2018 | ‹#›


 
Forward-Looking Statements This presentation and other written or oral statements made from time to time by representatives of Broadridge Financial Solutions, Inc. ("Broadridge" or the "Company") may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Statements that are not historical in nature, and which may be identified by the use of words such as “expects,” “assumes,” “projects,” “anticipates,” “estimates,” “we believe,” “could be” and other words of similar meaning, are forward-looking statements. In particular, information appearing in the “Fiscal Year 2020 Guidance” section are forward-looking statements. These statements are based on management’s expectations and assumptions and are subject to risks and uncertainties that may cause actual results to differ materially from those expressed. These risks and uncertainties include those risk factors discussed in Part I, “Item 1A. Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended June 30, 2019 (the “2019 Annual Report”), as they may be updated in any future reports filed with the Securities and Exchange Commission. All forward-looking statements speak only as of the date of this presentation and are expressly qualified in their entirety by reference to the factors discussed in the 2019 Annual Report. These risks include: the success of Broadridge in retaining and selling additional services to its existing clients and in obtaining new clients; Broadridge’s reliance on a relatively small number of clients, the continued financial health of those clients, and the continued use by such clients of Broadridge’s services with favorable pricing terms; a material security breach or cybersecurity attack affecting the information of Broadridge's clients; changes in laws and regulations affecting Broadridge’s clients or the services provided by Broadridge; declines in participation and activity in the securities markets; the failure of Broadridge's key service providers to provide the anticipated levels of service; a disaster or other significant slowdown or failure of Broadridge’s systems or error in the performance of Broadridge’s services; overall market and economic conditions and their impact on the securities markets; Broadridge’s failure to keep pace with changes in technology and demands of its clients; Broadridge’s ability to attract and retain key personnel; the impact of new acquisitions and divestitures; and competitive conditions. Broadridge disclaims any obligation to update or revise forward-looking statements that may be made to reflect events or circumstances that arise after the date made or to reflect the occurrence of unanticipated events, other than as required by law. Use of Material Contained Herein The information contained in this presentation is being provided for your convenience and information only. This information is accurate as of the date of its initial presentation. If you plan to use this information for any purpose, verification of its continued accuracy is your responsibility. Broadridge assumes no duty to update or revise the information contained in this presentation. ASC 606 Revenue Accounting Change Effective July 1, 2018, Broadridge adopted Accounting Standards Update No. 2014-09 “Revenue from Contracts with Customers” and its related amendments (the “ASC 606 revenue accounting change”) using the modified retrospective transition approach. Under this transition approach, results for reporting periods beginning after July 1, 2018 reflect the ASC 606 revenue accounting change while prior period amounts have not been adjusted and continue to be reported in accordance with historical accounting guidelines. Where noted however, discussions of certain revenue metrics are presented assuming that the ASC 606 revenue accounting change had been applied to fiscal year 2018 revenues. Please refer to pages 21 and 22 for a full presentation of reported fiscal year 2018 revenues giving effect to the ASC 606 revenue accounting change and to page 25 for a reconciliation of reported fiscal year 2018 GAAP Total revenues to non-GAAP ASC 606 Total revenues. 2018 | 2


 
Use of Non-GAAP Financial Measures Explanation and Reconciliation of the Company’s Use of Non-GAAP Financial Measures The Company’s results in this presentation are presented in accordance with U.S. generally accepted accounting principles ("GAAP") except where otherwise noted. In certain circumstances, results have been presented that are not generally accepted accounting principles measures (“Non-GAAP”). These Non-GAAP measures are Adjusted Operating income, Adjusted Operating income margin, Adjusted Net earnings, Adjusted earnings per share, and Free cash flow. These Non-GAAP financial measures should be viewed in addition to, and not as a substitute for, the Company’s reported results. The Company believes our Non-GAAP financial measures help investors understand how management plans, measures and evaluates the Company’s business performance. Management believes that Non-GAAP measures provide consistency in its financial reporting and facilitates investors’ understanding of the Company’s operating results and trends by providing an additional basis for comparison. Management uses these Non-GAAP financial measures to, among other things, evaluate our ongoing operations, for internal planning and forecasting purposes and in the calculation of performance-based compensation. In addition, and as a consequence of the importance of these Non- GAAP financial measures in managing our business, the Company’s Compensation Committee of the Board of Directors incorporates Non-GAAP financial measures in the evaluation process for determining management compensation. Adjusted Operating Income, Adjusted Operating Income Margin, Adjusted Net Earnings and Adjusted Earnings Per Share These Non-GAAP measures reflect Operating income, Operating income margin, Net earnings, and Diluted earnings per share, as adjusted to exclude the impact of certain costs, expenses, gains and losses and other specified items that management believes are not indicative of our ongoing operating performance. These adjusted measures exclude the impact of: (i) Amortization of Acquired Intangibles and Purchased Intellectual Property, (ii) Acquisition and Integration Costs, (iii) U.S. Tax Cuts and Jobs Act (the "Tax Act") items and (iv) the Gain on Sale of Securities. Amortization of Acquired Intangibles and Purchased Intellectual Property represents non-cash amortization expenses associated with the Company's acquisition activities. Acquisition and Integration Costs represent certain transaction and integration costs associated with the Company’s acquisition activities. Tax Act items represent the net impact of a U.S. federal transition tax on earnings of certain foreign subsidiaries, foreign jurisdiction withholding taxes and certain benefits related to the remeasurement of the Company’s net U.S. federal and state deferred tax liabilities attributable to the Tax Act. The Gain on Sale of Securities represents a non-operating gain on the sale of securities associated with the Company's retirement plan obligations. We exclude Tax Act items and Gain on Sale of Securities from our adjusted earnings measures because excluding such information provides us with an understanding of the results from the primary operations of our business and these items do not reflect ordinary operations or earnings. We also exclude the impact of Amortization of Acquired Intangibles and Purchased Intellectual Property, as these non-cash amounts are significantly impacted by the timing and size of individual acquisitions and do not factor into the Company's capital allocation decisions, management compensation metrics or multi-year objectives. Furthermore, management believes that this adjustment enables better comparison of our results as Amortization of Acquired Intangibles and Purchased Intellectual Property will not recur in future periods once such intangible assets have been fully amortized. Although we exclude Amortization of Acquired Intangibles and Purchased Intellectual Property from our adjusted earnings measures, our management believes that it is important for investors to understand that these intangible assets contribute to revenue generation. Amortization of intangible assets that relate to past acquisitions will recur in future periods until such intangible assets have been fully amortized. Any future acquisitions may result in the amortization of additional intangible assets. Free Cash Flow In addition to the Non-GAAP financial measures discussed above, we provide Free cash flow information because we consider Free cash flow to be a liquidity measure that provides useful information to management and investors about the amount of cash generated that could be used for dividends, share repurchases, strategic acquisitions, other investments, as well as debt servicing. Free cash flow is a Non-GAAP financial measure and is defined by the Company as Net cash flows provided by operating activities less Capital expenditures as well as Software purchases and capitalized internal use software. Reconciliations of such Non-GAAP measures to the most directly comparable financial measures presented in accordance with GAAP can be found in the tables that are part of this presentation. 2018 | 3


 
Highlights ▪ Strong fiscal year 2019 results • Recurring fee revenues up 6% to $2.8 billion, Diluted EPS growth up 14% and Adjusted EPS up 11% to $4.66 • Record Closed sales of $233 million, up 9% • Ongoing investments in new products and M&A expected to strengthen and grow our business ▪ 11% annual dividend increase emphasizes commitment to capital stewardship and long-term value creation • 8th consecutive double-digit increase • $367 million additional return to shareholders via fiscal 2019 share buybacks ▪ Fiscal year 2020 Guidance calls for another strong year • Recurring fee revenue growth of 8-10% and Total revenue growth of 3-6% • Continued margin expansion and Adjusted EPS growth of 8-12% • Closed sales of $190-$230 million • FY 2020 guidance positions Broadridge to achieve high-end of three-year Adjusted EPS objective 2018 | 4


 
Fourth Quarter 2019 Operating Review ▪ Strong fourth quarter helped propel record full year Closed sales • Ended fiscal 2019 on a strong note with 4Q Closed sales of $72 million • Fourth quarter sales highlighted breadth of Broadridge's portfolio • Full year Closed sales record included landmark wealth management sale ▪ Continued strong performance from ICS • Recurring fee revenue growth of 9% excluding customer communications • Continued solid growth in stock- and interim-records, in line with long-term trends • Strong growth in corporate issuer and data & analytics products • Customer communications revenues declined 1% ▪ GTO growth reaccelerated • Recurring fee revenue growth of 8%, including 5% organic growth • Strong revenue backlog expected to drive strong growth in fiscal 2020 • RPM acquisition should strengthen wealth management product suite 2018 | 5


 
Strategic Update Deliver on financial Execute on growth Strengthen long-term objectives strategy growth foundations • Achieved FY2019 • New digital capabilities, • 97% Recurring fee Guidance including 6% including new proxy revenue retention Recurring fee revenue voting app • Employer of choice growth and double-digit • Paving way for MF • Continued focus on EPS growth notice-and-access integrating AI, • Record Closed sales in • Extending services across blockchain, cloud and FY2019 governance network digital • FY2020 Guidance • Extending GPTM • Strengthening of world- positions Broadridge to platform capabilities class product and meet high-end of three- • Landmark Wealth deal technology capabilities year EPS objective • RPM, TD and Rockall • Attracting new talent • Balanced execution acquisitions to accelerate against capital allocation growth priorities 2018 | 6


 
Fourth Quarter 2019 Revenue Growth (Reported and ASC 606) Dollars in millions 4Q 2018 4Q 2019 Growth Reported ASC 606 Reported Reported ASC 606 Recurring Fee Revenues $ 862 $ 764 $ 813 (6)% 6 % Event-Driven Fee Revenues 61 60 51 (16)% (15)% Distribution Revenues 423 399 378 (11)% (5)% FX (25) (25) (31) Total Revenues $ 1,320 $ 1,198 $ 1,211 (8)% 1 % Notes: (1) Please refer to pages 21 and 22 for a full presentation of reported FY18 revenues giving effect to the ASC 606 revenue accounting change and GAAP to Non-GAAP reconciliation on page 25. (2) Amounts may not sum due to rounding. 2018 | 7


 
Fiscal Year 2019 Revenue Growth (Reported and ASC 606) Dollars in millions FY 2018 FY 2019 Growth Reported ASC 606 Reported Reported ASC 606 Recurring Fee Revenues $ 2,610 $ 2,611 $ 2,759 6 % 6 % Event-Driven Fee Revenues 284 282 244 (14)% (13)% Distribution Revenues 1,513 1,523 1,461 (3)% (4)% FX (77) (77) (102) Total Revenues $ 4,330 $ 4,338 $ 4,362 1 % 1 % Notes: (1) Please refer to pages 21 and 22 for a full presentation of reported FY18 revenues giving effect to the ASC 606 revenue accounting change and GAAP to Non-GAAP reconciliation on page 25. (2) Amounts may not sum due to rounding. 2018 | 8


 
Fourth Quarter 2019 Revenue Growth Drivers ▪ Fourth Quarter 2019 Total revenues grew 1% to $1.2 billion +4 pts. +1% (1) pt. (2) pts. $1,211M $1,198M (1) pt. 4Q '18 ASC 606 Total Revs. Recurring Event-Driven Distribution FX 4Q '19 Total Revs. ▪ Fourth Quarter 2019 Recurring fee revenues grew 6% to $813 million Organic Growth: 5% +6% +6 pts. +1 pt. +2 pts (3) pts. $813M $764M 4Q '18 ASC 606 Recurring Revs. Closed Sales Client Losses Internal Growth Acquisitions 4Q '19 Recurring Revs. Notes: (1) Please refer to pages 21 and 22 for a full presentation of reported FY18 revenues giving effect to the ASC 606 revenue accounting change and GAAP to Non-GAAP reconciliation on page 25. (2) Amounts may not sum due to rounding. 2018 | 9


 
4Q 2019 Segment Revenue Growth (Reported and ASC 606) Dollars in millions 4Q FY18 4Q FY19 Growth Reported ASC 606 Reported Reported ASC 606 Investor Communication Solutions Recurring Fee Revenues $ 628 $ 530 $ 561 (11)% 6 % Event-Driven Fee Revenues 61 60 51 (16)% (15)% Distribution Revenues 423 399 378 (11)% (5)% Total ICS Revenues $ 1,112 $ 989 $ 990 (11)% — % Global Technology and Operations Revenues $ 234 $ 234 $ 253 8 % 8% ICS GTO 4Q FY19 Recurring Revenue Growth Drivers (1) Net New Business 3 pts 3 pts Internal Growth 2 pts 2 pts Organic Recurring Fee Revenue Growth 5 pts 5 pts Acquisitions 1 pt 3 pts Recurring Fee Revenue Growth (1) 6 % 8 % Notes: (1) 4Q FY19 Recurring Revenue Growth Drivers calculated using 4Q FY18 ASC 606 recurring fee revenues. (2) Please refer to pages 21 and 22 for a full presentation of reported FY18 revenues giving effect to the ASC 606 revenue accounting change. (3) Amounts may not sum due to rounding. 2018 | 10


 
Fourth Quarter 2019 Operating Income and EPS Dollars in millions, except per share amounts Year-over-Year Change in Operating Income Year-over-Year Change in EPS and and Adjusted Operating Income Adjusted EPS $400 $2.30 $350 $300 $1.90 (8)% (8)% (10)% (10)% $291 $1.86 $250 $1.72 $1.72 $266 $267 $1.50 $241 $1.55 $200 $1.10 $150 $0.70 $100 $50 $0.30 Operating Income Adjusted Operating Income Diluted EPS Adjusted EPS 4Q 2018 4Q 2019 4Q 2018 4Q 2019 2018 | 11


 
Fiscal Year 2019 Operating Income and EPS Dollars in millions, except per share amounts Year-over-Year Change in Operating Income Year-over-Year Change in EPS and and Adjusted Operating Income Adjusted EPS $800 +8% $4.80 +11% $750 $4.66 $746 $4.50 $700 +9% +14% $688 $4.20 $650 $4.19 $653 $3.90 $4.06 $600 $598 $550 $3.60 $3.56 $500 $3.30 Operating Income Adjusted Operating Income Diluted EPS Adjusted EPS FY 2018 FY 2019 FY 2018 FY 2019 2018 | 12


 
Capital Allocation and Summary Balance Sheet Dollars in millions Select Uses of Summary Balance Sheet Cash in FY2019 as of June 30, 2019 Assets M&A (a) $355 Cash and cash equivalents $ 273 Other assets 3,608 CapEx and Software $73 Total assets $ 3,881 Dividends $211 Liabilities and Stockholders' Equity Total debt outstanding $ 1,470 Share Repurchases (b) $367 Other liabilities 1,283 Total liabilities $ 2,753 $0 $100 $200 $300 $400 $500 Total stockholders' equity $ 1,128 9M 2019 4Q 2019 (a) Excludes deferred acquisition payments of approximately $44M related to the acquisition of RPM Technologies. $43M expected to be paid in the fiscal Note: Amounts may not sum due to rounding. first quarter of FY2020. (b) Purchases of Treasury stock, net of proceeds from exercise of stock options. 2018 | 13


 
Record Sales Building Revenue Backlog $'s in millions Year-over-Year Closed Sales Recurring Revenue Backlog as of Performance1 June 301, 2 +9% Total $230 $233 Total ~$330 ~$295 $90 $210 $215 $80 $240 $190 $215 $170 $150 2018 2019 FY18 FY19 Not Yet Live Live (1) Closed sales and Recurring Revenue Backlog are Broadridge estimates and subject to revision. (2) Recurring Revenue Backlog represents an estimate of first year revenues from Closed sales that have not yet been recognized and are expected to be recognized. Not Yet Live represents the subset of the Backlog where none of the first year revenues from Closed sales have been recognized but are expected to be recognized. Live represents the subset of the Backlog where a portion of the first year revenues from Closed sales have been recognized in previous periods. 2018 | 14


 
Fiscal Year 2020 Guidance Recurring fee revenue growth 8 - 10% Total revenue growth 3 - 6% Operating income margin - GAAP ~15% Adjusted Operating income margin - Non-GAAP ~18% Diluted earnings per share growth1 5 - 9% Adjusted earnings per share growth1 - Non-GAAP 8 - 12% Closed sales $190 - $230M (1) Fiscal year 2020 guidance includes $20 million of excess tax benefits related to stock-based compensation. 2018 | 15


 
Appendix 2018 | 16


 
Fiscal Year 2019 Revenue Growth Drivers ▪ Fiscal Year 2019 Total revenues grew 1% to $4.4 billion +3 pts. +1% (1) pt. (1) pt. (1) pt. $4,362M $4,330M FY '18 Reported Total Revs. Recurring Event-Driven Distribution FX FY '19 Total Revs. ▪ Fiscal year 2019 Recurring fee revenues grew 6% to $2.8 billion Organic Growth: 5% +6 pts. +6% +1 pt. +1 pt. $2,759M (3) pts. $2,610M FY '18 Reported Recurring Revs. Closed Sales Client Losses Internal Growth Acquisitions FY '19 Recurring Revs. Notes: (1) Please refer to pages 21 and 22 for a full presentation of reported FY18 revenues giving effect to the ASC 606 revenue accounting change and GAAP to Non-GAAP reconciliation on page 25. (2) Amounts may not sum due to rounding. 2018 | 17


 
FY 2019 Segment Results (Reported and ASC 606) FY18 FY19 Growth Dollars in millions Reported ASC 606 Reported Reported ASC 606 Investor Communication Solutions Recurring Fee Revenues $ 1,699 $ 1,700 $ 1,806 6 % 6 % Event-Driven Fee Revenues 284 282 244 (14)% (13)% Distribution Revenues 1,513 1,523 1,461 (3)% (4)% Total Revenues $ 3,496 $ 3,504 $ 3,511 — % 0% Global Technology and Operations Revenues $ 912 $ 911 $ 954 5 % 5 % ICS GTO FY19 Recurring Revenue Growth Drivers (1) Net New Business 4 pts 3 pts Internal Growth 1 pt 1 pt Organic Recurring Fee Revenue Growth 5 pts 4 pts Acquisitions 1 pt 1 pt Recurring Fee Revenue Growth (1) 6 % 5 % Notes: (1) FY19 Recurring Revenue Growth Drivers calculated using FY18 ASC 606 recurring fee revenues. (2) Please refer to pages 21 and 22 for a full presentation of reported FY18 revenue giving effect to the ASC 606 revenue accounting change. (3) Amounts may not sum due to rounding. 2018 | 18


 
Tax Act and Excess Tax Benefit ("ETB") Impact 4Q FY 2020 2018 2019 2018 2019 FY Dollars in millions Indicative Earnings before income taxes $258.0 $230.0 $561.0 $607.3 Provision for income taxes (excluding ETB and non-recurring gains and charges) $74.2 $56.9 $158.6 $144.5 Net Tax Charges (0.7) — 15.4 — — ETB (22.3) (10.1) (40.9) (19.3) ~(20) Provision for income taxes (GAAP) $51.2 $46.8 $133.1 $125.2 Tax Rates Tax Rate (excluding ETB and non-recurring gains and charges) 28.8% 24.7% 28.3% 23.8% ~24% Tax Rate (GAAP) 19.8% 20.3% 23.7% 20.6% ~21% EPS Growth (a) Diluted EPS 10% (10)% 32% 14% Adjusted EPS 9% (8)% 34% 11% Adjusted EPS (excluding ETB) (2)% (2)% 23% 17% (1) Please refer to page 24 for the GAAP to Non-GAAP reconciliation. Note: Amounts may not sum due to rounding. 2018 | 19


 
Supplemental Reporting Detail - Product Line Reporting 2018 2019 Dollars in millions 1Q 2Q 3Q 4Q FY 1Q 2Q 3Q 4Q FY Investor Communication Solutions ("ICS") Equity proxy $ 30.0 $ 33.6 $ 45.1 $ 298.1 $ 406.8 $ 31.0 $ 41.7 $ 152.9 $ 211.4 $ 437.0 Mutual fund and ETF interims 49.2 46.9 67.0 58.3 221.4 57.8 60.7 82.1 65.3 265.9 Customer communications and fulfillment 181.5 187.3 210.7 180.6 760.1 174.9 182.6 201.1 177.8 736.4 Other ICS 72.2 66.5 80.7 91.1 310.6 83.8 82.1 94.4 106.3 366.5 Total ICS recurring fee revenues $ 332.9 $ 334.4 $ 403.5 $ 628.0 $1,698.9 $ 347.4 $ 367.2 $ 530.5 $ 560.7 $1,805.8 Equity and other $ 30.8 $ 28.8 $ 39.9 $ 34.9 $ 134.4 $ 24.1 $ 19.5 $ 35.4 $ 28.3 $ 107.3 Mutual funds 28.5 68.6 26.6 25.8 149.4 52.8 28.6 33.1 22.7 137.2 Total Event-driven fee revenues $ 59.3 $ 97.3 $ 66.5 $ 60.7 $ 283.9 $ 76.9 $ 48.1 $ 68.4 $ 51.0 $ 244.5 Distribution 334.2 370.4 385.4 422.9 1,512.9 341.4 322.9 418.2 378.4 1,460.8 Total ICS revenues $ 726.4 $ 802.2 $ 855.3 $1,111.7 $3,495.6 $ 765.8 $ 738.1 $1,017.1 $ 990.1 $3,511.1 Global Technology and Operations ("GTO") Equities and other $ 179.0 $ 189.4 $ 195.9 $ 193.0 $ 757.2 $ 187.7 $ 196.5 $ 195.5 $ 209.2 $ 788.9 Fixed income 35.9 38.5 39.3 40.5 154.3 40.0 40.1 41.1 43.4 164.6 Total GTO recurring fee revenues $ 214.9 $ 228.0 $ 235.2 $ 233.5 $ 911.6 $ 227.7 $ 236.6 $ 236.6 $ 252.6 $ 953.5 Foreign currency exchange (16.5) (17.4) (18.6) (24.8) (77.3) (20.7) (21.4) (28.9) (31.5) (102.4) Total revenues $ 924.8 $1,012.8 $1,071.9 $1,320.4 $4,329.9 $ 972.8 $ 953.4 $1,224.8 $1,211.2 $4,362.2 Revenues by Type Recurring fee revenues $ 547.8 $ 562.4 $ 638.6 $ 861.5 $2,610.4 $ 575.2 $ 603.8 $ 767.0 $ 813.3 $2,759.3 Event-driven fee revenues 59.3 97.3 66.5 60.7 283.9 76.9 48.1 68.4 51.0 244.5 Distribution revenues 334.2 370.4 385.4 422.9 1,512.9 341.4 322.9 418.2 378.4 1,460.8 Foreign currency exchange (16.5) (17.4) (18.6) (24.8) (77.3) (20.7) (21.4) (28.9) (31.5) (102.4) Total revenues $ 924.8 $1,012.8 $1,071.9 $1,320.4 $4,329.9 $ 972.8 $ 953.4 $1,224.8 $1,211.2 $4,362.2 Note: Amounts may not sum due to rounding. 2018 | 20


 
FY2018 Total Revenues: Impact of ASC 606 2018 Dollars in millions Q1 Q2 Q3 Q4 FY Revenues As Reported Recurring Fee Revenues $ 547.8 $ 562.4 $ 638.6 $ 861.5 $2,610.4 Event-Driven Fee Revenues 59.3 97.3 66.5 60.7 283.9 Distribution Revenues 334.2 370.4 385.4 422.9 1,512.9 FX (16.5) (17.4) (18.6) (24.8) (77.3) Total Revenues $ 924.8 $1,012.8 $1,071.9 $1,320.4 $4,329.9 Revenue Adjustments from ASC 606 Revenue Accounting Change Recurring Fee Revenues $ (3.3) $ 3.5 $ 97.8 $ (97.5) $ 0.4 Event-Driven Fee Revenues 43.9 (47.3) 2.1 (1.0) (2.2) Distribution Revenues 18.5 (21.4) 36.4 (24.0) 9.6 FX — — — — — Total Revenues $ 59.1 $ (65.2) $ 136.3 $ (122.5) $ 7.7 ASC 606 Revenues Recurring Fee Revenues $ 544.5 $ 565.9 $ 736.4 $ 764.0 $2,610.8 Event-Driven Fee Revenues 103.2 50.0 68.6 59.7 281.6 Distribution Revenues 352.8 349.0 421.8 399.0 1,522.5 FX (16.5) (17.4) (18.6) (24.8) (77.3) Total Revenues $ 983.9 $ 947.6 $1,208.2 $1,197.9 $4,337.6 Note: (1) Please refer to the GAAP to Non-GAAP reconciliation on page 25 for impact of the ASC 606 revenue accounting change on FY2018 Total revenues. (2) Amounts may not sum due to rounding. 2018 | 21


 
FY 2018 Segment Recurring Fee Revenues: Impact of ASC 606 2018 Dollars in millions Q1 Q2 Q3 Q4 FY Recurring Fee Revenues As Reported ICS $ 332.9 $ 334.4 $ 403.5 $ 628.0 $1,698.9 GTO 214.9 228.0 235.2 233.5 911.6 Total Recurring Fee Revenues $ 547.8 $ 562.4 $ 638.6 $ 861.5 $2,610.4 % of FY Recurring Fee Revenue 21.0% 21.5% 24.5% 33.0% 100.0% Recurring Fee Revenue Adjustments from ASC 606 Revenue Accounting Change ICS $ (1.1) $ 3.1 $ 96.9 $ (97.7) $ 1.3 GTO (2.3) 0.4 0.8 0.2 (0.9) Total Recurring Fee Revenues $ (3.3) $ 3.5 $ 97.8 $ (97.5) $ 0.4 ASC 606 Recurring Fee Revenues ICS $ 331.8 $ 337.5 $ 500.4 $ 530.4 $1,700.1 GTO 212.6 228.4 236.0 233.7 910.7 Total Recurring Fee Revenues $ 544.5 $ 565.9 $ 736.4 $ 764.0 $2,610.8 % of FY Recurring Fee Revenue 20.9% 21.7% 28.2% 29.3% 100.0% Note: Amounts may not sum due to rounding. 2018 | 22


 
Reconciliation of GAAP to Non-GAAP Measures (Unaudited) Dollars in millions Three Months Ended June 30, Fiscal Year 2019 2018 2019 2018 Operating income (GAAP) $ 240.8 $ 266.2 $ 652.7 $ 598.1 Adjustments: Amortization of Acquired Intangibles and Purchased Intellectual Property 23.1 22.1 87.4 81.4 Acquisition and Integration Costs 3.2 2.8 6.4 8.8 Adjusted Operating income (Non-GAAP) $ 267.1 $ 291.0 $ 746.5 $ 688.2 Operating income margin (GAAP) 19.9% 20.2% 15.0% 13.8% Adjusted Operating income margin (Non-GAAP) 22.1% 22.0% 17.1% 15.9% Three Months Ended June 30, Fiscal Year 2019 2018 2019 2018 Net earnings (GAAP) $ 183.2 $ 206.9 $ 482.1 $ 427.9 Adjustments: Amortization of Acquired Intangibles and Purchased Intellectual Property 23.1 22.1 87.4 81.4 Acquisition and Integration Costs 3.2 2.8 6.4 8.8 Gain on Sale of Securities — — — (5.5) Taxable adjustments 26.3 24.8 93.8 84.7 Tax Act items — (0.7) — 15.4 Tax impact of adjustments (a) (6.7) (7.3) (22.3) (23.9) Adjusted Net earnings (Non-GAAP) $ 202.9 $ 223.7 $ 553.6 $ 504.1 (a) Calculated using the GAAP effective tax rate, adjusted to exclude $10.1 million and $19.3 million of excess tax benefits associated with stock-based compensation for the three months and fiscal year ended June 30, 2019, and $22.3 million and $40.9 million of excess tax benefits associated with stock-based compensation for the three months and fiscal year ended June 30, 2018, as well as the net $0.7 million benefits and $15.4 million charges associated with the Tax Act for the three months and fiscal year ended June 30, 2018. For purposes of calculating the Adjusted earnings per share, the same adjustments were made on a per share basis. Note: Amounts may not sum due to rounding. 2018 | 23


 
Reconciliation of GAAP to Non-GAAP Measures (Unaudited) Dollars in millions, except per share amounts Three Months Ended June 30, Fiscal Year 2019 2018 2019 2018 Diluted earnings per share (GAAP) $ 1.55 $ 1.72 $ 4.06 $ 3.56 Adjustments: Amortization of Acquired Intangibles and Purchased Intellectual Property 0.20 0.18 0.74 0.68 Acquisition and Integration Costs 0.03 0.02 0.05 0.07 Gain on Sale of Securities — — — (0.05) Taxable adjustments 0.22 0.21 0.79 0.70 Tax Act items — (0.01) — 0.13 Tax impact of adjustments (a) (0.06) (0.06) (0.19) (0.20) Adjusted earnings per share (Non-GAAP) $ 1.72 $ 1.86 $ 4.66 $ 4.19 Fiscal Year 2019 2018 Net cash flows provided by operating activities (GAAP) $ 617.0 $ 693.6 Capital expenditures and Software purchases and capitalized internal use software (72.6) (97.9) Free cash flow (Non-GAAP) $ 544.4 $ 595.7 (a) Calculated using the GAAP effective tax rate, adjusted to exclude $10.1 million and $19.3 million of excess tax benefits associated with stock-based compensation for the three months and fiscal year ended June 30, 2019, and $22.3 million and $40.9 million of excess tax benefits associated with stock-based compensation for the three months and fiscal year ended June 30, 2018, as well as the net $0.7 million benefits and $15.4 million charges associated with the Tax Act for the three months and fiscal year ended June 30, 2018. For purposes of calculating the Adjusted earnings per share, the same adjustments were made on a per share basis. Note: Amounts may not sum due to rounding. 2018 | 24


 
Reconciliation of GAAP to Non-GAAP Measures (Unaudited) Three Months Ended Fiscal Year Dollars in millions Sept. 30, 2017 Dec. 31, 2017 March 31, 2018 June 30 , 2018 2018 Total Revenues $ 924.8 $ 1,012.8 $ 1,071.9 $ 1,320.4 $ 4,329.9 ASC 606 Accounting Impact (a) 59.1 (65.2) 136.3 (122.5) 7.7 ASC 606 Total Revenues (a) $ 983.9 $ 947.6 $ 1,208.2 $ 1,197.9 $ 4,337.6 (a) Reflects the impact of the ASC 606 revenue accounting change on fiscal year 2018 reported Total revenues. Note: Amounts may not sum due to rounding. 2018 | 25


 
Reconciliation of GAAP to Non-GAAP Measures - FY20 Guidance (Unaudited) FY20 Adjusted Earnings Per Share Growth Rate (a) Diluted earnings per share (GAAP) 5% - 9% Adjusted earnings per share (Non-GAAP) 8% - 12% FY20 Adjusted Operating Income Margin (b) Operating income margin % (GAAP) ~15% Adjusted Operating income margin % (Non-GAAP) ~18% (a) Adjusted earnings per share growth (Non-GAAP) is adjusted to exclude the projected impact of Amortization of Acquired Intangibles and Purchased Intellectual Property, and Acquisition and Integration Costs, and is calculated using diluted shares outstanding. Fiscal year 2020 Non- GAAP Adjusted earnings per share guidance estimates exclude Amortization of Acquired Intangibles and Purchased Intellectual Property, and Acquisition and Integration Costs, net of taxes, of approximately $0.77 per share. (b) Adjusted Operating income margin (Non-GAAP) is adjusted to exclude the projected impact of Amortization of Acquired Intangibles and Purchased Intellectual Property, and Acquisition and Integration Costs. Fiscal year 2019 Non-GAAP Adjusted Operating income margin guidance estimates exclude Amortization of Acquired Intangibles and Purchased Intellectual Property, and Acquisition and Integration Costs of approximately $118 million. 2018 | 26


 
Broadridge Investor Relations Contacts W. Edings Thibault Tel: 516-472-5129 Email: edings.thibault@broadridge.com James Ullenes Tel: 516-472-5016 Email: james.ullenes@broadridge.com 2018 | 27