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Broadridge Financial Solutions Annual Report (Amendment), Year Ended Jun 30, 2012

Filing Date
Filed July 11, 2013
Period End
June 30, 2012
Security
BR
One revenue dollarkept$0.05
In the record · 2016–202610-K1110-Q338-K224

BR filed 11 annual reports (10-K), 33 quarterly reports (10-Q) and 224 current reports (8-K) between 2016 and 2026.

  1. Material agreement8-K · Feb ’17Feb ’17
  2. Leadership change8-K · Jun ’19Jun ’19
  3. Leadership change8-K · Aug ’21Aug ’21
  4. Material agreement8-K · Aug ’25Aug ’25

01—Abstract

Summary

Summary of the 10-K/A filed July 11, 2013. Cited figures are marked; the original filing is the authoritative source.

This Amendment No. 1 on Form 10-K/A from Broadridge Financial Solutions, Inc. amends the Annual Report for the fiscal year ended June 30, 2012, originally filed with the SEC on August 9, 2012.

The amendment was filed solely to replace the Master Services Agreement and its Attachments that were filed as Exhibit 10.41 to the Original Filing with redacted versions, pursuant to a request for confidential treatment. The Agreement is with Apex Clearing Corporation and is dated June 5, 2012. The filing states that no other disclosures or exhibits in the Original Filing were modified or updated, and that the amendment does not reflect events occurring after the Original Filing date.

It includes currently dated Section 302 certifications from the Chief Executive Officer and Chief Financial Officer. The filing is signed by Dan Sheldon, Vice President and Chief Financial Officer, dated July 10, 2013. For investors, the key points are the registrant's market profile as stated on the cover page and the nature of this amendment.

As of July 31, 2012, there were 124,903,708 shares of common stock outstanding (excluding 28,046,796 shares held in treasury), and the aggregate market value held by non-affiliates as of December 31, 2011 was approximately $2,772,014,819a. The company is a large accelerated filer listed on the New York Stock Exchange. Financial results and business discussion are contained in the Original Filing and are not restated here.

02—Key points

Key Highlights

  1. Amendment No. 1 to the fiscal year ended June 30, 2012 Form 10-K, originally filed August 9, 2012
  2. Replaces Exhibit 10.41, the Master Services Agreement with Apex Clearing Corporation dated June 5, 2012, with a redacted version under a confidential treatment request
  3. No other disclosures or exhibits in the Original Filing were modified, and no events after the Original Filing date are reflected
  4. As of July 31, 2012, 124,903,708 shares of common stock were outstanding, excluding 28,046,796 shares held in treasury
  5. Aggregate market value of common stock held by non-affiliates was approximately $2,772,014,819 as of December 31, 2011
  6. Registrant is a large accelerated filer with common stock listed on the New York Stock Exchange
  7. Currently dated Section 302 certifications from the CEO and CFO are included as exhibits

03—One dollar

Follow one dollar

Of each $1.00 of revenue in FY2012, Broadridge Financial Solutions kept $0.05.

  1. Revenue$2.30B100.0%
  2. Cost of revenue−$1.72B74.5%
  3. Gross profit$588.4M25.5%
  4. Operating costs−$387.5M16.8%
  5. Operating income$200.9M8.7%
  6. Interest, other & tax−$77.3M3.4%
  7. Net income$123.6M5.4%
Computed from 10-K/AFY2012filed July 11, 2013Computed from this filing’s revenue, gross profit, operating income and net income · right columngrey figure: share of revenue

Where FY2012 revenue went

$2.30B
  • Cost of revenue: $1.72B, 74% of revenue
  • SG&A: $299.9M, 13% of revenue
  • Net income: $123.6M, 5.4% of revenue
  • Other operating costs: $87.6M, 3.8% of revenue
  • Interest, other & tax: $77.3M, 3.4% of revenue

Kept 5.4% as net income

Full revenue history →

04—Financials

Financial Highlights

Figures from 10-K/AFY2012filed July 11, 2013
Revenue$2.30B25.5% Gross MarginNet Income$123.60M5.4% Net MarginEPS (Diluted)$0.97Total Assets$1.99BCash & Equivalents$320.50MFree Cash Flow$256.80M

Financial Statements

FY2012 against FY2011

Line itemFY2012FY2011Change
Revenue$2.30B$2.17B+6.3%
Cost of Revenue$1.72B$1.62B+6.1%
Gross Profit$588.40M$549.80M+7.0%
SG&A Expenses$299.90M$270.00M+11.1%
Operating Expenses$2.10B$1.90B+10.8%
Operating Income$200.90M$269.70M−25.5%
Net Income$123.60M$169.60M−27.1%
EPS (Basic)$1.00$1.36−26.5%
EPS (Diluted)$0.97$1.32−26.5%
Shares Outstanding (Basic)124.10M124.80M−0.6%
Shares Outstanding (Diluted)127.50M128.30M−0.6%

05—Questions

Frequently Asked Questions

  1. Why was this amendment filed?

    The amendment replaces the Master Services Agreement with Apex Clearing Corporation, filed as Exhibit 10.41 to the Original Filing, with a version redacted under a request for confidential treatment. It also includes currently dated certifications.

  2. Does this amendment change the company's financial results?

    The filing states that no modification or update is made to any other disclosures or exhibits in the Original Filing, and that it does not reflect events after the Original Filing date. The amendment should be read together with the Original Filing made August 9, 2012.

  3. Who is the counterparty to the Master Services Agreement?

    The agreement was entered into on June 5, 2012 between Broadridge Financial Solutions, Inc. and Apex Clearing Corporation.

  4. How many shares of common stock were outstanding?

    As of July 31, 2012, there were 124,903,708 shares of common stock outstanding, excluding 28,046,796 shares held in treasury, with par value of $0.01 per share.

  5. Who signed the amended filing?

    The filing was signed on July 10, 2013 by Dan Sheldon, Vice President and Chief Financial Officer, on behalf of Broadridge Financial Solutions, Inc.

06—Continue

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