NEW YORK, Sept. 20 /PRNewswire-FirstCall/ -- National
Financial Partners Corp. (NYSE: NFP), a leading provider of
benefits, insurance and wealth management services, today announced
revised long-term incentives for its principals.
(Logo: http://photos.prnewswire.com/prnh/20100920/NY67494LOGO
)
(Logo: http://www.newscom.com/cgi-bin/prnh/20100920/NY67494LOGO
)
NFP accelerated the vesting of approximately 1.5 million
restricted stock units ("RSUs") granted to certain principals
primarily through last year's Long-Term Equity Incentive Plan.
There was no acceleration for RSU awards granted to directors
or executive officers of NFP. Payment upon vesting of the RSUs will
be made 60% in restricted shares and 40% in cash. These
actions are expected to reduce NFP's fully diluted shares
outstanding by approximately 600,000 shares, eliminate potential
earnings volatility associated with the variable accounting
treatment of the principals' RSUs and result in a pre-tax charge of
approximately $13.5 million in the
third quarter 2010. Stock-based compensation expense recorded
in management fees is expected to be approximately $16.0 million in the third quarter 2010 including
this one-time charge for the early vesting. Also in the third
quarter 2010, NFP expects to recognize a pre-tax gain of
approximately $10.0 million related
to the tender offer for its 0.75% convertible senior notes which
expired in July 2010. Both the
$13.5 million charge and the
$10.0 million gain will be excluded
from the calculation of cash earnings for the third quarter 2010.
The RSUs became fully vested on September
17, 2010 with a fair market value based on the closing price
of NFP's common stock on the same day. The restricted shares
are primarily subject to liquidity restrictions until November 24, 2012, which is the original vesting
date of the RSUs awarded under last year's Long-Term Equity
Incentive Plan.
To drive continued economic alignment with shareholders and
motivate growth, NFP introduced a revised Long-Term Incentive Plan.
The plan will cover the three-year period from January 1, 2011 through December 31, 2013 and will be based on NFP's
Adjusted EBITDA growth over this period. Plan participants
will be eligible for cash payments in the first quarter 2014, to
the extent incentive targets are achieved.
About NFP
National Financial Partners Corp. (NYSE: NFP), and its benefits,
insurance and wealth management businesses provide diversified
advisory and brokerage services to companies and high net worth
individuals, partnering with them to preserve their assets and
prosper over the long term. NFP advisors provide innovative
and comprehensive solutions, backed by NFP's national scale and
resources. NFP operates in three business segments. The
Corporate Client Group provides corporate and executive benefits,
retirement plans and property and casualty insurance. The
Individual Client Group includes retail and wholesale life
insurance brokerage and wealth management advisory services.
The Advisor Services Group serves independent financial
advisors by offering broker-dealer and asset management products
and services. In 2010 NFP was ranked as the ninth Top Global
Insurance Broker by Best's Review; as the number one
Executive Benefits Provider of Deferred Compensation Plans
Administered by PlanSponsor; operated a top ten Independent
Broker Dealer as ranked by Financial Planning and
Financial Advisor; had four advisors ranked in
Barron's Top 100 Independent Advisors and is a leading
independent life insurance distributor according to many top-tier
carriers. For more information, visit www.nfp.com
Forward-Looking Statements
National Financial Partners Corp. ("NFP") and its subsidiaries
(together with NFP, the "Company") and their representatives may
from time to time make verbal or written statements, including
certain statements in this press release, 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 businesses; (2)
the ability of the Company's businesses to perform successfully
following acquisition, including through cross-selling initiatives,
and the Company's ability to manage its business effectively and
profitably through its reportable segments and the principals of
its businesses; (3) any losses that NFP may take with respect to
dispositions, restructures or otherwise; (4) an economic
environment that results 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, which may lead
to adverse financial statement results; (7) NFP's success in
acquiring and retaining high-quality independent financial services
businesses; (8) the financial impact of NFP's 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)
fluctuations in the price of NFP's common stock, whether due to
securities and capital markets behavior, the dilutive impact of
capital-raising effort, or otherwise; (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 legislation
regulating the financial services industry, such as the recent
Dodd-Frank Wall Street Reform and Consumer Protection Act; (15)
uncertainty regarding the impact of newly-adopted healthcare
legislation or resulting changes in business practices of 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 businesses,
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.
Additional factors are set forth in the Company's filings with
the Securities and Exchange Commission (the "SEC"), including its
Annual Report on Form 10-K for the year ended December 31, 2009, filed with the SEC on
February 12, 2010, its Quarterly
Report on Form 10-Q for the period ended March 31, 2010, filed with the SEC on
May 10, 2010 and its Quarterly Report
on Form 10-Q for the period ended June 30,
2010, filed with the SEC on August 4,
2010. Forward-looking statements speak only as of the date
on which they are made. The Company expressly disclaims any
obligation to update or revise any forward-looking statement,
whether as a result of new information, future events or
otherwise.
SOURCE NFP
Copyright . 20 PR Newswire