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Jefferies Announces Second Quarter 2025 Financial Results

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NEW YORK--(BUSINESS WIRE)-- Jefferies Financial Group Inc. (NYSE: JEF):

Q2 Financial Highlights

$ in thousands, except per share amounts

Quarter End

Ìý

Year-to-Date

Ìý

Ìý

2Q25

Ìý

Ìý

Ìý

2Q24

Ìý

Ìý

Ìý

2025

Ìý

Ìý

Ìý

2024

Ìý

Net earnings attributable to common shareholders

$

88,017

Ìý

$

145,736

Ìý

$

215,955

Ìý

$

295,377

Ìý

Diluted earnings per common share from continuing operations

$

0.40

Ìý

$

0.64

Ìý

$

0.97

Ìý

$

1.34

Ìý

Return on adjusted tangible shareholders' equity from continuing operations1

Ìý

5.5

%

Ìý

9.1

%

Ìý

6.9

%

Ìý

9.6

%

Total net revenues

$

1,634,447

Ìý

$

1,656,445

Ìý

$

3,227,466

Ìý

$

3,394,648

Ìý

Investment banking net revenues14

$

766,307

Ìý

$

787,386

Ìý

$

1,466,999

Ìý

$

1,514,396

Ìý

Capital markets net revenues14

$

704,155

Ìý

$

707,061

Ìý

$

1,402,439

Ìý

$

1,431,339

Ìý

Asset management net revenues

$

154,621

Ìý

$

156,524

Ìý

$

346,336

Ìý

$

429,907

Ìý

Pre-tax earnings from continuing operations

$

134,901

Ìý

$

227,754

Ìý

$

285,966

Ìý

$

447,996

Ìý

Book value per common share

$

49.96

Ìý

$

46.57

Ìý

$

49.96

Ìý

$

46.57

Ìý

Adjusted tangible book value per fully diluted share3

$

32.84

Ìý

$

31.27

Ìý

$

32.84

Ìý

$

31.27

Ìý

Quarterly Cash Dividend

The Jefferies Board of Directors declared a quarterly cash dividend equal to $0.40 per Jefferies common share, payable on August 29, 2025 to record holders of Jefferies common shares on August 18, 2025.

Management Comments

"Net revenues of $1.63 billion for the second quarter reflect a resilient full-service investment banking and capital markets business against a backdrop of significant uncertainty related to U.S. policy and geopolitical events which meaningfully slowed activity levels for the first two months of the quarter. In May, some clarity came to the economy and markets, which began to restore investor confidence, and we experienced a noticeable increase in momentum. Despite the difficult first two months of this period, our quarterly Investment Banking Advisory activity was particularly strong and we believe our momentum and market position continues to strengthen. While nothing is certain, the global economy continues to show remarkable resilience in the face of incredibly significant crosscurrents. Given the strength of our current backlog, overall activity levels and an abundance of discussions with clients around capital formation, strategic opportunities and their need to transact, we are increasingly optimistic about the second half of 2025.

"Despite strong momentum in Advisory and Equities, net earnings attributable to common shareholders of $88 million and return on adjusted tangible shareholders' equity of 5.5% were impacted by lower revenues in Fixed Income, lower activity levels at Jefferies Finance and some modest one-time non-compensation expenses. We expect margins to normalize as the business environment improves and our operating leverage takes effect.

"Investment Banking net revenues from Advisory, Equity underwriting and Debt underwriting totaling $786 million for the second quarter were up 6.4% versus the prior year quarter. Strong performance in Advisory, which was up 61%, largely from continued market share gains, was offset by Equity underwriting net revenues, which were down 51%, consistent with a reduction in deal activity attributable to volatile equity market conditions, particularly in the first two months of the quarter when activity was severely muted. Debt underwriting net revenues were flat for the second quarter compared to the prior year quarter.

"Capital Markets net revenues of $704 million for the second quarter were down slightly versus the prior year quarter. Equities net revenues of $526 million increased 24% from the prior year quarter, as increased global trading volumes and activity levels in corporate derivatives drove strong global performance. Fixed Income net revenues of $178 million decreased 37% from the prior year comparable quarter.

"Asset Management fees and investment return revenues of $71 million for the quarter were up 43% from the prior year quarter, primarily due to improved performance across several strategies."

Richard Handler, CEO, and Brian Friedman, President

Financial Summary (Unaudited)

$ in thousands

Three Months Ended

Six Months Ended

Ìý

May 31,

2025

February 28,

2025

May 31,

2024

May 31,

2025

May 31,

2024

Net revenues by source:

Ìý

Ìý

Ìý

Ìý

Ìý

Advisory

$

457,860

Ìý

$

397,780

Ìý

$

283,898

Ìý

$

855,640

Ìý

$

622,465

Ìý

Equity underwriting

Ìý

122,366

Ìý

Ìý

128,520

Ìý

Ìý

249,187

Ìý

Ìý

250,886

Ìý

Ìý

458,490

Ìý

Debt underwriting

Ìý

205,363

Ìý

Ìý

199,362

Ìý

Ìý

205,499

Ìý

Ìý

404,725

Ìý

Ìý

334,693

Ìý

Other investment banking14

Ìý

(19,282

)

Ìý

(24,970

)

Ìý

48,802

Ìý

Ìý

(44,252

)

Ìý

98,748

Ìý

Total Investment Banking

Ìý

766,307

Ìý

Ìý

700,692

Ìý

Ìý

787,386

Ìý

Ìý

1,466,999

Ìý

Ìý

1,514,396

Ìý

Equities14

Ìý

526,244

Ìý

Ìý

409,058

Ìý

Ìý

422,884

Ìý

Ìý

935,302

Ìý

Ìý

794,684

Ìý

Fixed income

Ìý

177,911

Ìý

Ìý

289,226

Ìý

Ìý

284,177

Ìý

Ìý

467,137

Ìý

Ìý

636,655

Ìý

Total Capital Markets

Ìý

704,155

Ìý

Ìý

698,284

Ìý

Ìý

707,061

Ìý

Ìý

1,402,439

Ìý

Ìý

1,431,339

Ìý

Total Investment Banking and Capital Markets Net revenues5

Ìý

1,470,462

Ìý

Ìý

1,398,976

Ìý

Ìý

1,494,447

Ìý

Ìý

2,869,438

Ìý

Ìý

2,945,735

Ìý

Asset management fees and revenues6

Ìý

20,766

Ìý

Ìý

88,630

Ìý

Ìý

16,818

Ìý

Ìý

109,396

Ìý

Ìý

76,475

Ìý

Investment return

Ìý

50,404

Ìý

Ìý

(5,634

)

Ìý

32,942

Ìý

Ìý

44,770

Ìý

Ìý

150,582

Ìý

Allocated net interest4

Ìý

(19,144

)

Ìý

(17,221

)

Ìý

(16,003

)

Ìý

(36,365

)

Ìý

(31,015

)

Other investments, inclusive of net interest13

Ìý

102,595

Ìý

Ìý

125,940

Ìý

Ìý

122,767

Ìý

Ìý

228,535

Ìý

Ìý

233,865

Ìý

Total Asset Management Net revenues

Ìý

154,621

Ìý

Ìý

191,715

Ìý

Ìý

156,524

Ìý

Ìý

346,336

Ìý

Ìý

429,907

Ìý

Other

Ìý

9,364

Ìý

Ìý

2,328

Ìý

Ìý

5,474

Ìý

Ìý

11,692

Ìý

Ìý

19,006

Ìý

Total Net revenues by source

$

1,634,447

Ìý

$

1,593,019

Ìý

$

1,656,445

Ìý

$

3,227,466

Ìý

$

3,394,648

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Non-interest expenses:

Ìý

Ìý

Ìý

Ìý

Ìý

Compensation and benefits

$

854,839

Ìý

$

841,127

Ìý

$

861,993

Ìý

$

1,695,966

Ìý

$

1,788,864

Ìý

Compensation ratio15

Ìý

52.3

%

Ìý

52.8

%

Ìý

52.0

%

Ìý

52.5

%

Ìý

52.7

%

Non-compensation expenses

$

644,707

Ìý

$

600,827

Ìý

$

566,698

Ìý

$

1,245,534

Ìý

$

1,157,788

Ìý

Non-compensation ratio15

Ìý

39.4

%

Ìý

37.7

%

Ìý

34.2

%

Ìý

38.6

%

Ìý

34.1

%

Total Non-interest expenses

$

1,499,546

Ìý

$

1,441,954

Ìý

$

1,428,691

Ìý

$

2,941,500

Ìý

$

2,946,652

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Net earnings from continuing operations before income taxes

$

134,901

Ìý

$

151,065

Ìý

$

227,754

Ìý

$

285,966

Ìý

$

447,996

Ìý

Income tax expense

$

43,506

Ìý

$

14,216

Ìý

$

73,107

Ìý

$

57,722

Ìý

$

129,066

Ìý

Income tax rate

Ìý

32.3

%

Ìý

9.4

%

Ìý

32.1

%

Ìý

20.2

%

Ìý

28.8

%

Net earnings from continuing operations

$

91,395

Ìý

$

136,849

Ìý

$

154,647

Ìý

$

228,244

Ìý

$

318,930

Ìý

Net earnings (losses) from discontinued operations, net of income taxes

Ìý

�

Ìý

Ìý

�

Ìý

Ìý

40

Ìý

Ìý

�

Ìý

Ìý

(7,851

)

Net losses attributable to noncontrolling interests

Ìý

(7,668

)

Ìý

(6,983

)

Ìý

(4,790

)

Ìý

(14,651

)

Ìý

(12,228

)

Preferred stock dividends

Ìý

11,046

Ìý

Ìý

16,039

Ìý

Ìý

13,741

Ìý

Ìý

26,940

Ìý

Ìý

27,930

Ìý

Net earnings attributable to common shareholders

$

88,017

Ìý

$

127,793

Ìý

$

145,736

Ìý

$

215,955

Ìý

$

295,377

Ìý

Highlights

Three Months Ended May 31, 2025 Versus May 31, 2024

Ìý

Six Months Ended May 31, 2025 Versus May 31, 2024

  • Net earnings attributable to common shareholders of $88 million, or $0.40 per diluted common share from continuing operations.
  • Return on adjusted tangible shareholders' equity from continuing operations1 of 5.5%.
  • We had 206.3 million common shares outstanding and 254.6 million common shares outstanding on a fully diluted basis2 at May 31, 2025. Our book value per common share was $49.96 and tangible book value per fully diluted share3 was $32.84.
  • Effective tax rate from continuing operations of 32.3% compared to 32.1% for the prior year quarter.

Ìý

  • Net earnings attributable to common shareholders of $216 million, or $0.97 per diluted common share from continuing operations.
  • Return on adjusted tangible shareholders' equity from continuing operations1 of 6.9%.
  • Repurchased 0.7 million shares of common stock for $58 million, at an average price of $80.11 per share in connection with net-share settlements related to our equity compensation plans.
  • Effective tax rate from continuing operations of 20.2% compared to 28.8% for the prior year period. The lower tax rate reflects the partial resolution of certain state and local tax matters during the first quarter of 2025.
Ìý

Investment Banking and Capital Markets

Ìý

Investment Banking and Capital Markets

  • Investment Banking net revenues from Advisory, Equity underwriting and Debt underwriting totaling $786 million were 6% higher than the prior year quarter. Other investment banking net revenues were $(19) million, compared to net revenues of $49 million for the prior year quarter in large part due to the prior year quarter including Foursight operating revenues as well as the impact of the gain on sale as Foursight was sold in April 2024, and lower performance from Jefferies Finance.
  • Advisory net revenues of $458 million were higher than the prior year quarter, primarily attributable to market share gains and an increase in mergers and acquisitions activity levels across most sectors.
  • Underwriting net revenues of $328 million were lower than the prior year quarter, as Debt underwriting was flat and Equity underwriting declined, consistent with the overall industry slowdown attributable to significant uncertainty related to U.S. policy and geopolitical events which meaningfully slowed activity levels.
  • Capital Markets net revenues of $704 million were modestly lower compared to the prior year quarter. Equities net revenues increased from the prior year quarter, as results from our global electronic trading and Europe and Asia equity cash businesses significantly increased over the prior year quarter. Additionally, results from our corporate derivatives businesses were also strong. Fixed Income net revenues decreased meaningfully from the prior year quarter as lower global activity levels led to volatility in credit spreads and a difficult trading environment impacting distressed, securitized products and emerging markets businesses.

Ìý

  • Investment Banking net revenues from Advisory, Equity underwriting and Debt underwriting totaling $1.51 billion were 7% higher than the prior year. Other investment banking net revenues were $(44) million, compared to net revenues of $99 million for the prior year period in part due to the prior year period including Foursight operating revenues as well as the impact of the gain on sale as Foursight was sold in April 2024, and lower performance from Jefferies Finance.
  • Advisory net revenues of $856 million were higher than the prior year period, primarily attributable to market share gains and an increase in mergers and acquisitions activity levels across all sectors.
  • Underwriting net revenues of $656 million were lower than the prior year, as stronger net revenues in Debt underwriting attributable to the increase in transaction activity across most sectors were offset by lower net revenues in Equity underwriting, consistent with the overall industry slowdown attributable to significant uncertainty related to U.S. policy and geopolitical events which meaningfully slowed activity levels.
  • Capital Markets net revenues of $1.40 billion were modestly lower compared to the prior year. Equities net revenues were strong for the quarter attributable to continued market share gains and overall increased levels of activity during the period. Fixed Income net revenues decreased meaningfully from the prior year as lower global activity levels led to volatility in credit spreads and a difficult trading environment impacting several businesses, including distressed, municipals, emerging markets, securitized products and corporates.
Ìý

Asset Management

Ìý

Asset Management

  • Asset Management fees and revenues and investment return of $71 million were higher than the prior year quarter.
  • Investment return increased due to improved performance across several strategies.

Ìý

  • Asset Management fees and revenues and investment return of $154 million were lower than the prior year.
  • Asset management fees and revenues were higher compared to prior year, primarily reflecting higher performance fees on funds managed by us and through our strategic affiliates.
  • Investment return decreased, as improved performance across several strategies was offset by a challenging investment environment particularly for several strategies with a long equity bias.
Ìý

Non-interest Expenses

Ìý

Non-interest Expenses

  • Compensation and benefits expense as a percentage of Net revenues was 52.3%, compared to 52.0% for the prior year quarter.
  • Non-compensation expenses were higher primarily due to increased brokerage and clearing fees associated with increased equities trading volumes, business development and higher technology and communication expenses. In addition, non-compensation expenses for the prior year quarter include Foursight activity up through the sale in April 2024.

Ìý

  • Compensation and benefits expense as a percentage of Net revenues was 52.5%, compared to 52.7% for the prior year period.
  • Non-compensation expenses were higher primarily due to increased brokerage and clearing fees associated with increased equities trading volumes, business development and higher technology and communication expenses. The current year also includes approximately $17 million in charitable donations, including $10 million to support Los Angeles wildfire relief efforts, while the prior year includes the impact of $27 million in bad debt expenses associated with the shutdown of Weiss Multi-Strategy Advisers. In addition, non-compensation expenses for the prior year quarter include Foursight activity up through the sale in April 2024.

Amounts herein pertaining to May 31, 2025 represent a preliminary estimate as of the date of this earnings release and may be revised upon filing our Quarterly Report on Form 10-Q with the Securities and Exchange Commission (“SEC�). More information on our results of operations for the three and six months ended May 31, 2025 will be provided upon filing our Quarterly Report on Form 10-Q with the SEC, which we expect to file on or about July 9, 2025.

This press release contains certain “forward-looking statements� within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements are based on current views and include statements about our future and statements that are not historical facts. These forward-looking statements are usually preceded by the words “should,� “expect,� “intend,� “may,� “will,� "would," or similar expressions. Forward-looking statements may contain expectations regarding revenues, earnings, operations, and other results, and may include statements of future performance, plans, and objectives. Forward-looking statements may also include statements pertaining to our strategies for future development of our businesses and products. Forward-looking statements represent only our belief regarding future events, many of which by their nature are inherently uncertain. It is possible that the actual results may differ, possibly materially, from the anticipated results indicated in these forward-looking statements. Information regarding important factors, including Risk Factors that could cause actual results to differ, perhaps materially, from those in our forward-looking statements is contained in reports we file with the SEC. You should read and interpret any forward-looking statement together with reports we file with the SEC. We undertake no obligation to update or revise any such forward-looking statement to reflect subsequent circumstances.

Past performance may not be indicative of future results. Different types of investments involve varying degrees of risk. Therefore, it should not be assumed that future performance of any specific investment or investment strategy will be profitable or equal the corresponding indicated performance level(s).

Consolidated Statements of Earnings (Unaudited)

$ in thousands, except per share amounts

Three Months Ended May 31,

Ìý

Six Months Ended May 31,

Ìý

Ìý

2025

Ìý

Ìý

Ìý

2024

Ìý

Ìý

Ìý

2025

Ìý

Ìý

Ìý

2024

Ìý

Revenues

Ìý

Ìý

Ìý

Ìý

Investment banking

$

789,269

Ìý

$

738,584

Ìý

$

1,518,779

Ìý

$

1,417,649

Ìý

Principal transactions

Ìý

338,507

Ìý

Ìý

416,195

Ìý

Ìý

745,737

Ìý

Ìý

1,056,931

Ìý

Commissions and other fees

Ìý

353,233

Ìý

Ìý

271,782

Ìý

Ìý

641,533

Ìý

Ìý

517,325

Ìý

Asset management fees and revenues

Ìý

20,076

Ìý

Ìý

11,768

Ìý

Ìý

105,484

Ìý

Ìý

62,140

Ìý

Interest

Ìý

878,025

Ìý

Ìý

879,727

Ìý

Ìý

1,723,196

Ìý

Ìý

1,699,216

Ìý

Other

Ìý

115,205

Ìý

Ìý

198,240

Ìý

Ìý

232,450

Ìý

Ìý

314,977

Ìý

Total revenues

Ìý

2,494,315

Ìý

Ìý

2,516,296

Ìý

Ìý

4,967,179

Ìý

Ìý

5,068,238

Ìý

Interest expense

Ìý

859,868

Ìý

Ìý

859,851

Ìý

Ìý

1,739,713

Ìý

Ìý

1,673,590

Ìý

Net revenues

Ìý

1,634,447

Ìý

Ìý

1,656,445

Ìý

Ìý

3,227,466

Ìý

Ìý

3,394,648

Ìý

Non-interest expenses

Ìý

Ìý

Ìý

Ìý

Compensation and benefits

Ìý

854,839

Ìý

Ìý

861,993

Ìý

Ìý

1,695,966

Ìý

Ìý

1,788,864

Ìý

Brokerage and clearing fees

Ìý

129,745

Ìý

Ìý

110,536

Ìý

Ìý

239,181

Ìý

Ìý

220,206

Ìý

Underwriting costs

Ìý

14,525

Ìý

Ìý

18,552

Ìý

Ìý

32,371

Ìý

Ìý

37,036

Ìý

Technology and communications

Ìý

146,198

Ìý

Ìý

135,238

Ìý

Ìý

285,673

Ìý

Ìý

272,750

Ìý

Occupancy and equipment rental

Ìý

30,711

Ìý

Ìý

29,327

Ìý

Ìý

60,910

Ìý

Ìý

57,480

Ìý

Business development

Ìý

80,070

Ìý

Ìý

68,630

Ìý

Ìý

152,361

Ìý

Ìý

126,281

Ìý

Professional services

Ìý

77,768

Ìý

Ìý

75,493

Ìý

Ìý

150,234

Ìý

Ìý

153,337

Ìý

Depreciation and amortization

Ìý

52,253

Ìý

Ìý

49,946

Ìý

Ìý

83,241

Ìý

Ìý

93,148

Ìý

Cost of sales

Ìý

42,961

Ìý

Ìý

37,462

Ìý

Ìý

84,529

Ìý

Ìý

72,133

Ìý

Other expenses

Ìý

70,476

Ìý

Ìý

41,514

Ìý

Ìý

157,034

Ìý

Ìý

125,417

Ìý

Total non-interest expenses

Ìý

1,499,546

Ìý

Ìý

1,428,691

Ìý

Ìý

2,941,500

Ìý

Ìý

2,946,652

Ìý

Earnings from continuing operations before income taxes

Ìý

134,901

Ìý

Ìý

227,754

Ìý

Ìý

285,966

Ìý

Ìý

447,996

Ìý

Income tax expense

Ìý

43,506

Ìý

Ìý

73,107

Ìý

Ìý

57,722

Ìý

Ìý

129,066

Ìý

Net earnings from continuing operations

Ìý

91,395

Ìý

Ìý

154,647

Ìý

Ìý

228,244

Ìý

Ìý

318,930

Ìý

Net earnings (losses) from discontinued operations, net of income taxes

Ìý

�

Ìý

Ìý

40

Ìý

Ìý

�

Ìý

Ìý

(7,851

)

Net earnings

Ìý

91,395

Ìý

Ìý

154,687

Ìý

Ìý

228,244

Ìý

Ìý

311,079

Ìý

Net losses attributable to noncontrolling interests

Ìý

(7,668

)

Ìý

(4,790

)

Ìý

(14,651

)

Ìý

(12,228

)

Preferred stock dividends

Ìý

11,046

Ìý

Ìý

13,741

Ìý

Ìý

26,940

Ìý

Ìý

27,930

Ìý

Net earnings attributable to common shareholders

$

88,017

Ìý

$

145,736

Ìý

$

215,955

Ìý

$

295,377

Ìý

Financial Data and Metrics (Unaudited)

Ìý

Three Months Ended

Six Months Ended

Ìý

May 31,

2025

February 28,

2025

May 31,

2024

May 31,

2025

May 31,

2024

Other Data:

Ìý

Ìý

Ìý

Ìý

Ìý

Number of trading days

Ìý

63

Ìý

61

Ìý

64

Ìý

124

Ìý

125

Number of trading loss days7

Ìý

13

Ìý

4

Ìý

1

Ìý

17

Ìý

4

Average VaR (in millions)8

$

11.89

$

13.13

$

13.36

$

12.50

$

14.22

In millions, except other data

May 31,

2025

February 28,

2025

May 31,

2024

Financial position:

Ìý

Ìý

Ìý

Total assets

$

67,285

$

70,219

$

63,001

Cash and cash equivalents

Ìý

11,260

Ìý

11,176

Ìý

10,842

Financial instruments owned

Ìý

25,570

Ìý

26,087

Ìý

22,787

Level 3 financial instruments owned9

Ìý

763

Ìý

781

Ìý

691

Goodwill and intangible assets, net

Ìý

2,060

Ìý

2,038

Ìý

2,057

Total equity

Ìý

10,382

Ìý

10,268

Ìý

9,952

Total shareholders' equity

Ìý

10,305

Ìý

10,204

Ìý

9,875

Tangible shareholders' equity10

Ìý

8,245

Ìý

8,166

Ìý

7,818

Other data and financial ratios:

Ìý

Ìý

Ìý

Leverage ratio11

Ìý

6.5

Ìý

6.8

Ìý

6.3

Tangible gross leverage ratio12

Ìý

7.9

Ìý

8.3

Ìý

7.8

Number of employees at period end

Ìý

7,671

Ìý

7,701

Ìý

7,611

Number of employees excluding OpNet, Tessellis and Stratos at period end

Ìý

5,949

Ìý

5,994

Ìý

5,635

Components of Numerators and Denominators for Earnings Per Common Share

$ in thousands, except per share amounts

Three Months Ended

May 31,

Ìý

Six Months Ended

May 31,

Ìý

Ìý

2025

Ìý

Ìý

Ìý

2024

Ìý

Ìý

Ìý

2025

Ìý

Ìý

Ìý

2024

Ìý

Numerator for earnings per common share from continuing operations:

Ìý

Ìý

Ìý

Ìý

Net earnings from continuing operations

$

91,395

Ìý

$

154,647

Ìý

$

228,244

Ìý

$

318,930

Ìý

Less: Net losses attributable to noncontrolling interests

Ìý

(7,668

)

Ìý

(3,785

)

Ìý

(14,651

)

Ìý

(10,237

)

Allocation of earnings to participating securities

Ìý

(11,046

)

Ìý

(13,741

)

Ìý

(26,940

)

Ìý

(27,930

)

Net earnings from continuing operations attributable to common shareholders for basic earnings per share

$

88,017

Ìý

$

144,691

Ìý

$

215,955

Ìý

$

301,237

Ìý

Net earnings from continuing operations attributable to common shareholders for diluted earnings per share

$

88,017

Ìý

$

144,691

Ìý

$

215,955

Ìý

$

301,237

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Numerator for earnings per common share from discontinued operations:

Ìý

Ìý

Ìý

Ìý

Net earnings (losses) from discontinued operations, net of taxes

$

�

Ìý

$

40

Ìý

$

�

Ìý

$

(7,851

)

Less: Net losses attributable to noncontrolling interests

Ìý

�

Ìý

Ìý

(1,005

)

Ìý

�

Ìý

Ìý

(1,991

)

Net earnings (losses) from discontinued operations attributable to common shareholders for basic and diluted earnings per share

$

�

Ìý

$

1,045

Ìý

$

�

Ìý

$

(5,860

)

Net earnings attributable to common shareholders for basic earnings per share

$

88,017

Ìý

$

145,736

Ìý

$

215,955

Ìý

$

295,377

Ìý

Net earnings attributable to common shareholders for diluted earnings per share

$

88,017

Ìý

$

145,736

Ìý

$

215,955

Ìý

$

295,377

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Denominator for earnings per common share:

Ìý

Ìý

Ìý

Ìý

Weighted average common shares outstanding

Ìý

206,254

Ìý

Ìý

212,039

Ìý

Ìý

206,150

Ìý

Ìý

211,787

Ìý

Weighted average shares of restricted stock outstanding with future service required

Ìý

(2,248

)

Ìý

(2,329

)

Ìý

(2,276

)

Ìý

(2,366

)

Weighted average restricted stock units outstanding with no future service required

Ìý

11,091

Ìý

Ìý

10,261

Ìý

Ìý

10,944

Ìý

Ìý

10,514

Ìý

Weighted average basic common shares

Ìý

215,097

Ìý

Ìý

219,971

Ìý

Ìý

214,818

Ìý

Ìý

219,935

Ìý

Stock options and other share-based awards

Ìý

4,262

Ìý

Ìý

3,470

Ìý

Ìý

4,984

Ìý

Ìý

3,124

Ìý

Senior executive compensation plan restricted stock unit awards

Ìý

2,538

Ìý

Ìý

2,705

Ìý

Ìý

2,581

Ìý

Ìý

2,528

Ìý

Weighted average diluted common shares

Ìý

221,897

Ìý

Ìý

226,146

Ìý

Ìý

222,383

Ìý

Ìý

225,587

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Earnings (losses) per common share:

Ìý

Ìý

Ìý

Ìý

Basic from continuing operations

$

0.41

Ìý

$

0.66

Ìý

$

1.01

Ìý

$

1.37

Ìý

Basic from discontinued operations

Ìý

�

Ìý

Ìý

�

Ìý

Ìý

�

Ìý

Ìý

(0.03

)

Basic

$

0.41

Ìý

$

0.66

Ìý

$

1.01

Ìý

$

1.34

Ìý

Diluted from continuing operations

$

0.40

Ìý

$

0.64

Ìý

$

0.97

Ìý

$

1.34

Ìý

Diluted from discontinued operations

Ìý

�

Ìý

Ìý

�

Ìý

Ìý

�

Ìý

Ìý

(0.03

)

Diluted

$

0.40

Ìý

$

0.64

Ìý

$

0.97

Ìý

$

1.31

Ìý

Non-GAAP Reconciliations

The following tables reconcile our non-GAAP financial measures to their respective U.S. GAAP financial measures. Management believes such non-GAAP financial measures are useful to investors as they allow them to view our results through the eyes of management, while facilitating a comparison across historical periods. These measures should not be considered a substitute for, or superior to, measures prepared in accordance with U.S. GAAP.

Return on Adjusted Tangible Equity Reconciliation

$ in thousands

Three Months Ended

May 31,

Ìý

Six Months Ended

May 31,

Ìý

Ìý

2025

Ìý

Ìý

Ìý

2024

Ìý

Ìý

Ìý

2025

Ìý

Ìý

Ìý

2024

Ìý

Net earnings attributable to common shareholders (GAAP)

$

88,017

Ìý

$

145,736

Ìý

$

215,955

Ìý

$

295,377

Ìý

Intangible amortization and impairment expense, net of tax

Ìý

5,824

Ìý

Ìý

5,799

Ìý

Ìý

13,093

Ìý

Ìý

9,946

Ìý

Adjusted net earnings to common shareholders (non-GAAP)

Ìý

93,841

Ìý

Ìý

151,535

Ìý

Ìý

229,048

Ìý

Ìý

305,323

Ìý

Preferred stock dividends

Ìý

11,046

Ìý

Ìý

13,741

Ìý

Ìý

26,940

Ìý

Ìý

27,930

Ìý

Adjusted net earnings to total shareholders (non-GAAP)

$

104,887

Ìý

$

165,276

Ìý

$

255,988

Ìý

$

333,253

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Adjusted net earnings to total shareholders (non-GAAP)1

$

419,548

Ìý

$

661,104

Ìý

$

511,976

Ìý

$

666,506

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Net earnings impact for net (earnings) losses from discontinued operations, net of noncontrolling interests

Ìý

�

Ìý

Ìý

(1,045

)

Ìý

�

Ìý

Ìý

5,861

Ìý

Adjusted net earnings to total shareholders from continuing operations (non-GAAP)

Ìý

104,887

Ìý

Ìý

164,231

Ìý

Ìý

255,988

Ìý

Ìý

339,114

Ìý

Adjusted net earnings to total shareholders from continuing operations (non-GAAP)1

Ìý

419,548

Ìý

Ìý

656,924

Ìý

Ìý

511,976

Ìý

Ìý

678,228

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

February 28,

Ìý

November 30,

Ìý

Ìý

2025

Ìý

Ìý

Ìý

2024

Ìý

Ìý

Ìý

2024

Ìý

Ìý

Ìý

2023

Ìý

Shareholders' equity (GAAP)

$

10,204,228

Ìý

$

9,780,097

Ìý

$

10,156,772

Ìý

$

9,709,827

Ìý

Less: Intangible assets, net and goodwill

Ìý

(2,037,906

)

Ìý

(2,063,956

)

Ìý

(2,054,310

)

Ìý

(2,044,776

)

Less: Deferred tax asset, net

Ìý

(507,452

)

Ìý

(466,468

)

Ìý

(497,590

)

Ìý

(458,343

)

Less: Weighted average impact of dividends and share repurchases

Ìý

(67,343

)

Ìý

(49,053

)

Ìý

(157,540

)

Ìý

(115,344

)

Adjusted tangible shareholders' equity (non-GAAP)

$

7,591,527

Ìý

$

7,200,620

Ìý

$

7,447,332

Ìý

$

7,091,364

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Return on adjusted tangible shareholders' equity (non-GAAP)1

Ìý

5.5

%

Ìý

9.2

%

Ìý

6.9

%

Ìý

9.4

%

Return on adjusted tangible shareholders' equity from continuing operations (non-GAAP)1

Ìý

5.5

%

Ìý

9.1

%

Ìý

6.9

%

Ìý

9.6

%

Adjusted Tangible Book Value and Fully Diluted Shares Outstanding Reconciliation

Reconciliation of book value (shareholders' equity) to adjusted tangible book value and common shares outstanding to fully diluted shares outstanding:

$ in thousands, except per share amounts

May 31, 2025

Book value (GAAP)

$

10,305,025

Ìý

Stock options(1)

Ìý

114,939

Ìý

Intangible assets, net and goodwill

Ìý

(2,060,018

)

Adjusted tangible book value (non-GAAP)

$

8,359,946

Ìý

Ìý

Ìý

Ìý

Common shares outstanding (GAAP)

Ìý

206,272

Ìý

Preferred shares

Ìý

27,563

Ìý

Restricted stock units ("RSUs")

Ìý

14,099

Ìý

Stock options(1)

Ìý

5,064

Ìý

Other

Ìý

1,566

Ìý

Adjusted fully diluted shares outstanding (non-GAAP)(2)

Ìý

254,564

Ìý

Ìý

Ìý

Ìý

Book value per common share outstanding

$

49.96

Ìý

Adjusted tangible book value per fully diluted share outstanding (non-GAAP)

$

32.84

Ìý

Ìý

Ìý

(1)

Stock options added to book value are equal to the total number of stock options outstanding as of May 31, 2025 of 5.1 million multiplied by the weighted average exercise price of $22.69 on May 31, 2025.

(2)

Fully diluted shares outstanding include vested and unvested RSUs as well as the target number of RSUs issuable under the senior executive compensation plans until the performance period is complete. Fully diluted shares outstanding also include all stock options and the impact of convertible preferred shares if-converted to common shares.

Notes

  1. Return on adjusted tangible shareholders' equity and Return on adjusted tangible shareholders' equity from continuing operations represent non-GAAP financial measures and are based on full year or annualized amounts. Refer to schedule on page 8 for a reconciliation to U.S. GAAP amounts.
  2. Shares outstanding on a fully diluted basis (a non-GAAP financial measure) is defined as common shares outstanding plus preferred shares, restricted stock units, stock options and other shares. Refer to schedule on page 9 for a reconciliation to U.S. GAAP amounts.
  3. Adjusted tangible book value per fully diluted share (a non-GAAP financial measure) is defined as adjusted tangible book value (a non-GAAP financial measure) divided by shares outstanding on a fully diluted basis (a non-GAAP financial measure). Refer to schedule on page 9 for a reconciliation to U.S. GAAP amounts.
  4. Allocated net interest represents an allocation to Asset Management of certain of our long-term debt interest expense, net of interest income on our Cash and cash equivalents and other sources of liquidity. Allocated net interest has been disaggregated to increase transparency and to present direct Asset Management revenues. We believe that aggregating Allocated net interest would obscure the revenue results by including an amount that is unique to our credit spreads, debt maturity profile, capital structure, liquidity risks and allocation methods.
  5. Allocated net interest is not separately disaggregated for Investment Banking and Capital Markets. This presentation is aligned to our Investment Banking and Capital Markets internal performance measurement.
  6. Asset management fees and revenues include management and performance fees from funds and accounts managed by us as well as our share of fees received by affiliated asset management companies with which we have revenue and profit share arrangements, as well as earnings on our ownership interest in affiliated asset managers.
  7. Number of trading loss days is calculated based on trading activities in our Investment Banking and Capital Markets and Asset Management business segments, excluding certain Other investments.
  8. VaR estimates the potential loss in value of trading positions due to adverse market movements over a one-day time horizon with a 95% confidence level. For a further discussion of the calculation of VaR, see "Value-at-Risk" in Part II, Item 7A "Quantitative and Qualitative Disclosures About Market Risk" in our Annual Report on Form 10-K for the year ended November 30, 2024.
  9. Level 3 financial instruments represent those financial instruments classified as such under Accounting Standards Codification 820, accounted for at fair value and included within Financial instruments owned.
  10. Tangible shareholders' equity (a non-GAAP financial measure) is defined as shareholders' equity less Intangible assets and goodwill. We believe that tangible shareholders' equity is meaningful for valuation purposes, as financial companies are often measured as a multiple of tangible shareholders' equity, making these ratios meaningful for investors.
  11. Leverage ratio equals total assets divided by total equity.
  12. Tangible gross leverage ratio (a non-GAAP financial measure) equals total assets less goodwill and intangible assets divided by tangible shareholders' equity. The tangible gross leverage ratio is used by rating agencies in assessing our leverage ratio.
  13. Beginning in fiscal 2024, we now refer to "Merchant banking" as “Other investments� in our Asset Management reportable segment.
  14. Beginning in the fourth quarter of 2024, revenues from corporate equity derivative transactions historically included within Other investment banking net revenues were reclassified to Equities net revenues as the underlying business has matured and has started to generate meaningful revenues. Prior year amounts have been revised to conform to this reclassification change to the current year reporting.
  15. Compensation ratio equals total compensation expense divided by total net revenues. Non-compensation ratio equals total non-compensation expense divided by total net revenues.

ÌýSource: Jefferies Financial Group Inc.

Jonathan FreedmanÌý 212.778.8913

Source: Jefferies Financial Group Inc.

Jefferies Financial Group

NYSE:JEF

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