EX-99.1 2 exhibit991.htm PRESS RELEASE, DATED FEBRUARY 9, 2010, OF NATIONAL FINANCIAL PARTNERS CORP. exhibit991.htm
Exhibit 99.1

National Financial Partners Announces Fourth Quarter 2009 Results

Key Strategic Actions Positively Impacted Performance

Net Income per Diluted Share of $0.04;
Cash Earnings per Diluted Share of $0.61

Cash Flow from Operations Increased 27% in the Fourth Quarter 2009
Compared with a Year Ago

Revenue Grew 21% in the Fourth Quarter 2009 Compared with the Third Quarter 2009

Financial Highlights(1)
    4Q 2009       4Q 2008    
% Change
      4Q 2009       3Q 2009    
% Change
   
FY 2009
   
FY 2008
   
% Change
 
(Dollars in millions, except per share data)
                                                             
                                                               
Revenue
  $ 277.2     $ 299.3       -7.4 %   $ 277.2     $ 229.9       20.6 %   $ 948.3     $ 1,150.4       -17.6 %
Gross Margin %
    17.4 %     19.2 %             17.4 %     19.1 %             17.9 %     18.1 %        
Net income (loss)
    1.9       (12.4 )     NM       1.9       10.5       -81.9 %     (493.4 )     8.5    
NM
 
Net income (loss) per diluted share
    0.04       (0.31 )     NM       0.04       0.24    
-83.3
%      (12.02 )     0.21    
NM
 
Cash earnings
    26.2       28.4       -7.7 %     26.2       26.4       -0.8 %     97.1       100.5       -3.4 %
Cash earnings per diluted share
  $ 0.61     $ 0.70       -12.9 %   $ 0.61       0.61       0.0 %   $ 2.32     $ 2.46       -5.7 %
Cash flow from operations(2)
  $ 40.8     $ 32.1       27.1 %   $ 40.8       50.4       -19.0 %   $ 123.8     $ 70.8       74.9 %
Organic revenue growth/decline
    -5.8 %     -17.1 %             -5.8 %     -16.3 %             -15.9 %     -8.7 %        
Organic gross margin growth/decline
    -19.1 %     -18.0 %             -19.1 %     -18.4 %             -20.5 %     -16.0 %        

(1)
This summary includes financial measures not calculated based on generally accepted accounting principles.
(2)
FY 2008 cash flow from operations is adjusted for the inclusion of $14.4 million for the purchase of an increased economic ownership percentage of an existing firm. The purchase increased NFP's base acquired from an economic perspective but was included in operating cash flow for accounting purposes. Excluding this $14.4 million, FY 2008 cash flow from operations was $56.5 million.
NM indicates amount not meaningful.
 

NEW YORK, NY – February 9, 2010 – National Financial Partners Corp. (NYSE: NFP), a leading independent distributor of benefits, insurance and investment advisory services, today reported financial results for the fourth quarter ended December 31, 2009.

Commenting on today’s announcement, Jessica Bibliowicz, chairman, president and chief executive officer, said, “Starting in 2008 and early in 2009, we took key strategic actions focused on controlling our expenses and establishing a more rigorous expense discipline throughout the organization.  We then turned our focus to reorganizing the Company along two core client-facing groups and introducing new incentive plans.  Results in 2009 were positively impacted by these actions and include increased operating cash flow, significant debt reduction, the sale of non-core firms and improving sales performance.”

Fourth Quarter Results

NFP reported fourth quarter 2009 net income of $1.9 million, or net income of $0.04 per diluted share, compared with a net loss of $12.4 million, or a net loss of $0.31 per diluted share, in the fourth quarter of 2008.  Fourth quarter 2009 cash earnings was $26.2 million, or $0.61 per diluted share, compared with $28.4 million, or $0.70 per diluted share, in the fourth quarter of 2008.  For the full year 2009, cash earnings was $97.1 million, or $2.32 per diluted share, compared with cash earnings of $100.5, or $2.46 per diluted share in 2008.  Cash earnings is a non-GAAP measure, which the Company defines as net income excluding amortization of intangibles, depreciation, the after-tax impact of the impairment of goodwill and intangible assets and the after-tax impact of non-cash interest expense.  A full reconciliation of net income to cash earnings is provided in the attached tables.
1


As part of the Company’s expense reduction actions, during the fourth quarter of 2009, NFP subleased one floor of its corporate headquarters.  Excluding the one-time largely non-cash charge related to this sublease, fourth quarter 2009 cash earnings was $31.7 million, or $0.74 per diluted share, compared with $28.4 million, or $0.70 per diluted share, in the fourth quarter of 2008.  This improvement was primarily the result of lower expenses.

For the fourth quarter of 2009, excluding the charge related to the sublease, cash earnings increased $5.3 million, or 20%, and cash earnings per diluted share increased $0.13, or 21%, compared with the third quarter of 2009.

Cash flow from operations for the fourth quarter of 2009 was $40.8 million compared with $32.1 million in the fourth quarter of 2008, an increase of 27.1%.  Cash flow from operations for the year was $123.8 million compared with $70.8 million, as adjusted, in 2008, an increase of 74.9%.  Operating cash flow completely funded the Company’s debt reduction.  As of year end, the outstanding balance on the credit facility was $40.0 million, down from $148.0 million at the beginning of the year.

Revenue decreased $22.1 million, or 7.4%, to $277.2 million in the fourth quarter of 2009 from the prior year period. Components of the decrease included: an organic revenue decline of $13.2 million, or 5.8%, to $215.6 million; a decline of $0.7 million, or 1.1%, to $66.9 million from the Company’s Austin, Texas-based facility, which includes NFP Insurance Services, Inc., a licensed insurance agency and marketing organization, and NFP Securities, Inc., a registered broker-dealer; and a decrease of $8.9 million from dispositions.  Revenue improved $47.3 million, or 21.0%, in the fourth quarter of 2009 compared with the third quarter of 2009.

Gross margin before management fees was $107.1 million in the fourth quarter of 2009, a decrease of $2.4 million, or 2.2%, from the prior year period.  Gross margin, which includes management fees as a component of cost of services, was $48.2 million in the fourth quarter of 2009, a decrease of $9.3 million, or 16.2%, from the prior year period.  Gross margin improved by $4.3 million, or 9.8%, in the fourth quarter of 2009 compared with the third quarter of 2009.

Compared with the corresponding prior year period, organic gross margin declined 19.1% in the fourth quarter of 2009 and 20.5% for the full year.  The decline for the quarter was the result of a decline in revenue and an increase in management fees primarily due to the accrual for the new incentive plan, partially offset by lower commissions and fees expense and operating expenses for firms included in the organic calculation.  The full year decline was driven by decreases in revenue, partially offset by decreases in commissions and fees expense, operating expenses and management fees.

As a percentage of revenue, gross margin was 17.4% in the fourth quarter of 2009, compared with 19.2% in the prior year period and 19.1% in the third quarter of 2009.  The year over year gross margin percentage decline was due to a higher management fee percentage, offset by lower commissions and fees expense and lower operating expenses as a percentage of revenue.  The sequential decrease was the result of a higher management fee percentage, due mainly to the new principal incentive plans, partially offset by decreased operating expenses as a percentage of revenue.

In absolute terms, operating expenses declined 8.0% in the fourth quarter of 2009 compared with the prior year period, primarily due to expense reduction initiatives and dispositions.

Management fees as a percentage of gross margin before management fees was 55.0% in the fourth quarter of 2009 versus 47.5% a year ago.  The management fee percentage increased due to the accruals for the new principal incentive plans that were implemented in the fourth quarter of 2009.  The fourth quarter 2009 accrual reflected, among other things, improving life insurance sales.  Management fees as a percentage of gross margin before management fees has increased throughout the year as the operating performance of NFP’s firms has improved.

General and administrative expense (G&A) increased $6.0 million, or 39.4%, to $21.3 million in the fourth quarter of 2009 compared with the prior year period.  G&A included $9.0 million in expense related to the sublease of one floor of NFP’s corporate headquarters in the fourth quarter of 2009.

The sublease is expected to increase the Company’s pre-tax cash flow by approximately $1.1 million, pre-tax net income by approximately $3.8 million and pre-tax cash earnings by approximately $2.7 million in 2010 and increase pre-tax cash flow by $1.3 million, pre-tax net income by $4.0 million and pre-tax cash earnings by $2.9 million annually from 2011 to 2014.
2


In the fourth quarter of 2009, impairment of goodwill and intangible assets was $6.2 million.  Over half of the impairment was related to firms where a disposition is in process or was completed subsequent to the fourth quarter of 2009.  The Company generally evaluates the value of its intangible assets on a quarterly basis.

The Company sold eight subsidiaries and certain assets of seven additional subsidiaries and recognized a $0.2 million gain in the fourth quarter of 2009.

Amortization and depreciation was $17.7 million, up $4.1 million from the prior year period due mainly to the acceleration of amortization of the leasehold improvements associated with the sublease of one floor of the Company’s headquarters.

The effective tax rate was 13.1% for the year ended 2009, significantly lower than the typical combined federal and state tax rates.  The tax rate during the year was impacted by tax benefits from impairments, dispositions and corporate reorganizations, as well as the tax-free nature of the $5.5 million key man life insurance proceeds received in the second quarter.

Organic calculations generally encompass firms that were owned by NFP for at least four full quarters at the beginning of the fourth quarter of 2009.  More detailed definitions can be found in the Company’s quarterly financial supplement, which is available on the Company’s Web site at www.nfp.com.

Earnings Conference Call & Presentation
The Company will conduct its fourth quarter 2009 earnings conference call and audio webcast on February 10, 2010, from 8:00 to 9:00 a.m. (ET).  The conference call will be available live via telephone and the Internet.  To access the call, dial (617) 786-2964 (when prompted, callers should provide the access code “NFP”).  The conference call and webcast will be accompanied by a presentation.  The presentation will be available for electronic download on the Company’s Web site approximately one hour before the conference call and webcast is scheduled to begin.  The presentation may also be viewed automatically upon connecting to the webcast.  To listen to the conference call over the Internet, visit www.nfp.com/ir.  The conference call will be available for replay via telephone and Internet for a period of 90 days.  To listen to a replay of the conference call via telephone, dial (888) 286-8010.  The access code for the replay is 52489852.  To access the replay of the conference call over the Internet, visit the above-mentioned Web site.

Reconciliation of Non-GAAP Measures
The Company analyzes its performance using historical and forward-looking non-GAAP measures called cash earnings and cash earnings per diluted share, gross margin before management fees and percentages or calculations using these measures.  The Company believes these non-GAAP measures provide additional meaningful methods of evaluating certain aspects of the Company’s operating performance from period to period on a basis that may not be otherwise apparent under GAAP.  Cash earnings is defined as net income excluding amortization of intangibles, depreciation, the after-tax impact of the impairment of goodwill and intangible assets and the after-tax impact of non-cash interest expense.  A full reconciliation of net income to cash earnings is provided in the attached tables.  Cash earnings per diluted share is calculated by dividing cash earnings by the number of weighted average diluted shares outstanding for the period indicated.  Cash earnings and cash earnings per diluted share should not be viewed as substitutes for net income and net income per diluted share, respectively.  Gross margin before management fees should not be viewed as a substitute for gross margin. A full reconciliation of these non-GAAP measures to their GAAP counterparts is provided in the Company’s quarterly financial supplement for the period ended December 31, 2009, which is available on the Investor Relations section of the Company’s Web site at www.nfp.com.

About National Financial Partners Corp.
NFP is a leading independent financial services distribution company.  NFP offers high net worth individuals and companies throughout the United States and in Canada comprehensive solutions across corporate and executive benefits, life insurance and wealth transfer, and investment advisory products and services.  NFP and its subsidiaries, including NFP Securities, Inc., provide clients with access to objective advice and a choice of insurance and financial products and services. For more information please visit www.nfp.com.
3

Forward-Looking Statements
This release contains certain statements relating to future results, which are forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements include, without limitation, any statement that may project, indicate or imply future results, events, performance or achievements, and may contain the words "anticipate," "expect," "intend," "plan," "believe," "estimate," "may," "project," "will," "continue" and similar expressions of a future or forward-looking nature. Forward-looking statements may include discussions concerning revenue, expenses, earnings, cash flow, impairments, losses, dividends, capital structure, credit facilities, market and industry conditions, premium and commission rates, interest rates, contingencies, the direction or outcome of regulatory investigations and litigation, income taxes and NFP's operations or strategy. These forward-looking statements are based on management's current views with respect to future results, and are subject to risks and uncertainties. Factors that could cause actual results to differ materially from those contemplated by a forward-looking statement include:  (1) NFP’s ability, through its operating structure, to respond quickly to regulatory, operational or financial situations impacting its firms; (2) the ability of the Company’s firms to perform successfully following acquisition, including through cross-selling initiatives, and the Company’s ability to manage its business effectively and profitably through the principals of its firms; (3) any losses that NFP may take with respect to firm dispositions, restructures or otherwise; (4) a recessionary economic environment, resulting in fewer sales of financial products or services; (5) the occurrence of events or circumstances that could be indicators of impairment to goodwill and intangible assets which require the Company to test for impairment, and the impact of any impairments that the Company may take; (6) the impact of the adoption, modification or change in interpretation of certain accounting treatments or policies and changes in underlying assumptions relating to such treatments or policies (including with respect to impairments), which may lead to adverse financial statement results; (7) NFP’s success in acquiring and retaining high-quality independent financial services firms; (8) the financial impact of NFP’s new incentive plans; (9) changes that adversely affect NFP’s ability to manage its indebtedness or capital structure, including changes in interest rates, credit market conditions and general economic factors; (10) securities and capital markets behavior, including fluctuations in the price of NFP’s common stock, recent uncertainty in the U.S. financial markets, or the dilutive impact of any capital-raising efforts to finance operations or business strategy; (11) the continued availability of borrowings and letters of credit under NFP’s credit facility; (12) adverse results, market uncertainty in the financial services industry, or other consequences from litigation, arbitration, regulatory investigations or compliance initiatives, including those related to business practices, compensation agreements with insurance companies, policy rescissions or chargebacks, regulatory investigations or activities within the life settlements industry; (13) adverse developments in the markets in which the Company operates, resulting in fewer sales of financial products and services, including those related to compensation agreements with insurance companies and activities within the life settlements industry; (14) the impact of legislation or regulations in jurisdictions in which NFP’s subsidiaries operate, including the possible adoption of comprehensive and exclusive federal regulation over all interstate insurers and the uncertain impact of proposals for legislation regulating the financial services industry; (15) uncertainty regarding the impact of proposed healthcare legislation or reform on NFP’s subsidiaries that operate in the benefits market; (16) changes in laws, including the elimination or modification of the federal estate tax, changes in the tax treatment of life insurance products, or changes in regulations affecting the value or use of benefits programs, which may adversely affect the demand for or profitability of the Company’s services; (17) developments in the availability, pricing, design or underwriting of insurance products, revisions in mortality tables by life expectancy underwriters or changes in the Company’s relationships with insurance companies; (18) changes in premiums and commission rates or the rates of other fees paid to the Company’s firms, including life settlements and registered investment advisory fees; (19) the reduction of the Company’s revenue and earnings due to the elimination or modification of compensation arrangements, including contingent compensation arrangements and the adoption of internal initiatives to enhance compensation transparency, including the transparency of fees paid for life settlements transactions; (20) the occurrence of adverse economic conditions or an adverse regulatory climate in New York, Florida or California; (21) the loss of services of key members of senior management; and (22) the Company’s ability to effect smooth succession planning at its firms.
4

Additional factors are set forth in NFP’s filings with the Securities and Exchange Commission (the “SEC”), including its Annual Report on Form 10-K for the year ended December 31, 2008, filed with the SEC on February 13, 2009 (the “2008 10-K”), and its Current Report on Form 8-K, filed with the SEC on August 21, 2009 solely to update the Company’s 2008 10-K for the adoption of recent guidance relating to the accounting for convertible debt instruments that may be settled in cash upon conversion (including partial cash settlement).
 
 
Forward-looking statements speak only as of the date on which they are made. NFP expressly disclaims any obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.
 
 Source:  National Financial Partners Corp.  
   
 Contacts:  
   
 Investor Relations:    Media Relations:
 Abbe F. Goldstein      Barbara Willis
 National Financial Partners   National Financial Partners
 ir@nfp.com     communications@nfp.com  
 212-301-4011  212-301-1039
                                                                                                                                                                                                                 
 
5

 

 
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
 
(Unaudited-in thousands, except per share data)
 
                         
                         
   
Three Months Ended
   
Year Ended
 
   
December 31,
   
December 31,
 
   
2009
   
2008
   
2009
   
2008
 
Revenue:
                       
Commissions and fees
  $ 277,181     $ 299,252     $ 948,285     $ 1,150,387  
                                 
Cost of services:
                               
Commissions and fees
    76,013       87,381       263,947       362,868  
Operating expenses (1)
    94,088       102,387       368,641       408,968  
Management fees
    58,865       51,956       146,181       170,683  
Total cost of services
    228,966       241,724       778,769       942,519  
                                 
Gross margin
    48,215       57,528       169,516       207,868  
                                 
Corporate and other expenses:
                               
General and administrative
    21,319       15,289       59,217       64,189  
Amortization of intangibles
    8,806       9,871       36,551       39,194  
Impairment of goodwill and intangible assets
    6,231       31,031       618,465       41,257  
Depreciation
    8,857       3,665       19,242       13,371  
(Gain) loss on sale of subsidiaries
    (244 )     2       (2,096 )     (7,663 )
Total corporate and other expenses
    44,969       59,858       731,379       150,348  
                                 
Income (loss) from operations
    3,246       (2,330 )     (561,863 )     57,520  
                                 
Net interest and other (2)
    (3,549 )     (3,855 )     (5,907 )     (15,711 )
                                 
Income (loss) before income taxes
    (303 )     (6,185 )     (567,770 )     41,809  
                                 
Income tax expense (benefit) (2)
    (2,154 )     6,258       (74,384 )     33,338  
                                 
Net income (loss) (2)
  $ 1,851     $ (12,443 )   $ (493,386 )   $ 8,471  
                                 
Earnings (loss) per share (2):
                               
Basic
  $ 0.04     $ (0.31 )   $ (12.02 )   $ 0.21  
Diluted
  $ 0.04     $ (0.31 )   $ (12.02 )   $ 0.21  
                                 
Weighted average shares outstanding:
                               
Basic
    41,654       39,720       41,054       39,543  
Diluted
    43,109       39,720       41,054       40,933  
                                 

(1) Excludes amortization and depreciation shown separately in Corporate and other expenses.
 
(2) Prior periods presented have been retrospectively adjusted for the adoption of recent guidance related to the accounting for convertible debt on January 1, 2009.
 
6

 

CALCULATION OF GROSS MARGIN
 
(Unaudited-in thousands)
 
                         
   
Three Months Ended
   
Year Ended
 
   
December 31,
   
December 31,
 
   
2009
   
2008
   
2009
   
2008
 
                         
Revenue
  $ 277,181     $ 299,252     $ 948,285     $ 1,150,387  
Cost of services:
                               
Commissions and fees
    76,013       87,381       263,947       362,868  
Operating expenses (1)
    94,088       102,387       368,641       408,968  
Gross margin before management fees
    107,080       109,484       315,697       378,551  
Management fees
    58,865       51,956       146,181       170,683  
Gross margin
  $ 48,215     $ 57,528     $ 169,516     $ 207,868  
Gross margin as a percentage of revenue
    17.4 %     19.2 %     17.9 %     18.1 %
Gross margin before management fees as a percentage of revenue
    38.6 %     36.6 %     33.3 %     32.9 %
 
                               
 Management fees, as a percentage of gross margin before management fees
    55.0 %     47.5 %     46.3 %     45.1 %
                                 
                                 
RECONCILIATION OF NET INCOME TO CASH EARNINGS
 
(Unaudited-in thousands, except per share data)
 
                                 
   
Three Months Ended
   
Year Ended
 
   
December 31,
   
December 31,
 
      2009       2008       2009       2008  
GAAP net income (loss) (2)
  $ 1,851     $ (12,443 )   $ (493,386 )   $ 8,471  
Amortization of intangibles
    8,806       9,871       36,551       39,194  
Depreciation
    8,857       3,665       19,242       13,371  
Impairment of goodwill and intangible assets
    6,231       31,031       618,465       41,257  
Tax benefit of impairment of goodwill and
                               
intangible assets
    (1,133 )     (5,474 )     (90,608 )     (8,137 )
Non-cash interest, net of tax (2)
    1,559       1,732       6,814       6,364  
Cash earnings (3)
  $ 26,171     $ 28,382     $ 97,078     $ 100,520  
                                 
GAAP net income (loss) per share - diluted (2)
  $ 0.04     $ (0.31 )   $ (12.02 )   $ 0.21  
Amortization of intangibles
    0.20       0.24       0.87       0.96  
Depreciation
    0.21       0.09       0.46       0.33  
Impairment of goodwill and intangible assets
    0.14       0.76       14.78       1.01  
Tax benefit of impairment of goodwill and intangible assets
    (0.03 )     (0.13 )     (2.16 )     (0.20 )
Non-cash interest, net of tax (2)
    0.04       0.04       0.16       0.16  
Impact of diluted shares on cash earnings not reflected in GAAP net loss per share - diluted (4)
    —       0.01       0.23       —  
Cash earnings per share - diluted (5)
  $ 0.61     $ 0.70     $ 2.32     $ 2.46  
 
(1) Excludes amortization and depreciation shown separately in Corporate and other expenses.
 
(2) Prior periods presented have been retrospectively adjusted for the adoption of recent guidance related to the accounting for convertible debt on January 1, 2009.
 
(3) Cash earnings is a non-GAAP measure, which the Company defines as net income excluding amortization of intangibles, depreciation, the after-tax impact of the impairment of goodwill and intangible assets and the after-tax impact of non-cash interest expense.
 
(4) For periods where the Company generated a GAAP net loss, weighted average common shares outstanding - diluted was used to calculate cash earnings per share - diluted only. To calculate GAAP net loss per share, weighted average common shares outstanding - diluted is the same as weighted average common shares outstanding - basic due to the antidilutive effects of other items caused by a GAAP net loss position.
 
(5) The sum of the per-share components of cash earnings per share - diluted may not agree to cash earnings per share - diluted, due to rounding.
 
7

 
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
 
(Unaudited-in thousands)
 
             
             
   
December 31,
   
December 31,
 
   
2009
   
2008
 
ASSETS
           
Current assets:
           
Cash and cash equivalents
  $ 55,994     $ 48,621  
 
               
Cash, cash equivalents and securities purchased under resale agreements in premium trust accounts
    75,931       75,109  
Commissions, fees and premiums receivable, net
    129,833       140,758  
Due from principals and/or certain entities they own
    14,075       16,329  
Notes receivable, net
    9,731       6,496  
Deferred tax assets
    14,779       9,435  
Other current assets
    14,435       19,284  
    Total current assets
    314,778       316,032  
Property and equipment, net
    37,291       51,683  
Deferred tax assets (1)
    106,495       24,889  
Intangibles, net
    379,513       462,123  
Goodwill, net
    63,887       635,693  
Notes receivable, net
    28,714       23,683  
Other non-current assets (1)
    39,744       28,018  
    Total assets (1)
  $ 970,422     $ 1,542,121  
                 
LIABILITIES
               
Current liabilities:
               
Premiums payable to insurance carriers
  $ 77,941     $ 73,159  
Borrowings
    40,000       148,000  
Income taxes payable (1)
    6,325       11  
Deferred tax liabilities
    496       —  
Due to principals and/or certain entities they own
    34,106       38,791  
Accounts payable
    24,337       28,513  
Accrued liabilities
    73,105       54,380  
    Total current liabilities (1)
    256,310       342,854  
Deferred tax liabilities (1)
    105,055       119,400  
Convertible senior notes (1)
    204,548       193,475  
Other non-current liabilities
    64,472       62,874  
    Total liabilities (1)
    630,385       718,603  
                 
STOCKHOLDERS' EQUITY
               
Preferred stock at par value
    —       —  
Common stock at par value
    4,414       4,388  
Additional paid-in capital (1)
    876,563       881,458  
Retained (deficit) earnings (1)
    (438,109 )     97,178  
Treasury stock
    (102,930 )      (159,456 )
 Accumulated other comprehensive income     99         (50 ) 
    Total stockholders' equity (1)
    340,037       823,518  
    Total liabilities and stockholders' equity (1)
  $ 970,422     $ 1,542,121  
                 
(1) Prior periods presented have been retrospectively adjusted for the adoption of recent guidance related to the accounting for convertible debt on January 1, 2009.
 
8

 
CONSOLIDATED STATEMENTS OF CASH FLOWS
 
(Unaudited-in thousands)
 
                         
   
Three Months Ended
   
Year Ended
 
   
December 31,
   
December 31,
 
   
2009
   
2008
   
2009
   
2008
 
Cash flow from operating activities
                       
Net income (loss) (1)
  $ 1,851     $ (12,443 )   $ (493,386 )   $ 8,471  
                                 
Adjustments to reconcile to net cash provided by operating activities:
                               
Deferred taxes (1)
    (14,514 )     (3,453 )     (101,514 )     (3,430 )
Stock-based compensation
    3,083       2,591       10,526       12,623  
Impairment of goodwill and intangible assets
    6,231       31,031       618,465       41,257  
Amortization of intangibles
    8,806       9,871       36,551       39,194  
Depreciation
    8,857       3,665       19,242       13,371  
Accretion of senior convertible notes discount (1)
    2,781       2,610       11,073       10,388  
(Gain) loss on sale of subsidiaries
    (244 )     2       (2,096 )     (7,663 )
Other, net
    —       (26 )     —       (26 )
                                 
(Increase) decrease in operating assets:
                               
Cash, cash equivalents and securities purchased under resale agreements in premium trust accounts
    (93 )     6,833       (822 )     11,570  
Commissions, fees and premiums receivable, net
    (28,522 )     (30,490 )     10,398       13,962  
Due from principals and/or certain entities they own
    7,906       15,857       4,516       (1,889 )
Notes receivable, net - current
    (2,570 )     (37 )     (3,275 )     (926 )
Other current assets (1)
    3,837       1,339       3,441       (2,007 )
Notes receivable, net - non-current
    5,826       (3,495 )     3,617       (11,171 )
Other non-current assets (1)
    479       1,823       (1,353 )     (12,005 )
                                 
Increase (decrease) in operating liabilities:
                               
Premiums payable to insurance carriers
    (4,642 )     (8,560 )     4,782       (11,477 )
Income taxes payable (1)
    6,325       (124 )     6,314       (1,888 )
Due to principals and/or certain entities they own
    10,129       72       (11,943 )     (33,142 )
Accounts payable
    3,119       7,116       (4,006 )     (5,309 )
Accrued liabilities (1)
    19,672       4,564       11,197       (17,718 )
Other non-current liabilities (1)
    2,509       3,368       2,093       14,266  
Total adjustments
    38,975       44,557       617,206       47,980  
Net cash provided by operating activities
    40,826       32,114       123,820       56,451  
                                 
Cash flow from investing activities:
                               
Proceeds from disposal of subsidiaries
    5,109       92       16,106       22,615  
Purchases of property and equipment, net
    (2,177 )     (2,919 )     (7,120 )     (33,241 )
Payments for acquired firms, net of cash, and contingent consideration
    (1,448 )     (12,587 )     (3,054 )     (76,369 )
 Restricted cash     (10,000 )      —       (10,000 )      —  
Net cash (used in) provided by investing activities
    (8,516 )      (15,414 )     (4,068 )      (86,995 )
                                 
Cash flow from financing activities:
                               
Repayments of borrowings
    (35,000 )     (45,000 )     (108,000 )     (177,000 )
Proceeds from borrowings
    —       20,000       —       199,000  
Proceeds from stock-based awards, including tax benefit
    (1,236 )     (1,999 )     (3,955 )     1,482  
Shares cancelled to pay withholding taxes
    (164 )     (135 )     (374 )     (815 )
Payments for treasury stock repurchase
    —       —       —       (24,612 )
Dividends paid
    —       (8,389 )     (50 )     (33,072 )
Net cash (used in) provided by financing activities
    (36,400 )     (35,523 )     (112,379 )     (35,017 )
Net (decrease) increase in cash and cash equivalents
    (4,090 )      (18,823 )     7,373       (65,561 )
Cash and cash equivalents, beginning of period
    60,084       67,444       48,621       114,182  
Cash and cash equivalents, end of the period
  $ 55,994     $ 48,621     $ 55,994     $ 48,621  
                                 
Supplemental disclosures of cash flow information
                               
Cash paid for income taxes
  $ 5,719     $ 7,502     $ 23,729     $ 37,470  
Cash paid for interest
  $ 854     $ 2,188     $ 6,625     $ 9,756  
 
(1) Prior periods presented have been retrospectively adjusted for the adoption of recent guidance related to the accounting for convertible debt on January 1, 2009.
 
9