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): July 30, 2008
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)
Registrants 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 8.01 | Other Events. |
On July 30, 2008, the Company issued a press release announcing the acquisition of Investigo Corporation. A copy of the press release is attached hereto as Exhibit 99.1.
| Item 9.01. | Financial Statements and Exhibits. |
Exhibits. The following exhibits are filed herewith:
|
Exhibit No. |
Description |
|
| 99.1 | Press release dated July 30, 2008 |
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: July 30, 2008
| BROADRIDGE FINANCIAL SOLUTIONS, INC. | ||
| By: |
/s/ Adam D. Amsterdam |
|
| Name: | Adam D. Amsterdam | |
| Title: |
Vice President, General Counsel and Secretary |
|
Exhibit 99.1
Broadridge Financial Solutions, Inc. Announces Acquisition of Investigo Corporation
Companies share common goal of helping financial services organizations become more competitive, efficient and profitable
Lake Success, NY July 30, 2008 Broadridge Financial Solutions, Inc. (NYSE:BR), a leading global provider of technology-based outsourcing solutions to the financial services industry, today announced that it has successfully completed the acquisition of Investigo Corporation.
The acquisition increases Broadridges commitment to enterprise data management and compliance solutions and complements a number of Broadridge initiatives targeted to support the wealth management strategies of its customers. Technology spending for wealth management is one of the fastest growing expenses in the securities industry. Both Investigos products and technologies can be leveraged to add value to the unique wealth management solutions Broadridge offers its customers.
Investigos solution has proven to be readily scalable and is already making a difference for a number of large financial services firms. They are a strong addition to the Broadridge family, said Richard J. Daly, Chief Executive Officer, Broadridge Financial Solutions. At the same time, the acquisition of Investigo demonstrates our commitment to buy customer-focused organizations that can deliver innovative solutions to our clients, Daly added.
The Investigo Enterprise Solution provides financial services enterprise data consolidation from multiple sources, including clearing houses, custodians and back office systems, into a central repository. It aggregates client account, position and transaction data to create a single structured data repository that provides accurate and reliable information to all applications across the enterprise. These include a number of critical applications available from Investigo as well as proprietary and third-party applications. Investigos data model can be further leveraged to deliver targeted data sets for customer-defined needs.
Investigo is a great fit in our Securities Processing Solutions business. Their technology and deep understanding of its applications will enable us to tailor better and deeper solutions for financial institutions confronting the need to seamlessly combine customer and transaction information from multiple sources to achieve their business, relationship management and compliance strategies, said Charlie Marchesani, President of Broadridge Securities Processing Solutions.
Investigo customers include major financial institutions and their advisors, such as broker-dealers, clearing firms, institutional custodians, money managers and insurance carriers. Investigo aggregates millions of accounts on a daily basis to update a customers data repository.
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Our acquisition by Broadridge will provide Investigos customers with a globally strong business partner with over $2.0 billion in revenues and a 40-plus year track record of providing superb service to financial services organizations of all sizes. Broadridges resources and experience will enable us to support an ambitious schedule of product development while constantly improving the quality and service levels of all of our offerings, said Scott Fergusson, Co-Founder of Investigo.
Mr. Fergusson will become Vice President of Product Management and Development, where he will lead the development of a number of new initiatives. These include further enhancements to the business intelligence value of the data model, automation of direct business with mutual funds and insurance carriers and broader compliance offerings.
Broadridge plans to continue to use Investigos architecture and technology for new service offerings and will continue to support all of Investigos current solutions. It is anticipated that there will be no technology changes or development required by Investigos current customers.
Cantor, Fitzgerald & Co. served as Investigo Corporations financial advisor on this transaction.
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About Broadridge
Broadridge Financial Solutions, Inc., with over $2.0 billion in revenues and more than 40 years of experience, is a leading global provider of technology-based outsourcing solutions to the financial services industry. Our systems and services include investor communication, securities processing, and clearing and outsourcing solutions. We offer advanced, integrated systems and services that are dependable, scalable and cost-efficient. Our systems help reduce the need for clients to make significant capital investments in operations infrastructure, thereby allowing them to increase their focus on core business activities. For more information about Broadridge, please visit www.broadridge.com .
About Investigo
Investigo offers a comprehensive enterprise practice management system to the financial services industry. Their web-based system integrates a broad range of functionsincluding data aggregation, reporting, CRM, regulatory compliance and online document managementsaving users time and money, as well as improving client service. Investigo clients include major financial institutions and their advisors, such as broker/dealers, clearing firms, institutional custodians, money managers and insurance carriers. Investigo aggregates millions of accounts, representing hundreds of billions in assets under management. Please visit www.investigo.net for more information.
Forward-Looking Statements
This press release 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 and which
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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 managements 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, 2007 (the 2007 Annual Report). Any forward-looking statements are qualified in their entirety by reference to the factors discussed in the 2007 Annual Report. These risks include: Broadridges success in retaining and selling additional services to its existing clients and obtaining new clients; the pricing of Broadridges products and services; changes in laws affecting the investor communication services provided by Broadridge; changes in laws regulating registered clearing agencies and broker-dealers; declines in trading volume, market prices, liquidity of securities markets or proprietary trading activity; Broadridges ability to continue to obtain data center services from its former parent company, Automatic Data Processing, Inc. (ADP); Broadridges debt levels and financing costs, including the impact of its credit ratings on such costs; the ability of Broadridge to develop brand recognition and its reputation with its clients and employees following its separation from ADP in March 2007; the incurrence of additional costs attributable to Broadridges operations as a stand-alone public company; changes in technology; 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.
Media Contacts:
Public Relations Firm of Record:
Jennifer Connelly
JC Public Relations, Inc.
(973) 625-1130
jenn@jcpublicrelations.com
Investor Relations:
Marvin Sims
Broadridge Financial Solutions, Inc.
(516) 472-5477
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