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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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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): April 26, 2005
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.)
200 Crescent Court, Suite 1200
Dallas, Texas 75201
(Address of principal executive offices)
(214) 756-6900
(Registrant's telephone number, including area code)
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 (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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ITEM 2.02: 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 2.02, "Results of Operations and Financial Condition," is being reported
under Item 7.01, "Regulation FD Disclosure."
On April 26, 2005, Westwood Holdings Group, Inc. issued a press release entitled
"Westwood Holdings Group, Inc. Reports First Quarter 2005 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.
ITEM 7.01: REGULATION FD DISCLOSURE
Westwood announced today that its Board of Directors has approved the payment of
a quarterly cash dividend of $0.08 per common share, payable on July 1, 2005 to
stockholders of record on June 15, 2005.
ITEM 9.01: FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits: The following exhibit is furnished with this report:
Exhibit Number Description
- ------------- -----------------------------------------------------------
99.1 Press Release dated April 26, 2005, entitled "Westwood
Holdings Group, Inc. Reports First Quarter 2005 Results and
Declares Quarterly Dividend"
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: April 26, 2005
WESTWOOD HOLDINGS GROUP, INC.
By: /s/ Brian O. Casey
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Brian O. Casey,
President and Chief Operating Officer
EXHIBIT INDEX
Exhibit Number Description
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99.1 Press Release dated April 26, 2005, entitled "Westwood
Holdings Group, Inc. Reports First Quarter 2005 Results and
Declares Quarterly Dividend"
Exhibit 99.1
WESTWOOD HOLDINGS GROUP, INC. REPORTS FIRST QUARTER 2005 RESULTS AND DECLARES
QUARTERLY DIVIDEND
DALLAS, April 26 /PRNewswire-FirstCall/ -- Westwood Holdings Group, Inc.
(NYSE: WHG) today reported 2005 first quarter revenues of $5.1 million, net
income of $875,000, and earnings per diluted share of $0.16. This compares to
revenues of $5.0 million, net income of $1.1 million and earnings per diluted
share of $0.21 in the first quarter of 2004.
Total expenses for the 2005 first quarter were $3.7 million compared to $3.2
million for the 2004 first quarter, an increase of approximately $447,000.
Employee compensation and benefits costs increased by approximately $261,000
compared to the 2004 first quarter, primarily due to higher restricted stock
expense as a result of our continued efforts to build the firm for future
growth. Professional services costs increased by approximately $95,000 primarily
as a result of higher professional fees related to Sarbanes-Oxley compliance as
well as higher subadvisory fees due to the engagement in the 2004 second quarter
of a subadvisor for growth portfolios at Westwood Trust as well as increased
assets under management at Westwood Trust. General and administrative costs
increased by approximately $96,000, primarily as a result of higher rent and
depreciation expense due to our relocation to new office space in June 2004.
Assets under management were $4.1 billion as of March 31, 2005, an increase
of 5.2% compared to $3.9 billion on March 31, 2004. Average assets under
management for the first quarter of 2005 were $4.0 billion, an increase of 3.1%
compared with the first quarter of 2004. The increase in period ending assets
under management was principally attributable to market appreciation of assets
under management as well as inflows from new clients, partially offset by the
withdrawal of assets by certain clients.
Westwood also announced today that its Board of Directors has approved the
payment of a quarterly cash dividend of $0.08 per common share, payable on July
1, 2005 to stockholders of record on June 15, 2005.
Susan M. Byrne, Westwood's founder and Chief Executive Officer commented,
"This quarter witnessed continued strong performance by our product teams. We
are especially pleased to have delivered positive rates of return for our
clients in a difficult first quarter for the major financial markets."
Brian O. Casey, Westwood's President and Chief Operating Officer added, "In
the first quarter Westwood Trust continued to gain new customers, which
reinforces our belief that we have developed a compelling offering of excellent,
cost-advantaged products combined with attentive client service. We are also
seeing increased search activity from the institutional marketplace for our
SMidCap Value product and hope to see asset growth in the year ahead."
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 http://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 March 31,
-----------------------------
2005 2004
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REVENUES:
Advisory fees $ 3,191 $ 3,420
Trust fees 1,703 1,452
Other revenues 188 171
Total revenues 5,082 5,043
EXPENSES:
Employee compensation and benefits 2,598 2,337
Sales and marketing 82 100
Information technology 185 172
Professional services 319 224
General and administrative 477 381
Total expenses 3,661 3,214
Income before income taxes 1,421 1,829
Provision for income taxes 546 712
Net income $ 875 $ 1,117
Earnings per share:
Basic $ 0.16 $ 0.21
Diluted $ 0.16 $ 0.21
WESTWOOD HOLDINGS GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
As of March 31, 2005 and December 31, 2004
(in thousands, except par values and share amounts)
(unaudited)
March 31, December 31,
2005 2004
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ASSETS
Current Assets:
Cash and cash equivalents $ 1,542 $ 720
Accounts receivable 2,019 1,832
Investments, at market value 16,845 18,632
Other current assets 364 414
Total current assets 20,770 21,598
Goodwill 2,302 2,302
Deferred income taxes 673 517
Property and equipment, net of
accumulated depreciation of $317 and $250 1,787 1,860
Total assets $ 25,532 $ 26,277
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Accounts payable and accrued liabilities $ 524 $ 629
Dividends payable 460 460
Compensation and benefits payable 764 2,703
Income taxes payable 452 --
Other current liabilities 6 17
Total current liabilities 2,206 3,809
Deferred rent 788 805
Total liabilities 2,994 4,614
Stockholders' Equity:
Common stock, $0.01 par value,
authorized 10,000,000 shares, issued and
outstanding 5,746,897 shares at March 31, 2005;
issued and outstanding 5,754,147 shares at
December 31, 2004 58 58
Additional paid-in capital 16,897 16,962
Unamortized stock compensation (4,296) (4,821)
Retained earnings 9,879 9,464
Total stockholders' equity 22,538 21,663
Total liabilities and stockholders' equity $ 25,532 $ 26,277
CONTACT: Investor Relations
214-756-6900
SOURCE Westwood Holdings Group, Inc.
-0- 04/26/2005
/CONTACT: Bill Hardcastle of Westwood Holdings Group, Inc.,
+1-214-756-6900/
/Web site: http://www.westwoodgroup.com /