UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): February 23, 2010

 

 

BROADRIDGE FINANCIAL SOLUTIONS, INC.

(Exact name of registrant as specified in its charter)

 

 

DELAWARE

(State or other jurisdiction of incorporation)

 

001-33220   33-1151291

(Commission

file number)

 

(I.R.S. Employer

Identification No.)

1981 Marcus Avenue

Lake Success, New York 11042

(Address of principal executive offices)

Registrant’s telephone number, including area code: (516) 472-5400

N/A

(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:

 

¨ 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))

 

 

 

Item 7.01. Regulation FD Disclosure.

On February 23, 2010, Richard J. Daly, Chief Executive Officer of Broadridge Financial Solutions, Inc. (the “Company”), will deliver a presentation at the Credit Suisse 12th Annual Global Services Conference to be held in Phoenix, Arizona. A live webcast of the presentation, as well as the materials used in the presentation, will be available via the Internet at the Company’s Investor Relations home page, www.broadridge-ir.com . The Company’s presentation is scheduled to begin at 1:00 PM MST (3:00 PM ET). The materials to be used in the presentation are attached hereto as Exhibit 99.1.

The information furnished pursuant to Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities under that Section, and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933 or the Exchange Act.

 

Item 9.01. Financial Statements and Exhibits.

Exhibits. The following exhibit is furnished herewith:

 

Exhibit
No.

  

Description

99.1    Broadridge Financial Solutions, Inc. Presentation at the Credit Suisse 12th Annual Global Services Conference

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.

Dated: February 23, 2010

 

BROADRIDGE FINANCIAL SOLUTIONS, INC.
By:  

/s/    A DAM D. A MSTERDAM        

Name:   Adam D. Amsterdam
Title:   Vice President, General Counsel and Secretary
Credit Suisse 12th Annual Global Services
Conference Presentation
Broadridge
Financial Solutions, Inc.
February 2010
Richard J. Daly
Chief Executive Officer
Exhibit 99.1

2
Forward-Looking Statements
This presentation and other written or oral statements made from time to time by representatives of Broadridge may contain “forward-
looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995.  Statements that are not historical in
nature, such as our fiscal year 2010 financial guidance, and which may be identified by the use of words like “expects,” “assumes,”
“projects,” “anticipates,” “estimates,” “we believe,” “could be” and other words of similar meaning, are forward-looking statements. 
These statements are based on management’s expectations and assumptions and are subject to risks and uncertainties that may
cause actual results to differ materially from those expressed.  These risks and uncertainties include those risk factors discussed in
Part I, “Item 1A. Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended June 30, 2009 (the “2009 Annual
Report”), as they may be updated in any future reports filed with the Securities and Exchange Commission.  Any forward-looking
statements are qualified in their entirety by reference to the factors discussed in the 2009 Annual Report.  These risks include: the
success of Broadridge in retaining and selling additional services to its existing clients and in obtaining new clients; the pricing of
Broadridge’s products and services; changes in laws affecting the investor communication services provided by Broadridge; changes
in laws regulating registered securities clearing firms and broker-dealers; declines in trading volume, market prices, or the liquidity of
the securities markets; any material breach of Broadridge security affecting its clients’ customer information; Broadridge’s ability to
continue to obtain data center services from its former parent company, Automatic Data Processing, Inc. (“ADP”); any significant
slowdown or failure of Broadridge’s systems; Broadridge’s failure to keep pace with changes in technology and demands of its
clients; availability of skilled technical employees; the impact of new acquisitions and divestitures; competitive conditions; and overall
market and economic conditions.  Broadridge disclaims any obligation to update any forward-looking statements, whether as a result
of new information, future events or otherwise.
This presentation may include certain non-GAAP (generally accepted accounting principles) financial measures in describing
Broadridge’s performance. Management believes that such non-GAAP measures, when presented in conjunction with comparable
GAAP measures, provide investors with a more complete understanding of Broadridge’s underlying operational results.  These non-
GAAP measures are indicators that management uses to provide additional meaningful comparisons between current results and
prior reported results, and as a basis for planning and forecasting for future periods. These measures should be considered in
addition to and not a substitute for the measures of financial performance prepared in accordance with GAAP. The reconciliations of
such non-GAAP measures to the comparable GAAP figures are included in this presentation. 
Financial information for periods prior to Broadridge’s spin-off from Automatic Data Processing, Inc. (“ADP”) on March 30, 2007
represent financial information of the Brokerage Services Group division of ADP.

3
Use of Material Contained Herein
The information contained in this presentation is being provided
for your
convenience and information only.  This information is accurate as of the date
of its initial presentation.  If you plan to use this information for any purpose,
verification of its continued accuracy is your responsibility.  Broadridge
assumes no duty to update or revise the information contained in
this
presentation.  You may reproduce information contained in this presentation
provided you do not alter, edit, or delete any of the content and provided you
identify the source of the information as Broadridge
Financial Solutions, Inc.,
which owns the copyright.
Broadridge
and the Broadridge
logo are registered trademarks of Broadridge
Financial Solutions, Inc. Ridge is a trademark of Broadridge
Financial
Solutions, Inc.
©
2010 Broadridge
Financial Solutions, Inc.

4
Agenda
Broadridge Overview and Summary
Business Overview
Business Expansion Strategy Overview
Financial Overview
Conclusion

5
Broadridge: Investment Thesis
Generate
very strong and
highly predictable
free cash flows
Strong core Investor
Communications business
which generates over 70% of
annual revenues and earnings
Market leader with high
client retention rates
driven by product innovation
Approximately 80%
in recurring annual revenues
Dependable mid-single-digit
revenue growth business
(5% CAGR since 2002)
Highly experienced
management team
(averaging 14 years)
focused on delivering
shareholder return
Scalable business model
with core business
generating margin expansion
(>16% margins, averaging ~50bps
annual growth last 3 fiscal years)
Averaged over $250M per year
during the last 3 fiscal years
Aim to invest in existing businesses and acquisitions to generate mid to high-
single-digit revenue growth and return excess cash to shareholders

6
Broadridge: Free Cash Flow & Capital Allocation
Note: Free Cash Flow excludes financing activities in the Clearing and Outsourcing Solutions segment
Dividends
• Doubled annual dividend
from $0.28 to $0.56 per
share for FY10, or
approximately 35% payout
of FY09 GAAP net earnings
Stock
Repurchases
• Authorized repurchase of
up to 10 million shares, or
approximately 7% of the
shares outstanding
Acquisitions
• Strategic acquisitions to
leverage the Broadridge
brand and distribution
channels
Strong predictable free cash flow allows for flexible capital allocation options
FY06
FY07
FY08
FY09
FY10
Free
Cash
Flow
(1)
($ in millions)
(Non-GAAP)
High: $270
Low: $235
$252
Forecast
$290
$251
$248
(1) Free cash flow is a Non-GAAP financial measure and is defined as net cash flow provided by operating activities excluding Ridge Clearing financing activities, less capital
expenditures and intangibles. A reconciliation to the nearest GAAP numbers are provided in the Appendix.

7
Broadridge
Mission
Partner with
Financial Institutions
to:
Reduce
Risk & Cost
Increase
Performance
•
Enable the financial services
industry to achieve higher levels
of performance by allowing firms
to focus on their core business
•
Help clients manage their
regulatory compliance risk by
improving
clients’
processing,
communication accuracy and
data security
•
Deliver cost savings to financial
institutions through outsourcing
their non-differentiating back-
office processes
•
Develop long lasting relationships
with world class companies built
on mutual success
Our
Mission
is
To
Reduce
Clients’
Risk
While
Lowering
Their
Total
Cost
of
Ownership

8
Individual (Retail) and Institutional
Clients
Broker-Dealers, Banks, Mutual Funds, Corporate Issuers
Integrated Solutions Spanning
the Investment Lifecycle
Investment
Decision
(Pre-Trade)
Trade Processing
&
Books and Records
Asset
Servicing
(Post-Trade)
New Accounts
Welcome Kits
Proxy
Fulfillment
Archival
Confirms
Across the
investment
lifecycle...
...By partnering
with the world’s
leading financial
institutions...
...And delivering
broad and
innovative
global solutions
Investor Communications
Proxy management, corporate governance, and stockholder communications
Securities Processing
Global trade processing for equities, options,
mutual funds, and fixed income securities
and operations outsourcing solutions
Processing
Reporting
Statements
...Broadridge
touches
investors...

9
Resilient and Predictable Business Model
Business is resilient and largely independent of the stock market being at its highs or
lows……….predictable revenue stream drives predictable free cash flow
Shareholder Positions
Images and Pieces
Processed
Revenue Drivers
A  Market Leader
with
High Retention Rates
Recurring Revenue
Complex Proprietary 
Processing Platforms
High Client Satisfaction
and Highly Engaged
Associates
Investor Communication
Solutions
Securities Processing
Solutions
Indispensable Provider for
Mission Critical Processing
Processing Fees
(Trades Per Day)
# of Accounts
Recurring
Revenue
(~80%)
Event-
Driven
Revenue
(~20%)

10
Business is Resilient in Changing
Markets
Our revenue growth has been resilient through various economic and
market cycles
$1,000
$1,200
$1,400
$1,600
$1,800
$2,000
$2,200
7,000
8,000
9,000
10,000
11,000
12,000
13,000
14,000
FY01
FY02
FY03
FY04
FY05
FY06
FY07
FY08
FY09
Dow Jones Industrial Average
Broadridge
Total Revenues
Stock Market
Rebounds
Decimalization
of Trades
Internet Bubble
Impact
Financial
Crisis
Note:
Fiscal
year
is
based
on
June
30
th
year
end

11
Revenue Growth Drivers
Average historical growth of 5%, which included two severe
down market cycles
(1)
In high growth economic cycles revenue growth averages 10-
12% and flat to negative 3% in severe down markets
Historical sales growth component consistent in all market
cycles
ICS sales expected to be driven by market share gains in
transaction reporting and registered proxy
SPS sales expected to be driven by our unique Operations
Outsourcing offering
ICS internal growth is driven by stock record growth for equities
and mutual funds and SPS is driven by trades per day (TPD),
which is somewhat offset by price concessions
Event-driven revenue activity declines in severe down markets
and rebounds to new highs in robust markets. 
Last trough to peak cycle had 20% CAGR (FY03-FY07)
Mutual Fund Proxy is the most volatile component of event-
driven revenue activity
FY02 -
FY09 (%)
Average Revenue
Growth From:
+
Acquisitions
1%
= Total
Revenue
Growth
5%
= Net
New
Business
1%
+ Internal
Growth
(2)
2%
+ Event-Driven
1%
Sales
4%
-
Losses
(3%)
Low
double-digit
revenue
growth
in
robust
markets
and
flat
to
slightly
negative
growth
in
severe
down markets.  Historically, growth from Sales is consistent in all markets cycles.
(1) Average annual growth rate over 7 years, which contemplates up and down economic cycles
(2) Internal growth represents “same client” additional market driven growth

12
(1) Financial guidance provided  in Broadridge’s  February 4,  2010  earnings release
Business Expansion Focus
Closed
Sales
Long-Term
Growth
Challenges
Broadridge
is well-positioned and on the high ground as a result of our recurring
revenue
base, great value propositions, new initiatives, free cash flow and solid balance sheet
• Strong and growing pipeline with large
opportunities in all segments
• Winning a meaningful percentage of
each year’s market-driven sales activity
• Growth in recurring closed sales >30%
in FY09, representing the second
consecutive year of record sales
• Leverage our core capabilities and
unique communications network
• Investments in the business have
started to introduce new and exciting
opportunities
• Meaningful growth opportunities in the
mutual fund area via data hub strategy
• Accelerating Operations Outsourcing by
leveraging our unique multi-tier
capabilities
• SPS business, despite retaining its market
leadership position, faces challenges of
price compression and how to monetize its
unique opportunities for growth
• Overcoming conversion decision hurdles
for large clients and industry consolidation
$77
$88
$63
$82
$109
$23
$37
$49
$63
$43
FY05
FY06
FY07
FY08
FY09
FY10
Closed Sales
(Fee Only $ in millions)
Recurring (RC)
Event Driven (ED)
$100
$145
$125
$112
CAGR = 11%
ED = 17%
RC = 9%
High: $205
Low: $185
$152
Forecast ( 1)

13
(1) Based on financial guidance provided during Broadridge’s February 4, 2010 earnings release  call.  Segment financials  do not include FX  and other corporate  expense
(2) Percentages represent revenue contribution within each reporting segment
(3) Based on SIFMA’s 2007-2008 Annual Yearbook’s top member firm list ranked  by capital. This top 10 list does not include the impact of the Lehman  Brothers 
(declared bankruptcy), Merrill  Lynch (acquired by Bank of America)  and Bear Stearns (acquired by JP Morgan)  transactions,  all of  which  occurred in 2008
This is Broadridge
• We are a market leader in processing and
distributing shareholder communications, and
provider of choice for mission-critical
securities processing solutions
• Over 40 years of experience and a solid
customer base with long standing
relationships
• Our core business is resilient and largely
independent of the stock market being at its
highs or lows
• Strong and predictable Free Cash Flow of
~$250M in each of the last 3 fiscal years
FY10 Forecast Segment Revenues
(1)
FY10 Forecast Segment Margins
Investor
Communications
$1,698-1,737M
(76%)
Securities
Processing
$536-549M
(24%)
Investor
Communications
Margin  16.9-17.8%
Securities
Processing
Margin  16.6-17.9%
Outsourcing
Innovative industry service provider of
outsourcing of critical  back-office labor
functions that are integrated with our
processing technology platform:
Operations Outsourcing offering -
growth
opportunity to expand existing relationships
and add new clients
Outsourcing
(~5%)
Investor Communications
(2)
Securities Processing
Leading global back-office processing service
bureau, as 8 of top 10 U.S. broker-dealers use
equity and fixed income components of our
technology
processing
platform
(3)
:
Hosted
applications
for
self-
clearing
firms
using
Broadridge’s
service
bureau for:
• Equity (~80%)
• Fixed Income (~15%)
World’s largest processor and provider of investor
communications with over one billion communications
processed annually:
Primary
business
unit
is
a
clear
market
leader
with
over
70%
of
Broadridge
revenues
and
pre-tax
earnings
Proxy
communications and vote processing and
interim
communications
(~65%)
Transaction
reporting
and
fulfillment
services (~30%)
Other
(~5%)
Securities Processing
(2)
Only service provider offering service bureau and operations outsourcing on a
single multi-entity and multi-currency platform

14
(1)
Represents Broadridge’s estimated total number of brokerage firms and banks in the U.S. and international markets
(2)
Represents Broadridge’s estimated total number of positions managed by U.S. brokers and banks
(3)
Represents Broadridge’s estimated total number of corporate issuers in the U.S.
(4)
Represents total number of Fund Sponsors in the U.S. who manage over 16,000 funds including Mutual Funds, Closed-end Funds, ETFs and UITs, 
        according to the Investment Company Institute’s 2009 Investment Company Year Book 
ICS Unique Business Systems Processing Model
Proxy
and
Interim
processing
system
is
the
“plumbing”
supporting
the
voting
process for corporate governance 
PROXY & INTERIMS PROCESSING OVERVIEW
"THE PLUMBING"
Broker/Bank 1
Issuer 1 / Fund 1
Broker/Bank 2
Issuer 2 / Fund 2
Broker/Bank 3
Issuer 3 / Fund 3
Broker/Bank 4
Issuer 4 / Fund 4
Broker/Bank 5
Issuer 5 / Fund 5
Broker/Bank 6
Issuer 6 / Fund 6
Broker/Bank 7
Issuer 7 / Fund 7
Broker/Bank 8
Issuer 8 / Fund 8
Broker/Bank 9
Issuer 9 / Fund 9
Brokers/Banks
800+
(1)
Issuers 10,000+
(3)    
Funds 700+
(4)
ANNUAL CORPORATE ISSUER AND MUTUAL FUND EVENTS
Approximately 12,000 Events Per Year
(Annual Corporate Issuer Shareholder Meetings and Mutual Fund Proxy Meetings)
Proxy Distribution
Over 40% of
accounts
require
special
processing
Vote Processing
Managing
350M 
active
positions
(2)
Majority of
all shares
are held in
street
-
side
Shareholder
Preferences
Database
Shareholder
Consent
Database
Equity and Mutual Fund Shareholders
Broadridge
manages
>1,500
Corporate
Issuers
Broadridge
processes on
average 70%
of U.S. shares
outstanding
Electronic or
Physical Vote Return
Data Hub and Platform
Electronic or
Physical Delivery
Registered Processing
> 50% of Hard Copy
Mailings Eliminated
via E
-
Delivery and
Suppressions
85% of Shares Voted
Electronically
BROADRIDGE
Proxy Processing System
Over 8 million lines of code and approximately 500,000 function points
Supported by 150+ dedicated programmers
Street
-
side
Processing

15
Distribution 
$757M (49%)
Other
$46M (3%)
Fulfillment 
$110M (7%)
Transaction
Reporting
$132M (9%)
Interims
$136M (9%)
Proxy 
$350M (23%)
ICS FY09 Product Revenues
ICS Product and Client Revenue Overview:
We have a strong and diverse product
offering…
ICS is highly resilient due to our deep customer relationships with our
Bank/Broker-Dealer clients
Primarily
Postage
Increase in electronic
distribution reduces postage
revenue and increases profits
Bank/Broker-
Dealer
$1,383M
(90%)
Mutual Fund
$96M (6%)
Corporate
Issuer
$52M (4%)
ICS FY09 Client Revenues
…and we have deep and longstanding
client relationships

16
ICS Market Share Overview by Products and Markets
Product depth and relationships with Bank/Broker-Dealers provide high client
retention with large potential upside
We have deep penetration in our core business and clients, yet
large potential to grow market share
(1)
(2) Includes fee and distribution revenues
CLIENTS
FY09  
$M
(2)
Market
Share
Bank/Broker-Dealer
1,383
$   
Mutual Fund
96
Corporate Issuer
52
TOTAL
1,531
$   
(1) All market share information is based on management’s estimates and is part of much larger market. No attempt has been made to size such
market
PRODUCTS
FY09  
$M
(2)
Market
Share
Proxy
580
$      
Interims
394
Transaction Reporting
299
Fulfillment: Post-Sale
147
Fulfillment: Pre-Sale
47
Data Management/Other
63
TOTAL
1,531
$   
Market Share
Low-to-High Penetration

17
Securities Processing
& Outsourcing
–
Target Market Landscape
How Firms Clear Trades
Fully-Disclosed Broker/Dealer Firms
(Firms that clear their trades through another B/D firm that then clears through DTC)
Self-Clearing Broker-Dealer Firms
(Firms that clear trades directly through the DTC)
Trade Clearing Method #1
Traditional B/D Firms
• Primarily clear trades for accounts
that their firm manages
(e.g., Bank of America)
Clearing B/D Firms
• Primary business is clearing trades
for other B/D firms
(e.g., Penson/Pershing/Fidelity)
Firms that need the balance sheet of
another firm to operate and clear
(Small
–
Medium
Firms)
Firms that have the capital to be self-
clearing, but need the technology and
people expertise of another firm
(Medium
–
Large
Firms)
Type of Self-Clearing Firms
Firm Type #1
Firm Type #2
Trade Clearing Method #2

18
Broadridge
-
Revenue
Summary
for
Penson
Transaction
We expect the Outsourcing business to be at scale at the completion of the Penson
conversion
Outsourcing Revenue
Related to client contracts sold
~$35-40M
Broadridge
Clearing & Outsourcing
After Penson
Transaction
Penson
Existing
Outsourcing Revenue
~$25M
Acquired Revenue -
~ $75M
100+ Correspondents
Total Revenues Before Penson
~100M
Total Revenues After Penson
~$90-100M
Broadridge
Clearing & Outsourcing
Before Penson
Transaction
BR Sells clearing
client contracts
New
Outsourcing Revenue
~$30-35M
Clearing Related Revenue
~ $75M
Outsourcing processing services for
Acquired Client Contracts
Outsourcing processing services for
Existing Penson
Clients
Existing
Outsourcing Revenue
~$25M
Signs 10-Year
Outsourcing Contract
12-18 month
conversion
Starts at deal
closing

19
(1) Based on SIFMA’s 2007-2008 Annual Yearbook ranked by capital. This top 10 list included Lehman Brothers
      (declared bankruptcy), Merrill Lynch (acquired by Bank of America), and Bear Stearns (acquired by JP Morgan). 
     All transactions mentioned occurred during 2008
(2) All market share information is based on management’s  2008 estimates and is part of much larger market. No attempt 
     has been made to size such market
SPS FY09 Product Revenues
High client retention rates (>95%)
with growth opportunity coming
from firms that perform processing
in-house
•
BR market share represents
51% of firms that outsource
back-office processing
•
In-house processing firms
account for 40% of industry
total trade volume
•
In-house processing firms are
comprised of small to large
brokerage firms
Fixed-Income platform is the
industry standard
•
BR processes for 10 of the 18
primary dealers of fixed income
•
BR’s clients account for
approximately 66% of the Fixed-
Income trading volume
•
BR processes on average
approximately $3.5 trillion in
trades daily
BR is the only provider of Operations
Outsourcing  for self-clearing firms
•
$1 Billion market potential is
based on U.S. self-clearing and
fully-disclosed firms
•
Revenue target of ~$90-100M
upon completion of the Penson
conversion in FY12
Securities Processing
Market Share Overview (2)
M
A
R
K
E
T
S
H
A
R
E
Broadridge
is the platform of choice for
firms outsourcing their securities processing 
Equity Processing
by # of Firms
(191 total)
Fixed Income
Annual trade volume
(226M)
Broadridge
53 (28%)
Competitors
51 (27%)
In-house
87 (45%)
Broadridge
150M (66%)
Competitors
2M (1%)
In-house
74M (33%)
Equity
(~81%)
Transactions, $260M
Non-transactions, $192M
Fixed Income
(~14%)
Transactions, $52M
Non-transactions, $29M
Outsourcing
(~5%)
$25M
We service 8 of the top 10 largest financial institutions
with
a
strong
potential
to
increase
market
share
(1)
Broadridge
$25M (2%)
Untapped
Market
~$1 Billion
(98%)
Outsourcing
Market
(~$1 Billion total)

20
Securities Processing Solutions Top 15 Clients
Broadridge
has faired well
during the recent industry
consolidations and financial
crisis
The top 15 SPS clients generate
approximately 70% of the SPS
segment’s revenues
11 of 15 top clients have multi-
years remaining under their
existing agreements; contract 
extensions for additional clients
are in progress
Closed contract with Barclays to
handle new trade volume as
result of Lehman purchase and
executed direct contract with
Neuberger Berman for
processing
Closed contract with JP Morgan
for Bear Stearns fixed income
processing
Bank of America/Merrill Lynch
transaction resulted in loss of
equity processing business and
win of fixed income processing
business
SPS client relationships are stable in volatile market
Alliance Bernstein
Bank of America/Merrill Lynch*
Barclays Capital Services
BMO Nesbitt Burns
BNP Paribas
CIBC World Markets
Deutsche Bank
E*Trade Group
Edward Jones
HSBC Securities
J.P. Morgan Chase
Jefferies & Company
Royal Bank of Canada
Scotia Capital
UBS Securities
Note: The above schedule is an alphabetical listing of the top 15 SPS clients based on FY09 revenues
* Bank of America/Merrill Lynch includes loss of equity processing business as previously disclosed 
Equity Processing
Fixed
Income
Processing
Retail
Institutional
Top
Clients

21
Business Expansion Strategy
Focused on core processing and communication businesses and making
investments in business that leverage these strong industry positions
Offer New
Solutions
Leverage
Industry
Position
Margin
Improvement
Foundation
Five Pillars
•
Improve world class
service scores for
every product every
year
•
Zero losses to
competition
•
Be “indispensable”
•
Increase total
sales year-over-
year
•
Increase existing
client penetration
•
Value
propositions with
“teeth”
•
Improve margins in all
products every year
Data center
Leverage
technology
Smart/Off-shoring
Strict financial
controls
Challenge the status
quo
•
Create (build or buy)
unique solutions enabled
by our heritage
Global outsourcing
Electronic delivery
solutions
Global proxy
Mutual Funds
Global Processing
Expansion
CULTURE
Trusting / Engaging / Accountable / Client-Centric / Committed / Caring / Passionate/ Ethical
“A Great Place to Work”
Vision
Be Indispensable!
We enable the financial services industry
to
achieve
superior
levels
of
performance
through
our
passion
to
deliver
extraordinary
value to our clients, shareholders, and associates
Accelerate
Sales
•
More than 2 dozen new
products introduced since
spin-off
Virtual Shareholder
meeting
The Investor Network/
Shareholder Forum
Know-On-Pay
12b-1/ 22c-2 reporting
Compliance
Client On-boarding
Data aggregation/
analytics
Client
Retention
Successful execution of strategy is expected to accelerate average revenue growth forecast from
mid-single digits to high single-digits

22
(1)
The comparison between the results of operations for fiscal 2006 and prior periods is affected by the impact of our adoption of SFAS No.123R effective July 1, 2005.   See the Selected
Financial Data table in our 2009 Annual Report on Form 10-K for additional information
(2)
Earnings before provision for interest and income taxes, as adjusted, is a Non-GAAP financial measure. In fiscal 2009, it excludes a one-time gain of $8.4 million on purchase of senior
notes. In fiscal 2008 and fiscal 2007, it excludes $13.7 million and $14.0 million, respectively, of one-time transition expenses.  We believe that this measure is useful to
investors because it excludes the impact of certain transactions or events that we expect to occur infrequently in order to provide  meaningful comparisons  between current results
and previously reported results.  Management, therefore, believes such Non-GAAP measure provides a useful means for evaluating Broadridge's  comparative operating performance
      Note: Historical financials have not been adjusted for the pending disposition of the clearing services business
$352
$371
$347
$304
$275
FY09
FY08
FY07
FY06
FY05
Earnings Before Interest andTaxes
as adjusted
(1)(2)
($ in Millions)
`
$1,726
$1,724
$1,651
$1,565
$1,393
$423
$483
$487
$368
$324
FY09
FY08
FY07
FY06
FY05
($ in Millions)
Financial Performance is Driven by Recurring Revenues
Recurring Revenues:
81%                 81%                77%               78%                80%
Margins:
16.0%              15.7%              16.2%             16.8% 
16.4%         
$1,717
$2,149
Recurring
EventDriven )
Net Revenues

23
Financial Guidance
$
in
millions
( except
EPS
)
Actual
Forecast
(1)
FY09
FY10
Net Revenues
$2,073
$2,211 -
$2,268
% growth
-3%
7% to 9%
Earning Before Interest & Taxes (Non-GAAP)
$352
(2)
$341 -
$363
(3)
% margin
17.0%
15.4% to 16.0%
Earning Before Interest & Taxes (GAAP)
$361
$309 -
$331
% margin
17.4%
14.0% to 14.6%
Diluted EPS  (Non-GAAP)
$1.51
(4)
$1.50 -
$1.60
(5)
% growth
6%
-1% to 6%
Diluted EPS from Continuing operations  (GAAP)
$1.58
$1.56 -
$1.66
Diluted EPS  (GAAP)
$1.58
$1.40 -
$1.50
Free Cash Flow  (Non-GAAP)
(6)
$252
$235 -
$270
(1)
Financial guidance provided in Broadridge’s February 4, 2010 earnings release
(2)
Non-GAAP Fiscal Year 2009 EBIT excludes one-time gain of  $8 million from purchase of senior notes 
(3)
Non-GAAP Fiscal Year 2010 EBIT guidance excludes one-time item of  $32 million loss from Penson transaction
(4)
Non-GAAP Fiscal Year 2009 EPS excludes one-time gain of  $0.04 from purchase of senior notes and $0.03 per share from the state tax credit true-up benefit for prior fiscal year
(5)
Non-GAAP Fiscal Year 2010 EPS guidance excludes one-time item of  $0.16 per share loss from Penson transaction offset by a foreign tax credit of $0.06 per share
(6)
Free cash flow is a Non-GAAP financial measure and is defined as net cash flow provided by operating activities excluding Ridge Clearing financing activities less capital
expenditures and intangibles.  A reconciliation to the nearest GAAP numbers are provided in the Appendix

24
Focused on Capital Stewardship and Long-Term Shareholder Value
Cash Level on
Balance Sheet
•
We expect to keep approximately $100M of cash on hand
Strong Predictable
FCF Allows for
Flexible Capital
Allocation
Options
•
Investing for organic growth
•
Tuck-in acquisitions to sustain organic growth expand product offering
•
Continue to grow dividend payout
•
Pursue stock repurchases to offset any dilution from equity compensation plan
and opportunistic repurchases versus scheduled steady repurchases
Manage to a
Debt to EBITDA
Ratio 1:1
Debt
•
Maintain
investment
grade
rating
with
rating
agencies
as
this
is
important
to
our
large clients and prospects
Mid-single-digit
organic revenue
growth
•
Capitalize on fundamentals driving long-term market growth
•
Invest in and drive new sales of existing solutions
•
Rollout new solutions to enable client efficiencies and facilitate client growth
•
Capture the global securities processing opportunity
Improve Margins
•
Initiatives to sustain and drive continued efficiencies and enhance our scalability
Aim to invest through existing businesses and acquisitions to generate mid to high
single-digit revenue growth and return excess cash to shareholders

25
Summary
Broadridge is a dependable mid-single-digit revenue grower
with a scalable business model providing opportunity for margin
expansion
We expect to continue to invest in our existing businesses and
execute strategic acquisitions to generate mid to high single-
digit average revenue growth
We expect to generate strong free cash flows and aim to return
cash to shareholders through dividends, repurchasing shares to
offset dilution and to opportunistically repurchase shares

26
Appendix
Appendix

27
Continuing & Discontinued Operations
"Evolution
of
the
Penson
Deal"
FY'09 Actual results to Continuing Operations GAAP
FY'09
GAAP
Continuing
Operations
to
Fully
Converted
Penson
Phases
1
&
2
(1)
(2)
(3)
(4)
(5)
(6)
(7)
Pre-Penson
Transaction
-
Discontinued Operations
=
Continuing Operations
+
Penson
Phase 1
=
FY10 Proforma
+
Penson
Phase 2
=
FY12 Proforma
(FY09 Reported)
(FY09 GAAP)
(A)
(Subtotal)
Converting FY11
Q3 or Q4
(B)
Revenue
$100M
-
=
$25M
+
$40M
=
$65M
+
$25M -
$35M
=
$90M-$100M
($75M Clearing Related)
$75M Contracts Sold to Penson
(Existing Outsourcing)
($25M Existing Outsourcing)
($25M Existing Outsourcing)
($40M PensonPhase #1)
Expense
$110M
-
$75M Allocated Expenses
=
$35M
$35M
Note:
$25M
Expenses eliminated
$50M
Remaining expenses
$50M 
$50M
to be re-allocated
once Penson
live
$75M
$35M
+
$50M
=
$85M
+
$15M
=
$100M
Operating Losses
($10M)
-
$0M
=
($10M)
+
($10M)
=
($20M)
+
$10M-$20M
=
($10M) -to-
$0M
FY10 Continuing Operations (GAAP)
(Assumes Midpoint of Guidance Range)
{
}
Revenue
$35M
Revenue
$25M in existing outsourcing
Expense
$50M
+3 months in FY10 related to $40M
Penson
transaction -
Phase 1
EBIT
($15M)
(or $10M)
(A)
(B) - Phase 2 is related to outsourcing services to support the existing Penson clients once converted onto the Broadridge processing platform.
Note: $
amounts have been rounded for illustrative purposes only
- Phase 1 is related to outsourcing services to support the client contracts acquired by Penson from Broadridge.

28
Securities Processin g
Self-Clearing with
Service Bureau
Outsourcing
Self-Clearing with Ops.
Outsourcing & Service
Bureau
Broadridge’s
Simplified Securities Processing Model
Clearing
Fully-Disclosed Clearing
Financing
Activities and
Compliance
Technology &
Data Center
Operational
Infrastructure
Client
Responsibility
Client
Responsibility
Client
Responsibility
Provided by
Broadridge
Provided by
Broadridge
Provided by
Broadridge
Provided by
Clearing Firm
(Previously provided by Ridge)
Target
Large
Broker-Dealer Firms
Large ~ Medium
Broker-Dealer Firms
Medium ~ Small
Broker-Dealer Firms
Outsourced to
Broadridge
(Previously provided by Ridge)
Outsourced to
Broadridge
(Previously provided by Ridge)
Third Party
Clearing
Clients
Outsourcing business has high growth potential and our simplified processing model
continues to allow us to serve the entire investment process

29
Free Cash Flow (Non-GAAP) –
YTD and FY10 Forecast
(In millions)
Low
High
Free Cash Flow
(Non-GAAP)
:
Net earnings from continuing operations (GAAP)
78
$                  
216
$            
230
$            
Depreciation and amortization (includes other LT assets)
28
60
62
Stock-based compensation expense
13
31
33
Other
(19)
(5)
(5)
Subtotal
100
302
320
Working capital changes
14
(12)
(8)
Long-term assets & liabilities changes
5
-
3
Net cash flow provided by continuing operating activities
119
290
315
Cash Flows From Investing Activities
Capital expenditures & purchase of intangibles
(14)
(55)
(45)
Free cash flow
105
$                
235
$            
270
$            
Acquisitions
(6)
(6)
(6)
Freed-up Clearing capital (b)
3
180
250
Long-term debt repayment
-
-
-
Dividends paid
(29)
(67)
(67)
Other
5
6
6
Stock repurchases net of options proceeds
(104)
(104)
(104)
Net change in cash and cash equivalents
(26)
244
349
Cash and cash equivalents, at the beginning of year
173
173
173
Cash and cash equivalents, at the end of period
147
$                
417
$            
522
$            
(a) Guidance does not include effect of any future acquisitions,
additional debt or share repurchases
(b) Assumes second half FY10 closing of Penson
transaction
December 2009
Six Months Ended
FY10 Range
(a)
Free Cash Flow
$235-270M
Cash Flows From Other Investing and Financing Activities

30
Historical Free Cash Flow Non-GAAP to GAAP Reconciliation
Reconciliation of Non-GAAP to GAAP Measures
Free Cash Flow
($ in millions)
(Unaudited)
FY06
FY07
FY08
FY09
Actual
Actual
Actual
Actual
Net cash flow provided by operating activities (GAAP)
426
$            
161
$            
482
$            
359
$            
Securities clearing activities
(a)
159
(128)
146
77
Net cash flow provided by operating activities, excluding
securities clearing activities
267
289
336
282
Capital expenditures & Intangibles
(41)
(38)
(46)
(30)
Discontinued Operations
(b)
22
-
-
-
Free cash flow
(b)
248
$            
251
$            
290
$            
252
$            
(a) Cash and securities segregated for regulatory purposes, securities deposited with clearing organizations and securities receivables and securities payable
(b) FY06 excludes loss from discontinued operations of $14M, net
of income taxes and include proceeds from sale of businessess
of $8M

31
Broadridge
FY10 Guidance from Continuing Operations
Revenue
($ in millions)
EBIT
FY09
FY10 Range
FY09
FY10 Range
Actual
Low
High
Actual
Low
High
$1,531
$1,698
$1,737
ICS
$249
$287
$309
-3%
11%
13%
Growth %  /  Margin % 
16.3%
16.9%
17.8%
$559
$536
$549
SPS
$134
$89
$98
5%
-4%
-2%
Growth %  /  Margin % 
23.9%
16.6%
17.9%
$2,090
$2,234
$2,286
Total Segments
$383
$376
$407
-1%
7%
9%
Growth %  /  Margin % 
18.3%
16.8%
17.8%
$1
$2
$2
Other
($29)
($25)
($37)
($18)
($25)
($20)
FX *
($2)
($10)
($7)
$2,073
$2,211
$2,268
Total Broadridge
EBIT (Non-GAAP)
$352
$341
$363
-3%
7%
9%
Growth %  /  Margin % 
17.0%
15.4%
16.0%
Interest & Other
($6)
($11)
($10)
Closed Sales Range
Total EBT (GAAP)
$346
$330
$353
Low
High
Margin %
16.7%
14.9%
15.6%
ICS
$135
$145
SPS
$50
$60
Income Taxes
($123)
($114)
($122)
Total
$185
$205
Tax Rate
35.5%
34.6%
34.7%
Total Net Earnings
$223
$216
$230
Margin %
10.8%
9.8%
10.2%
Diluted Shares
142
139
139
Diluted EPS (GAAP)
$1.58
$1.56
$1.66
Diluted EPS before 1-Times (Non-GAAP)
$1.51
$1.50
$1.60
EPS Reconciliation
Low
High
Diluted EPS (GAAP)
$1.40
$1.50
Discontinued Operations Diluted EPS (GAAP)
$0.16
$0.16
Diluted EPS from continuing operations (GAAP)
$1.56
$1.66
Tax Restructuring
($0.06)
($0.06)
Diluted EPS before 1-Times (Non-GAAP)
$1.50
$1.60
* Includes impact of FX P&L Margin and FX Transaction Activity.

32
Closed Sales-To-Revenue Overview
General Conversion Time Frames
Closed Sales-to-Revenue Conversion
General Time Frames
Investor Communication Solutions
Registered Mutual Fund Sales
1 to 6 Months
Registered Equity Sales
Issuer's Next Annual Meeting
Transaction Reporting
and Fulfillment Sales
3 to 9 Months
Global Proxy Sales
1 to 6 Months
Securities Processing Solutions
Small Broker-Dealer Firms
3 to 6 Months
Mid-sized Broker-Dealer Firms
6 to 9 Months
Large Broker-Dealer Firms
9 to18+ Months
Outsourcing
Mid-sized Broker-Dealer Firms
6 to 9 Months
Large Broker-Dealer Firms
9 to18+ Months
(1) Transaction Reporting sales are comprised primarily of production of statements and confirms
Segment Sales Categories
(1)

33
Broadridge
ICS Key Statistics
RC= Recurring
ED= Event-Driven
FY07
FY08
FY09
Type
Fee Revenues
(1)
Proxy
Equities
227.0
$   
256.0
$   
268.4
$   
RC
Stock Record Position Growth
0%
2%
-2%
Pieces
289.9
297.8
288.0
Mutual Funds
78.8
$    
92.1
$    
55.0
$    
ED
Pieces
127.3
176.6
73.5
Contests/Specials
28.5
$    
19.7
$    
26.9
$    
ED
Pieces
31.9
21.2
30.8
Total Proxy
334.3
$   
367.8
$   
350.3
$   
Total Pieces
449.1
495.6
392.3
Notice and Access Opt-in %
NA
28%
50%
Suppression %
44%
49%
50%
Interims
Mutual Funds (Annual/Semi-Annual Reports/Annual Prospectuses)
69.7
$    
73.9
$    
78.1
$    
RC
Position Growth
9%
9%
4%
Pieces
366.3
401.1
440.5
Mutual Funds (Supplemental Prospectuses) & Other
51.2
$    
48.9
$    
58.0
$    
ED
Pieces
332.8
301.3
349.6
Total  Interims
120.9
$   
122.8
$   
136.1
$   
Total Pieces
699.1
702.4
790.1
Transaction
Transaction Reporting
129.6
$   
124.7
$   
132.0
$   
RC
Reporting
Fulfillment
Post-Sale Fulfillment
59.9
$    
70.4
$    
72.9
$    
RC
Pre-Sale Fulfillment
37.4
$    
37.5
$    
36.6
$    
ED
Total Fulfillment
97.3
$    
107.9
$   
109.5
$   
Other
Other
(2)
49.9
$    
44.2
$    
46.3
$    
ED
Communications
Total Fee Revenues
732.0
$   
767.4
$   
774.2
$   
Total Distribution Revenues
820.2
$   
807.8
$   
756.8
$   
Total Revenues (Non-GAAP)
1,552.2
$
1,575.2
$
1,531.0
$
Transfer price adjustment
2.0
-
-
Total Revenues (GAAP)
1,554.2
$
1,575.2
$
1,531.0
$
Total RC Fees
486.3
$   
525.0
$   
551.4
$   
Total ED Fees
245.7
$   
242.4
$   
222.8
$   
(2) Other includes pieces of 18.6M for FY07, 12.6M for FY08 and 14.4M for FY09 primarily related to corporate actions
(1) These items represent fee revenues only and exclude distribution revenues which are set out separately.  The historical numbers have been adjusted to
exclude distribution revenues

34
Broadridge
SPS Key Statistics
RC= Recurring
ED= Event-Driven
FY07
FY08
FY09
Type
Equity
Transaction-Based
Equity Trades
262.9
$
261.5
$
260.4
$
RC
Trade Volume (Average Trades per Day in '000)
1,454
1,559
1,648
Non-Transaction
Other Equity Services
172.9
$
177.2
$
191.7
$
RC
Total Equity
435.8
$
438.7
$
452.1
$
Fixed Income
Transaction-Based
Fixed Income Trades
45.2
$  
51.1
$ 
52.3
$ 
RC
Trade Volume (Average Trades per Day in '000)
195
237
294
Non-Transaction
Other Fixed Income Services
22.9
$  
24.6
$ 
29.4
$ 
RC
Total Fixed Income
68.1
$  
75.7
$ 
81.7
$ 
Total Revenues (Non-GAAP)
503.9
$
514.4
$
533.8
$
Transfer price adjustment
6.0
-
-
Total Revenues (GAAP)
509.9
$
514.4
$
533.8
$
Outsourcing
Outsourcing
23.5
$  
19.1
$ 
25.1
$ 
RC
# of Clients
4
5
6
Combined Revenues with Outsourcing (Non-GAAP)
533.4
$
533.5
$
558.9
$
(1) As of 1Q09, Equity Trade volume adjusted to exclude trades processed under fixed priced contracts.  Management believes excluding this
trade volume presents a stronger correlation between trade volume and Equity Trade revenue
(2) As
of
2Q09,
Equity
Trade
volume
excluded
trades
per
day
for
Lehman
Brothers,
Inc.
to
reflect
the
loss
of
the
Lehman
business
and
to
provide a better historical comparison
(1)(2)

35
Broadridge
ICS Definitions