LTS Ladenburg Thalmann Financial Services Inc

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

Ladenburg Thalmann Financial Services Inc.
__________________________________________
(Exact name of registrant as specified in its charter)

Not Applicable
______________________________________________
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 2.02 Results of Operations and Financial Condition.

On May 8, 2015, Ladenburg Thalmann Financial Services Inc. issued a press release announcing financial results for the three months ended March 31, 2015. A copy of the press release is attached hereto as Exhibit 99.1.

The information included herein and in Exhibit 99.1 shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 ("Exchange Act") or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.
99.1 Press release dated May 8, 2015.

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.

Exhibit Index

FOR IMMEDIATE RELEASE

LADENBURG THALMANN REPORTS
FIRST QUARTER 2015 FINANCIAL RESULTS

Highlights:

MIAMI, FL, May 8, 2015 — Ladenburg Thalmann Financial Services Inc. (NYSE MKT: LTS, LTS PrA) today announced financial results for the three months ended March 31, 2015.

Dr. Phillip Frost, Chairman of Ladenburg, said, “Ladenburg’s first quarter revenues benefited from a substantial increase in our independent brokerage and advisory services business, partially offset by a decrease in investment banking business, resulting in adjusted EBITDA of $10.5 million. We now have record client assets of approximately $127 billion, up 42% year-over-year, and we feel positive about the outlook for our capital markets business for the coming quarters.”

Richard Lampen, President and Chief Executive Officer of Ladenburg, said, “We have significant momentum in our independent broker-dealer business as a result of organic growth, recruiting and acquisitions, and we’ve seen growth in recurring revenues and asset management fees.  Ladenburg has a strong team in our investment banking/capital markets business and, despite a decline in equity capital raises for small and mid-cap public companies in the first quarter, we are encouraged by our pipeline of potential deals.  We remain focused on building on the success of these two complementary and profitable business lines to continue driving value for shareholders.”

First Quarter 2015

First quarter 2015 revenues were $278.8 million, a 32% increase from revenues of $211.8 million in the first quarter of 2014, in part due to the acquisitions of Highland Capital Brokerage, Inc. (“Highland”), KMS Financial Services, Inc. (“KMS”) and Securities Service Network, Inc. (“SSN”). For the trailing twelve months ended March 31, 2015, revenues were $988.3 million. Advisory fee revenue for the three months ended March 31, 2015 increased by 44% to $110.5 million from $76.9 million for the comparable period in 2014, resulting from the KMS and SSN acquisitions, strong new business development and favorable market conditions.

Net loss attributable to the Company for the first quarter of 2015 was $3.6 million, as compared to net income attributable to the Company of $4.3 million in the first quarter of 2014. Net loss available to common shareholders, after payment of preferred dividends, was $9.9 million or ($0.05) per basic and diluted common share for the first quarter of 2015, as compared to net income available to common shareholders of $1.1 million or $0.01 per basic and diluted common share in the comparable 2014 period. The first quarter 2015 results included approximately $9.9 million of non-cash charges for depreciation, amortization and compensation, $2.7 million of amortization of retention and forgivable loans, $1.4 million of interest expense, $1.7 million of income tax benefit and $0.3 million of loss on extinguishment of debt, while the first quarter 2014 results included approximately $5.8 million of non-cash charges for depreciation, amortization and compensation, $2.8 million of amortization of retention and forgivable loans, $1.9 million of interest expense, $0.6 million of income tax expense and $0.3 million of loss on extinguishment of debt.

Recurring Revenues

For the three months ended March 31, 2015, recurring revenues, which consist of advisory fees, trailing commissions, cash sweep fees and certain other fees, represented approximately 73% of revenues from the Company’s independent brokerage and advisory services business. Recurring revenues for this business were 71% for the trailing twelve months ended March 31, 2015.

EBITDA, as adjusted

EBITDA, as adjusted, for the first quarter of 2015 was $10.5 million, a 33% decrease from $15.7 million in the 2014 period. For the trailing twelve months ended March 31, 2015, EBITDA, as adjusted, was $55.9 million. Attached hereto as Table 2 is a reconciliation of EBITDA, as adjusted, to net (loss) income attributable to the Company as reported (see “Non-GAAP Financial Measures” below).

Stock Repurchases

During the quarter ended March 31, 2015, Ladenburg repurchased 403,841 shares of its common stock at a cost of approximately $1.6 million, representing an average price per share of $3.93. Since the inception of its stock repurchase program in March 2007, Ladenburg has repurchased 14,499,993 shares at a total cost of approximately $24.9 million, including purchases of 7,500,000 shares outside its stock repurchase program. Ladenburg has the authority to repurchase an additional 10,500,007 shares under its current repurchase plan.

Non-GAAP Financial Measures

Earnings before interest, taxes, depreciation and amortization, or EBITDA, adjusted for acquisition-related expense, amortization of retention and forgivable loans, change in fair value of contingent consideration related to acquisitions, loss on extinguishment of debt, non-cash compensation expense, financial advisor acquisition expense and other expense, which includes loss on write-off of receivable from subtenant and compensation expense that may be paid in stock, is a key metric the Company uses in evaluating its financial performance. EBITDA, as adjusted, is considered a non-GAAP financial measure as defined by Regulation G promulgated by the SEC under the Securities Act of 1933, as amended. The Company considers EBITDA, as adjusted, important in evaluating its financial performance on a consistent basis across various periods. Due to the significance of non-cash and non-recurring items, EBITDA, as adjusted, enables the Company’s Board of Directors and management to monitor and evaluate the business on a consistent basis. The Company uses EBITDA, as adjusted, as a primary measure, among others, to analyze and evaluate financial and strategic planning decisions regarding future operating investments and potential acquisitions. The Company believes that EBITDA, as adjusted, eliminates items that are not indicative of its core operating performance, such as amortization of retention and forgivable loans and financial advisor acquisition expenses, or do not involve a cash outlay, such as stock-related compensation, which is expected to remain a key element in our long-term incentive compensation program. EBITDA, as adjusted, should be considered in addition to, rather than as a substitute for, income before income taxes, net income and cash flows from operating activities.

About Ladenburg

Ladenburg Thalmann Financial Services Inc. (NYSE MKT: LTS, LTS PrA) is a publicly-traded diversified financial services company based in Miami, Florida. Ladenburg’s subsidiaries include industry-leading independent broker-dealer firms Securities America, Inc., Triad Advisors, Inc., Securities Service Network, Inc., Investacorp, Inc. and KMS Financial Services, Inc., as well as Premier Trust, Inc., Ladenburg Thalmann Asset Management Inc., Highland Capital Brokerage, Inc., a leading independent life insurance brokerage company, and Ladenburg Thalmann & Co. Inc., an investment bank which has been a member of the New York Stock Exchange for 135 years. The company is committed to investing in the growth of its subsidiaries while respecting and maintaining their individual business identities, cultures, and leadership. For more information, please visit www.ladenburg.com.

Contact: Paul Caminiti/Emily Deissler

Sard Verbinnen & Co

212-687-8080

# # #

This press release includes certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding future financial performance, future growth, growth of our independent brokerage and advisory business, growth of our investment banking business and future levels of recurring revenue. These statements are based on management’s current expectations or beliefs and are subject to uncertainty and changes in circumstances. Actual results may vary materially from those expressed or implied by the statements herein due to changes in economic, business, competitive and/or regulatory factors, including the Department of Labor’s proposed rule and exemptions pertaining to the fiduciary status of investment advice providers to 401(k) plan, plan sponsors, plan participants and the holders of individual retirement or health savings accounts, and other risks and uncertainties affecting the operation of the Company’s business. These risks, uncertainties and contingencies include those set forth in the Company’s annual report on Form 10-K for the fiscal year ended December 31, 2014 and other factors detailed from time to time in its other filings with the Securities and Exchange Commission. The information set forth herein should be read in light of such risks. Further, investors should keep in mind that the Company’s quarterly revenue and profits can fluctuate materially depending on many factors, including the number, size and timing of completed offerings and other transactions. Accordingly, the Company’s revenue and profits in any particular quarter may not be indicative of future results. The Company is under no obligation to, and expressly disclaims any obligation to, update or alter its forward-looking statements, whether as a result of new information, future events, changes in assumptions or otherwise.

[Financial Tables Follow]

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TABLE 1
LADENBURG THALMANN FINANCIAL SERVICES INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollars in thousands, except share and per share amounts)
(Unaudited)

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TABLE 2

LADENBURG THALMANN FINANCIAL SERVICES INC.

The following table presents a reconciliation of EBITDA, as adjusted, to net (loss) income attributable to the Company as reported.

* Not Meaningful

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