For Immediate Release

Jefferies Financial Group Inc. (NYSE: JEF)

March 27, 2024

Q1 Financial Highlights

•Net earnings attributable to common shareholders of $150 million, or $0.66 per diluted common share, and net earnings attributable to common shareholders from continuing operations of $157 million, or $0.69 per diluted common share. Adjusting our results this quarter for a pre-tax loss of $55 million associated with our investment in Weiss Multi-Strategy Advisers, which recently announced it is closing down, our net earnings attributable to common shareholders from continuing operations was $196 million16, or $0.8716 per diluted common share. Of the pre-tax loss to us of $55 million, $30 million reduced our Asset Management net revenues and $25 million increased our non-compensation expenses.

•Annualized return on adjusted tangible total equity from continuing operations1 of 9.8%. Adjusting for the impact of the loss on Weiss, our annualized return on adjusted tangible total equity from continuing operations was 12.0%1

•Net revenues of $1.74 billion

Ø    Investment Banking net revenues of $740 million

Ø Capital Markets net revenues of $712 million, our third best Capital Markets quarter ever

Ø Asset Management net revenues (before allocated net interest4) of $288 million, which was $30 million lower due to the Weiss loss

•At February 29, 2024, we had 212.0 million common shares outstanding and 253.5 million shares outstanding on a fully diluted basis2. Our book value per common share was $46.13 and tangible book value per fully diluted share3 was $30.89 at February 29, 2024

“Investment Banking net revenues for the quarter were $740 million, up 28.2% from the prior quarter and 31.4% from the same quarter last year, primarily due to improved mergers and acquisitions and equity underwriting activity reflecting our market share gains against modest improvement in the market. Capital Markets continued its strong performance, with net revenues of $712 million, up 47.9% from the prior quarter and 8.8% versus the same quarter last year. We expect our Investment Banking momentum to continue, and the market share gains we have achieved compared to the prior quarter and prior year quarter across Advisory, Equity underwriting and Leveraged finance to continue, as the investments we have made in our business further mature. Furthermore, we are extremely pleased with our alliance with SMBC, which continues to gain traction and is additive to our business model and prospects. We believe we will further expand our cooperation to additional regions and further areas of mutual opportunity.

Quarterly Cash Dividend

The Jefferies Board of Directors declared a quarterly cash dividend equal to $0.30 per Jefferies common share, payable on May 30, 2024 to record holders of Jefferies common shares on May 20, 2024.

Financial Summary

(Dollars in thousands, except per share amounts)			Three Months Ended
			February 29, 2024						February 28, 202314			% Change
Net revenues:
Investment Banking and Capital Markets			$	1,451,288					$	1,217,132		19%
Asset Management			273,383						68,455			299%
Other			13,532						(2,095)			N/M
Net revenues			1,738,203						1,283,492			35%
Net earnings from continuing operations before income taxes			220,242						158,018			39%
Income tax expense			55,959						28,694			95%
Net earnings from continuing operations			164,283						129,324			27%
Net losses from discontinued operations, net of income tax benefit			(7,891)						—			N/M
Net earnings			156,392						129,324			21%
Net losses attributable to noncontrolling interests			(7,438)						(6,055)			23%
Net losses attributable to redeemable noncontrolling interests			—						(256)			(100)%
Preferred stock dividends			14,189						2,016			604%
Net earnings attributable to common shareholders			$	149,641					$	133,619		12%
Earnings (losses) per common share:
Basic from continuing operations			$	0.71					$	0.56		27%
Basic from discontinued operations			(0.03)						—			N/M
Basic			$	0.68					$	0.56		22%
Diluted from continuing operations			$	0.69					$	0.54		28%
Diluted from discontinued operations			(0.03)						—			N/M
Diluted			$	0.66					$	0.54		23%
Weighted average common shares			219,902						239,101
Weighted average diluted common shares			225,168						248,095

    

N/M — Not Meaningful

* * * *

Amounts herein pertaining to February 29, 2024 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 months ended February 29, 2024 will be provided upon filing our Quarterly Report on Form 10-Q with the SEC, which we expect to file on or about April 5, 2024.

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).

Components of Numerators and Denominators for Earnings Per Common Share

The numerators and denominators used to calculate basic and diluted earnings per common share are as follows (in thousands, except per share amounts):

1.Annualized return on adjusted tangible equity from continuing operations and the annualized return on adjusted tangible equity from continuing operations excluding Weiss losses represent non-GAAP financial measures. Refer to schedule on page 9 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 10 for a reconciliation to U.S. GAAP amounts.

3.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 10 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, 2023.

9.Amounts pertaining to February 29, 2024 represent a preliminary estimate as of the date of this earnings release and may be revised in our Quarterly Report on Form 10-Q for the quarterly period ended February 29, 2024.

10.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.

11.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.

12.Leverage ratio equals total assets divided by total equity.

13.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.

14.During the third quarter of 2023, we refined our allocated net interest methodology to better reflect net interest expense across our business units based on use of capital. As a result, the presentation of Net revenues and Net revenues by source has been recast to conform with the revised methodology.

15.Beginning in fiscal 2024, we now refer to "Merchant banking" as “Other investments” in our Asset Management reportable segment.

16.Represents a non-GAAP financial measure. Refer to schedule on page 10 for a reconciliation to U.S. GAAP amounts.

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.

Annualized Return on Adjusted Tangible Equity Reconciliation

Adjusted Earnings per Diluted Common Share Reconciliation

Adjusted Tangible Book Value and Fully Diluted Shares Outstanding GAAP Reconciliation

The table below reconciles our book value (shareholders' equity) to adjusted tangible book value and our common shares outstanding to fully diluted shares outstanding (in thousands, except per share amounts):