-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, WNxRVxoLGp0pN4902zJ4V5mfvp1TJd469CTKNKGzJVHe/iPYCHC6HNOahtyJeVOB dYeU7pVxCs38Ht+LYOA1Vw== 0000950152-08-005999.txt : 20080805 0000950152-08-005999.hdr.sgml : 20080805 20080804213349 ACCESSION NUMBER: 0000950152-08-005999 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20080804 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080805 DATE AS OF CHANGE: 20080804 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HFF, Inc. CENTRAL INDEX KEY: 0001380509 STANDARD INDUSTRIAL CLASSIFICATION: FINANCE SERVICES [6199] IRS NUMBER: 510610340 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-33280 FILM NUMBER: 08989565 BUSINESS ADDRESS: STREET 1: 429 FOURTH AVENUE STREET 2: SUITE 200 CITY: PITTSBURGH STATE: PA ZIP: 15219 BUSINESS PHONE: 412-281-8714 MAIL ADDRESS: STREET 1: 429 FOURTH AVENUE STREET 2: SUITE 200 CITY: PITTSBURGH STATE: PA ZIP: 15219 8-K 1 l32724ae8vk.htm HFF, INC. 8-K HFF, Inc. 8-K
 
 
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
 
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
Date of Report (Date of earliest event reported): August 4, 2008
HFF, Inc.
(Exact name of Registrant as specified in its charter)
         
Delaware   001-33280   51-0610340
(State or Other Jurisdiction   (Commission File Number)   (I.R.S. Employer
of Incorporation or Organization)       Identification No.)
 
One Oxford Centre
301 Grant Street, Suite 600
Pittsburgh, Pennsylvania 15219
(412) 281-8714

(Address, Including Zip Code, and Telephone Number, Including Area Code, of Registrant’s Principal Executive Offices)
 
(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:
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


 

Item 2.02 Results of Operations and Financial Condition.
On August 4, 2008, HFF, Inc. (the “Company”) issued a press release announcing the Company’s financial and transaction production results for the quarter ended June 30, 2008. A copy of the press release is attached as Exhibit 99.1 and incorporated herein by reference.
The information in this Form 8-K and the attached exhibit shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
99.1   Press Release, dated August 4, 2008, announcing financial and transaction production results for the quarter ended June 30, 2008.

 


 

Signature
          Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
         
  HFF, INC.
 
 
Dated: August 4, 2008  By:   /s/ Gregory R. Conley    
    Gregory R. Conley   
    Chief Financial Officer   
 

 


 

EXHIBIT INDEX
     
Exhibit Number   Description
99.1
  Press Release, dated August 4, 2008, announcing financial and transaction production results for the quarter ended June 30, 2008.

 

EX-99.1 2 l32724aexv99w1.htm EX-99.1 EX-99.1
Exhibit 99.1
HFF, Inc. reports second quarter 2008 financial and transaction production results
Page 1
(HFF, INC. LOGO)
August 4, 2008
         
Contacts:
       
JOHN H. PELUSI JR.
  GREGORY R. CONLEY   MYRA F. MOREN
Chief Executive Officer
  Chief Financial Officer   Director, Investor Relations
(412) 281-8714 
  (412) 281-8714    (713) 852-3500 
jpelusi@hfflp.com
  gconley@hfflp.com   mmoren@hfflp.com
HFF, Inc. reports second quarter 2008 financial and transaction production results
PITTSBURGH, PA — HFF, Inc. (NYSE: HF) reported today its financial and production volume results for the second quarter 2008. HFF, Inc. (the Company), through its Operating Partnerships, Holliday Fenoglio Fowler, L.P. (HFF LP) and HFF Securities L.P. (HFF Securities), is a leading provider of commercial real estate and capital markets services to the U.S. commercial real estate industry based on transaction volume and is one of the largest full-service commercial real estate financial intermediaries in the country.
Consolidated Earnings
Second Quarter Highlights
     In the face of the continuing difficult and challenging credit and liquidity conditions in the global capital markets, especially in the U.S. capital markets, as well as a weakening economy, the Company generated second quarter total revenue of $43.6 million compared to $79.8 million in the second quarter of 2007, a decrease of $36.2 million, or 45.4%. The Company reported operating income of $3.4 million for the second quarter of 2008 compared to operating income of $19.4 million in the comparable period of 2007, a decrease of approximately $16.0 million, or 82.3%. This decrease in operating income is attributable to the decrease in production volumes and related revenue from the prior year’s quarter in several of the Company’s capital markets services platforms. Offsetting this decrease in revenue of approximately $36.2 million is a reduction in total operating expenses of approximately $20.2 million in the second quarter 2008 compared to the same period of the prior year. This reduction in operating expenses is a result of a decrease in cost of services of approximately $17.3 million, which is primarily due to the decrease in commissions and other incentive compensation directly related to the lower capital markets services revenues, and a decrease

 


 

HFF, Inc. reports second quarter 2008 financial and transaction production results
Page 2
in operating, administrative and other expenses (including depreciation and amortization) of $2.9 million, which is primarily related to a reduction in other performance based accruals and depreciation and amortization.
     Income tax expense for the second quarter 2008 was approximately $0.4 million, compared to $3.8 million of income tax expense for the second quarter 2007. This decrease is primarily attributable to the decrease in operating income as discussed above.
     The Company reported net income for the second quarter 2008 of approximately $1.1 million (after an adjustment to the three months results of $2.9 million to reflect the impact of the minority ownership interest of HFF Holdings, LLC (Holdings) in the Operating Partnerships) compared with net income of $5.1 million (after an adjustment to the three months results of $11.5 million to reflect the impact of the minority ownership interest of Holdings in the Operating Partnerships) for the same period in 2007. Earnings per diluted share were $0.06 in the second quarter of 2008 compared to $0.31 in the second quarter of 2007.
     EBITDA for the second quarter 2008 was approximately $5.1 million, a decrease of $16.2 million or 76.1% compared to the same period last year. This decrease is primarily attributable to the decrease in our operating income as discussed above.
Six Month Results
     The Company reported revenues of $75.8 million for the six months ended June 30, 2008, a decrease of $59.6 million, or 44.0%, compared to the same period last year. Operating income was $1.9 million compared to $27.1 million for the six months ended June 30, 2007, representing a decrease of $25.2 million, or 93.0%. This decrease in operating income is attributable to the decrease in production volumes and related revenue from the prior year in several of the Company’s capital markets services platforms. Offsetting this decrease in revenue of approximately $59.6 million is a reduction in total operating expenses of approximately $34.4 million during the first six months of 2008 compared to the same period of the prior year. This reduction in operating expenses is a result of a decrease in cost of services of approximately $28.3 million, which is primarily due to the decrease in commissions and other incentive compensation directly related to the lower capital markets services revenues, and a decrease in operating, administrative and other expenses (including depreciation and amortization) of $6.0 million, which is primarily related to a reduction

 


 

HFF, Inc. reports second quarter 2008 financial and transaction production results
Page 3
in other performance based accruals and depreciation and amortization. The Company reported net income of $0.1 million (after an adjustment to the six months results of $2.8 million to reflect the impact of the minority ownership interest of Holdings in the Operating Partnerships) for the six month period ended June 30, 2008, compared with net income of $6.4 million (after adjustments to the results for the six month period ended June 30, 2007 of $15.4 million to reflect the impact of the minority ownership interest of Holdings in the Operating Partnerships following the Company’s offering on January 30, 2007 and $1.9 million to reflect the net income earned prior to the IPO and reorganization) for the same period last year. Net income attributable to Class A common stockholders for the six month period ended June 30, 2008 was $0.1 million, or $0.01 per diluted share.
     EBITDA was $5.3 million for the six months ended June 30, 2008, a decrease of $25.6 million or 82.9% compared to the same period in the prior year.
     The financial results presented in this earnings press release reflect the consolidated financial position and results of operations of Holliday GP Corp., HFF, Inc.’s wholly-owned subsidiary and sole general partner of each of the Operating Partnerships (Holliday GP), HFF Partnership Holdings LLC, the Operating Partnerships, and HFF, Inc. for all periods presented. The minority interest relates to the ownership interests of Holdings in the Operating Partnerships following the initial public offering. For a discussion of the adjustments relating to the reorganization transactions and the initial public offering, see Note (1) to the financial statements included in this earnings press release. For more information regarding the transactions associated with the initial public offering, please refer to the Company’s prospectus filed with the Securities and Exchange Commission on January 31, 2007.

 


 

HFF, Inc. reports second quarter 2008 financial and transaction production results
Page 4
HFF, Inc.
Consolidated Operating Results (1)
(dollars in thousands, except per share data)
(Unaudited)
                                 
    For the Three Months Ended June 30,     For the Six Months Ended June 30,  
    2008     2007     2008     2007  
 
                               
Revenue
  $ 43,589     $ 79,786     $ 75,769     $ 135,331  
 
                               
Operating expenses:
                               
 
                               
Cost of services
    27,041       44,355       49,351       77,688  
Operating, administrative and other
    12,380       15,174       23,054       28,652  
Depreciation and amortization
    742       878       1,476       1,898  
 
                       
Total expenses
    40,163       60,407       73,881       108,238  
 
                               
Operating income
    3,426       19,379       1,888       27,093  
 
                               
Interest and other income, net
    920       994       1,926       1,916  
Interest expense
    (5 )     (6 )     (11 )     (400 )
 
                       
Income before income taxes and minority interest
    4,341       20,367       3,803       28,609  
 
                               
Income tax expense
    361       3,796       884       4,892  
 
                               
Income before minority interest
    3,980       16,571       2,919       23,717  
 
                               
Minority interest (2)
    2,912       11,513       2,814       15,421  
 
                       
Net income
  $ 1,068     $ 5,058     $ 105     $ 8,296  
 
                       
 
                               
Less net income earned prior to IPO and reorganization
                      (1,893 )
 
                       
Net income available to stockholders
  $ 1,068     $ 5,058     $ 105     $ 6,403  
 
                       
 
                               
Earnings per share — basic
  $ 0.06     $ 0.31     $ 0.01     $ 0.48  
Earnings per share — diluted
  $ 0.06     $ 0.31     $ 0.01     $ 0.48  
 
                               
 
                       
EBITDA
  $ 5,088     $ 21,251     $ 5,290     $ 30,907  
 
                       
Production Volume and Loan Servicing Summary
     The reported volume data presented below is provided for informational purposes only, is unaudited and is estimated based on the Company’s internal database.
Second Quarter Production Volume Highlights
     The second quarter of 2008 was again impacted by the continuing and further deterioration in credit, liquidity and investor confidence in the global capital markets including those related to the U.S. commercial real estate sector. As has been the case in past quarters, these conditions have caused a number of capital sources to cease or significantly curtail their lending in several of their lending platforms, especially in the U.S. commercial real estate capital markets, which has had a significant adverse impact on the Company’s production volume for the second quarter 2008. Production volume for the second quarter totaled

 


 

HFF, Inc. reports second quarter 2008 financial and transaction production results
Page 5
approximately $7.5 billion on 192 transactions, compared to second quarter 2007 production volume of approximately $14.3 billion on 344 transactions, which is a 47.5% decrease in production volume and a 44.2% decrease in the number of transactions.
  Debt Placement production volume was approximately $4.6 billion in the second quarter of 2008, representing a 42.4% decrease from second quarter 2007 volume of approximately $8.0 billion.
 
  Investment Sales production volume was approximately $2.1 billion in the second quarter of 2008, representing a 61.7% decrease from second quarter 2007 volume of approximately $5.6 billion.
 
  Structured Finance production volume was approximately $178.0 million in the second quarter of 2008, representing a 59.4% decrease from the second quarter 2007 volume of approximately $438.2 million.
 
  Note Sales and Note Sale Advisory Services production volume was approximately $547.4 million for the second quarter 2008, representing an increase of 149.2% from second quarter 2007 volume of more than $219.7 million.
 
  The amount of active private equity discretionary fund transactions at the end of the second quarter 2008 on which HFF Securities has been engaged and may recognize additional future revenue is approximately $2.0 billion compared to approximately $1.9 billion at the end of second quarter of 2007, representing an 8.3% increase.
 
  The principal balance of HFF’s Loan Servicing portfolio increased 14.3% to approximately $23.7 billion at the end of the second quarter 2008 from approximately $20.8 billion at the end of the second quarter 2007.

 


 

HFF, Inc. reports second quarter 2008 financial and transaction production results
Page 6
Unaudited Production Volume by Platform
                                 
    (dollars in thousands)  
    For the Three Months Ended June 30,  
    2008     2007  
By Platform   Production Volume     # of Transactions     Production Volume     # of Transactions  
                                 
Debt Placement
  $ 4,625,740       135     $ 8,029,316       258  
Investment Sales
    2,147,884       38       5,601,248       55  
Structured Finance
    178,033       13       438,150       25  
Note Sales & Note Sale Advisory
    547,440       6       219,709       6  
         
Total Transaction Volume
  $ 7,499,097       192     $ 14,288,423       344  
         
Average Transaction Size
  $ 39,058             $ 41,536          
                                 
    Fund/Loan Balance     # of Loans     Fund/Loan Balance     # of Loans  
Private Equity Discretionary Funds
  $ 2,020,500             $ 1,865,500          
Loan Servicing Portfolio Balance
  $ 23,745,505       2,040     $ 20,778,685       1,885  
Six Month Production Volume
     Production volumes for the six months ended June 30, 2008 totaled more than $11.5 billion on 358 transactions, representing a 52.8% decrease in production volume and a 47.4% decrease in the number of transactions when compared to the production volumes of approximately $24.4 billion on 680 transactions for the comparable period in 2007. The average transaction size for the six months ended June 30, 2008 was $32.2 million, representing a 10.3% decrease from the comparable figure of $35.9 million in the first six months of 2007.
                                 
    (dollars in thousands)  
    For the Six Months Ended June 30,  
    2008     2007  
    Production Volume     # of Transactions     Production Volume     # of Transactions  
By Platform                                
                                 
Debt Placement
  $ 6,961,329       259     $ 13,373,480       520  
Investment Sales
    3,611,114       69       9,888,586       102  
Structured Finance
    388,315       23       814,558       51  
Note Sales & Note Sale Advisory
    566,723       7       336,920       7  
         
Total Transaction Volume
  $ 11,527,481       358     $ 24,413,544       680  
         
Average Transaction Size
  $ 32,200             $ 35,902          
                                 
    Fund/Loan Balance     # of Loans     Fund/Loan Balance     # of Loans  
Private Equity Discretionary Funds
  $ 2,020,500             $ 1,865,500          
Loan Servicing Portfolio Balance
  $ 23,745,505       2,040     $ 20,778,685       1,885  

 


 

HFF, Inc. reports second quarter 2008 financial and transaction production results
Page 7
Business Expansion Highlights
     Pursuant to its strategic growth initiatives, HFF continued to expand during second quarter 2008, with the addition of 6 transaction professionals and 4 production support personnel, bringing total employment to 491, which is a 9.1% net increase from the second quarter 2007 employment level of 450.
     “Our second quarter and year-to-date results were clearly impacted by the continuing adverse conditions in the global and domestic capital markets, which have seen a continuing and unprecedented level of write-offs and loan loss reserves by both domestic and international financial institutions, as well as a continued weakening of the U.S. economy at the consumer level, which is now starting to impact other parts of the economy,” said John H. Pelusi, Jr., HFF, Inc.’s chief executive officer. “As we have said throughout this period of uncertainty and volatility, we will continue to manage and grow through these unsettled market conditions. We remain focused on our strategic business expansion plan to position the Company for the future by taking advantage of our strong balance sheet, our solid cash and liquidity position, and our fully-integrated capital markets services platform by adding high-quality production personnel through both organic advancements and external recruitment.”
     “We would like to express our appreciation to our clients who continued to show their confidence in our ability to perform value-added services for their commercial real estate and capital markets needs, as evidenced by the nearly $12 billion in consummated transaction volume during the first six months in these very demanding and challenging times. We would like to also thank each of our associates who have consistently demonstrated their ability to quickly adapt to this challenging environment by sharing their collective knowledge from each transaction with their fellow associates to provide superior value-added services to our clients,” added Mr. Pelusi.
Non-GAAP Financial Measures
     This earnings press release contains a Non-GAAP measure, EBITDA, which as calculated by the Company, is not necessarily comparable to similarly titled measures reported by other companies. Additionally, EBITDA is not a measurement of financial performance or liquidity under GAAP and should not be considered as an alternative to the Company’s other financial information determined under GAAP. For a description of the Company’s use of EBITDA and a reconciliation of EBITDA with Net Income, see the section of this press release titled “EBITDA Reconciliation.”

 


 

HFF, Inc. reports second quarter 2008 financial and transaction production results
Page 8
Earnings Conference Call
     The Company’s management will hold a conference call to discuss second quarter 2008 financial results on Tuesday, August 5th, at 8:30 a.m. Eastern Time. To listen, participants should dial 866-202-3109 in the U.S and 617-213-8844 for international callers approximately 10 minutes prior to the start of the call and enter participant code 61728489. A replay will become available after 10:30 a.m. Eastern Time on August 5th and will continue through September 5, 2008, by dialing 888-286-8010 (U.S. callers) and 617-801-6888 (international callers) and entering participant code 96009024.
     The live broadcast of the Company’s quarterly conference call will be available online on its website at www.hfflp.com on Tuesday, August 5th, beginning at 8:30 a.m. Eastern Time. The broadcast will be available on the Company’s website for one month. Related presentation materials will be posted to the “Investor Relations” section of the Company’s website prior to the call. The presentation materials will be available in Adobe Acrobat format.

 


 

HFF, Inc. reports second quarter 2008 financial and transaction production results
Page 9
About HFF, Inc.
     Through its subsidiaries, Holliday Fenoglio Fowler, L.P. and HFF Securities L.P., the Company operates out of 18 offices nationwide and is one of the leading providers of commercial real estate and capital markets services, by transaction volume, to the U.S. commercial real estate industry. The Company offers clients a fully integrated national capital markets platform including debt placement, investment sales, structured finance, private equity, investment banking and advisory services, note sales and note sale advisory services and commercial loan servicing.
Certain statements in this earnings press release are “forward-looking statements” within the meaning of the federal securities laws. Statements about our beliefs and expectations and statements containing the words “may,” “could,” “would,” “should,” “believe,” “expect,” “anticipate,” “plan,” “estimate,” “target,” “project,” “intend” and similar expressions constitute forward-looking statements. These forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the Company’s actual results and performance in future periods to be materially different from any future results or performance suggested in forward-looking statements in this earnings press release. Investors, potential investors and other readers are urged to consider these factors carefully in evaluating the forward-looking statements and are cautioned not to place undue reliance on such forward-looking statements. Any forward-looking statements speak only as of the date of this earnings press release and, except to the extent required by applicable securities laws, the Company expressly disclaims any obligation to update or revise any of them to reflect actual results, any changes in expectations or any change in events. If the Company does update one or more forward-looking statements, no inference should be drawn that it will make additional updates with respect to those or other forward-looking statements. Factors that could cause results to differ materially include, but are not limited to: (1) general economic conditions and commercial real estate market conditions, including the current conditions in the global markets and, in particular, the U.S. debt markets; (2) the Company’s ability to retain and attract transaction professionals; (3) the Company’s ability to retain its business philosophy and partnership culture and other risks associated with our transformation to a public company; (4) competitive pressures; (5) risks related to our organizational structure; and (6) other factors discussed in our public filings, including the risk factors included in the Company’s most recent Annual Report on Form 10-K.
Additional information concerning factors that may influence HFF, Inc.’s financial information is discussed under “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” “Quantitative and Qualitative Disclosures About Market Risk” and “Forward-Looking Statements” in the Company’s most recent Annual Report on Form 10-K, as well as in the Company’s press releases and other periodic filings with the Securities and Exchange Commission. Such information and filings are available publicly and may be obtained from the Company’s web site at www.hfflp.com or upon request from the HFF, Inc. Investor Relations Department at investorrelations@hfflp.com.

 


 

HFF, Inc. reports second quarter 2008 financial and transaction production results
Page 10
HFF, Inc.
Consolidated Balance Sheets (1)
(dollars in thousands)
(Unaudited)
                 
    June 30,     December 31,  
    2008     2007  
ASSETS
               
Cash, cash equivalents and restricted cash
  $ 31,016     $ 44,109  
Investments
    9,920        
Accounts receivable, receivable from affiliate and prepaids
    12,347       6,742  
Mortgage notes receivable
    101,015       41,000  
Property, plant and equipment, net
    5,997       6,789  
Deferred tax asset, net
    123,900       131,752  
Intangible assets, net
    10,139       9,481  
Other noncurrent assets
    518       603  
 
           
 
  $ 294,852     $ 240,476  
 
           
 
               
LIABILITIES AND STOCKHOLDERS EQUITY
               
Warehouse line of credit
  $ 101,015     $ 41,000  
Accrued compensation, accounts payable and other current liabilities
    12,585       17,379  
Long-term debt (includes current portion)
    194       189  
Deferred rent credit and other liabilities
    4,233       4,674  
Payable to minority interest holder under tax receivable agreement
    113,826       117,406  
 
           
Total liabilities
    231,853       180,648  
Minority interest
    24,542       21,784  
Class A Common Stock, par value $0.01 per share, 175,000,000 shares
    164       164  
authorized, 16,446,480 and 16,445,000 shares outstanding, respectively
               
Class B Common Stock, par value $0.01 per share, 1 share
           
authorized, 1 share issued and outstanding
               
Additional paid in capital
    25,666       25,353  
Accumulated other comprehensive income, net of taxes
    (5 )      
Retained earnings
    12,632       12,527  
 
           
Total stockholders equity
    38,457       38,044  
 
           
 
  $ 294,852     $ 240,476  
 
           
Notes
(1) The Company’s consolidated operating results and balance sheets for all periods presented herein give effect to the reorganization transactions made in connection with its initial public offering. In connection with the initial public offering consummated on January 30, 2007, the purchase of shares of Holliday GP and partnership units in each of the Operating Partnerships are treated as a reorganization of entities under common control for financial reporting purposes. Accordingly, the net assets of Holdings purchased by the Company are reported in the consolidated financial statements of HFF, Inc. at Holdings’ historical cost. For more information regarding the transactions associated with the initial public offering, please refer to the Company’s prospectus filed with the Securities and Exchange Commission on January 31, 2007.

 


 

HFF, Inc. reports second quarter 2008 financial and transaction production results
Page 11
(2) The minority interest adjustment on the consolidated financials statements of HFF, Inc. relates to the ownership interest of Holdings in the Operating Partnerships as a result of the initial public offering. As the sole stockholder of Holliday GP (the sole general partner of the Operating Partnerships), the Company operates and controls all of the business and affairs of the Operating Partnerships. The Company consolidates the financial results of the Operating Partnerships and the ownership interest of Holdings in the Operating Partnerships is reflected as a minority interest in HFF, Inc’s consolidated financial statements. The minority interest presented in the Company’s Consolidated Operating Results is calculated based on the income from the Operating Partnerships. In connection with the reorganization transactions, the initial public offering on January 30, 2007, and the underwriters’ exercise of their option to purchase an additional 2,145,000 shares of Class A common stock on February 22, 2007, the first quarter 2007 is segregated into three distinct periods representing different ownership interests in the Operating Partnerships by HFF, Inc. and Holdings during each of these three periods.
The table below sets forth the minority interest reported on the Company’s Consolidated Operating Results for the three and six months ended June 30, 2008 and June 30, 2007:
Minority Interest Calculation
(dollars in thousands)
                                                                           
    Period     Period     Period     Three     Three     Six       Three     Three     Six  
    1/1/07     1/31/07     2/22/07     months     months     months       months     months     months  
    through     Through     through     ended     ended     ended       ended     Ended     ended  
    1/30/07     2/21/07     3/31/07     3/31/07     6/30/07     6/30/07       3/31/08     6/30/08     6/30/08  
 
                                                                         
Net income (loss) from operating partnerships
  $ 1,922     $ 1,683     $ 5,206     $ 8,811     $ 20,814     $ 29,625       $ (177 )   $ 5,265     $ 5,088  
 
                                                                         
Minority interest ownership percentage
            61.14 %     55.31 %             55.31 %               55.31 %     55.31 %     55.31 %
 
                                                                         
 
                                                         
Minority interest
          $ 1,029     $ 2,879     $ 3,908     $ 11,513     $ 15,421       $ (98 )   $ 2,912     $ 2,814  
 
                                                         
EBITDA Reconciliation
     The Company defines EBITDA as net income before interest expense, income taxes, depreciation and amortization and income reported to the minority interest holder. The Company uses EBITDA in its business operations to, among other things, evaluate the performance of its business, develop budgets and measure its performance against those budgets. The Company also believes that analysts and investors use

 


 

HFF, Inc. reports second quarter 2008 financial and transaction production results
Page 12
EBITDA as a supplemental measure to evaluate its overall operating performance. However, EBITDA has material limitations as an analytical tool and you should not consider this in isolation, or as a substitute for analysis of our results as reported under GAAP. The Company finds it as a useful tool to assist in evaluating performance because it eliminates items related to capital structure and taxes. The items that the Company has eliminated from net income in determining EBITDA are interest expense, income taxes, depreciation of fixed assets and amortization of intangible assets, and minority interest. Note that the Company classifies the interest on the warehouse line of credit as an operating expense and, accordingly, it is not eliminated from net income in determining EBITDA. In addition, note that the Company includes in net income the income upon the initial recognition of mortgage servicing rights and, accordingly, it is included in net income in determining EBITDA. However, some of these eliminated items are significant to the Company’s business. For example, (i) interest expense is a necessary element of the Company’s costs and ability to generate revenue because it incurs interest expense related to any outstanding indebtedness, (ii) payment of income taxes is a necessary element of the Company’s costs and (iii) depreciation and amortization are necessary elements of the Company’s costs. Any measure that eliminates components of the Company’s capital structure and costs associated with carrying significant amounts of fixed assets on its balance sheet has material limitations as a performance measure. In light of the foregoing limitations, the Company does not rely solely on EBITDA as a performance measure and also considers its GAAP results. EBITDA is not a measurement of the Company’s financial performance under GAAP and should not be considered as an alternative to net income, operating income or any other measures derived in accordance with GAAP. Because EBITDA is not calculated in the same manner by all companies, it may not be comparable to other similarly titled measures used by other companies.
     Set forth below is an unaudited reconciliation of consolidated net income to EBITDA for HFF, Inc. for the three months and six months ending June 30, 2008 and 2007:

 


 

HFF, Inc. reports second quarter 2008 financial and transaction production results
Page 13
EBITDA for the Company is calculated as follows:
(dollars in thousands)
                                 
    For the Three Months Ended     For the Six Months Ended  
    June 30,     June 30,  
    2008     2007     2008     2007  
 
                               
Net income
  $ 1,068     $ 5,058     $ 105     $ 8,296  
Add:
                               
Interest expense
    5       6       11       400  
Income tax expense
    361       3,796       884       4,892  
Depreciation and amortization
    742       878       1,476       1,898  
Minority interest
    2,912       11,513       2,814       15,421  
 
                       
EBITDA
  $ 5,088     $ 21,251     $ 5,290     $ 30,907  
 
                       
###

 

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