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): October 21, 2003
WESTWOOD HOLDINGS GROUP, INC.
(Exact name of registrant as specified in charter)
Delaware 001-31234 75-2969997
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
300 Crescent Court, Suite 1300, Dallas, Texas 75201
(Address of principal executive offices)
(214) 756-6900
(Registrant's telephone number, including area code)
ITEM 7. EXHIBITS
(c) Exhibits: The following exhibit is furnished with this report:
Exhibit Number Description
99.1 Press Release dated October 21, 2003, entitled "Westwood
Holdings Group, Inc. Reports Third Quarter 2003 Results and
Declares Quarterly Dividend"
ITEM 9. REGULATION FD DISCLOSURE / RESULTS OF OPERATIONS AND FINANCIAL CONDITION
In accordance with Securities and Exchange Commission Release No. 34-47583, the
following information, which is being furnished pursuant to the requirements of
Item 12, "Results of Operations and Financial Condition," is being reported
under Item 9, "Regulation FD Disclosure."
On October 21, 2003, Westwood Holdings Group, Inc. issued a press release
entitled "Westwood Holdings Group, Inc. Reports Third Quarter 2003 Results and
Declares Quarterly Dividend," a copy of which is furnished with this Current
Report on Form 8-K as Exhibit 99.1. The information in this Current Report on
Form 8-K shall not be deemed to be "filed" for the purposes of Section 18 of the
Securities Exchange Act of 1934, as amended, or otherwise subject to the
liabilities of that Section, nor shall it be deemed incorporated by reference in
any filing of the Company under the Securities Act of 1933, as amended.
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: October 21, 2003
WESTWOOD HOLDINGS GROUP, INC.
By: /s/ Brian O. Casey
-------------------------------------
Brian O. Casey,
President and Chief Operating Officer
EXHIBIT INDEX
Exhibit Number Description
- -------------- -----------
99.1 Press release dated October 21, 2003, entitled "Westwood
Holdings Group, Inc. Reports Third Quarter 2003 Results and
Declares Quarterly Dividend"
Exhibit 99.1
Westwood Holdings Group, Inc. Reports Third Quarter 2003 Results and Declares
Quarterly Dividend
DALLAS, Oct. 21 /PRNewswire-FirstCall/ -- Westwood Holdings Group, Inc.
(NYSE: WHG) today reported 2003 third quarter revenues of $5.3 million, net
income of $1.3 million, and earnings per diluted share of $0.24. This
compares to revenues of $5.5 million, net income of $1.2 million and earnings
per diluted share of $0.22 in the third quarter of 2002. For the nine months
ended September 30, 2003, Westwood reported revenues of $15.4 million and net
income of $3.8 million, or $0.70 per diluted share, compared to revenues of
$16.6 million and net income of $3.8 million, or $0.71 per diluted share, for
the same 2002 period.
Total operating expenses for the 2003 third quarter were $3.1 million, an
8.7% decrease compared to $3.4 million for the 2002 third quarter.
Assets under management were $3.6 billion as of September 30, 2003, a
decrease of 7.0% compared to $3.9 billion on September 30, 2002. Average
assets under management for the third quarter of 2003 were $4.0 billion
compared to $4.3 billion for the third quarter of 2002, a decrease of 6.8%.
The decline in assets under management was primarily due to the withdrawal of
assets by certain clients partially offset by the market appreciation of
assets under management and inflows from new clients.
Westwood also announced today that its Board of Directors has approved the
payment of a quarterly cash dividend of $0.03 per common share, payable on
January 2, 2004 to stockholders of record on December 15, 2003.
Susan M. Byrne, Westwood's founder and Chief Executive Officer commented,
"We are pleased with the vote of confidence from our existing team as well as
newly hired professionals, who have chosen to receive a significant component
of their bonus compensation in the form of equity-based awards. Their belief
in the benefits of sustainable value creation at the expense of short-term
results bodes well for all investors with a long-term time horizon. We
continue to focus on the long-term growth of the firm while we move forward
with our plans to broaden our product offerings."
About Westwood
Westwood Holdings Group, Inc. manages investment assets and provides
services for its clients through two subsidiaries, Westwood Management Corp.
and Westwood Trust. Westwood Management Corp. is a registered investment
advisor and provides investment advisory services to corporate pension funds,
public retirement plans, endowments and foundations, mutual funds and clients
of Westwood Trust. Westwood Trust provides, to institutions and high net
worth individuals, trust and custodial services and participation in common
trust funds that it sponsors. Westwood Holdings Group, Inc. trades on the New
York Stock Exchange under the symbol "WHG". For more information, please
visit the Company's website at www.westwoodgroup.com .
Note on Forward-looking Statements
Statements that are not purely historical facts, including statements
about anticipated or expected future revenue and earnings growth and
profitability, as well as other statements including words such as
"anticipate," "believe," "plan," "estimate," "expect," "intend," "should,"
"could," "goal," "target," "designed," "on track," "continue," "comfortable
with," "optimistic," "look forward to" and other similar expressions,
constitute forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the Securities Exchange
Act of 1934, as amended. These forward-looking statements are subject to
known and unknown risks, uncertainties and other factors, which may cause
actual results to be materially different from those contemplated by the
forward-looking statements. Such factors include the risks and uncertainties
referenced in our documents filed with, or furnished to, the Securities and
Exchange Commission, including without limitation those identified under the
caption "Forward-Looking Statements and Risk Factors" in the Company's Annual
Report on Form 10-K filed with the Securities and Exchange Commission. We
undertake no obligation to publicly update or revise any forward-looking
statements, whether as a result of new information, future events or
otherwise. Readers are cautioned not to place undue reliance on forward-
looking statements.
WESTWOOD HOLDINGS GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(in thousands, except per share amounts)
(unaudited)
Three months ended Nine months ended
September 30, September 30,
2003 2002 2003 2002
REVENUES:
Advisory fees $3,491 $4,156 $10,804 $12,482
Trust fees 1,260 1,127 3,470 3,432
Other revenues 539 258 1,098 697
Total revenues 5,290 5,541 15,372 16,611
EXPENSES:
Employee compensation
and benefits 2,176 2,583 6,497 6,930
Sales and marketing 130 114 451 394
Information
technology 214 228 597 688
Professional services 258 184 676 991
General and
administrative 368 335 1,080 1,135
Total expenses 3,146 3,444 9,301 10,138
Income before income
taxes 2,144 2,097 6,071 6,473
Provision for income
tax expense 825 893 2,303 2,625
Net income $1,319 $1,204 $3,768 $3,848
Earnings per share:
Basic $0.24 $0.22 $0.70 $0.71
Diluted $0.24 $0.22 $0.70 $0.71
WESTWOOD HOLDINGS GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
As of September 30, 2003 and December 31, 2002
(in thousands, except par values and share amounts)
(unaudited)
September 30, December 31,
2003 2002
ASSETS
Current Assets:
Cash and cash equivalents $8,313 $4,359
Accounts receivable 2,196 2,186
Investments, at market value 16,260 14,230
Total current assets 26,769 20,775
Goodwill, net of accumulated amortization
of $640 2,302 2,302
Other assets, net 971 1,043
Total assets $30,042 $24,120
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Accounts payable and accrued liabilities $933 $701
Dividends payable 5,704 108
Compensation and benefits payable 2,295 3,523
Income taxes payable 438 604
Total current liabilities 9,370 4,936
Other liabilities 40 61
Total liabilities 9,410 4,997
Stockholders' Equity:
Common stock, $0.01 par value, authorized
10,000,000 shares, issued 5,538,097 and
outstanding 5,537,744 shares at
September 30, 2003; issued 5,394,522 and
outstanding 5,394,145 shares at
December 31, 2002 55 54
Additional paid-in capital 12,671 9,579
Treasury stock, at cost - 353 shares at
September 30, 2003 and 377 shares at
December 31, 2002 (6) (6)
Unamortized stock compensation (2,599) ---
Notes receivable from stockholders --- (3,598)
Retained earnings 10,511 13,094
Total stockholders' equity 20,632 19,123
Total liabilities and stockholders' equity $30,042 $24,120
Contact:
Westwood Holdings Group, Inc.
Investor Relations
(214) 756-6900
SOURCE Westwood Holdings Group, Inc.
-0- 10/21/2003
/CONTACT: Bill Hardcastle of Westwood Holdings Group, Inc.,
+1-214-756-6383/
/Web site: http://www.westwoodgroup.com /
(WHG)
CO: Westwood Holdings Group, Inc.
ST: Texas
IN: FIN
SU: ERN DIV