exv99w1

Exhibit 99.1

LPL Financial Announces Third Quarter 2010 and Year-to-Date
Financial Results

Boston, MA — October 25, 2010 — LPL Investment Holdings Inc. (the “Company”), parent company of LPL Financial Corporation (“LPL Financial”), today announced net income of $26.1 million for the third quarter of 2010, or 26 cents per diluted share, compared to a loss of $1.5 million, or 2 cents per diluted share, in the third quarter of 2009.

Adjusted Net Income for the third quarter rose 16.7% to $40.5 million, or 41 cents per diluted share, from $34.7 million, or 35 cents per diluted share, in the third quarter of 2009. Adjusted EBITDA for the quarter was $98.6 million, up 10.1% from $89.6 million in the year-ago quarter. A reconciliation of these non-GAAP measures to GAAP measures, along with an explanation of these metrics, is provided below.

Net revenue for the third quarter of 2010 increased 8.2% to $760.0 million from $702.3 million in the year-ago quarter. Strong growth in the Company’s fee-based and asset-based revenues, combined with modest growth in commission and transaction based fees, highlighted an expansion of revenues during the quarter despite the equity market correction at the end of the second quarter and continued uncertainty in the capital markets.

The Company’s solid results were achieved in the third quarter of 2010 through a combination of factors including: the Company’s diversified sources of recurring revenues; growth in advisory and brokerage assets; a continued focus on disciplined expense management and operational efficiencies across the organization arising from its significant scale; and lower interest expense resulting from an opportunistic debt refinancing in the second quarter of 2010, which included a redemption of its senior unsecured subordinated notes. Additionally, financial results for the third quarter of 2009 include recognition of restructuring charges in connection with the conversion of the operations of the Affiliated Entities into the LPL Financial platform.

Third quarter results include the Focus Conference, the Company’s national conference and one of the key seasonal factors affecting its performance. The Focus Conference serves as a critical training, sales and marketing event, and the Company receives revenues from product sponsors that only partially offset the cost of hosting the event.

For the first nine months of 2010, net revenue increased 13.8% to $2.3 billion, from $2.0 billion in the prior year period. The solid growth was led by strong equity market performance relative to the comparable prior-year period which helped drive strong growth in the Company’s advisory fee and asset-based revenues, as well as trail-based commissions.

Net income was up 106.4% to $59.7 million for the first nine months of 2010, compared to the same period in 2009. Adjusted Net Income through September 30, 2010, was $128.0 million, up 46.3% from the year-ago period. Adjusted EBITDA for the first nine months increased 20.2% to $314.0 million versus the same period in 2009.

Financial Highlights and Key Metrics
(Dollars in thousands except per share data and where noted)


	Three Months Ended September 30,								Nine Months Ended September 30,
	2010		2009			Change			2010		2009		Change
Financial Highlights (unaudited)
Net Revenue	$	759,964	$	702,326			8.2	%	$	2,293,531	$	2,014,621		13.8	%
Net Income (Loss)	$	26,144	$	(1,456	)		*		$	59,698	$	28,922		106.4	%
Adjusted Net Income (1)	$	40,526	$	34,715			16.7	%	$	128,043	$	87,499		46.3	%
Earnings (Loss) Per Share (diluted)	$	0.26	$	(0.02	)		*		$	0.59	$	0.29		103.4	%
Adjusted Net Income per Share (1)	$	0.41	$	0.35			17.1	%	$	1.29	$	0.89		44.9	%
Adjusted EBITDA (1)	$	98,633	$	89,606			10.1	%	$	313,954	$	261,219		20.2	%


	As of September 30,
	2010		2009		Change
Metric Highlights
Financial Advisors (2)		12,017		12,027		(0.1	)%
Advisory and Brokerage Assets (3)(billions)	$	293.3	$	268.9		9.1	%
Insured Cash Account Balances (billions)	$	11.7	$	11.4		2.8	%
Money Market Account Balances (billions)	$	6.9	$	7.5		(8.0	)%

Operational Highlights

•

Revenue increased 8.2% from the year-ago quarter. Key drivers of the growth include:

	o		Advisory assets in the Company’s fee-based platforms were $86.2 billion for the third quarter of 2010, up 18.7% from $72.6 billion for the year-ago quarter, which outpaced the growth of the average S&P 500 for the period of 10.0%

	o		Net new advisory assets were $6.3 billion during the twelve months ended September 30, 2010, reflecting strong new business development in 2009 due to the extraordinary industry and market conditions

	o		Asset-based fees increased by 15.1% due to growth in record-keeping, omnibus processing and other administrative fees

	o		Commission and transaction fee growth slowed due to softer client activity stemming from the equity market correction near the end of the second quarter of 2010 and the continued uncertainty in the capital markets

•		Total advisory and brokerage assets were $293.3 billion as of September 30, 2010, up 9.1% compared to $268.9 billion as of September 30, 2009

•		Revenues generated from the Company’s cash sweep programs increased by $2.4 million, or 8.1%, to $31.9 million in the third quarter of 2010 compared to $29.5 million in the prior-year period. Variances in fees generated are impacted by assets in the Company’s cash sweep programs, which averaged $18.7 billion for the third quarter of 2010 and $19.5 billion for the year-ago quarter, as well as the effective federal funds rate which averaged 0.19% for the third quarter of 2010 compared to 0.15% for the same period in the prior year. The effective federal funds rate remaining at historical low levels dampens revenue growth from cash sweep programs overall

•		As a result of the debt refinancing in the second quarter of 2010, which included a redemption of the Company’s senior unsecured subordinated notes, interest expense was reduced by $4.2 million in the third quarter of 2010. This reduction in interest expense represents the level of savings for an entire quarter compared with partial savings the Company experienced during the second quarter of 2010

•		From July 27 through July 31, the Company held its annual Focus Conference, bringing together more than 3,500 attendees under the theme of “Focus on the American Dream.” Attendees encompassed independent advisors, bank and credit union-based advisors and program managers, as well as product sponsors, from across the country

•		The Company consolidated the operations of the Affiliated Entities with LPL Financial in the third quarter of 2009, which resulted in attrition of 138 advisors in the fourth quarter of 2009. Excluding this attrition, the Company added 128 new advisors during the trailing twelve months ending September 30, 2010

•		Assets under custody in the LPL Financial Hybrid RIA platform, which provides integrated fee and commission-based capabilities for independent advisors with their own Registered Investment Adviser (“RIA”), grew to $11.6 billion, as of September 30, 2010, and encompassed 105 RIA firms, compared to $6.2 billion and 94 RIA firms as of September 30, 2009

•		Financial advisors affiliated with the Company continued to earn distinction in key media and industry rankings. In August, LPL Financial advisors were named to 42 out of 100 positions on the Registered Rep America’s Top 100 Independent Advisors list, a ranking based on size of assets under management (Registered Rep., “America’s Top 100 Independent B/D Advisors: Savoring Independence,” August 2010)


*		Not Meaningful

(1)

Adjusted EBITDA, Adjusted Net Income and Adjusted Net Income per share have limitations as analytical tools and should not be considered in isolation, or as substitutes for analysis of the Company’s results as reported under GAAP. Some of these limitations are:

	•		Adjusted EBITDA, Adjusted Net Income and Adjusted Net Income per share do not reflect all cash expenditures, future requirements for capital expenditures or contractual commitments;

	•		Adjusted EBITDA, Adjusted Net Income and Adjusted Net Income per share do not reflect changes in, or cash requirements for, working capital needs; and

	•		Adjusted EBITDA does not reflect the significant interest expense, or the cash requirements necessary to service interest or principal payments, on debt.

The reconciliation from net income (loss) to Adjusted EBITDA and Adjusted Net Income for the periods presented is as follows (in thousands):


	Three Months Ended					Nine Months Ended
	September 30,					September 30,
	2010		2009			2010		2009
	(unaudited)					(unaudited)
Net income (loss)	$	26,144	$	(1,456	)	$	59,698	$	28,922
Interest expense		19,511		24,626			71,530		76,599
Income tax expense (benefit)		19,868		(5,029	)		39,658		23,526
Amortization of purchased intangible assets and software (a)		9,352		14,915			34,401		45,161
Depreciation and amortization of all other fixed assets		10,420		12,009			33,071		36,435

EBITDA		85,295		45,065			238,358		210,643


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2010		2009		2010		2009
	(unaudited)				(unaudited)
EBITDA Adjustments:
Share-based compensation expense(b)		2,853		1,640		7,628		3,912
Acquisition and integration related expenses (c)		6,268		728		9,785		2,389
Restructuring and conversion costs (d)		4,153		42,135		19,438		44,161
Debt amendment and extinguishment costs (e)		28		—		38,633		—
Other (f)		36		38		112		114

Total EBITDA Adjustments		13,338		44,541		75,596		50,576

Adjusted EBITDA	$	98,633	$	89,606	$	313,954	$	261,219


	Three Months Ended					Nine Months Ended
	September 30,					September 30,
	2010		2009			2010		2009
	(unaudited)					(unaudited)
Net income	$	26,144	$	(1,456	)	$	59,698	$	28,922
After-Tax:
EBITDA Adjustments (g)
Share-based compensation expense (h)		2,257		1,308			6,137		3,206
Acquisition and integration related expenses		3,809		439			5,946		1,441
Restructuring and conversion costs		2,549		25,407			11,812		26,629
Debt amendment and extinguishment costs		17		—			23,477		—
Other		22		23			68		68

Total EBITDA Adjustments		8,654		27,177			47,440		31,344

Amortization of purchased intangible assets and software (g)		5,728		8,994			20,905		27,233

Adjusted Net Income	$	40,526	$	34,715		$	128,043	$	87,499


Adjusted Net Income per share (i)	$	0.41	$	0.35		$	1.29	$	0.89
Weighted average shares outstanding — diluted		99,612		98,703			99,303		98,527

(a)		Represents amortization of intangible assets and software as a result of the Company’s purchase accounting adjustments from its merger transaction in 2005 and 2007 acquisitions of UVEST Financial Services Group, Inc. (“UVEST”), Mutual Service Corporation, Associated Financial Group, Inc., Associated Securities Corp, Inc., Associated Planners Investment Advisory, Inc. and Waterstone Financial Group, Inc. (collectively, the “Affiliated Entities”) and IFMG Securities, Inc., Independent Financial Marketing Group, Inc. and LSC Insurance Agency of Arizona, Inc. (together, “IFMG”).

(b)		Represents share-based compensation related to vested stock options awarded to employees and non-executive directors based on the grant date fair value under the Black-Scholes valuation model.

(c)		Represents acquisition and integration costs resulting from the Company’s 2007 acquisitions of the Affiliated Entities and IFMG. Included in the three and nine months ended September 30, 2010, are expenditures for certain legal settlements that have not been resolved with the indemnifying party.

(d)		Represents organizational restructuring charges incurred in 2009 and 2010 for severance and one-time termination benefits, asset impairments, lease and contract termination fees and other transfer costs.

(e)		Represents debt amendment costs incurred in 2010 for amending and restating the credit agreement to establish a new term loan tranche and to extend the maturity of an existing tranche on the senior credit facilities, and debt extinguishment costs to redeem the subordinated notes, as well as certain professional fees incurred.

(f)		Represents excise and other taxes.

(g)		EBITDA Adjustments and amortization of purchased intangible assets and software have been tax effected using a federal rate of 35% and the applicable effective state rate, which ranged from 4.23% to 4.71%, net of the federal tax benefit. In April 2010, a step up in basis of $89.1 million for internally developed software that was established at the time of the 2005 merger transaction became fully amortized, resulting in lower balances of intangible assets that are amortized.

(h)		Represents the after-tax expense of non-qualified stock options in which the Company receives a tax deduction upon exercise, and the full expense impact of incentive stock options granted to employees that have vested and qualify for preferential tax treatment and conversely, the Company does not receive a tax deduction. Share-based compensation for vesting of incentive stock options was $1.3 million and $0.8 million, respectively, for the three months ended September 30, 2010 and 2009, and $3.8 million and $2.1 million, respectively, for the nine months ended September 30, 2010 and 2009.

(i)		Represents Adjusted Net Income divided by weighted average number of shares outstanding on a fully diluted basis. Set forth is a reconciliation of earnings (loss) per share on a fully diluted basis as calculated in accordance with GAAP to Adjusted Net Income per share:


	For the Three					For the Nine
	Months Ended					Months Ended
	September 30,					September 30,
	2010		2009			2010		2009
	(unaudited)					(unaudited)
Earnings (loss) per share — diluted	$	0.26	$	(0.02	)	$	0.59	$	0.29
Adjustment for allocation of undistributed earnings to stock units		—		—			0.01		0.01
After-Tax:
EBITDA Adjustments per share		0.09		0.28			0.48		0.32
Amortization of purchased intangible assets and software per share		0.06		0.09			0.21		0.27

Adjusted Net Income per share	$	0.41	$	0.35		$	1.29	$	0.89

(2)		Advisors are defined as those investment professionals who are licensed to do business with the Company’s broker-dealer subsidiaries. The Company consolidated the operations of the Affiliated Entities with LPL Financial in the third quarter of 2009, which resulted in attrition of 138 advisors in the fourth quarter of 2009. Excluding this attrition, the Company added 128 new advisors during the twelve month period ended September 30, 2010.

(3)		Advisory and brokerage assets are comprised of assets that are custodied, networked, and non-networked and reflect market movement in addition to new assets, inclusive of new business development and net of attrition.

About LPL Financial

LPL Financial, a wholly owned subsidiary of LPL Investment Holdings Inc., is an independent broker-dealer. LPL Financial and its affiliates offer proprietary technology, comprehensive clearing and compliance services, practice management programs and training, and independent research to over 12,000 independent financial advisors and financial advisors at financial institutions. Additionally, LPL Financial supports approximately 4,000 financial advisors who are affiliated and licensed with insurance companies with customized clearing, advisory platforms and technology solutions. LPL Financial and its affiliates have over 2,500 employees with employees and offices in Boston, Charlotte, and San Diego. For more information, please visit www.lpl.com. Member FINRA/SIPC

Forward-Looking Statements

This press release may contain forward-looking statements (regarding the Company’s future financial condition, results of operations, business strategy and financial needs, and other similar matters) that involve risks and uncertainties. Forward-looking statements can be identified by words such as “anticipates,” “expects,” “believes,” “plans,” “predicts,” and similar

terms. Forward-looking statements are not guarantees of future performance and actual results may differ significantly from the results discussed in the forward-looking statements. Important factors that may cause such differences include, but are not limited to, changes in general economic and financial market conditions, fluctuations in the value of assets under management, effects of competition in the financial services industry, changes in the number of the Company’s financial advisors and institutions and their ability to effectively market financial products and services, the effect of current, pending and future legislation, regulation and regulatory actions, and other factors set forth in the Company’s Amendment No. 3 to Form S-1/A filed on August 10, 2010, which is available on www.sec.gov.

Non-GAAP Financial Measures

Adjusted Net Income represents net income before: (a) share-based compensation expense, (b) amortization of intangible assets and software, a component of depreciation and amortization, resulting from the merger transaction in 2005 and the 2007 acquisition of UVEST, the Affiliated Entities, and IFMG, (c) debt amendment and extinguishment costs and (d) restructuring and conversion costs. Reconciling items are tax effected using the income tax rates in effect for the applicable period, adjusted for any potentially non-deductible amounts. Adjusted Net Income per share represents Adjusted Net Income divided by weighted average outstanding shares on a fully diluted basis. The Company prepared Adjusted Net Income and Adjusted Net Income per share to eliminate the effects of items that it does not consider indicative of its core operating performance. The Company believes this measure provides investors with greater transparency by helping illustrate the underlying financial and business trends relating to results of operations and financial condition and comparability between current and prior periods. Adjusted Net Income and Adjusted Net Income per share are not measures of the Company’s financial performance under GAAP and should not be considered as an alternative to net income or earnings per share or any other performance measure derived in accordance with GAAP, or as an alternative to cash flows from operating activities as a measure of profitability or liquidity.

Adjusted EBITDA is defined as EBITDA (net income plus interest expense, income tax expense, depreciation and amortization), further adjusted to exclude certain non-cash charges and other adjustments set forth in the table above. The Company presents Adjusted EBITDA because the Company considers it a useful financial metric in assessing the Company’s operating performance from period to period by excluding certain items that the Company believes are not representative of its core business, such as certain material non-cash items and other adjustments that are outside the control of management. Adjusted EBITDA is not a measure of the Company’s financial performance under GAAP and should not be considered as an alternative to net income or any other performance measure derived in accordance with GAAP, or as an alternative to cash flows from operating activities as a measure of profitability or liquidity. In addition, Adjusted EBITDA can differ significantly from company to company depending on long-term strategic decisions regarding capital structure, the tax jurisdictions in which companies operate and capital investments.

# # #


Media Relations		Investor Relations
Michael Herley / David Lilly		Mark Barnett
Kekst and Company		LPL Financial
Phone: 212-521-4897 or 212-521-4878		Phone: 617-897-4574
Email: media.inquiries@lpl.com		Email: investor.relations@lpl.com

LPL Investment Holdings Inc.
Condensed Consolidated Statements of Income
(Dollars in thousands except per share data and where noted)
(Unaudited)


	Three Months Ended								Nine Months Ended
	September 30,					%			September 30,					%
	2010		2009			Change			2010			2009		Change
Revenues
Commissions	$	385,273	$	370,249			4.1	%	$	1,194,414		$	1,084,900		10.1	%
Advisory fees		212,344		182,141			16.6	%		633,820			507,509		24.9	%
Asset-based fees		81,599		70,894			15.1	%		230,485			201,287		14.5	%
Transaction and other fees		70,243		68,764			2.2	%		205,738			191,711		7.3	%
Other		10,505		10,278			2.2	%		29,074			29,214		(0.5	)%

Net revenues		759,964		702,326			8.2	%		2,293,531			2,014,621		13.8	%

Expenses
Production		525,628		481,182			9.2	%		1,595,368			1,387,701		15.0	%
Compensation and benefits		74,627		66,337			12.5	%		223,024			198,156		12.5	%
General and administrative		68,798		65,787			4.6	%		176,585			165,159		6.9	%
Depreciation and amortization		19,772		26,924			(26.6	)%		67,472			81,596		(17.3	)%
Restructuring charges		1,863		42,219			(95.6	)%		10,434			41,695		(75.0	)%
Other		3,750		1,640			128.7	%		11,801			11,003		7.3	%

Total operating expenses		694,438		684,089			1.5	%		2,084,684			1,885,310		10.6	%

Non-operating interest expense		19,511		24,626			(20.8	)%		71,530			76,599		(6.6	)%
Loss on extinguishment of debt		—		—			*			37,979			—		*
Loss (gain) on equity method investment		3		96			(96.9	)%		(18	)		264		*
Total expenses		713,952		708,811			0.7	%		2,194,175			1,962,173		11.8	%
Income before provision for (benefit from) income taxes		46,012		(6,485	)		*			99,356			52,448		89.4	%
Provision for (benefit from) income taxes		19,868		(5,029	)		*			39,658			23,526		68.6	%

Net income (loss)	$	26,144	$	(1,456	)		*		$	59,698		$	28,922		106.4	%


Earnings (loss) per share
Basic	$	0.30	$	(0.02	)		*		$	0.68		$	0.33		106.1	%
Diluted	$	0.26	$	(0.02	)		*		$	0.59		$	0.29		103.4	%


*		Not Meaningful.

LPL Investment Holdings Inc.
Financial Highlights
(Dollars in thousands, unless otherwise noted)
(Unaudited)


	Three Month Quarterly Results
	Q3 2010		Q2 2010			Q1 2010		Q4 2009		Q3 2009
REVENUES
Commissions	$	385,273	$	420,169		$	388,972	$	392,755	$	370,249
Advisory fees		212,344		215,146			206,330		196,630		182,141
Asset-based fees		81,599		77,436			71,450		71,606		70,894
Transaction and other fees		70,243		68,132			67,363		63,863		68,764
Other		10,505		9,278			9,291		10,030		10,278

Net revenues		759,964		790,161			743,406		734,884		702,326

EXPENSES
Production		525,628		556,538			513,202		516,878		481,182
Compensation and benefits		74,627		74,822			73,575		72,280		66,337
General and administrative		68,798		54,550			53,237		53,257		65,787
Depreciation and amortization		19,772		22,110			25,590		26,700		26,924
Restructuring charges		1,863		4,622			3,949		17,000		42,219
Other		3,750		3,274			4,777		4,291		1,640

Total operating expenses		694,438		715,916			674,330		690,406		684,089

Non-operating interest expense		19,511		27,683			24,336		24,323		24,626
Loss on extinguishment of debt		—		37,979			—		—		—
Loss (gain) on equity method investment		3		(45	)		24		36		96

Total expenses		713,952		781,533			698,690		714,765		708,811

INCOME (LOSS) BEFORE PROVISION FOR / (BENEFIT FROM) INCOME TAXES		46,012		8,628			44,716		20,119		(6,485	)
PROVISION FOR / (BENEFIT FROM) INCOME TAXES(1)		19,868		628			19,162		1,521		(5,029	)

NET INCOME (LOSS)	$	26,144	$	8,000		$	25,554	$	18,598	$	(1,456	)


EARNINGS (LOSS) PER SHARE
Basic	$	0.30	$	0.09		$	0.29	$	0.21	$	(0.02	)
Diluted	$	0.26	$	0.08		$	0.25	$	0.19	$	(0.02	)

FINANCIAL CONDITION
Total Cash & Cash Equivalents	$	442,547	$	402,741		$	324,761	$	378,594	$	245,489
Total Assets	$	3,364,896	$	3,315,310		$	3,343,286	$	3,336,936	$	3,213,879
Total Debt(2)	$	1,390,132	$	1,393,625		$	1,407,117	$	1,369,223	$	1,404,829
Stockholders’ Equity	$	927,335	$	897,863		$	883,157	$	850,875	$	828,029
Capital Expenditures(3)	$	7,282	$	2,189		$	1,463	$	1,910	$	2,767

KEY METRICS
Financial Advisors		12,017		12,066			12,026		11,950		12,027
Advisory and Brokerage Assets(billions)	$	293.3	$	276.9		$	284.6	$	279.4	$	268.9
Insured Cash Account Balances (4) (billions)	$	11.7	$	11.8		$	11.4	$	11.6	$	11.4
Money Market Account Balances (4) (billions)	$	6.9	$	7.2		$	6.7	$	7.0	$	7.5
Adjusted EBITDA(5)	$	98,633	$	109,864		$	105,457	$	94,849	$	89,606
Adjusted Net Income(5)	$	40,526	$	46,418		$	41,099	$	42,057	$	34,715
Adjusted Net Income per share(5)	$	0.41	$	0.47		$	0.42	$	0.43	$	0.35


(1)		The Company reported a low effective income tax rate for the three months ended June 30, 2010, due to a favorable state apportionment ruling covering the current and previous years and due to the revision of certain settlement contingencies for prior periods. The ruling resulted in a reduction of 27.8% and the revision to settlement contingencies resulted in a reduction of 9.6%, respectively, to the Company’s effective income tax rate.


(2)		Represents borrowings on the Company’s senior secured credit facility, senior unsecured subordinated notes, revolving line of credit and bank loans payable.

(3)		Represents capital expenditures incurred during the three months ended as of each reporting period.

(4)		Represents insured cash and money market account balances as of each reporting period.

(5)		The reconciliation from net income to Adjusted EBITDA and Adjusted Net Income for the periods presented is as follows (in thousands):


	Q3		Q2		Q1		Q4		Q3
	2010		2010		2010		2009		2009
					(unaudited)
Net income (loss)	$	26,144	$	8,000	$	25,554	$	18,598	$	(1,456	)
Interest expense		19,511		27,683		24,336		24,323		24,626
Income tax expense (benefit)		19,868		628		19,162		1,521		(5,029	)
Amortization of purchased intangible assets and software (a)		9,352		10,938		14,111		14,416		14,915
Depreciation and amortization of all other fixed assets		10,420		11,172		11,479		12,284		12,009

EBITDA	$	85,295	$	58,421	$	94,642	$	71,142	$	45,065
EBITDA Adjustments:
Share-based compensation expense(b)	$	2,853	$	2,239	$	2,536	$	2,525	$	1,640
Acquisition and integration related expenses(c)		6,268		3,377		140		648		728
Restructuring and conversion costs(d)		4,153		7,306		7,979		20,497		42,135
Debt amendment and extinguishment costs (e)		28		38,484		121		—		—
Other(f)		36		37		39		37		38

Total EBITDA Adjustments		13,338		51,443		10,815		23,707		44,541

Adjusted EBITDA	$	98,633	$	109,864	$	105,457	$	94,849	$	89,606


Net income (loss)	$	26,144	$	8,000	$	25,554	$	18,598	$	(1,456	)
After-Tax:
EBITDA Adjustments(g)
Share-based compensation expense (h)		2,257		1,870		2,010		1,940		1,308
Acquisition and integration related expenses		3,809		2,052		85		392		439
Restructuring and conversion costs		2,549		4,440		4,823		12,390		25,407
Debt amendment and extinguishment costs		17		23,387		73		—		—
Other		22		22		24		23		23


Total EBITDA Adjustments		8,654		31,771		7,015		14,745		27,177

Amortization of purchased intangible assets and software (g)(h)		5,728		6,647		8,530		8,714		8,994

Adjusted Net Income	$	40,526	$	46,418	$	41,099	$	42,057	$	34,715


Adjusted Net Income per share (i)	$	0.41	$	0.47	$	0.42	$	0.43	$	0.35
Weighted average shares outstanding — diluted		99,612		99,487		98,945		98,787		98,703


(a)		Represents amortization of intangible assets and software as a result of the Company’s purchase accounting adjustments from its merger transaction in 2005 and 2007 acquisitions of UVEST, the Affiliated Entities and IFMG.

(b)		Represents share-based compensation for stock options awarded to employees and non-executive directors based on the grant date fair value under the Black-Scholes valuation model.


(c)		Represents acquisition and integration costs resulting from the Company’s 2007 acquisitions of the Affiliated Entities and IFMG. Included in the three and nine months ended September 30, 2010, are expenditures for certain legal settlements that have not been resolved with the indemnifying party.

(d)		Represents organizational restructuring charges incurred in 2009 and 2010 for severance and one-time termination benefits, asset impairments, lease and contract termination fees and other transfer costs.

(e)		Represents debt amendment costs incurred in 2010 for amending and restating the credit agreement to establish a new term loan tranche and to extend the maturity of an existing tranche on the senior credit facilities, and debt extinguishment costs to redeem the subordinated notes.

(f)		Represents excise and other taxes.

(g)		EBITDA Adjustments and amortization of purchased intangible assets, a component of depreciation and amortization, have been tax effected using a federal rate of 35% and the applicable effective state rate, which ranged from 4.23% to 4.71%, net of the federal tax benefit.

(h)		Represents amortization of intangible assets and software which were $9.4 million, $10.9 million, $14.1 million, $14.4 million, and $14.9 million, before taxes for the three months ended September 30, 2010, June 30, 2010, March 31, 2010, December 31, 2009, and September 30, 2009, respectively. The amortization of intangible assets and software was a result of the purchase accounting adjustments from the merger transaction in 2005 and the 2007 acquisitions of UVEST, the Affiliated Entities and IFMG. In April 2010, a step up in basis of $89.1 million for internally developed software that was established at the time of the 2005 merger transaction became fully amortized, resulting in lower balances in those intangible assets that are amortized.

(i)		Set forth is a reconciliation of earnings per share on a fully diluted basis as calculated in accordance with GAAP to Adjusted Net Income per share:


	Q3		Q2		Q1		Q4		Q3
	2010		2010		2010		2009		2009
					(unaudited)
Earnings (loss) per share — diluted	$	0.26	$	0.08	$	0.25	$	0.19	$	(0.02	)
Adjustment for allocation of undistributed earnings to stock units		—		—		0.01		—		—
After-Tax:
EBITDA Adjustments per share		0.09		0.32		0.07		0.15		0.28
Amortization of purchased intangible assets per share		0.06		0.07		0.09		0.09		0.09


Adjusted Net Income per share	$	0.41	$	0.47	$	0.42	$	0.43	$	0.35