8-K

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): March 24, 2021

________________________________

JEFFERIES GROUP LLC

(Exact name of registrant as specified in its charter)

________________________________

Delaware	001-14947		95-4719745
(State or other jurisdiction of incorporation or organization)	(Commission File Number)		(I.R.S. Employer Identification No.)
520 Madison Avenue	New York,	New York	10022
(Address of principal executive offices)			(Zip Code)

Registrant's telephone number, including area code: (212) 284-2550

(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 (see General Instruction A.2. below):

☐ 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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
4.850% Senior Notes Due 2027	JEF /27A	New York Stock Exchange
5.125% Senior Notes Due 2023	JEF /23	New York Stock Exchange

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. ☐

Item 2.02. Results of Operations and Financial Condition

On March 24, 2021, our parent company, Jefferies Financial Group Inc., issued a press release containing financial results for our quarter ended February 28, 2021. A copy of the press release is attached hereto as Exhibit 99 and is incorporated herein by reference.

The information provided in this Item 2.02, including Exhibit 99, is intended to be “furnished” and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any other filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such a filing. 

Item 9.01. Financial Statements and Exhibits

The following exhibits are furnished with this report:

Exhibit No.	Description
99	March 24, 2021 press release
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

Date: March 24, 2021

JEFFERIES GROUP LLC
By:	/s/ Michael J. Sharp
Name:	Michael J. Sharp
Title:	General Counsel, Secretary, Executive Vice President

EX-99

FOR IMMEDIATE RELEASE March 24, 2021

Jefferies Financial Group Announces First Quarter 2021 Financial Results

All-Time Record Quarterly Results at Jefferies Group

New York, New York — March 24, 2021 — Jefferies Financial Group Inc. (NYSE: JEF) today announced its financial results for the three months ended February 28, 2021. In addition, the Jefferies Board of Directors declared a quarterly cash dividend equal to $0.20 per Jefferies common share payable on May 28, 2021 to record holders of Jefferies common shares on May 17, 2021. We expect to file our Form 10-Q on or about April 8, 2021.

Highlights for the three months ended February 28, 2021:

•Jefferies Group LLC

◦Record quarterly net revenues of $2,129 million, up 82% over the prior year first quarter's then all-time record quarterly net revenues

◦Record pre-tax income of $671 million, up 185% over the prior year quarter and further demonstrating the operating leverage inherent in our business model

◦Record net earnings of $494 million, up 188% over the prior year quarter

◦Annualized return on tangible equity of 43.5%1, compared with 16.1%2 in the prior year quarter

◦Record quarterly Investment Banking net revenues of $1,033 million, up 79% over the prior year quarter, including record Equity Underwriting net revenues of $495 million, Advisory net revenues of $311 million and Debt Underwriting net revenues of $197 million

◦Record quarterly combined Capital Markets net revenues of $894 million, up 81% over the prior year quarter; record Equities net revenues of $531 million and Fixed Income net revenues of $363 million

◦Record quarterly Asset Management revenues (before allocated net interest3) of $180 million, up 454% over the prior year quarter, including $37 million in management and performance fees and similar revenues earned directly or through our strategic affiliates in the current year quarter; performance fees and similar revenues recorded in the first quarter of the current year are attributable to performance realized in respect of the twelve months ended December 31, 2020

◦Liquidity buffer of $8.1 billion of cash and unencumbered liquid collateral at February 28, 2021, which represented 16% of our total balance sheet

•Jefferies Financial Group

◦Net income attributable to common shareholders was $582 million, or $2.13 per diluted share, and annualized adjusted return on tangible equity was 33.3%4

◦Merchant Banking pre-tax income of $108 million, reflecting record quarterly results from Idaho Timber and mark-to-market increases in the value of several of our investments in public companies

◦We repurchased 5.0 million shares for $128 million, or an average price of $25.51 per share during the first quarter; over the last three years, Jefferies has repurchased 123 million shares for $2.6 billion in total, or an average price of $21.04 per share

◦Our Board of Directors has increased our share buyback authorization by $128 million back to a total of $250 million

◦At February 28, 2021, we had 247 million shares outstanding and 275 million shares were outstanding on a fully diluted basis5

◦Jefferies book value per share was $39.50 and tangible book value per fully diluted share6 was $29.20 at the end of the first quarter

1

◦Over the past three years, Jefferies has returned to shareholders $3.5 billion, or 34% of shareholders' equity and 45% of tangible shareholders' equity7 at the beginning of this effort. Our shareholders' equity today is $9.7 billion. Even with our significant return of capital to our shareholders, Jefferies tangible shareholders' equity7 today is $7.8 billion, which is the same level as three years ago

Rich Handler, our CEO, and Brian Friedman, our President, said:

"Jefferies Group's record results for the first quarter of 2021 reflect the continued momentum and market share gains we experienced throughout 2020, where the growth in our primary businesses can now be seen to have exceeded those of the broader industry. The investment and foundation to achieve this success was made over many years and is delivering as we had planned. Jefferies Group's annualized ROTE of 43.5%1 shows the operating leverage inherent within our core business, with a growing revenue base coupled with a prudently managed cost base. Our clients have rewarded us consistently by trusting Jefferies with an ever increasing portion of their business, as we have worked hard to become one of a handful of truly global leaders in Investment Banking and Capital Markets. Our people, culture, independence and integrated full service capabilities make us unique among our primary competitors and have helped drive our market share gains.

"Jefferies Financial Group's first quarter annualized adjusted ROTE of 33.3%4 reflects the strong results at Jefferies Group, but also solid results in our reduced Merchant Banking portfolio. As we said in our 2020 Shareholder Letter, we intend to complete the transformation of Jefferies into a pure financial services firm by smartly managing down our remaining Merchant Banking portfolio and we expect Jefferies Financial Group's consolidated ROTE to converge over time with that of Jefferies Group.

"We continue to focus relentlessly on meeting the needs of our clients across the globe, as well as investing in and growing our underlying core businesses and technologies, and supporting the health, safety and well-being of our nearly 4,000 global colleagues. Our Investment Banking backlog remains robust and diverse as our investment in this core business continues and our reach expands.

"During the quarter, our clients, employees and firm came together to proudly contribute $8.3 million to 129 amazing charities around our planet that promote diversity and inclusion, support COVID-19 relief efforts, help Texas relief and support, protect and sustain our environment and strive to help humanity in other meaningful ways.

"We are also pleased to announce that, for 2020, Jefferies energy consumption and greenhouse gas emissions from our global offices, data centers, aviation and vehicle fleet at Jefferies has achieved net zero carbon emissions. This is outlined in our most recent ESG Report, which is available on our website."

* * * *

Amounts herein pertaining to February 28, 2021 represent a preliminary estimate as of the date of this earnings release and may be revised upon filing our Quarterly Report on Form 10-Q with the Securities and Exchange Commission ("SEC"). More information on our results of operations for the three months ended February 28, 2021 will be provided upon filing our Quarterly Report on Form 10-Q with the SEC.

This press release contains "forward-looking statements" within the meaning of the safe harbor provisions of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements include statements about our future and statements that are not historical facts. These forward-looking statements are usually preceded by the words "should," "expect," "intend," "may," "will," or similar expressions. Forward-looking statements may contain expectations regarding revenues, earnings, operations, and other results, and may include statements of future performance, plans, and objectives. Forward-looking statements also include statements pertaining to our strategies for future development of our businesses and products. Forward-looking statements represent only our belief regarding future events, many of which by their nature are inherently uncertain. It is possible that the actual results may differ, possibly materially, from the

2

anticipated results indicated in these forward-looking statements. Information regarding important factors, including Risk Factors that could cause actual results to differ, perhaps materially, from those in our forward-looking statements is contained in reports we file with the SEC. You should read and interpret any forward-looking statement together with reports we file with the SEC.

Past performance may not be indicative of future results. Different types of investments involve varying degrees of risk. Therefore, it should not be assumed that future performance of any specific investment or investment strategy will be profitable or equal the corresponding indicated performance level(s).

For further information, please contact:

Teresa S. Gendron

Chief Financial Officer

Jefferies Financial Group Inc.

Tel. (212) 460-1932

Matt Larson

Chief Financial Officer

Jefferies Group LLC

Tel. (212) 284-2338

1	Return on tangible equity (a non-GAAP financial measure) equals our three months ended February 28, 2021 annualized net earnings attributable to Jefferies Group LLC divided by our tangible Jefferies Group LLC member's equity (a non-GAAP financial measure) of $4,543 million at November 30, 2020. Tangible Jefferies Group LLC member's equity at November 30, 2020 equals Jefferies Group LLC member's equity of $6,349 million less goodwill and identifiable intangibles assets of $1,805 million.
2	Return on tangible equity (a non-GAAP financial measure) equals our three months ended February 29, 2020 annualized net earnings attributable to Jefferies Group LLC divided by our tangible Jefferies Group LLC member's equity (a non-GAAP financial measure) of $4,311 million at November 30, 2019. Tangible Jefferies Group LLC member's equity at November 30, 2019 equals Jefferies Group LLC member's equity of $6,125 million less goodwill and identifiable intangibles assets of $1,814 million.
3	Allocated net interest represents the allocation of a ratable portion of Jefferies Group LLC's long-term debt interest expense to Jefferies Group LLC's Asset Management reportable segment, net of interest income on Jefferies Group LLC's Cash and cash equivalents and other sources of liquidity, which allocation is consistent with Jefferies Group LLC's policy of allocating such items to all its business lines. Refer to Jefferies Group LLC's summary of Net Revenues by Source on page 7.
4	Adjusted return on tangible equity (a non-GAAP financial measure) is defined as Jefferies Financial Group's three months ended February 28, 2021 annualized adjusted net income divided by our adjusted tangible shareholders' equity at November 30, 2020. Refer to schedule on page 10 for reconciliation to U.S. GAAP amounts.
5	Shares outstanding on a fully diluted basis (a non-GAAP financial measure) is defined as Jefferies Financial Group's common shares outstanding plus restricted stock units, stock options, conversion of redeemable convertible preferred shares and other shares. Refer to schedule on page 11 for reconciliation to U.S. GAAP amounts.
6	Tangible book value per fully diluted share (a non-GAAP financial measure) is defined as adjusted tangible book value divided by shares outstanding on a fully diluted basis. Refer to schedule on page 11 for reconciliation to U.S. GAAP amounts.
7	Tangible shareholders' equity (a non-GAAP financial measure) is defined as Jefferies Financial Group shareholders' equity less Intangible assets, net and goodwill. Refer to schedule on page 11 for reconciliation to U.S. GAAP amounts.

3

Summary for Jefferies Financial Group Inc. and Subsidiaries

(In thousands, except per share amounts)

(Unaudited)

	Three Months Ended February 28, 2021		Three Months Ended February 29, 2020
Net revenues	$	2,486,942	$	1,386,328
Income before income taxes and loss related to associated companies	$	811,353	$	225,649
Loss related to associated companies	(10,568)		(67,855)
Income before income taxes	800,785		157,794
Income tax provision	218,236		45,773
Net income	582,549		112,021
Net loss attributable to the noncontrolling interests	743		2,129
Net loss attributable to the redeemable noncontrolling interests	769		282
Preferred stock dividends	(1,626)		(1,422)
Net income attributable to Jefferies Financial Group Inc. common shareholders	$	582,435	$	113,010
Basic earnings per common share attributable to Jefferies Financial Group Inc. common shareholders:
Net income	$	2.17	$	0.37
Number of shares in calculation	266,386		302,406
Diluted earnings per common share attributable to Jefferies Financial Group Inc. common shareholders:
Net income	$	2.13	$	0.37
Number of shares in calculation	272,881		308,280

4

A summary of results for the three months ended February 28, 2021 is as follows (in thousands):

	Investment Banking and Capital Markets		Asset Management		Merchant Banking		Corporate		Parent Company Interest		Consolidation Adjustments		Total
Net revenues	$	1,959,509	$	226,734	$	297,503	$	590	$	—	$	2,606	$	2,486,942
Expenses:
Compensation and benefits	1,106,212		22,785		28,012		15,534		—		—		1,172,543
Cost of sales (1)	66,574		9,842		95,559		—		—		—		171,975
Interest expense	—		—		6,465		—		13,902		—		20,367
Depreciation and amortization	20,684		479		16,740		864		—		—		38,767
Selling, general and other expenses	222,756		12,163		32,542		4,669		—		(193)		271,937
Total expenses	1,416,226		45,269		179,318		21,067		13,902		(193)		1,675,589
Income (loss) before income taxes and loss related to associated companies	543,283		181,465		118,185		(20,477)		(13,902)		2,799		811,353
Loss related to associated companies	—		—		(10,568)		—		—		—		(10,568)
Income (loss) before income taxes	$	543,283	$	181,465	$	107,617	$	(20,477)	$	(13,902)	$	2,799	800,785
Income tax provision													218,236
Net income													$	582,549

A summary of results for the three months ended February 29, 2020 is as follows (in thousands):

	Investment Banking and Capital Markets		Asset Management		Merchant Banking		Corporate		Parent Company Interest		Consolidation Adjustments		Total
Net revenues	$	1,148,829	$	20,329	$	204,559	$	9,792	$	—	$	2,819	$	1,386,328
Expenses:
Compensation and benefits	620,924		22,221		17,190		9,858		—		—		670,193
Cost of sales (1)	52,874		6,307		72,443		—		—		—		131,624
Interest expense	—		—		8,773		—		12,781		—		21,554
Depreciation and amortization	19,116		625		18,841		888		—		—		39,470
Selling, general and   other expenses	205,958		12,105		73,080		6,800		—		(105)		297,838
Total expenses	898,872		41,258		190,327		17,546		12,781		(105)		1,160,679
Income (loss) before income taxes and loss related to associated companies	249,957		(20,929)		14,232		(7,754)		(12,781)		2,924		225,649
Loss related to associated companies	—		—		(67,855)		—		—		—		(67,855)
Income (loss) before income taxes	$	249,957	$	(20,929)	$	(53,623)	$	(7,754)	$	(12,781)	$	2,924	157,794
Income tax provision													45,773
Net income													$	112,021

(1)    Includes Floor brokerage and clearing fees.

5

The following financial tables provide information for the results of Jefferies Group LLC and should be read in conjunction with Jefferies Group LLC's Annual Report on Form 10-K for the year ended November 30, 2020. Amounts herein pertaining to February 28, 2021 represent a preliminary estimate as of the date of this earnings release and may be revised in Jefferies Group LLC's Quarterly Report on Form 10-Q for the quarter ended February 28, 2021.

	Jefferies Group LLC and Subsidiaries
	Consolidated Statements of Earnings
	(Amounts in Thousands)
	(Unaudited)
		Quarter Ended
		February 28, 2021			November 30, 2020			February 29, 2020
Revenues:
Commissions and other fees		$	236,938		$	196,143		$	179,535
Principal transactions		791,219			467,163			371,902
Investment banking		1,003,662			906,164			592,002
Asset management fees and revenues		37,383			5,626			11,720
Interest		219,021			191,646			294,668
Other		60,588			43,652			29,729
Total revenues		2,348,811			1,810,394			1,479,556
Interest expense		219,445			201,424			308,860
Net revenues		2,129,366			1,608,970			1,170,696
Non-interest expenses:
Compensation and benefits		1,119,894			860,243			635,230
Non-compensation expenses:
Floor brokerage and clearing fees		76,580			65,189			60,580
Technology and communications		104,341			99,417			89,184
Occupancy and equipment rental		27,990			28,229			27,503
Business development		17,981			21,650			29,957
Professional services		44,288			52,056			44,665
Underwriting costs		36,136			36,551			17,529
Other		30,986			39,828			30,670
Total non-compensation expenses		338,302			342,920			300,088
Total non-interest expenses		1,458,196			1,203,163			935,318
Earnings before income taxes		671,170			405,807			235,378
Income tax expense		177,305			98,893			64,013
Net earnings		493,865			306,914			171,365
Net loss attributable to noncontrolling interests		(203)			(200)			(2,024)
Net earnings attributable to Jefferies Group LLC		$	494,068		$	307,114		$	173,389
Pre-tax operating margin		31.5		%	25.2		%	20.1		%
Effective tax rate		26.4		%	24.4		%	27.2		%

6

Jefferies Group LLC and Subsidiaries
Selected Statistical Information
(Amounts in Thousands, Except Other Data)
(Unaudited)
		Quarter Ended
		February 28, 2021		November 30, 2020		February 29, 2020
Net Revenues by Source:
Advisory		$	311,439	$	356,823	$	343,158
Equity underwriting		494,806		340,561		131,692
Debt underwriting		197,417		208,780		117,152
Total underwriting		692,223		549,341		248,844
Other investment banking		29,825		9,446		(14,529)
Total investment banking		1,033,487		915,610		577,473
Equities		531,016		327,314		245,641
Fixed income		363,359		263,119		248,182
Total capital markets		894,375		590,433		493,823
Other		31,647		31,319		77,533
Total Investment Banking and Capital Markets (1) (2)		1,959,509		1,537,362		1,148,829
Asset management fees and revenues		37,383		5,626		11,720
Investment return (3) (4)		142,873		77,790		20,839
Allocated net interest (3) (5)		(10,399)		(11,808)		(10,692)
Total Asset Management		169,857		71,608		21,867
Net Revenues		$	2,129,366	$	1,608,970	$	1,170,696
Other Data:
Number of trading days		60		63		61
Number of trading loss days		9		3		4
Average firmwide VaR (in millions) (6)		$	16.02	$	14.92	$	7.39
(1)	Includes net interest revenues of $12.2 million, $6.9 million and $2.9 million for the quarters ended February 28, 2021, November 30, 2020 and February 29, 2020, respectively.
(2)	Allocated net interest is not separately disaggregated for Investment Banking and Capital Markets. This presentation is aligned to our Investment Banking and Capital Markets internal performance measurement.
(3)	Net revenues attributed to the Investment return in Jefferies Group LLC Asset Management have been disaggregated to separately present Investment return and Allocated net interest (see footnote 5 below). This disaggregation is intended to increase transparency and to make clearer actual Investment return. We believe that aggregating Investment return and Allocated net interest would obscure the Investment return by including an amount that is unique to Jefferies Group LLC's credit spreads, debt maturity profile, capital structure, liquidity risks and allocation methods.
(4)	Includes net interest expense of $2.3 million, $4.9 million and $6.4 million for the quarters ended February 28, 2021, November 30, 2020 and February 29, 2020, respectively.
(5)	Allocated net interest represents the allocation of Jefferies Group LLC's long-term debt interest expense to Jefferies Group LLC's Asset Management, net of interest income on Jefferies Group LLC's Cash and cash equivalents and other sources of liquidity (refer to page 8).
(6)	VaR estimates the potential loss in value of Jefferies Group LLC's trading positions due to adverse market movements over a one-day time horizon with a 95% confidence level. For a further discussion of the calculation of VaR, see "Value-at-Risk" in Part II, Item 7 "Management's Discussion and Analysis" in Jefferies Group LLC's Annual Report on Form 10-K for the year ended November 30, 2020.

7

Jefferies Group LLC and Subsidiaries
Financial Highlights
(Amounts in Millions, Except Where Noted)
(Unaudited)
	Quarter Ended
	February 28, 2021			November 30, 2020			February 29, 2020
Financial position:
Total assets (1)	$	51,386		$	47,752		$	46,203
Average total assets for the period (1)	$	59,774		$	56,503		$	55,333
Average total assets less goodwill and intangible assets for the period (1)	$	57,967		$	54,807		$	53,518
Cash and cash equivalents (1)	$	6,707		$	7,112		$	4,901
Cash and cash equivalents and other sources of liquidity (1) (2)	$	8,114		$	8,605		$	6,371
Cash and cash equivalents and other sources of liquidity - % total assets (1) (2)	15.8		%	18.0		%	13.8		%
Cash and cash equivalents and other sources of liquidity - % total assets less goodwill and intangible assets (1) (2)	16.4		%	18.7		%	14.4		%
Financial instruments owned (1)	$	18,571		$	17,686		$	17,897
Goodwill and intangible assets (1)	$	1,807		$	1,805		$	1,810
Total equity (including noncontrolling interests) (1)	$	6,556		$	6,366		$	6,332
Total Jefferies Group LLC member's equity (1)	$	6,540		$	6,349		$	6,313
Tangible Jefferies Group LLC member's equity (1) (3)	$	4,733		$	4,543		$	4,503
Level 3 financial instruments:
Level 3 financial instruments owned (1) (4)	$	365		$	379		$	346
Level 3 financial instruments owned - % total assets (1) (4)	0.7		%	0.8		%	0.7		%
Level 3 financial instruments owned - % total financial instruments (1) (4)	2.0		%	2.1		%	1.9		%
Level 3 financial instruments owned - % tangible Jefferies Group LLC member's equity (1) (4)	7.7		%	8.3		%	7.7		%
Other data and financial ratios:
Total long-term capital (1) (5)	$	13,237		$	13,022		$	12,706
Leverage ratio (1) (6)	7.8			7.5			7.3
Tangible gross leverage ratio (1) (7)	10.5			10.1			9.9
Number of trading days	60			63			61
Number of trading loss days	9			3			4
Average firmwide VaR (8)	$	16.02		$	14.92		$	7.39
Number of employees, at period end	3,984			3,922			3,822

8

Jefferies Group LLC and Subsidiaries
Financial Highlights - Footnotes
(1)	Amounts pertaining to February 28, 2021 represent a preliminary estimate as of the date of this earnings release and may be revised in Jefferies Group LLC's Quarterly Report on Form 10-Q for the quarter ended February 28, 2021.
(2)	At February 28, 2021, other sources of liquidity include high quality sovereign government securities and reverse repurchase agreements collateralized by U.S. government securities and other high quality sovereign government securities of $991 million, in aggregate, and $416 million, being the estimated amount of additional secured financing that could be reasonably expected to be obtained from Jefferies Group LLC's financial instruments that are currently not pledged after considering reasonable financing haircuts. The corresponding amounts included in other sources of liquidity at November 30, 2020 were $1,180 million and $313 million, respectively, and at February 29, 2020, were $638 million and $832 million, respectively.
(3)	Tangible Jefferies Group LLC member's equity (a non-GAAP financial measure) represents total Jefferies Group LLC member's equity less goodwill and identifiable intangible assets. We believe that tangible Jefferies Group LLC member's equity is meaningful for valuation purposes, as financial companies are often measured as a multiple of tangible equity, making these ratios meaningful for investors.
(4)	Level 3 financial instruments represent those financial instruments classified as such under Accounting Standards Codification 820, accounted for at fair value and included within Financial instruments owned.
(5)	At February 28, 2021, November 30, 2020 and February 29, 2020, total long-term capital includes Jefferies Group LLC's long-term debt of $6,681 million, $6,656 million and $6,374 million, respectively, and total equity. Long-term debt included in total long-term capital is reduced by amounts outstanding under the revolving credit facility, amounts from secured term loans and the amount of debt maturing in less than one year, as applicable.
(6)	Leverage ratio equals total assets divided by total equity.
(7)	Tangible gross leverage ratio (a non-GAAP financial measure) equals total assets less goodwill and identifiable intangible assets divided by tangible Jefferies Group LLC member's equity. The tangible gross leverage ratio is used by rating agencies in assessing Jefferies Group LLC's leverage ratio.
(8)	VaR estimates the potential loss in value of Jefferies Group LLC's trading positions due to adverse market movements over a one-day time horizon with a 95% confidence level. For a further discussion of the calculation of VaR, see "Value-at-Risk" in Part II, Item 7 "Management's Discussion and Analysis" in Jefferies Group LLC's Annual Report on Form 10-K for the year ended November 30, 2020.

9

Jefferies Financial Group Inc.

Non-GAAP Reconciliation

The following tables reconcile Jefferies Financial Group non-GAAP measures to their respective U.S. GAAP measures. Management believes such non-GAAP measures are useful to investors as they allow them to view our results through the eyes of management, while facilitating a comparison across historical periods. These measures should not be considered a substitute for, or superior to, measures prepared in accordance with U.S. GAAP.

Jefferies Financial Group Adjusted Return on Tangible Equity Reconciliation

The table below reconciles our Net income attributable to Jefferies Financial Group to adjusted net income and our Shareholders' equity to adjusted tangible shareholders' equity (in thousands):

	Three Months Ended February 28, 2021
Net income attributable to Jefferies Financial Group common shareholders (GAAP)	$	582,435
Intangible amortization expense, net of tax	2,604
Adjusted net income (non-GAAP)	$	585,039
Annualized adjusted net income (non-GAAP)	$	2,340,156
	November 30, 2020
Shareholders' equity (GAAP)	$	9,403,893
Less: Intangible assets, net and goodwill	(1,913,467)
Less: Deferred tax asset	(393,687)
Less: Weighted average year-to-date impact of 2021 cash dividends and share repurchases	(68,714)
Adjusted tangible shareholders' equity (non-GAAP)	$	7,028,025
Adjusted return on tangible equity	33.3		%

10

Jefferies Financial Group Book Value and Shares Outstanding GAAP Reconciliation

The table below reconciles our book value (shareholders' equity) to adjusted tangible book value and our common shares outstanding to fully diluted shares outstanding (in thousands, except per share amounts):

	February 28, 2021
Book value (GAAP)	$	9,745,862
Redeemable convertible preferred shares converted to common shares (1)	125,000
Stock options (2)	65,462
Intangible assets, net and goodwill	(1,914,322)
Adjusted tangible book value (non-GAAP)	$	8,022,002
Common shares outstanding (GAAP)	246,703
Restricted stock units ("RSUs")	19,712
Redeemable convertible preferred shares converted to common shares (1)	4,441
Stock options (2)	2,791
Other	1,104
Fully diluted shares outstanding (non-GAAP) (3)	274,751
Book value per share outstanding	$	39.50
Tangible book value per fully diluted share outstanding	$	29.20
(1) Redeemable convertible preferred shares added to book value and fully diluted shares assume that the redeemable convertible preferred shares are converted to common shares.
(2) Stock options added to book value are equal to the total number of stock options outstanding as of February 28, 2021 of 2,791,000 multiplied by the weighted average exercise price of $23.45 on February 28, 2021. Stock options added to fully diluted shares are equal to the total stock options outstanding on February 28, 2021.
(3) Fully diluted shares outstanding include vested and unvested RSUs as well as the target number of RSUs issuable under the senior executive compensation plans. Fully diluted shares outstanding also include all stock options and the additional common shares if our redeemable convertible preferred shares were converted to common shares.

Jefferies Financial Group Shareholders' Equity GAAP Reconciliation

The table below reconciles our shareholders' equity to tangible shareholders' equity (in thousands):

	February 28, 2021		March 31, 2018
Shareholders' equity (GAAP)	$	9,745,862	$	10,259,080
Intangible assets, net and goodwill	(1,914,322)		(2,450,957)
Tangible shareholders' equity (non-GAAP)	$	7,831,540	$	7,808,123

11

XML

Cover	Mar. 24, 2021
Cover [Abstract]
Document Type	8-K
Document Period End Date	Mar. 24, 2021
Entity Registrant Name	JEFFERIES GROUP LLC
Entity Central Index Key	0001084580
Amendment Flag	false
Entity Incorporation, State or Country Code	DE
Entity File Number	001-14947
Entity Tax Identification Number	95-4719745
Entity Address, Address Line One	520 Madison Avenue
Entity Address, State or Province	NY
Entity Address, City or Town	New York,
Entity Address, Postal Zip Code	10022
City Area Code	(212)
Local Phone Number	284-2550
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
4.850% Senior Notes Due 2027
Document Information [Line Items]
Title of 12(b) Security	4.850% Senior Notes Due 2027
Trading Symbol	JEF /27A
Security Exchange Name	NYSE
5.125% Senior Notes Due 2023
Document Information [Line Items]
Title of 12(b) Security	5.125% Senior Notes Due 2023
Trading Symbol	JEF /23
Security Exchange Name	NYSE