Item 8. Financial Statements and Supplementary Data
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
Table of Contents
PAGE
Report of Independent Registered Public Accounting Firm (PCAOB ID No. 185 )
81
Consolidated Statements of Financial Condition 84
Consolidated Statements of Income and Comprehensive Income 85
Consolidated Statements of Changes in Shareholders’ Equity 86
Consolidated Statements of Cash Flows 87
Notes to Consolidated Financial Statements
Note 1 - Organization and basis of presentation 89
Note 2 - Summary of significant accounting policies 89
Note 3 - Acquisitions 109
Note 4 - Fair value 113
Note 5 - Available-for-sale securities 118
Note 6 - Derivative assets and derivative liabilities 121
Note 7 - Collateralized agreements and financings 123
Note 8 - Bank loans, net 125
Note 9 - Loans to financial advisors, net 132
Note 10 - Variable interest entities 132
Note 11 - Goodwill and identifiable intangible assets, net 133
Note 12 - Other assets 135
Note 13 - Property and equipment, net 135
Note 14 - Leases 136
Note 15 - Bank deposits 137
Note 16 - Other borrowings 138
Note 17 - Senior notes payable 139
Note 18 - Income taxes 140
Note 19 - Commitments, contingencies and guarantees 144
Note 20 - Shareholders’ equity 146
Note 21 - Revenues 149
Note 22 - Interest income and interest expense 152
Note 23 - Share-based and other compensation 152
Note 24 - Regulatory capital requirements 155
Note 25 - Earnings per share 157
Note 26 - Segment information 158
Note 27 - Condensed financial information (parent company only) 160
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Report of Independent Registered Public Accounting Firm
To the Shareholders and Board of Directors
Raymond James Financial, Inc.:
Opinion on the Consolidated Financial Statements
We have audited the accompanying consolidated statements of financial condition of Raymond James Financial, Inc. and subsidiaries (the Company) as of September 30, 2023 and 2022, the related consolidated statements of income and comprehensive income, shareholders’ equity, and cash flows for each of the years in the three year period ended September 30, 2023, and the related notes (collectively, the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of September 30, 2023 and 2022, and the results of its operations and its cash flows for each of the years in the three year period ended September 30, 2023, in conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of September 30, 2023, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated November 21, 2023 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.
Basis for Opinion
These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of a critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Assessment of the allowance for credit losses related to the commercial and industrial (C&I), real estate investment trust (REIT) and the commercial real estate (CRE) portfolio segments that are collectively evaluated for impairment
As discussed in Note 2 and Note 8 to the consolidated financial statements, the Company’s allowance for credit losses on loans was $474 million as of September 30, 2023, a portion of which related to the Raymond James Bank allowance for credit losses (ACL) on C&I, REIT and CRE portfolio segments evaluated on a collective basis (the collective ACL). The Company estimates the collective ACL using a current expected credit losses methodology which is based on relevant information about historical losses, current conditions, and reasonable and supportable forecasts of economic conditions that affect the collectability of loan balances. The collective ACL is a product of multiplying the Company’s estimates of
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probability of default (PD), loss given default (LGD) and exposure at default. The Company uses third-party historical information combined with macroeconomic variables over the reasonable and supportable forecast periods based on a single economic forecast scenario to estimate the PDs and LGDs. After the reasonable and supportable forecast periods, for C&I and REIT portfolio segments, the Company reverts to historical loss information over a one-year period using a straight-line reversion approach. For the CRE portfolio segment, the Company incorporates a reasonable and supportable forecast of various macroeconomic variables over the remaining life of the assets. The estimated PDs and LGDs are applied to estimated exposure at default considering the contractual loan term adjusted for expected prepayments to estimate expected losses. Adjustments are made to the collective ACL to reflect certain qualitative factors that are not incorporated into the quantitative models and related estimate.
We identified the assessment of the September 30, 2023 collective ACL on Raymond James Bank loans related to the C&I, REIT and CRE portfolio segments as a critical audit matter. A high degree of audit effort, including specialized skills and knowledge, and subjective and complex auditor judgment was involved in the assessment due to significant measurement uncertainty. Specifically, the assessment encompassed the evaluation of the September 30, 2023 collective ACL methodology, including the methods and models used to estimate the PDs and LGDs and their significant assumptions. Such significant assumptions included portfolio segmentation, risk ratings, the selection of the single economic forecast scenario and macroeconomic variables, the reasonable and supportable forecast periods and the reversion periods, and third-party historical information. The assessment also included the evaluation of the qualitative factors by portfolio segment. The assessment also included an evaluation of the conceptual soundness and performance of the PD and LGD models. In addition, auditor judgment was required to evaluate the sufficiency of audit evidence obtained.
The following are the primary procedures we performed to address this critical audit matter. We evaluated the design and tested the operating effectiveness of certain internal controls related to the Company’s measurement of the September 30, 2023 collective ACL estimate on Raymond James Bank loans related to the C&I, REIT and CRE portfolio segments, including controls over the:
• development of the collective ACL methodology on Bank loans related to the C&I, REIT and CRE portfolio segments
• development of the PD and LGD models
• identification and determination of the significant assumptions used in the PD and LGD models
• development of the qualitative methodology and factors
• performance monitoring of the PD and LGD models
• analysis of the collective ACL on Bank loans related to the C&I, REIT and CRE portfolio segments results, trends, and ratios.
We evaluated the Company’s process to develop the September 30, 2023 collective ACL estimate on Bank loans related to the C&I, REIT and CRE portfolio segments by testing certain sources of data, factors, and assumptions that the Company used, and considered the relevance and reliability of such data, factors, and assumptions. In addition, we involved credit risk professionals with specialized skills and knowledge, who assisted in:
• evaluating the Company’s collective ACL methodology for compliance with U.S. generally accepted accounting principles
• evaluating judgments made by the company relative to the development and performance testing of the PD and LGD models by comparing them to relevant Company-specific metrics and trends and the applicable industry and regulatory practices
• assessing the conceptual soundness and performance of the PD and LGD models by inspecting the model documentation to determine whether the models are suitable for the intended use
• evaluating the selection of the economic forecast scenario and underlying macroeconomic variables by comparing it to the Company’s business environment and relevant industry practices
• evaluating the length of the reasonable and supportable forecast periods and the reversion periods by comparing them to specific portfolio segment risk characteristics and trends
• determining whether the loan portfolio is segmented by similar risk characteristics by comparing to the Company’s business environment and relevant industry practices
• evaluating the relevance of third-party historical information by comparing to specific portfolio segment risk characteristics
• performing credit file reviews on a selection of loans to assess loan characteristics or risk ratings by evaluating the financial performance of the borrower, sources of repayment, and any relevant guarantees or underlying collateral and
• evaluating the methodology used to develop the qualitative factors and the effect of those factors on the allowance for credit losses on Bank loans compared with relevant credit risk factors and consistency with credit trends and identified limitations of the underlying quantitative models.
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We also assessed the sufficiency of the audit evidence obtained related to the September 30, 2023 collective ACL estimate on Bank loans related to the C&I, REIT and CRE portfolio segments by evaluating the:
• cumulative results of the audit procedures
• qualitative aspects of the Company’s accounting practices and
• potential bias in the accounting estimate.
/s/ KPMG LLP
We have served as the Company’s auditor since 2001.
Tampa, Florida
November 21, 2023
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RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
September 30,
$ in millions, except per share amounts 2023 2022
Assets:
Cash and cash equivalents $ 9,313 $ 6,178
Assets segregated for regulatory purposes and restricted cash 3,235 8,481
Collateralized agreements 418 704
Financial instruments, at fair value:
Trading assets ( $ 1,062 and $ 1,188 pledged as collateral)
1,187 1,270
Available-for-sale securities ( $ 22 and $ 74 pledged as collateral)
9,181 9,885
Derivative assets 265 188
Other investments ( $ 7 and $ 14 pledged as collateral)
306 292
Brokerage client receivables, net 2,525 2,934
Other receivables, net 1,608 1,615
Bank loans, net 43,775 43,239
Loans to financial advisors, net 1,136 1,152
Deferred income taxes, net
711 630
Goodwill and identifiable intangible assets, net
1,907 1,931
Other assets
2,793 2,452
Total assets $ 78,360 $ 80,951
Liabilities and shareholders’ equity:
Bank deposits $ 54,199 $ 51,357
Collateralized financings
337 466
Financial instrument liabilities, at fair value:
Trading liabilities 716 836
Derivative liabilities 490 530
Brokerage client payables 5,447 11,446
Accrued compensation, commissions and benefits 1,914 1,787
Other payables 1,931 1,768
Other borrowings 1,100 1,291
Senior notes payable
2,039 2,038
Total liabilities 68,173 71,519
Commitments and contingencies (see Note 19)
Shareholders’ equity
Preferred stock 79 120
Common stock; $ .01 par value; 650,000,000 shares authorized; 248,728,805 shares issued, and 208,769,095 shares outstanding as of September 30, 2023; 248,018,564 shares issued, and 215,122,523 shares outstanding as of September 30, 2022
2 2
Additional paid-in capital 3,143 2,987
Retained earnings 10,213 8,843
Treasury stock, at cost; 39,959,710 and 32,896,041 common shares as of September 30, 2023 and 2022, respectively
( 2,252 ) ( 1,512 )
Accumulated other comprehensive loss ( 971 ) ( 982 )
Total equity attributable to Raymond James Financial, Inc. 10,214 9,458
Noncontrolling interests ( 27 ) ( 26 )
Total shareholders’ equity 10,187 9,432
Total liabilities and shareholders’ equity $ 78,360 $ 80,951
See accompanying Notes to Consolidated Financial Statements.
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RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES
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RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
Year ended September 30,
$ in millions, except per share amounts 2023 2022 2021
Revenues:
Asset management and related administrative fees
$ 5,363 $ 5,563 $ 4,868
Brokerage revenues:
Securities commissions
1,459 1,589 1,651
Principal transactions
462 527 561
Total brokerage revenues
1,921 2,116 2,212
Account and service fees
1,125 833 635
Investment banking
648 1,100 1,143
Interest income
3,748 1,508 823
Other
187 188 229
Total revenues
12,992 11,308 9,910
Interest expense
( 1,373 ) ( 305 ) ( 150 )
Net revenues
11,619 11,003 9,760
Non-interest expenses:
Compensation, commissions and benefits
7,299 7,329 6,584
Non-compensation expenses:
Communications and information processing
599 506 429
Occupancy and equipment
271 252 232
Business development
242 186 111
Investment sub-advisory fees
151 152 130
Professional fees
145 131 122
Bank loan provision/(benefit) for credit losses 132 100 ( 32 )
Losses on extinguishment of debt — — 98
Other
500 325 295
Total non-compensation expenses 2,040 1,652 1,385
Total non-interest expenses 9,339 8,981 7,969
Pre-tax income
2,280 2,022 1,791
Provision for income taxes
541 513 388
Net income
1,739 1,509 1,403
Preferred stock dividends 6 4 —
Net income available to common shareholders $ 1,733 $ 1,505 $ 1,403
Earnings per common share – basic
$ 8.16 $ 7.16 $ 6.81
Earnings per common share – diluted
$ 7.97 $ 6.98 $ 6.63
Weighted-average common shares outstanding – basic
211.8 209.9 205.7
Weighted-average common and common equivalent shares outstanding – diluted
216.9 215.3 211.2
Net income
$ 1,739 $ 1,509 $ 1,403
Other comprehensive income/(loss), net of tax:
Available-for-sale securities
( 40 ) ( 897 ) ( 94 )
Currency translations, net of the impact of net investment hedges 50 ( 114 ) 16
Cash flow hedges 1 70 26
Total other comprehensive income/(loss), net of tax 11 ( 941 ) ( 52 )
Total comprehensive income
$ 1,750 $ 568 $ 1,351
See accompanying Notes to Consolidated Financial Statements.
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RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY
Year ended September 30,
$ in millions, except per share amounts 2023 2022 2021
Preferred stock:
Balance beginning of year $ 120 $ — $ —
Preferred stock issued for TriState Capital Holdings, Inc. (“TriState Capital”) acquisition — 120 —
Redemption of preferred stock
( 41 ) — —
Balance end of year 79 120 —
Common stock, par value $ .01 per share:
Balance beginning of year
2 2 2
Issuance of shares for stock split — — 1
Other — — ( 1 )
Balance end of year
2 2 2
Additional paid-in capital:
Balance beginning of year
2,987 2,088 2,007
Common stock issued for TriState Capital acquisition — 778 —
Restricted stock awards issued for TriState Capital acquisition — 28 —
Employee stock purchases
43 42 32
Distributions due to vesting of restricted stock units and exercise of stock options, net of forfeitures ( 117 ) ( 135 ) ( 77 )
Share-based compensation amortization 230 186 126
Issuance of shares for stock split — — ( 1 )
Other — — 1
Balance end of year
3,143 2,987 2,088
Retained earnings:
Balance beginning of year
8,843 7,633 6,484
Net income attributable to Raymond James Financial, Inc.
1,739 1,509 1,403
Common and preferred stock cash dividends declared (see Note 20)
( 369 ) ( 299 ) ( 219 )
Cumulative adjustments for changes in accounting principles — — ( 35 )
Balance end of year
10,213 8,843 7,633
Treasury stock:
Balance beginning of year
( 1,512 ) ( 1,437 ) ( 1,390 )
Purchases/surrenders
( 810 ) ( 173 ) ( 128 )
Reissuances due to vesting of restricted stock units and exercise of stock options 70 98 81
Balance end of year
( 2,252 ) ( 1,512 ) ( 1,437 )
Accumulated other comprehensive income/(loss):
Balance beginning of year
( 982 ) ( 41 ) 11
Other comprehensive income/(loss), net of tax
11 ( 941 ) ( 52 )
Balance end of year
( 971 ) ( 982 ) ( 41 )
Total equity attributable to Raymond James Financial, Inc.
$ 10,214 $ 9,458 $ 8,245
Noncontrolling interests:
Balance beginning of year
$ ( 26 ) $ 58 $ 62
Net income/(loss) attributable to noncontrolling interests ( 1 ) ( 1 ) 23
Deconsolidations and sales — ( 83 ) ( 27 )
Balance end of year
( 27 ) ( 26 ) 58
Total shareholders’ equity $ 10,187 $ 9,432 $ 8,303
See accompanying Notes to Consolidated Financial Statements.
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RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
Year ended September 30,
$ in millions 2023 2022 2021
Cash flows from operating activities:
Net income $ 1,739 $ 1,509 $ 1,403
Adjustments to reconcile net income to net cash provided by/(used in) operating activities:
Depreciation and amortization 165 145 134
Deferred income taxes, net ( 88 ) ( 16 ) ( 37 )
Premium and discount amortization on available-for-sale securities and bank loans and net unrealized gain/loss on other investments ( 49 ) 23 15
Provisions/(benefits) for credit losses and legal and regulatory proceedings 292 111 ( 20 )
Share-based compensation expense 237 192 132
Unrealized (gain)/loss on company-owned life insurance policies, net of expenses ( 96 ) 174 ( 150 )
Losses on extinguishment of debt — — 98
Other 10 49 66
Net change in:
Assets segregated for regulatory purposes excluding cash and cash equivalents — 2,100 ( 2,100 )
Collateralized agreements, net of collateralized financings 157 ( 37 ) ( 29 )
Loans (provided to) financial advisors, net of repayments
( 7 ) ( 120 ) ( 90 )
Brokerage client receivables and other receivables, net 257 ( 203 ) ( 420 )
Trading instruments, net ( 33 ) 48 ( 141 )
Derivative instruments, net ( 130 ) 479 53
Other assets ( 52 ) ( 126 ) 16
Brokerage client payables and other payables ( 6,088 ) ( 4,213 ) 7,306
Accrued compensation, commissions and benefits 123 ( 76 ) 416
Purchases and originations of loans held for sale, net of proceeds from sales of securitizations and loans held for sale
49 33 ( 5 )
Net cash provided by/(used in) operating activities
( 3,514 ) 72 6,647
Cash flows from investing activities:
Increase in bank loans, net
( 1,262 ) ( 7,235 ) ( 4,027 )
Proceeds from sales of loans held for investment
680 213 287
Purchases of available-for-sale securities
( 611 ) ( 3,069 ) ( 4,218 )
Available-for-sale securities maturations, repayments and redemptions
1,262 1,712 2,181
Proceeds from sales of available-for-sale securities
— 52 969
Cash and cash equivalents acquired in business acquisitions, including those segregated for regulatory purposes, net of cash paid for acquisitions — 1,461 ( 266 )
Additions to property and equipment
( 173 ) ( 91 ) ( 74 )
Purchase of Federal Reserve Bank stock
( 22 ) — —
Purchases of Federal Home Loan Bank stock, net
( 4 ) — —
Investment in note receivable — ( 125 ) —
Investment in solar tax credit equity investment
( 69 ) — —
(Purchases)/sales of other investments, net ( 6 ) 24 27
Other investing activities, net
( 69 ) ( 93 ) ( 19 )
Net cash used in investing activities ( 274 ) ( 7,151 ) ( 5,140 )
See accompanying Notes to Consolidated Financial Statements.
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RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
Year ended September 30,
$ in millions 2023 2022 2021
Cash flows from financing activities:
Proceeds from senior notes issuances, net of debt issuance costs paid — — 737
Extinguishment of senior notes payable — — ( 844 )
Increase in bank deposits 2,842 6,269 5,694
Repurchases of common stock and share-based awards withheld for payment of withholding tax requirements ( 862 ) ( 216 ) ( 150 )
Dividends on common and preferred stock ( 355 ) ( 277 ) ( 218 )
Redemption of preferred stock
( 40 ) — —
Exercise of stock options and employee stock purchases 46 52 53
Proceeds from Federal Home Loan Bank advances 3,200 1,025 —
Repayments of Federal Home Loan Bank advances and other borrowed funds ( 3,391 ) ( 967 ) ( 31 )
Other financing, net ( 2 ) ( 7 ) ( 9 )
Net cash provided by financing activities 1,438 5,879 5,232
Currency adjustment:
Effect of exchange rate changes on cash and cash equivalents, including those segregated for regulatory purposes 239 ( 590 ) 76
Net increase/(decrease) in cash and cash equivalents, including those segregated for regulatory purposes and restricted cash ( 2,111 ) ( 1,790 ) 6,815
Cash and cash equivalents, including those segregated for regulatory purposes and restricted cash at beginning of year 14,659 16,449 9,634
Cash and cash equivalents, including those segregated for regulatory purposes and restricted cash at end of year $ 12,548 $ 14,659 $ 16,449
Cash and cash equivalents $ 9,313 $ 6,178 $ 7,201
Cash and cash equivalents segregated for regulatory purposes and restricted cash 3,235 8,481 9,248
Total cash and cash equivalents, including those segregated for regulatory purposes and restricted cash at end of year $ 12,548 $ 14,659 $ 16,449
Supplemental disclosures of cash flow information:
Cash paid for interest $ 1,310 $ 323 $ 145
Cash paid for income taxes, net $ 565 $ 524 $ 437
Cash outflows for lease liabilities $ 123 $ 111 $ 110
Non-cash right-of-use assets recorded for new and modified leases $ 143 $ 68 $ 168
Common stock issued as consideration for TriState Capital acquisition $ — $ 778 $ —
Restricted stock awards issued as consideration for TriState Capital acquisition $ — $ 28 $ —
Preferred stock issued as consideration for TriState Capital acquisition $ — $ 120 $ —
Effective settlement of note receivable for TriState Capital acquisition $ — $ 123 $ —
See accompanying Notes to Consolidated Financial Statements.
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RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2023
NOTE 1 – ORGANIZATION AND BASIS OF PRESENTATION
Organization
Raymond James Financial, Inc. (“RJF” or the “firm”) is a financial holding company which, together with its subsidiaries, is engaged in various financial services activities, including providing investment management services to retail and institutional clients, merger & acquisition and advisory services, the underwriting, distribution, trading and brokerage of equity and debt securities, and the sale of mutual funds and other investment products. The firm also provides corporate and retail banking services, and trust services. For further information about our business segments, see Note 26. As used herein, the terms “our,” “we,” or “us” refer to RJF and/or one or more of its subsidiaries.
Basis of presentation
The accompanying consolidated financial statements include the accounts of RJF and its consolidated subsidiaries that are generally controlled through a majority voting interest. We consolidate all of our 100 %-owned subsidiaries. In addition, we consolidate any variable interest entity (“VIE”) in which we are the primary beneficiary. Additional information on these VIEs is provided in Note 2 and in Note 10. When we do not have a controlling interest in an entity, but we exert significant influence over the entity, we apply the equity method of accounting. All material intercompany balances and transactions have been eliminated in consolidation.
Accounting estimates and assumptions
The preparation of consolidated financial statements in conformity with United States (“U.S.”) generally accepted accounting principles (“GAAP”) requires us to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses for the reporting period. Actual results could differ from those estimates and could have a material impact on the consolidated financial statements.
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Recent accounting developments
Accounting guidance recently adopted
In March 2023, the Financial Accounting Standards Board (“FASB”) issued amended guidance related to accounting for investments in tax credit structures using the proportional amortization method (ASU 2023-02). The amendment permits reporting entities to elect to account for their equity investments in tax credit structures using the proportional amortization method if certain conditions are met. This amendment requires entities to make disclosures about all investments in a tax credit program for which they have elected to account for using the proportional amortization method, including those investments in an elected tax credit program that do not meet the conditions to apply the proportional amortization method.
We adopted this guidance on October 1, 2022 using a modified retrospective approach. The impact on our financial statements upon adoption of this new standard was insignificant as our eligible investments upon adoption were not significant. Our significant accounting policies described below have been updated for the adoption of this guidance where applicable.
Significant accounting policies
Recognition of non-interest revenues
Revenue from contracts with customers is recognized when promised services are delivered to our customers in an amount we expect to receive in exchange for those services (i.e., the transaction price). Contracts with customers can include multiple services, which are accounted for as separate “performance obligations” if they are determined to be distinct. Our performance obligations to our customers are generally satisfied when we transfer the promised service to our customer, either at a point in time or over time. Revenue from a performance obligation transferred at a point in time is recognized at the time that the
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Notes to Consolidated Financial Statements
Index
customer obtains control over the promised service. Revenue from our performance obligations satisfied over time is recognized in a manner that depicts our performance in transferring control of the service, which is generally measured based on time elapsed, as our customers receive the benefit of our services as they are provided.
Payment for the majority of our services is considered to be variable consideration, as the amount of revenue we expect to receive is subject to factors outside of our control, including market conditions. Variable consideration is only included in revenue when amounts are not subject to significant reversal, which is generally when uncertainty around the amount of revenue to be received is resolved. We record deferred revenue from contracts with customers when payment is received prior to the performance of our obligation to the customer.
We involve third parties in providing services to the customer for certain of our contracts with customers. We are generally deemed to control the promised services before they are transferred to the customer. Accordingly, we present the related revenues gross of the related costs.
We have elected the practical expedient allowed by the accounting guidance to not disclose information about remaining performance obligations pertaining to contracts that have an original expected duration of one year or less. See Note 21 for additional information on our revenues.
Asset management and related administrative fees
We earn asset management and related administrative fees for performing asset management, portfolio management and related administrative services to retail and institutional clients. Such fees are generally calculated as a percentage of the value of our Private Client Group (“PCG”) client assets in fee-based accounts or on the net asset value of assets managed by our Raymond James Investment Management division (“Raymond James Investment Management”) in our Asset Management segment. The values of these assets are impacted by market fluctuations and net inflows or outflows of assets. Fees are generally collected quarterly and are based on balances either at the beginning of the quarter or the end of the quarter, or average balances throughout the quarter. Asset management and related administrative fees are recognized on a monthly basis (i.e., over time) as the services are performed.
Revenues related to fee-based accounts under administration in PCG are shared by the PCG and Asset Management segments, the amount of which depends on whether clients are invested in “managed programs” that are overseen by our Asset Management segment (i.e., included in financial assets under management (“AUM”) in the Asset Management segment) and the administrative services provided. Asset management revenues earned by Raymond James Investment Management for retail accounts managed on behalf of third-party institutions, institutional accounts and proprietary mutual funds that we manage are recorded entirely in the Asset Management segment.
Brokerage revenues
Securities commissions
Mutual and other fund products and insurance and annuity products
We earn revenues for distribution and related support services performed related to mutual and other funds, fixed and variable annuities and insurance products. Depending on the product sold, we may receive an upfront fee for our services, a trailing commission, or some combination thereof. Upfront commissions received are generally based on a fixed rate applied, as a percentage, to amounts invested or the value of the contract at the time of sale and are generally recognized at the time of sale. Trailing commissions are generally based on a fixed rate applied, as a percentage, to the net asset value of the fund, or the value of the insurance policy or annuity contract. Trailing commissions on eligible products are generally received monthly or quarterly over the period that our client holds the investment or holds the contract. As these trailing commissions are based on factors outside of our control, including market movements and client behavior (i.e., how long clients hold their investment, insurance policy or annuity contract), such revenue is recognized when it is probable that a significant reversal will not occur.
Equities, ETFs and fixed income products
We earn commissions for executing and clearing transactions for customers, primarily in listed and over-the-counter equity securities, including exchange-traded funds (“ETFs”), options, and fixed income securities. Such revenues primarily arise from transactions for retail clients in our PCG segment, as well as services related to sales and trading activities transacted on an agency basis in our Capital Markets segment. Commissions are recognized on trade date, generally received from the customer on settlement date, and we record a receivable between the trade date and the date collected from the customer.
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Notes to Consolidated Financial Statements
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Principal transactions
Principal transactions include revenues from clients’ purchases and sales of financial instruments, including fixed income and equity securities and derivatives, in which we transact on a principal basis. We make markets in certain fixed income securities and we carry inventories of financial instruments to facilitate such transactions. The gains and losses on such inventories, both realized and unrealized, are reported as principal transactions revenues.
Account and service fees
Mutual fund and annuity service fees
We earn servicing fees for providing sales and marketing support to third-party financial entities and for supporting the availability and distribution of their products on our platforms. We also earn servicing fees for accounting and administrative services provided to such parties. These fees, which are received monthly or quarterly, are generally based on the market value of the related assets, a fixed annual fee or, in certain cases, the number of positions in such programs, and are recognized over time as the services are performed.
Raymond James Bank Deposit Program (“RJBDP”) fees
We earn servicing fees from various banks for administrative services we provide related to our clients’ deposits that are swept to such banks as part of the Raymond James Bank Deposit Program, our multi-bank sweep program. The amounts received from third-party banks are variable in nature and fluctuate based on client cash balances in the program, as well as the level of short-term interest rates and the interest paid to clients by the third-party banks on balances in the RJBDP. The fees are earned over time as the related administrative services are performed and are received monthly. Our PCG segment also earns servicing fees from our Bank segment, which is calculated as the greater of a base servicing fee or a net yield equivalent to the average yield that the firm would otherwise receive from third-party banks in the RJBDP. These intersegment fees, and the offsetting intersegment expense in the Bank segment, are eliminated in consolidation.
Investment banking
We earn revenue from investment banking transactions, including public and private equity and debt financings, merger & acquisition advisory services, and other advisory services. Underwriting revenues, which are typically deducted from the proceeds remitted to the issuer, are recognized on trade date if there is no uncertainty or contingency related to the amount to be received. Fees from merger & acquisition and advisory assignments are generally recognized at the time the services related to the transaction are completed under the terms of the engagement. Fees for merger & acquisition and advisory services are typically received upfront, as non-refundable retainer fees, and/or upon completion of a transaction as a success fee. Expenses related to investment banking transactions are generally deferred until the related revenue is recognized or the assignment is otherwise concluded. Such expenses, when recognized, are included in “Professional fees” on our Consolidated Statements of Income and Comprehensive Income.
Cash and cash equivalents
Our cash equivalents include money market funds or highly liquid investments with maturities of 3 months or less as of our date of purchase, other than those held for trading purposes.
Assets segregated for regulatory purposes and restricted cash
Our broker-dealers carrying client accounts are generally subject to requirements to maintain cash or qualified securities on deposit in a segregated reserve account for the exclusive benefit of their clients. Such amounts are included in “Assets segregated for regulatory purposes and restricted cash” on our Consolidated Statements of Financial Condition as of each respective period end. These amounts largely include cash and cash equivalents but may also include highly liquid securities, such as U.S. Treasury securities (“U.S. Treasuries”), which are carried at fair value on our Consolidated Statements of Financial Condition. These assets are classified as Level 1 in the fair value hierarchy.
We may also from time to time be required to restrict cash for other corporate purposes. In addition, Raymond James Ltd. (“RJ Ltd.”) holds client Registered Retirement Savings Plan funds in trust in accordance with Canadian retirement plan regulations.
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Collateralized agreements and financings
Securities purchased under agreements to resell and securities sold under agreements to repurchase
We purchase securities under short-term agreements to resell (“reverse repurchase agreements”). Additionally, we sell securities under agreements to repurchase (“repurchase agreements”). Reverse repurchase agreements and repurchase agreements are accounted for as collateralized agreements and collateralized financings, respectively, and are carried at contractual amounts plus accrued interest. We receive collateral with a fair value that is typically equal to or in excess of the principal amount loaned under reverse repurchase agreements to mitigate credit exposure. To ensure that the market value of the underlying collateral remains sufficient, collateral values are evaluated on a daily basis, and collateral is obtained from or returned to the counterparty when contractually required. Under repurchase agreements, we are required to post collateral in an amount that typically exceeds the carrying value of these agreements. In the event that the market value of the securities we pledge as collateral declines, we may have to post additional collateral or reduce borrowing amounts. Reverse repurchase agreements and repurchase agreements are included in “Collateralized agreements” and “Collateralized financings,” respectively, on our Consolidated Statements of Financial Condition. See Note 7 for additional information regarding collateralized agreements and financings.
Securities borrowed and securities loaned
We may act as an intermediary between broker-dealers and other financial institutions whereby we borrow securities from one counterparty and then either lend them to another counterparty or use them in our broker-dealer operations to cover short positions. Where permitted, we have also loaned, to broker-dealers and other financial institutions, securities owned by the firm or our clients or others we have received as collateral. Securities borrowed and securities loaned transactions are accounted for as collateralized agreements and collateralized financings, respectively, and are recorded at the amount of cash advanced or received. In securities borrowed transactions, we are required to deposit cash with the lender in an amount which is generally in excess of the market value of securities borrowed. With respect to securities loaned, we generally receive cash in an amount in excess of the market value of securities loaned. We evaluate the market value of securities borrowed and loaned on a daily basis, with additional collateral obtained or refunded as necessary. Securities borrowed and securities loaned are included in “Collateralized agreements” and “Collateralized financings,” respectively, on our Consolidated Statements of Financial Condition. See Note 7 for additional information regarding collateralized agreements and financings.
Financial instruments, financial instrument liabilities, at fair value
“Financial instruments” and “Financial instrument liabilities” are recorded at fair value. Fair value is defined by GAAP as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the measurement date in the principal or most advantageous market for the asset or liability.
In determining the fair value of our financial instruments in accordance with GAAP, we use various valuation approaches, including market and/or income approaches. Fair value is a market-based measurement considered from the perspective of a market participant. As such, our fair value measurements reflect assumptions that we believe market participants would use in pricing the asset or liability at the measurement date. GAAP provides for the following three levels to be used to classify our fair value measurements.
Level 1 - Financial instruments included in Level 1 are highly liquid instruments valued using unadjusted quoted prices in active markets for identical assets or liabilities.
Level 2 - Financial instruments reported in Level 2 include those that have pricing inputs that are other than unadjusted quoted prices in active markets, but which are either directly or indirectly observable as of the reporting date (i.e., prices for similar instruments).
Level 3 - Financial instruments reported in Level 3 have little, if any, market activity and are measured using one or more inputs that are significant to the fair value measurement and unobservable. These valuations require judgment and estimation. These instruments are generally valued using discounted cash flow techniques.
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GAAP requires that we maximize the use of observable inputs and minimize the use of unobservable inputs when performing our fair value measurements. The availability of observable inputs can vary from instrument to instrument and, in certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an instrument’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the fair value measurement of an instrument requires judgment and consideration of factors specific to the instrument.
Valuation techniques and inputs
The fair values for certain of our financial instruments are derived using pricing models and other valuation techniques that involve management judgment. The price transparency of financial instruments is a key determinant of the degree of judgment involved in determining the fair value of our financial instruments. Financial instruments which are actively traded will generally have a higher degree of price transparency than financial instruments that are less frequently traded. In accordance with GAAP, the criteria used to determine whether the market for a financial instrument is active or inactive is based on the particular asset or liability. For equity securities, our definition of actively traded is based on average daily trading volume. We have determined the market for certain other types of financial instruments to be uncertain or inactive as of both September 30, 2023 and 2022. As a result, the valuation of these financial instruments included management judgment in determining the relevance and reliability of market information available.
The level within the fair value hierarchy, specific valuation techniques, and other significant accounting policies pertaining to financial instruments at fair value on our Consolidated Statements of Financial Condition are described as follows.
Trading assets and trading liabilities
Trading assets and trading liabilities are comprised primarily of the financial instruments held by our broker-dealer subsidiaries and include debt securities, equity securities, brokered certificates of deposit, and other financial instruments. Trading assets and trading liabilities are recorded at fair value with realized and unrealized gains and losses reflected in “Principal transactions” in current period net income.
When available, we use quoted prices in active markets to determine the fair value of our trading assets and trading liabilities. Such instruments are classified within Level 1 of the fair value hierarchy.
When trading instruments are traded in secondary markets and quoted market prices for identical instruments do not exist, we utilize valuation techniques, including matrix pricing, to estimate fair value. Matrix pricing generally utilizes spread-based models periodically re-calibrated to observable inputs such as market trades or to dealer price bids in similar securities in order to derive the fair value of the instruments. Valuation techniques may also rely on other observable inputs such as yield curves, interest rates and expected principal prepayments and default probabilities. We utilize prices from third-party pricing services to corroborate our estimates of fair value. Depending upon the type of security, the pricing service may provide a listed price, a matrix price or use other methods. Securities valued using these techniques are classified within Level 2 of the fair value hierarchy.
Within each broker-dealer subsidiary, we offset our long and short positions for identical securities recorded at fair value as part of our trading assets (long positions) and trading liabilities (short positions).
Available-for-sale securities
Available-for-sale securities are classified at the date of purchase. They are comprised primarily of agency mortgage-backed securities (“MBS”), agency collateralized mortgage obligations (“CMOs”), and other securities which a re guaranteed by the U.S. government or its agencies. Available-for-sale securities are used as part of our interest rate risk and liquidity management strategies and may be sold in response to changes in interest rates, changes in prepayment risks, or other factors.
The fair values of our available-for-sale securities are determined by obtaining prices from third-party pricing services, which are primarily based on valuation models. The third-party pricing services provide comparable price evaluations utilizing observable market data for similar securities. Such observable market data is comprised of benchmark yields, reported trades, broker-dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers, reference data (including market research publications), and loan performance experience. We utilize other third-party pricing services to corroborate the pricing information obtained from the primary pricing service. The majority of our available-for-sale securities are classified within Level 2 of the fair value hierarchy; however, certain available-for-sale securities are classified within Level 1 of the fair value hierarchy.
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Interest on available-for-sale securities is recognized in interest income on an accrual basis, with the related accrued interest not yet received reflected in “Other receivables” on our Consolidated Statements of Financial Condition. Discounts are accreted and premiums are amortized as an adjustment to yield over the estimated average life of the security, after factoring in the impact of prepayments. Unrealized gains or losses due to market factors on available-for-sale securities are recorded through other comprehensive income/(loss) (“OCI”), net of applicable taxes, and are thereafter presented in equity as a component of accumulated other comprehensive income (“AOCI”) on our Consolidated Statements of Financial Condition. Realized gains and losses on sales of available-for-sale securities are recognized using the specific identification method and are reflected in “Other” revenue in the period sold.
Derivative assets and derivative liabilities
Our derivative assets and derivative liabilities are recorded at fair value and are included in “Derivative assets” and “Derivative liabilities” on our Consolidated Statements of Financial Condition. To reduce credit exposure on certain of our derivative transactions, we may enter into a master netting arrangement that allows for net settlement of all derivative transactions with each counterparty within the same subsidiary. In addition, the credit support annex allows parties to the master netting agreement to mitigate their credit risk by requiring the party which is out of the money to post collateral. Generally the collateral we accept is in the form of either cash or marketable securities. Where permitted, we elect to net-by-counterparty certain derivatives entered into under a legally enforceable master netting agreement and, therefore, the fair value of those derivatives are netted by counterparty on our Consolidated Statements of Financial Condition. As we elect to net-by-counterparty the fair value of such derivatives, we also net-by-counterparty cash collateral exchanged as part of those derivative agreements. Collateral received in the form of marketable securities is not offset as part of such derivative agreements.
We may also require certain counterparties to make a cash deposit at the inception of a derivative agreement, referred to as “initial margin.” This initial margin is included in “Cash and cash equivalents” and “Other payables” on our Consolidated Statements of Financial Condition. We are also required to maintain deposits with the clearing organizations we utilize to clear certain of our interest rate derivatives, for which we have generally posted securities as collateral. This initial margin is included as a component of “Other investments” and “Available-for-sale securities” on our Consolidated Statements of Financial Condition. On a daily basis, we also pay cash to, or receive cash from, these clearing organizations due to changes in the fair value of the derivatives which they clear. Such payments are referred to as “variation margin” and are considered to be settlement of the related derivatives.
Interest rate derivatives
We enter into interest rate derivatives as part of our trading activities in our fixed income business to facilitate client transactions or to actively manage risk exposures that arise from our client activity, including a portion of our trading inventory. In addition, we enter into interest rate derivatives with clients of our Bank segment, including clients with whom we have entered into loans or other lending arrangements, to facilitate their respective interest rate risk management strategies. The majority of these derivatives are traded in the over-the-counter market and are executed directly with another counterparty or are cleared and settled through a clearing organization. Realized and unrealized gains or losses on such derivatives are recorded in “Principal transactions” on our Consolidated Statements of Income and Comprehensive Income. The fair values of these interest rate derivatives are obtained from internal or third-party pricing models that consider current market trading levels and the contractual prices for the underlying financial instruments, as well as time value, yield curve and other volatility factors underlying the positions. Since these model inputs can be observed in liquid markets and the models do not require significant judgment, such derivatives are classified within Level 2 of the fair value hierarchy. We corroborate the output of our internal pricing models by preparing an independent calculation using a third-party model. Our fixed income business also holds to-be-announced security contracts that are accounted for as derivatives, which are classified within Level 1 of the fair value hierarchy.
We also facilitated matched book derivative transactions in which we entered into interest rate derivatives with clients. For every matched book derivative we entered into with a client, we also entered into an offsetting derivative on terms that mirrored the client transaction with a credit support provider, which was a third-party financial institution. Any collateral required to be exchanged under these matched book derivatives was administered directly between the client and the third-party financial institution. Due to this pass-through transaction structure, we had completely mitigated the market and credit risk on these matched book derivatives. As a result, matched book derivatives for which the fair value was in an asset position had an equal and offsetting derivative liability. Fair value was determined using an internal pricing model which included inputs from independent pricing sources to project future cash flows related to each underlying derivative. Since any changes in fair value were completely offset by a change in fair value of the offsetting derivative, there was no net impact on our Consolidated
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Statements of Income and Comprehensive Income from changes in the fair value of these derivatives. During the year ended September 30, 2023, we exited such matched book derivative agreements.
We enter into primarily floating-rate advances from the Federal Home Loan Bank (“FHLB”) to, in part, fund lending and investing activities in our Bank segment and then enter into interest rate contracts which swap variable interest payments on a portion of such borrowings for fixed interest payments. We also enter into interest rate contracts which swap variable interest payments associated with certain money market and saving account deposits for fixed interest payments. These interest rate swaps are designated as cash flow hedges and effectively fix a portion of our Bank segment’s cost of funds and mitigate a portion of the market risk associated with its lending and investing activities. The gain or loss on our Bank segment’s cash flow hedges is recorded, net of tax, in shareholders’ equity as a component of AOCI and subsequently reclassified to earnings when the hedged transaction affects earnings, specifically upon the incurrence of interest expense on the hedged borrowings and deposits. Hedge effectiveness is assessed at inception and at each reporting period utilizing regression analysis. As the key terms of the hedging instrument and hedged transaction match at inception, management expects the hedges to be effective while they are outstanding. The fair value of these interest rate swaps is determined by obtaining valuations from a third-party pricing service. These third-party valuations are based on observable inputs such as time value and yield curves. We validate these observable inputs by preparing an independent calculation using a secondary model. Cash flows from hedging activities are included in the same category as the items being hedged. Cash flows from derivative instruments used to manage interest rates are classified as operating activities. We classify these derivatives within Level 2 of the fair value hierarchy.
Foreign-exchange derivatives
We enter into three-month forward foreign exchange contracts primarily to hedge the risks related to Raymond James Bank’s investment in its Canadian subsidiary, as well as its risk resulting from transactions denominated in currencies other than the U.S. dollar. The majority of these derivatives are designated as net investment hedges. The gain or loss related to these designated net investment hedges is recorded, net of tax, in shareholders’ equity as part of the cumulative translation adjustment component of AOCI with such balance impacting “Other” revenues in the event the net investment is sold or substantially liquidated. Gains and losses on undesignated derivative instruments are recorded in “Other” revenues on our Consolidated Statements of Income and Comprehensive Income. Hedge effectiveness is assessed at each reporting period using a method that is based on changes in forward rates and measured using the hypothetical derivatives method. As the terms of the hedging instrument and hypothetical derivative generally match at inception, the hedge is expected to be highly effective.
The fair values of our forward foreign exchange contracts are determined by obtaining valuations from a third-party pricing service or model. These valuations are based on observable inputs such as spot rates, forward foreign exchange rates and both U.S. and foreign interest rate curves. We validate the observable inputs utilized in the third-party valuation model by preparing an independent calculation using a secondary valuation model. These forward foreign exchange contracts are classified within Level 2 of the fair value hierarchy.
Other investments
Other investments consist primarily of private equity investments, securities pledged as collateral with clearing organizations, and term deposits with Canadian financial institutions. Our securities pledged as collateral with clearing organizations, which primarily include U.S. Treasuries, and term deposits are categorized within Level 1 of the fair value hierarchy.
Private equity investments consist primarily of investments in third-party private equity funds. The private equity funds in which we invest are primarily closed-end funds in which our investments are generally not eligible for redemption. We receive distributions from these funds as the underlying assets are liquidated or distributed. These investments are measured at fair value with any gains or losses recognized in “Other” revenues on our Consolidated Statements of Income and Comprehensive Income. The fair values of substantially all of our private equity investments are determined utilizing the net asset value (“NAV”) of the fund as a practical expedient with the remainder utilizing Level 3 valuation techniques.
Client-owned fractional shares
Within our broker-dealer subsidiaries, when dividend reinvestment programs or other corporate action events result in clients receiving a share quantity that is not a whole number, we transact in the fractional shares on a principal basis. We include these fractional shares in “Other assets” in our Consolidated Statements of Financial Condition and record an associated liability to the client in “Other payables” as we must fulfill our clients’ future fractional share redemptions. We account for the fractional share assets and the liability to the client at fair value. The fair values of the fractional share assets and liabilities are determined based on quoted prices in active markets and are classified within Level 1 of the fair value hierarchy.
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Brokerage client receivables, net
Brokerage client receivables include receivables from the clients of our broker-dealer subsidiaries and are principally for amounts due on cash and margin transactions. Such receivables are generally collateralized by securities owned by the clients. Brokerage client receivables are reported at their outstanding principal balance, net of any allowance for credit losses. See the “Allowance for credit losses” section below for a discussion of our application of the practical expedient under the current expected credit losses (“CECL”) guidance for financial assets secured by collateral.
Securities beneficially owned by clients, including those that collateralize margin or other similar transactions, are not reflected on our Consolidated Statements of Financial Condition. See Note 7 for additional information regarding this collateral.
Other receivables, net
Other receivables primarily include receivables from brokers, dealers and clearing organizations, accrued fees from product sponsors, and accrued interest receivables. Receivables from brokers, dealers and clearing organizations primarily consist of cash deposits placed with clearing organizations, which includes cash deposited as initial margin, as well as receivables related to sales of securities which have traded but not yet settled including amounts receivable for securities failed to deliver.
We present “Other receivables, net” on our Consolidated Statements of Financial Condition, net of any allowance for credit losses. However, these receivables generally have minimal credit risk due to the low probability of clearing organization default and the short-term nature of receivables related to securities settlements and therefore, the allowance for credit losses on such receivables is not significant. Any allowance for credit losses for other receivables is estimated using assumptions based on historical experience, current facts and other factors. We update these estimates through periodic evaluations against actual trends experienced.
We include accrued interest receivables related to our financial assets in “Other receivables, net” on the Consolidated Statements of Financial Condition. We reverse any uncollectible accrued interest against interest income when the related financial asset is moved to nonaccrual status. Given that we write off uncollectible amounts in a timely manner, we do not recognize an allowance for credit losses against accrued interest receivable.
Bank loans, net
Loans held for investment
Bank loans are comprised of loans originated or purchased by our Bank segment and include securities-based loans (“SBL”), commercial and industrial (“C&I”) loans, commercial real estate (“CRE”) loans, real estate investment trust (“REIT”) loans, residential mortgage loans, and tax-exempt loans. The loans which we have the intent and the ability to hold until maturity or payoff are recorded at their unpaid principal balance plus any premium paid in connection with the purchase of the loan or less any discounts received in connection with the purchase of the loan, less the allowance for credit losses and charge-offs, and net of deferred fees and costs on originated loans. Loan origination fees and direct costs, as well as premiums and discounts on loans that are not revolving, are capitalized and recognized in interest income using the effective interest method, taking into consideration scheduled payments and prepayments. Loan discounts include fair value adjustments associated with our acquisition of TriState Capital Bank which totaled $ 145 million as of our June 1, 2022 acquisition date and will be accreted into interest income over the weighted-average life of the underlying loans, estimated to approximate four years as of the acquisition date, which may vary based on prepayments. For revolving loans, the straight-line method is used based on the contractual term. Syndicated loans purchased in the secondary market are recorded on the trade date. Interest income is recorded on an accrual basis.
We segregate our loan portfolio into six loan portfolio segments: SBL, C&I, CRE (primarily loans that are secured by income-producing properties and CRE construction loans), REIT (loans made to businesses that own or finance income-producing real estate), residential mortgage, and tax-exempt. Loans in our SBL portfolio segment are primarily collateralized by the borrower’s marketable securities at advance rates consistent with industry standards and, to a lesser extent, the cash surrender value of any applicable life insurance policies. An insignificant portion of our SBL portfolio is collateralized by private securities or other financial instruments with a limited trading market. These portfolio segments also serve as the portfolio loan classes for purposes of credit analysis. See the “Allowance for credit losses” section below for information on our allowance policies.
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Loans held for sale
Certain residential mortgage loans originated and intended for sale in the secondary market due to their fixed interest rate terms are carried at the lower of cost or estimated fair value. The fair values of the residential mortgage loans held for sale are estimated using observable prices obtained from counterparties for similar loans. These nonrecurring fair value measurements are classified within Level 2 of the fair value hierarchy.
We purchase t he guaranteed portions of Small Business Administration (“SBA”) loans and account f or these loans at the lower of cost or estimated fair value. We then aggregate SBA loans with similar characteristics into pools for securitization and sell these pools in the secondary market. Individual SBA loans may be sold prior to securitization. The fair values of the SBA loans which have not yet been securitized are determined based upon their committed sales price, third-party price quotes, or are determined using a third-party pricing service. These nonrecurring fair value measurements are classified within Level 2 of the fair value hierarchy.
Once the SBA loans are securitized into a pool, the respective securities are classified as trading instruments based on our intention to sell the securitizations and are carried at fair value. Sales of the securitizations are accounted for as of settlement date, which is the date we have surrendered control over the transferred assets. We do not retain any interest in the securitizations once they are sold.
Corporate loans, which include C&I, CRE and REIT loans, as well as tax-exempt loans are designated as held for investment upon inception and recorded in loans receivable. If we subsequently designate a corporate or tax-exempt loan as held for sale, which generally occurs as part of our credit management activities, we then write down the carrying value of the loan with a partial charge-off, if necessary, to carry it at the lower of cost or estimated fair value. The fair value estimate is based on collateral value less selling costs for the collateral-dependent loans and discounted cash flows for loans that are not collateral-dependent. These nonrecurring fair value measurements are classified within Level 2 or 3 of the fair value hierarchy.
Gains and losses on sales of residential mortgage loans held for sale, SBA loans that are not part of a securitized pool, and corporate loans transferred from the held for investment portfolio, are included as a component of “Other” revenues on our Consolidated Statements of Income and Comprehensive Income, while interest collected on these assets is included in “Interest income.”
Unfunded lending commitments
We have outstanding at any time a significant number of commitments to extend credit and other credit-related off-balance-sheet financial instruments such as revolving lines of credit, standby letters of credit and loan purchases. Our policy is generally to require customers to pledge collateral at the time of closing. The amount of collateral pledged, if it is deemed necessary upon extension of credit, is based on our credit evaluation of the borrower. Collateral securing unfunded lending commitments varies but may include assets such as marketable securities, accounts receivable, inventory, real estate, and income-producing commercial properties.
In the normal course of business, we issue or participate in the issuance of standby letters of credit whereby we provide an irrevocable guarantee of payment in the event the letter of credit is drawn down by the beneficiary. These standby letters of credit generally expire in one year or less. In the event that a letter of credit is drawn down, we would pursue repayment from the party under the existing borrowing relationship or would liquidate collateral, or both. The proceeds from repayment or liquidation of collateral are expected to satisfy the amounts drawn down under the existing letters of credit.
The allowance for potential credit losses associated with these unfunded lending commitments is included in “Other payables” on our Consolidated Statements of Financial Condition. Refer to the “Allowance for credit losses” section that follows for a discussion of the reserve calculation methodology and Note 19 for further information about these commitments.
We recognize the revenue associated with corporate syndicated standby letters of credit, which is generally received quarterly, on a cash basis, the effect of which does not differ significantly from recognizing the revenue in the period the fee is earned. Unused corporate line of credit fees are accounted for on an accrual basis.
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Nonperforming assets
Nonperforming assets are comprised of both nonperforming loans and other real estate owned. Nonperforming loans include those loans which have been placed on nonaccrual status and certain accruing loans which are 90 days or more past due and in the process of collection. Loans which have been restructured in a manner that grants a concession that would not normally be granted to a borrower experiencing financial difficulties are deemed to be troubled debt restructurings (“TDRs”). Loans structured as TDRs which are placed on nonaccrual status are considered nonperforming loans.
Loans of all classes are generally placed on nonaccrual status when we determine that full payment of all contractual principal and interest is in doubt or the loan is past due 90 days or more as to contractual interest or principal unless the loan, in our opinion, is well-secured and in the process of collection. When a loan is placed on nonaccrual status, the accrued and unpaid interest receivable is written-off against interest income and accretion of the net deferred loan origination fees ceases. Interest is recognized using the cash method for SBL and substantially all residential mortgage loans, and the cost recovery method for corporate and tax-exempt loans thereafter until the loan qualifies for return to accrual status. Most loans (including residential mortgage TDRs) are returned to an accrual status when the loans have been brought contractually current with the original or amended terms and have been maintained on a current basis for a reasonable period, generally six months . However, corporate loan TDRs have generally been partially charged off and therefore remain on nonaccrual status until the loan is fully repaid or sold.
Other real estate acquired in the settlement of loans, including through, or in lieu of, loan foreclosure, is initially recorded at the lower of cost or fair value less estimated selling costs through a charge to the allowance for credit losses, thus establishing a new cost basis. Subsequent to foreclosure, valuations are periodically performed and the assets are carried at the lower of the carrying amount or fair value, as determined by a current appraisal or discounted cash flow valuation less estimated costs to sell, and are included in “Other assets” on our Consolidated Statements of Financial Condition. These nonrecurring fair value measurements are classified within Level 2 of the fair value hierarchy.
Bank loan charge-off policies
Corporate and tax-exempt loans are monitored on an individual basis, and loan grades are reviewed at least quarterly to ensure they reflect the loan’s current credit risk. When we determine that it is likely that a corporate or tax-exempt loan will not be collected in full, the loan is evaluated for a potential write down of the carrying value. After consideration of a number of factors, including the borrower’s ability to restructure the loan, alternative sources of repayment, and other factors affecting the borrower’s ability to repay the debt, the portion of the loan deemed to be a confirmed loss, if any, is charged-off. For collateral-dependent loans secured by real estate, the amount of the loan considered a confirmed loss and charged-off is generally equal to the difference between the recorded investment in the loan and the collateral’s appraised value less estimated costs to sell. For C&I and tax-exempt loans, we evaluate all sources of repayment to arrive at the amount considered to be a loss and charged-off. Corporate banking and credit risk managers also meet regularly to review criticized loans (i.e., loans that are rated special mention or worse as defined by bank regulators). Additional charge-offs are taken when the value of the collateral changes or there is an adverse change in the expected cash flows.
A portion of our corporate loan portfolio is comprised of participations in either Shared National Credits (“SNCs”) or other large syndicated loans in the U.S. and Canada. The SNCs are U.S. loan syndications totaling over $ 100 million that are shared between three or more regulated institutions. The agent bank’s regulator reviews a portion of SNC loans on a semi-annual basis and provides a synopsis of each loan’s regulatory classification, including loans that are designated for nonaccrual status and directed charge-offs. We must be at least as critical with our nonaccrual designations, directed charge-offs, and classifications, potentially impacting our allowance for credit losses and charge-offs. Corporate loans are subject to our internal review procedures and regulatory review by the Board of Governors of the Federal Reserve System (“the Fed”) and either the Florida Office of Financial Regulation or the Pennsylvania Department of Banking and Securities (“PDBS”) as part of our respective banks’ regulatory examinations.
Substantially all residential mortgage loans over 60 days past due are reviewed to determine loan status, collection strategy and charge-off recommendations. Charge-offs are typically considered on residential mortgage loans once the loans are delinquent 90 days or more and then generally taken before the loan is 120 days past due. A charge-off is taken against the allowance for credit losses for the difference between the loan amount and the amount that we estimate will ultimately be collected, based on the value of the underlying collateral less estimated costs to sell. We predominantly use broker price opinions for these valuations. If a loan remains in pre-foreclosure status for more than nine months , an updated valuation is obtained to determine if further charge-offs are necessary.
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Loans to financial advisors, net
We offer loans to financial advisors for recruiting and retention purposes. The decision to extend credit to a financial advisor is generally based on their ability to generate future revenues. Loans offered are generally repaid over a five to ten year period, with interest recognized as earned, and are contingent upon continued affiliation with us. These loans are not assignable by the financial advisor and may only be assigned by us to a successor in interest. There is no fee income associated with these loans. In the event that the financial advisor is no longer affiliated with us, any unpaid balance of such loan becomes immediately due and payable to us and generally does not continue to accrue interest. Based upon the nature of these financing receivables, affiliation status (i.e., whether the advisor is actively affiliated with us or has terminated affiliation with us) is the primary credit risk factor within this portfolio. We present the outstanding balance of loans to financial advisors on our Consolidated Statements of Financial Condition, net of the allowance for credit losses. Refer to the allowance for credit losses section that follows for further information related to our allowance for credit losses on our loans to financial advisors. See Note 9 for additional information on our loans to financial advisors.
Loans to financial advisors who are actively affiliated with us are considered past due once they are 30 days or more delinquent as to the payment of contractual interest or principal. Such loans are placed on nonaccrual status when we determine that full payment of contractual principal and interest is in doubt, or the loan is past due 180 days or more as to contractual interest or principal. When a loan is placed on nonaccrual status, the accrued and unpaid interest receivable is written-off against interest income. Interest is recognized using the cash method for these loans thereafter until the loan qualifies for return to accrual status. Loans are returned to an accrual status when the loans have been brought contractually current with the original terms and have been maintained on a current basis for a reasonable period, generally six months.
When we determine that it is likely a loan will not be collected in full, the loan is evaluated for a potential write down of the carrying value. After consideration of the borrower’s ability to restructure the loan, sources of repayment, and other factors affecting the borrower’s ability to repay the debt, the portion of the loan deemed a confirmed loss, if any, is charged-off. A charge-off is taken against the allowance for credit losses for the difference between the amortized cost and the amount we estimate will ultimately be collected. Additional charge-offs are taken if there is an adverse change in the expected cash flows.
Allowance for credit losses
We evaluate our held for investment bank loans, unfunded lending commitments, loans to financial advisors and certain other financial assets to estimate an allowance for credit losses (“ACL”) over the remaining life of the financial instrument. The remaining life of our financial assets is determined by considering contractual terms and expected prepayments, among other factors.
We use multiple methodologies in estimating an allowance for credit losses and our approaches may differ by the subsidiary which holds the asset, the type of financial asset and the risk characteristics within each financial asset type. Our estimates are based on ongoing evaluations of the portfolio, the related credit risk characteristics, and the overall economic and environmental conditions affecting the financial assets. For certain of our financial assets with collateral maintenance provisions (e.g., SBL, collateralized agreements, and margin loans), we apply the practical expedient allowed under the CECL guidance in estimating an allowance for credit losses. We reasonably expect that borrowers (or counterparties, as applicable) will replenish the collateral as required. As a result, we estimate zero credit losses to the extent that the fair value of the collateral equals or exceeds the related carrying value of the financial asset. When the fair value of the collateral securing the financial asset is less than the carrying value, qualitative factors such as historical experience (adjusted for current risk characteristics and economic conditions) as well as reasonable and supportable forecasts are considered in estimating the allowance for credit losses on the unsecured portion of the financial asset.
Credit losses are charged-off against the allowance when we believe the uncollectibility of the financial asset is confirmed. Subsequent recoveries, if any, are credited to the allowance once received. A credit loss expense, or benefit, is recorded in earnings in an amount necessary to adjust the allowance for credit losses to our estimate as of the end of each reporting period. Our provision or benefit for credit losses for outstanding bank loans is included in “Bank loan provision/(benefit) for credit losses” on our Consolidated Statements of Income and Comprehensive Income and our provision or benefit for credit losses for all other financing receivables, including loans to financial advisors, and unfunded lending commitments, is included in “Other” expense.
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Loans
We generally estimate the allowance for credit losses on our loan portfolios using credit risk models which incorporate relevant available information from internal and external sources relating to past events, current conditions, and reasonable and supportable economic forecasts. After testing the reasonableness of a variety of economic forecast scenarios, each model is run using a single forecast scenario selected for such model. Our forecasts incorporate assumptions related to macroeconomic indicators including, but not limited to, U.S. gross domestic product (“GDP”), equity market indices, unemployment rates, and commercial real estate and residential home price indices. At the conclusion of our reasonable and supportable forecast period, which currently ranges from two to four years depending on the model and macroeconomic variables, we generally use a straight-line reversion approach over a one-year period, where applicable, to revert to historical loss information for C&I, REIT and tax-exempt loans. For CRE and residential mortgage loans, we incorporate a reasonable and supportable forecast of various macroeconomic variables over the remaining life of the assets. The development of the forecast used for CRE and residential mortgage loans incorporates an assumption that each macroeconomic variable will revert to a long-term expectation starting in years two to four of the forecast and largely completing within the first five years of the forecast. We assess the length of the reasonable and supportable forecast period and the reversion period, our reversion approach, our economic forecasts and our methodology for estimating the historical loss information on a quarterly basis.
The allowance for credit losses on loans is generally evaluated and measured on a collective basis, based on the subsidiary which holds the asset, and then typically by loan portfolio segment, due to similar risk characteristics. When a loan does not share similar risk characteristics with other loans, the loan is evaluated for credit losses on an individual basis. Various risk characteristics are considered when determining whether the loan should be collectively evaluated including, but not limited to, financial asset type, internal risk ratings, collateral type, industry of the borrower, and historical or expected credit loss patterns.
The allowance for credit losses on collectively evaluated loans for each respective subsidiary is comprised of two components: (a) a quantitative allowance; and (b) a qualitative allowance, which is based on an analysis of model limitations and other factors not considered by the quantitative models. There are several factors considered in estimating the quantitative allowance for credit losses on collectively evaluated loans which generally include, but are not limited to, the internal risk rating, historical loss experience (including adjustments due to current risk characteristics and economic conditions), prepayments, borrower-controlled extensions, and expected recoveries. We use third-party data for historical information on collectively evaluated corporate loans and residential mortgage loans.
The qualitative portion of our allowance for credit losses includes certain factors that are not incorporated into the quantitative estimate and would generally require adjustments to the allowance for credit losses. These qualitative factors are intended to address developing trends related to each portfolio segment and would generally include, but are not limited to: changes in lending policies and procedures, including changes in underwriting standards and collection; our loan review process; volume and severity of delinquent loans; changes in the seasoning of the loan portfolio and the nature, volume and terms of loans; loan diversification and credit concentrations; changes in the value of underlying collateral; changes in legal and regulatory environments; local, regional, national and international economic conditions, or recent catastrophic events not already reflected in the quantitative estimate; and the routine time delay between when economic data is gathered, analyzed and distributed by our service providers and current macroeconomic developments.
Held for investment bank loans
Raymond James Bank: The allowance for credit losses for the C&I, CRE, REIT, residential mortgage, and tax-exempt portfolio segments is estimated using credit risk models that project a probability of default (“PD”), which is then multiplied by the loss given default (“LGD”) and the estimated exposure at default (“EAD”) at the loan-level for every period remaining in the loan’s expected life, including the maturity period. Historical information, combined with macroeconomic variables, are used in estimating the PD, LGD and EAD. Our credit risk models consider several factors when estimating the expected credit losses which may include, but are not limited to, financial performance and position, estimated prepayments, geographic location, industry or sector type, debt type, loan size, capital structure, initial risk levels and the economic outlook. Additional factors considered by the residential mortgage model include FICO scores and loan-to-value (“LTV”) ratios.
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TriState Capital Bank: The allowance for credit losses utilizes a lifetime or cumulative loss rate methodology, which identifies macroeconomic factors and asset-specific characteristics correlated with credit loss experience including loan age, loan type, and leverage. The lifetime loss rate is applied to the amortized cost of the loan and builds on default and recovery probabilities by utilizing pool-specific historical loss rates. These pool-specific historical loss rates may be adjusted for forecasted macroeconomic variables and other factors such as differences in underwriting standards, portfolio mix, or when historical asset terms do not reflect the contractual terms of the financial assets. Each quarter, the relevancy of historical loss information is assessed and management considers any necessary adjustments. Loss rates are based on historical averages for each loan pool, adjusted to reflect the impact of a single, forward-looking forecast of certain macroeconomic variables such as GDP, unemployment rates, corporate bond credit spreads and commercial property values, which management considers to be both reasonable and supportable.
See Note 8 for additional information about our bank loans, including credit quality indicators considered in developing the allowance for credit losses.
Unfunded lending commitments
We estimate credit losses on unfunded lending commitments using a methodology consistent with that used in the corresponding bank loan portfolio segment and also based on the expected funding probabilities for fully binding commitments. As a result, the allowance for credit losses for unfunded lending commitments will vary depending upon the mix of lending commitments and future funding expectations. All classes of individually evaluated unfunded lending commitments are analyzed in conjunction with the specific allowance process previously described.
Loans to financial advisors
The allowance for credit losses on loans to financial advisors is estimated using credit risk models that incorporate average annual loan-level loss rates and estimated prepayments based on historical data. The qualitative component of our estimate considers internal and external factors that are not incorporated into the quantitative estimate such as the reasonable and supportable forecast period. In estimating an allowance for credit losses on our individually-evaluated loans to financial advisors, we generally take into account the affiliation status of the financial advisor (i.e., whether the advisor is actively affiliated with us or has terminated affiliation with us), the borrower’s ability to restructure the loan, sources of repayment, and other factors affecting the borrower’s ability to repay the debt.
Available-for-sale securities
Credit losses on available-for-sale securities are limited to the difference between the security’s amortized cost basis and its fair value on the reporting date. Credit losses, if any, are recognized through an allowance for credit losses rather than as a direct reduction in amortized cost basis or the acquisition date fair value, as applicable. We expect zero credit losses on the portion of our available-for-sale securities portfolio that is comprised of U.S. government and government agency-backed securities and the related accrued interest receivable for which payments of both principal and interest are guaranteed, and for which we have not historically experienced any credit losses. In addition, we have the ability and intent to hold these securities and unrealized losses related to these available-for-sale securities are generally due to changes in market interest rates. On a quarterly basis, we reassess our expectation of zero credit losses on such securities, giving consideration to any relevant changes in the securities or the issuer.
On a quarterly basis, we also evaluate non-agency-backed available-for-sale securities in an unrealized loss position for expected credit losses. We first determine whether it is more likely than not that we will sell the impaired securities, giving consideration to current and forecasted liquidity requirements, regulatory and capital requirements, and our securities portfolio management. If it is more likely than not that we will sell an available-for-sale security with a fair value below amortized cost before recovery, the security’s book basis is written down to fair value through earnings. For available-for-sale debt securities that it is more likely than not that we will not sell before recovery, a provision for credit losses is recorded through earnings for the amount of the valuation decline below book basis that is attributable to credit losses. We consider the extent to which fair value is less than amortized cost, credit ratings and other factors related to the security in assessing whether a credit loss exists, and we measure the credit loss by comparing the present value of cash flows expected to be collected to the book basis of the security limited by the amount that the fair value is less than the book basis. The remaining difference between the security’s fair value and its book basis (that is, the decline in fair value not attributable to credit losses) is recognized in OCI on an after-tax basis. Changes in the allowance for credit losses are recorded as provisions for credit losses. Losses are charged against the allowance when we believe the security is uncollectible or we intend to sell the security. At September 30, 2023, based on our assessment of those securities not guaranteed by the U.S government or its agencies, we did not recognize an allowance for credit losses.
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Identifiable intangible assets, net
Certain identifiable intangible assets we acquire such as those related to customer relationships, core deposits, developed technology, trade names and non-compete agreements, are amortized over their estimated useful lives on a straight-line basis and are evaluated for potential impairment whenever events or changes in circumstances suggest that the carrying value of an asset or asset group may not be fully recoverable. Amortization expense and impairment losses, if any, related to our identifiable intangible assets are included in “Other” expenses on our Consolidated Statements of Income and Comprehensive Income.
We also hold indefinite-lived identifiable intangible assets, which are not amortized. Rather, these assets are subject to an evaluation of potential impairment on an annual basis to determine whether the estimated fair value is in excess of its carrying value, or between annual impairment evaluation dates, if events or circumstances indicate there may be impairment. In the course of our evaluation of the potential impairment of such indefinite-lived assets, we may elect either a qualitative or a quantitative assessment. If after assessing the totality of events or circumstances, we determine it is more likely than not that the fair value is greater than its carrying amount, we are not required to perform a quantitative impairment analysis. However, if we conclude otherwise, we then perform a quantitative impairment analysis. We have elected January 1 as our annual impairment evaluation date, evaluating balances as of December 31. See Note 11 for additional information regarding the outcome of our impairment assessment.
Goodwill
Goodwill represents the cost of acquired businesses in excess of the fair value of the related net assets acquired. Indefinite-lived intangible assets such as goodwill are not amortized, but rather evaluated for impairment at least annually, or between annual impairment evaluation dates whenever events or circumstances indicate potential impairment exists. Impairment exists when the carrying value of a reporting unit, which is generally at the level of or one level below our business segments, exceeds its respective fair value.
In the course of our evaluation of a potential impairment to goodwill, we may elect either a qualitative or a quantitative assessment. Our qualitative assessments consider macroeconomic indicators, such as trends in equity and fixed income markets, GDP, labor markets, interest rates, and housing markets. We also consider regulatory changes, as well as company-specific factors such as market capitalization, reporting unit specific results, and changes in key personnel and strategy. Changes in these indicators, and our ability to respond to such changes, may trigger the need for impairment testing at a point other than our annual assessment date. We assess these, and other, qualitative factors to determine whether the existence of events or circumstances indicates that it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If we determine it is more likely than not that the fair value of a reporting unit is greater than its carrying amount, then performing a quantitative impairment analysis is not required. However, if we conclude otherwise, we then perform a quantitative impairment analysis. Alternatively, if we elect not to perform a qualitative assessment, we perform a quantitative evaluation.
In the event of a quantitative assessment, we estimate the fair value of the reporting unit with which the goodwill is associated and compare it to the carrying value. We estimate the fair value of our reporting units using an income approach based on a discounted cash flow model that includes significant assumptions about future operating results and cash flows and, if appropriate, a market approach. If the carrying value of a reporting unit is greater than the estimated fair value, an impairment charge is recognized for the excess.
We have elected January 1 as our annual goodwill impairment evaluation date, evaluating balances as of December 31. See Note 11 for additional information regarding the outcome of our goodwill impairment assessments.
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Other assets
Other assets is primarily comprised of investments in company-owned life insurance, property and equipment, net, right-of-use assets (“ROU assets”) associated with leases, prepaid expenses, FHLB stock, Federal Reserve Bank (“FRB”) stock, investments in real estate partnerships held by consolidated VIEs, and certain other investments, primarily held in our Bank segment. See Note 12 for additional information. Other assets also includes client-owned fractional shares for which we act in a principal capacity. See our client-owned fractional shares policy above for further information.
We maintain investments in company-owned life insurance policies utilized to indirectly fund certain non-qualified deferred compensation plans and other employee benefit plans. These life insurance policies are recorded at cash surrender value as determined by the insurer. See Note 23 for information on the non-qualified deferred compensation plans.
Ownership of FHLB and FRB stock is a requirement for all banks seeking membership into and access to the services provided by these banking systems. These investments are carried at cost.
Raymond James Affordable Housing Investments, Inc. (“RJAHI”), a wholly-owned subsidiary of RJF, or one of its affiliates, acts as the managing member or general partner in Low-Income Housing Tax Credit (“LIHTC”) funds and other funds of a similar nature, some of which require consolidation. These funds invest in housing project limited partnerships or limited liability companies (“LLCs”) which purchase and develop affordable housing properties generally qualifying for federal and state low-income housing tax credits and/or provide a mechanism for banks and other institutions to meet certain regulatory obligations. The investments in project partnerships of all of the LIHTC fund VIEs which require consolidation are included in “Other assets” on our Consolidated Statements of Financial Condition.
Our Bank segment holds investments which deliver tax benefits, including in LIHTC funds, some of which are managed by RJAHI. We also hold other investments in tax credit structures. These investments are included in “Other assets” on our Consolidated Statements of Financial Condition. See the “Income taxes” section of this Note 2 for a discussion of our accounting for investments which qualify for tax credits. See additional discussion in this Note 2 regarding our evaluation and conclusions around consolidation of such VIEs.
Property and equipment, net
Property and equipment are stated at cost less accumulated depreciation and software amortization. Property and equipment primarily consists of software, buildings, certain leasehold improvements, and furniture. Software includes both purchased software and internally developed software that has been placed in service, including certain software projects where development is in progress. Buildings primarily consists of owned facilities. Leasehold improvements are generally costs associated with lessee-owned interior office space improvements. Equipment primarily consists of communications and technology hardware. Depreciation of assets (other than land, which is not depreciated) is primarily calculated using the straight-line method over the estimated useful lives of the assets, within ranges outlined in the following table.
Asset type Estimated useful life
Buildings, building components and land improvements 15 to 40 years
Furniture, fixtures and equipment 3 to 5 years
Software 2 to 10 years
Leasehold improvements (lessee-owned) Lesser of useful life or lease term
Costs for significant internally developed software projects are capitalized when the costs relate to development of new applications or modification of existing internal-use software that results in additional functionality. Internally developed software project costs related to preliminary-project and post-project activities are expensed as incurred.
Additions, improvements and expenditures that extend the useful life of an asset are capitalized. Expenditures for repairs and maintenance, as well as all maintenance costs associated with software applications, are expensed in the period incurred. Depreciation expense associated with property and equipment is included in “Occupancy and equipment” expense on our Consolidated Statements of Income and Comprehensive Income. Amortization expense associated with computer software is included in “Communications and information processing” expense on our Consolidated Statements of Income and Comprehensive Income. Gains and losses on disposals of property and equipment are included in “Other” revenues on our Consolidated Statements of Income and Comprehensive Income in the period of disposal. See Note 13 for additional information regarding our property and equipment.
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Leases
We have operating leases for the premises we occupy in many of our U.S. and foreign locations, including our employee-based branch office operations. At inception, we determine if an arrangement to utilize a building or piece of equipment is a lease and, if so, the appropriate lease classification. Substantially all of our leases are operating leases. If the arrangement is determined to be a lease, we recognize a ROU asset in “Other assets” and a corresponding lease liability in “Other payables” on our Consolidated Statements of Financial Condition. ROU assets represent our right to use an underlying asset for the lease term, and lease liabilities represent our obligation to make lease payments arising from the lease. We elected the practical expedient, where leases with an initial or acquired term of 12 months or less are not recorded as an ROU asset or lease liability. Our lease terms include any noncancelable periods and may reflect periods covered by options to extend or terminate when it is reasonably certain that we will exercise those options.
We record our lease ROU assets at the amount of the lease liability plus any prepaid rent, amounts paid for lessor-owned leasehold improvements, and initial direct costs, less any lease incentives and accrued rent. We record lease liabilities at commencement date (or acquisition date, for leases assumed through acquisitions) based on the present value of lease payments over the lease term, which is discounted using our commencement date or acquisition date incremental borrowing rate, or at the imputed rate within the lease, as appropriate. Our incremental borrowing rate considers the weighted-average yields on our senior notes payable, adjusted for collateralization and tenor. Payments that vary because of changes in facts or circumstances occurring after the commencement date, such as operating expense payments under a real estate lease, are considered variable and are expensed in the period incurred. For our real estate leases, we elected the practical expedient to account for the lease and non-lease components as a single lease. Lease expense for our lease payments is recognized on a straight-line basis over the lease term if the ROU asset has not been impaired or abandoned. See Note 14 for additional information on our leases.
Bank deposits
Bank deposits include money market accounts, savings accounts, interest-bearing and non-interest-bearing demand deposits, and certificates of deposit held at Raymond James Bank and TriState Capital Bank. Raymond James Bank deposits include deposits that are swept from the investment accounts of PCG clients through the RJBDP which are included in money market and savings accounts, as well as deposits associated with our Enhanced Savings Program (“ESP”) which are primarily included within interest-bearing demand deposit totals. TriState Capital Bank’s deposits are generally comprised of money market and savings accounts, including RJBDP deposits, and interest-bearing demand deposits. Deposits are stated at the principal amount outstanding. Interest on deposits is accrued and charged to interest expense daily and is paid or credited in accordance with the terms of the respective accounts. The interest rates on the vast majority of our deposits are determined based on market rates and, in certain cases, may be linked to an index, such as the effective federal funds rate. See Note 15 for additional detail regarding deposits.
Contingent liabilities
We recognize liabilities for contingencies when there is an exposure that, when fully analyzed, indicates it is both probable that a liability has been incurred and the amount of loss can be reasonably estimated. Whether a loss is probable, and if so, the estimated range of possible loss, is based upon currently available information and is subject to significant judgment, a variety of assumptions, and uncertainties. When a loss is probable and a range of possible loss can be estimated, we accrue the most likely amount within that range; if the most likely amount of possible loss within that range is not determinable, the minimum amount in the range of loss is accrued. No liability is recognized for those matters which, in management’s judgment, the determination of a reasonable estimate of loss is not possible, or for which a loss is not determined to be probable.
We record liabilities related to legal and regulatory proceedings in “Other payables” on our Consolidated Statements of Financial Condition. The determination of these liability amounts requires significant judgment on the part of management. Management considers many factors including, but not limited to: the amount of the claim; the amount of the loss in the client’s account; the basis and validity of the claim; the possibility of wrongdoing on the part of one of our employees or financial advisors; previous results in similar cases; and legal precedents and case law. Each legal proceeding or significant regulatory matter is reviewed in each accounting period and the liability balance is adjusted as deemed appropriate by management. Any change in the liability amount is recorded through “Other” expense on our Consolidated Statements of Income and Comprehensive Income. The actual costs of resolving legal matters or regulatory proceedings may be substantially higher or lower than the recorded liability amounts for such matters. Our costs of defense related to such matters are expensed in the period they are incurred. Such defense costs are primarily related to external legal fees which are included within “Professional fees” on our Consolidated Statements of Income and Comprehensive Income. See Note 19 for additional information.
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Share-based compensation
We account for the compensation cost related to share-based payment awards made to employees, directors, and independent contractors based on the estimated fair values of the awards on the date of grant. The compensation cost of our share-based awards, net of estimated forfeitures, is amortized over the requisite service period of the awards. Share-based compensation amortization is included in “Compensation, commissions and benefits” expense on our Consolidated Statements of Income and Comprehensive Income. See Note 23 for additional information on our share-based compensation.
Deferred compensation plans
We maintain various deferred compensation plans for the benefit of certain employees and independent contractors that provide a return to the participant based upon the performance of various referenced investments. For the Voluntary Deferred Compensation Plan (“VDCP”), Long-Term Incentive Plan (“LTIP”), and certain other plans, we purchase and hold company-owned life insurance policies on the lives of certain current and former participants to earn a competitive rate of return for participants and to provide a source of funds available to satisfy our obligations under the plan. See Note 12 for information regarding the carrying value of such policies. Compensation expense is recognized for all awards made under such plans with future service requirements over the requisite service period using the straight-line method. Changes in the value of the company-owned life insurance policies, as well as the expenses associated with the related deferred compensation plans, are recorded in “Compensation, commissions and benefits” expense on our Consolidated Statements of Income and Comprehensive Income. See Note 23 for additional information.
Foreign currency translation
The statements of financial condition of the foreign subsidiaries we consolidate are translated at exchange rates as of the period-end. The statements of income are translated either at an average exchange rate for the period or, in certain cases, at the exchange rate in effect on the date which transactions occur. The gains or losses resulting from translating foreign currency financial statements into U.S. dollar (“USD”) are included in OCI and are thereafter presented in equity as a component of AOCI. Gains and losses relating to transactions in currencies other than the respective subsidiaries’ functional currency are reported in “Other” revenues on our Consolidated Statements of Income and Comprehensive Income.
Income taxes
The objective of accounting for income taxes is to recognize the amount of taxes payable or refundable for the current year. We utilize the asset and liability method to provide for income taxes on all transactions recorded in our consolidated financial statements. This method requires that income taxes reflect the expected future tax consequences of temporary differences between the carrying amounts of assets or liabilities for book and tax purposes. Accordingly, a deferred tax asset or liability for each temporary difference is determined based on the tax rates that we expect to be in effect when the underlying items of income and expense are realized. Our net deferred tax assets and net deferred tax liabilities presented on the financial statements are based upon the jurisdictional footprint of the firm. We consider our major jurisdictions for disclosure purposes to be federal, state, Canada, and the United Kingdom (“U.K.”). Judgment is required in assessing the future tax consequences of events that have been recognized in our financial statements or tax returns, including the repatriation of undistributed earnings of foreign subsidiaries. Variations in the actual outcome of these future tax consequences could materially impact our financial position, results of operations, or liquidity. See Note 18 for additional information on our income taxes.
We hold equity investments in certain structures which deliver tax benefits, including LIHTC funds, Historic Tax Credit (“HTC”) funds, and a Solar Tax Credit investment (“STC”). For those LIHTC, HTC, and STC investments that qualify for application of the proportional amortization method, we apply such method. Under the proportional amortization method, such investment is amortized in proportion to the allocation of tax benefits received in each period, and the investment amortization and the tax benefits are presented on a net basis within “Provision for income taxes” on our Consolidated Statements of Income and Comprehensive Income.
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Where our tax credit equity investments do not qualify for the proportional amortization method, we record the investment amortization, through the application of the equity method of accounting, in “Other” expenses on our Consolidated Statements of Income and Comprehensive Income and the federal tax credits that result from such investments reduce our provision for income taxes in the year the tax credits are earned. As a result, inclusion of these tax credits may not align to the year in which we amortize the related investments. Other income or losses generated from such investments are generally included in “Other” income or “Other” expenses, respectively, on our Consolidated Statements of Income and Comprehensive Income and in “Cash flows from operations” on our Consolidated Statements of Cash Flows. See “Recent accounting developments” of this Note 2 for a discussion of our adoption of FASB amended guidance related to accounting for investments in tax credit structures using the proportional amortization method (ASU 2023-02).
Earnings per share (“EPS”)
Basic EPS is calculated by dividing earnings attributable to common shareholders by the weighted-average common shares outstanding. Earnings attributable to common shareholders represents net income reduced by preferred stock dividends as well as the allocation of earnings and dividends to participating securities. Diluted EPS is similar to basic EPS, but adjusts for the dilutive effect of outstanding stock options, restricted stock awards (“RSAs”), and certain restricted stock units (“RSUs”) by application of the treasury stock method.
Evaluation of VIEs to determine whether consolidation is required
A VIE requires consolidation by the entity’s primary beneficiary. Examples of entities that may be VIEs include certain legal entities structured as corporations, partnerships or LLCs.
We evaluate all of the entities in which we are involved to determine if the entity is a VIE and if so, whether we hold a variable interest and are the primary beneficiary. We hold variable interests primarily in the following VIEs: certain private equity investments, a trust fund established for employee retention purposes (“Restricted Stock Trust Fund”), certain LIHTC funds or funds of a similar nature, and certain other investment structures for which we receive tax credits. See Note 10 for additional information on our VIEs.
Determination of the primary beneficiary of a VIE
We consolidate VIEs that are subject to assessment when we are deemed to be the primary beneficiary of the VIE. The process for determining whether we are the primary beneficiary of the VIE is to conclude whether we are a party to the VIE holding a variable interest that meets both of the following criteria: (1) has the power to make decisions that most significantly affect the economic performance of the VIE, and (2) has the obligation to absorb losses or the right to receive benefits that in either case could potentially be significant to the VIE.
Our determination of the primary beneficiary of each entity in which an RJF subsidiary has a variable interest requires judgment and is based on an analysis of all relevant facts and circumstances, including: (1) an assessment of the characteristics of the variable interest and other involvement the subsidiary has with the entity, including involvement of related parties and any de facto agents, as well as the involvement of other variable interest holders, namely, limited partners or investor members, and (2) the entity’s purpose and design, including the risks that the entity was designed to create and pass through to its variable interest holders.
LIHTC funds
RJAHI is the managing member or general partner in a number of LIHTC funds having one or more investor members or limited partners. These LIHTC funds are organized as LLCs or limited partnerships for the purpose of investing in a number of project partnerships, which are limited partnerships or LLCs that purchase and develop, or hold, low-income housing properties qualifying for tax credits and/or provide a mechanism for banks and other institutions to meet their Community Reinvestment Act obligations throughout the U.S.
In the design of most tax credit fund VIEs, the investor members invest solely for tax attributes associated with the portfolio of low-income housing properties held by the fund. However, certain fund VIEs which invest and hold project partnerships that have already delivered most of the tax credits to their investors hold the projects to monetize anticipated future tax benefits for which the project may ultimately qualify. In both instances, RJAHI, as the managing member or general partner of the fund, is responsible for overseeing the fund’s operations.
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RJAHI sponsors two general types of tax credit funds designed to deliver tax benefits to the investors. Generally, neither type meets the VIE consolidation criteria. These types of funds include single investor funds and multi-investor funds. RJAHI does not typically provide guarantees related to the delivery or funding of tax credits or other tax attributes to the investor members or limited partners of tax credit funds. The investor member(s) or limited partner(s) of the VIEs bear the risk of loss on their investment. Additionally, under the tax credit fund’s designed structure, the investor member(s) or limited partner(s) receive nearly all of the tax credits and tax-deductible loss benefits designed to be delivered by the fund entity, as well as a majority of any proceeds upon a sale of a project partnership held by a tax credit fund (fund level residuals). RJAHI earns fees from the fund for its services in organizing the fund, identifying and acquiring the project partnership investments and ongoing asset management, and receives a share of any residuals arising from sale of project partnerships upon the termination of the fund.
In single investor funds that deliver tax benefits, RJAHI has concluded that the one single investor member or limited partner in such funds, in nearly all instances, has significant participating rights over the activities that most significantly impact the economics of the fund. Therefore RJAHI, as managing member or general partner of such funds, is not the one party with power over such activities and resultantly is not deemed to be the primary beneficiary of such single investor funds and, in nearly all cases, these funds are not consolidated.
In multi-investor funds that deliver tax benefits, RJAHI has concluded that since the participating rights over the activities that most significantly impact the economics of the fund are not held by one single investor member or limited partner, RJAHI is deemed to have the power over such activities. RJAHI then assesses whether its projected benefits to be received from the multi-investor funds, primarily its share of any residuals upon the termination of the fund, are potentially significant to the fund. As such residuals received upon termination are not expected to be significant to the funds, in nearly all cases, these funds are not consolidated.
RJAHI may also sponsor other funds designed to hold projects to monetize future tax benefits for which the projects may qualify in either single investor or multi-investor form. In single investor form, the limited partner has significant participating rights over the activities that most significantly impact the economics of the fund, and therefore RJAHI is not the primary beneficiary of such funds and such funds are not consolidated. In multi-investor form, we have concluded that we meet the power criteria since participating rights are not held by any one single investor and thus RJAHI is deemed to have the power over such activities; however, we have concluded that we do not meet the benefits criteria given we do not expect the benefits to be potentially significant and therefore we are not the primary beneficiary and we do not consolidate the funds.
Direct investments in LIHTC project partnerships
Raymond James Bank and TriState Capital Bank are the investor members of LIHTC funds that deliver tax benefits which we have determined to be VIEs, and in which RJAHI, or its subsidiary, is the managing member. For Raymond James Bank, we have determined that it is the primary beneficiary of one such VIE and therefore, we consolidate the fund. TriState Capital Bank also holds investments in other LIHTC funds for which we have determined that we are not the primary beneficiary. LIHTC funds which we consolidate are investor members in certain LIHTC project partnerships. Since unrelated third parties are the managing members of the investee project partnerships, we have determined that consolidation of these project partnerships is not required and the funds account for their project partnership investments under the equity method. These investments are included in “Other assets” on our Consolidated Statements of Financial Condition. See Note 19 for information regarding our commitments to these investments.
Private Equity Interests
As part of our private equity investments, we hold investments in certain third-party partnerships (our “Private Equity Interests”). We evaluated the characteristics of these Private Equity Interests and concluded that they are VIEs. In our analysis of the criteria to determine whether we were the primary beneficiary of the Private Equity Interests VIEs, we analyzed the power and benefits criteria. We have determined we are a passive limited partner investor, and thus, we do not have the power to make decisions that most significantly affect the economic performance of such VIEs. Accordingly, in such circumstances, we have determined we are not the primary beneficiary and therefore we do not consolidate the VIE.
Restricted Stock Trust Fund
We utilize a trust in connection with certain of our RSU awards. This trust fund was established and funded for the purpose of acquiring our common stock in the open market to be used to settle RSUs granted as a retention vehicle for certain employees of our Canadian subsidiaries. We are deemed to be the primary beneficiary and, accordingly, consolidate this trust fund.
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Notes to Consolidated Financial Statements
Index
Acquisitions
Our financial statements include the operations of acquired businesses starting from the completion of the acquisition. Acquisitions are generally recorded as business combinations, whereby the assets acquired and liabilities assumed are recorded on the date of acquisition at their respective estimated fair values, including any identifiable intangible assets. Any excess of the purchase price over the estimated fair values of the net assets acquired is recorded as goodwill.
Significant judgment is required in estimating the fair value of certain acquired assets and liabilities. The fair value estimates are based on available historical information and on future expectations and assumptions deemed reasonable by management, but are inherently uncertain as they pertain to forward-looking views of our businesses, client behavior, and market conditions. We consider the income, market and cost approaches and place reliance on the approach or approaches deemed most appropriate to estimate the fair value of acquired intangible assets. Significant estimates and assumptions inherent in the valuations reflect a consideration of other marketplace participants and include the amount and timing of future cash flows (including expected growth rates and profitability) and the discount rate applied to the cash flows.
Determining the useful life of an intangible asset also requires judgment. With the exception of certain customer relationships, the majority of our acquired intangible assets (e.g., customer relationships, trade names and non-compete agreements) are expected to have determinable useful lives. We estimate the useful lives of these intangible assets based on a number of factors including competitive environment, market share, trademark, brand history, underlying demand, and operating plans. Finite-lived intangible assets are amortized over their estimated useful life. Refer to Note 3 and our goodwill and intangible assets policies above for additional information.
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Notes to Consolidated Financial Statements
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NOTE 3 – ACQUISITIONS
Acquisitions completed during the year ended September 30, 2023
There were no significant acquisitions completed during the year ended September 30, 2023.
Acquisitions completed during the year ended September 30, 2022
On January 21, 2022, we completed our acquisition of U.K.-based Charles Stanley Group PLC (“Charles Stanley”) using cash on hand as of the acquisition date. Charles Stanley provides financial planning, investment advisory, and securities transaction services in the U.K. through multiple affiliation options. Charles Stanley has been integrated into our PCG segment and its results of operations have been included in our results prospectively from the closing date of January 21, 2022. The goodwill associated with the Charles Stanley acquisition, which has been allocated to our PCG segment and primarily represents synergies from combining Charles Stanley with our existing businesses, is not deductible for tax purposes.
On June 1, 2022, we completed our acquisition of all the outstanding shares of TriState Capital, including its wholly-owned subsidiaries, TriState Capital Bank and Chartwell Investment Partners, LLC (“Chartwell”), in a cash and stock transaction. TriState Capital Bank serves the commercial banking needs of middle-market businesses and financial services providers and the private banking needs of high-net-worth individuals. Chartwell, a registered investment adviser, provides investment management services primarily to institutional investors, mutual funds, and individual investors. TriState Capital Bank operates as a separately branded firm and as an independently-chartered bank. TriState Capital Bank and Chartwell have been integrated into our Bank and Asset Management segments, respectively, and their results of operations have been included in our results prospectively from the closing date of June 1, 2022. The goodwill associated with this acquisition, which has been allocated to our Bank segment and primarily represents synergies from combining TriState Capital with our existing businesses, is not deductible for tax purposes.
Under the terms of the acquisition agreement, TriState Capital common stockholders received $ 6.00 cash and 0.25 shares of RJF common stock for each share of TriState Capital common stock. Additionally, the TriState Capital Series C Perpetual Non-Cumulative Convertible Non-Voting Preferred Stock (“Series C Convertible Preferred Stock”) was converted to common shares at the prescribed exchange ratio and cashed out at $ 30 per share, and each share of TriState Capital’s 6.75 % Fixed-to-Floating Rate Series A Non-Cumulative Perpetual Preferred Stock and TriState Capital’s 6.375 % Fixed-to-Floating Rate Series B Non-Cumulative Perpetual Preferred Stock was converted, respectively, into the right to receive one share of a newly created 6.75 % Fixed-to-Floating Rate Series A Non-Cumulative Perpetual Preferred Stock (“Series A Preferred Stock”) and 6.375 % Fixed-to-Floating Rate Series B Non-Cumulative Perpetual Preferred Stock (“Series B Preferred Stock”) of RJF. The fair values of these newly created Series A Preferred Stock and Series B Preferred Stock were estimated as of the June 1, 2022 acquisition date based on quoted market prices for the instruments. On April 3, 2023, we redeemed all of the outstanding shares of the Series A Preferred Stock that was issued in connection with the acquisition of TriState Capital. See Note 20 for additional details on this preferred stock and the redemption of the Series A Preferred Stock.
Furthermore, as a component of our total purchase consideration for TriState Capital on June 1, 2022, in accordance with the terms of the acquisition agreement, 551 thousand RJF RSAs were issued at terms that mirrored RSAs of TriState Capital which were outstanding as of the acquisition date. In accordance with the terms of the acquisition agreement, the TriState Capital RSAs were converted to RJF RSAs using an exchange ratio that considered the RJF volume weighted average price for 10 trading days ending on the third business day prior to the closing of the acquisition. The fair value of the RSAs upon completion of the transaction was calculated as of the June 1, 2022 acquisition date based on the June 1, 2022 closing share price of our common stock and was allocated between the pre-acquisition service period ($ 28 million treated as purchase consideration) and the post-acquisition requisite service period, over which we will recognize share-based compensation amortization. See Note 23 for additional details on these RSAs.
On December 15, 2021, during the period between announcement of the intent to acquire TriState Capital and the acquisition closing date, we had loaned TriState Capital $ 125 million under an unsecured fixed-to-floating rate note (the “Note”). The Note was set to mature on December 15, 2024 and bore interest at a fixed annual rate of 2.25 %. Upon acquisition, the Note reverted to an intercompany instrument and subsequent to the closing date, the Note was forgiven. In accordance with GAAP, as of the acquisition date the Note was considered to have been effectively settled and the acquisition-date fair value of $ 123 million was treated as purchase consideration and included in the purchase price. The fair value of the Note on the acquisition date was determined using a discounted cash flow analysis based on the incremental borrowing rates for similar types of instruments at the acquisition date.
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Notes to Consolidated Financial Statements
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On July 1, 2022, we completed our acquisition of SumRidge Partners, LLC (“SumRidge Partners”) using cash on hand as of the acquisition date. SumRidge Partners is a technology-driven fixed income market maker specializing in investment-grade and high-yield corporate bonds, municipal bonds, and institutional preferred securities. The acquisition of SumRidge Partners added an institutional market-making operation, as well as additional trading technologies and risk management tools to our existing fixed income operations. SumRidge Partners has been integrated into our Capital Markets segment and its results of operations have been included in our results prospectively from the closing date of July 1, 2022. The goodwill associated with the SumRidge Partners acquisition, which has been allocated to our Capital Markets segment and primarily represents synergies from combining SumRidge Partners with our existing businesses, is deductible for tax purposes over 15 years.
We accounted for our completed acquisitions of Charles Stanley, TriState Capital, and SumRidge Partners as business combinations in accordance with GAAP. Accordingly, the aggregate purchase price attributable to each acquisition was allocated to the assets acquired and liabilities assumed based on their respective estimated fair values. The following table summarizes the aggregate purchase consideration, fair value estimates of the assets acquired and liabilities assumed, and resulting goodwill as of their respective acquisition dates.
$ in millions, except share and per share amounts
Fair value of aggregate purchase consideration:
Fair value of common stock issued for TriState Capital acquisition:
Shares of RJF common stock issued
7,861,189
RJF share price as of June 1, 2022
$ 97.74
Fair value of RJF common stock issued for TriState Capital common stock
$ 768
Other common stock consideration
10
Total fair value of common stock issued for TriState Capital acquisition
$ 778
Effective settlement of the Note related to the TriState Capital acquisition
123
Preferred stock issued for TriState Capital acquisition
120
RSAs issued for TriState Capital acquisition
28
Aggregate cash consideration paid for Charles Stanley, TriState Capital, and SumRidge Partners acquisitions (1)
1,045
Total fair value of aggregate purchase consideration
$ 2,094
Fair value of assets acquired:
Cash and cash equivalents $ 613
Assets segregated for regulatory purposes 1,890
Trading assets 631
Available-for-sale securities
1,524
Derivative assets
51
Brokerage client receivables
98
Other receivables
479
Bank loans
11,549
Identifiable intangible assets 334
All other assets acquired 303
Total assets acquired $ 17,472
Fair value of liabilities assumed:
Bank deposits
$ 12,593
Trading liabilities
552
Derivative liabilities
125
Brokerage client payables
2,064
Other borrowings
375
All other liabilities assumed 464
Total liabilities assumed $ 16,173
Fair value of net identifiable assets acquired $ 1,299
Goodwill $ 795
Goodwill by segment:
PCG
$ 164
Capital Markets
102
Bank
529
Total goodwill $ 795
(1) Cash consideration, which was funded utilizing cash on hand, included $ 6 per TriState Capital common share outstanding and $ 30 per TriState Capital Series C Convertible Preferred Stock outstanding, as well as other cash amounts paid to settle TriState Capital warrants and options outstanding as of the closing and cash paid in lieu of fractional shares. Cash consideration associated with the Charles Stanley acquisition was denominated in British pounds sterling (“GBP”) and converted to USD using the spot rate of 1.3554 as of January 21, 2022.
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Index
Our Consolidated Statements of Income and Comprehensive Income included combined net revenues attributable to Charles Stanley, TriState Capital, and SumRidge Partners of $ 862 million and $ 328 million for the years ended September 30, 2023 and 2022, respectively, and combined pre-tax income of $ 268 million and $ 38 million for the years ended September 30, 2023 and 2022, respectively. Combined pre-tax income for the year ended September 30, 2022 included an initial provision for credit losses on loans and lending commitments acquired as part of the TriState Capital acquisition of $ 26 million (included in “Bank loan provision/(benefit) for credit losses”) and $ 5 million (included in “Other” expense), respectively. These provisions were required under GAAP to be recorded in earnings in the reporting period following the acquisition date.
Determination of fair value
The following is a description of the methods used to determine the fair values of significant assets and liabilities acquired:
Cash and cash equivalents; Assets segregated for regulatory purposes; Brokerage client receivables; Other receivables; and Brokerage client payables : The pre-close carrying values of these assets and liabilities were a reasonable estimate of fair value based on the short-term nature of these assets and liabilities.
Trading assets and liabilities : The pre-close carrying values of trading assets and liabilities as of the acquisition date were used as reasonable estimates of fair value. We utilized prices from third-party pricing services to corroborate these estimates of fair value.
Available-for-sale securities : The fair values of available-for-sale securities were based on quoted market prices for the same or similar securities, recently executed transactions, or third-party pricing models.
Derivatives assets and liabilities: The pre-close carrying amount of derivative assets and liabilities, which utilized valuations from third-party pricing services, were used as reasonable estimates of fair value.
Bank loans : The estimated fair values for bank loans were determined using a discounted cash flow methodology that considered loan type and related collateral, credit loss expectations, classification status, market interest rates and other market factors from the perspective of a market participant. Loans were segregated into specific pools according to similar characteristics, including risk, interest rate type (i.e., fixed or floating), underlying benchmark rate, and payment type and were treated in the aggregate when determining the fair value of each pool. The discount rates were derived using a build-up method inclusive of the weighted average cost of funding, estimated servicing costs and an adjustment for liquidity and then compared to current origination rates and other relevant market data.
Purchased loans were evaluated and classified as either purchased credit deteriorated (“PCD”), which indicates that the loan has experienced more than insignificant credit deterioration since origination, or non-PCD loans. For PCD loans, the sum of the loan’s purchase price and allowance for credit losses, which was determined as of the acquisition date using the same allowance methodology applied to the TriState Capital Bank loan portfolio as of September 30, 2022, became its initial amortized cost basis. The initial allowance for credit losses on PCD loans is established in purchase accounting, with a corresponding offset to goodwill (i.e., is not recorded in earnings). As required under GAAP, an initial allowance for credit losses on non-PCD loans is required to be established through a provision for credit losses (i.e., recorded in earnings) in the first reporting period following the acquisition. Subsequent changes in the allowance for credit losses for PCD and non-PCD loans are recognized in the bank loan provision/(benefit) for credit losses. For non-PCD loans, the difference between the fair value and the unpaid principal balance was considered the fair value mark. The non-credit discount or premium related to PCD loans and the fair value mark on non-PCD loans will be accreted or amortized into interest income over the weighted average life of the underlying loans, which may vary based on prepayments.
Of the total bank loans acquired in the TriState Capital acquisition with an unpaid principal balance of $ 11.70 billion, $ 11.36 billion were considered non-PCD loans and $ 337 million were considered PCD loans. The following table reconciles the difference between the unpaid principal balance and purchase price of PCD loans at acquisition.
$ in millions June 1, 2022
Unpaid principal balance of PCD loans $ 337
Allowance for credit losses on PCD loans
( 3 )
Non-credit discount on PCD loans ( 10 )
Purchase price of PCD loans $ 324
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Identifiable intangible assets : The fair values of the significant identifiable intangible assets were estimated using the following income approaches.
• Customer relationships — The fair values of customer relationships were estimated using a multi-period excess earnings approach that considered future period post-tax earnings, as well as a discount rate.
• Trade names — The fair values of trade names were estimated using a relief from royalty approach which was based on a forecast of the after-tax royalties we would save by ownership of the intangible assets rather than licensing the use of those assets.
• Core deposit intangible (“CDI”) — The fair value of the CDI asset was estimated using a discounted cash flow approach, specifically the favorable source of funds method, that considered the servicing and interest costs of the acquired deposit base, an estimate of the cost associated with alternative funding sources, expected client attrition rates, deposit growth rates, and a discount rate.
• Developed technology — The fair value of developed technology was estimated primarily using a multi-period excess earnings approach which was based on a forecast of the expected future net cash flows attributable to the assets over the estimated remaining lives of the assets.
These cash flow forecasts were then adjusted to present value by applying appropriate discount rates based on current market rates that reflect the risks associated with the cash flow streams.
All other assets acquired : All other assets acquired primarily included company-owned life insurance policies, ROU assets, investments in FHLB stock, and investments in LIHTC funds. The pre-close historical carrying values of company-owned life insurance policies, investments in FHLB stock and investments in LIHTC funds were used as a reasonable estimate of fair value. All other assets acquired also included ROU lease assets which were measured at the same amount as the lease liability, as adjusted to reflect favorable or unfavorable terms of the lease when compared with market terms (see “All other liabilities assumed” section below for additional details regarding acquired lease liabilities).
Bank deposits : The fair values used for demand and savings deposits equaled the amounts payable on demand at the acquisition date. The fair values for time deposits were estimated by applying a discounted cash flow method to discount the principal and interest payments from maturity at the yields offered by similar banks as of the acquisition date.
Other borrowings: Other borrowings was comprised of 5.75 % fixed-to-floating subordinated notes due 2030 and short-term FHLB advances (see Note 16 for additional details on these borrowings). The fair value of the subordinated note was estimated based on quoted market prices as of the valuation date. The carrying amount of the FHLB advances was a reasonable estimate of fair value based on the short-term nature of these instruments and that the vast majority are floating-rate advances.
All other liabilities assumed : All other liabilities assumed primarily included payables to brokers, dealers, and clearing organizations, and accrued compensation, commissions, and benefits. The pre-close historical carrying values of these liabilities were used as a reasonable estimate of fair value. All other liabilities assumed also included lease liabilities and the fair value of unfunded lending commitments. Lease liabilities were measured at the present value of the remaining lease payments determined using a discounted cash flow method based on our cost of borrowing, as if the acquired lease were a new lease at the acquisition date. The fair value of unfunded lending commitments was estimated using a discounted cash flow approach.
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Notes to Consolidated Financial Statements
Index
NOTE 4 – FAIR VALUE
Our “Financial instruments” and “Financial instrument liabilities” on our Consolidated Statements of Financial Condition are recorded at fair value. See Note 2 for additional information about such instruments and our significant accounting policies related to fair value. The following tables present assets and liabilities measured at fair value on a recurring basis. Netting adjustments represent the impact of counterparty and collateral netting on our derivative balances included on our Consolidated Statements of Financial Condition. See Note 6 for additional information.
$ in millions Level 1 Level 2 Level 3 Netting
adjustments Balance as of September 30, 2023
Assets at fair value on a recurring basis:
Trading assets:
Municipal and provincial obligations
$ — $ 239 $ — $ — $ 239
Corporate obligations
22 620 — — 642
Government and agency obligations
24 117 — — 141
Agency MBS, CMOs, and asset-backed securities (“ABS”) — 35 — — 35
Non-agency CMOs and ABS — 68 — — 68
Total debt securities
46 1,079 — — 1,125
Equity securities
20 2 — — 22
Brokered certificates of deposit
— 36 — — 36
Other
— — 4 — 4
Total trading assets 66 1,117 4 — 1,187
Available-for-sale securities (1)
1,240 7,941 — — 9,181
Derivative assets:
Interest rate
14 503 — ( 261 ) 256
Foreign exchange
— 9 — — 9
Total derivative assets
14 512 — ( 261 ) 265
All other investments:
Government and agency obligations (2)
71 — — — 71
Other 102 2 30 — 134
Total all other investments 173 2 30 — 205
Other assets - client-owned fractional shares 98 — — — 98
Subtotal
1,591 9,572 34 ( 261 ) 10,936
Other investments - private equity - measured at NAV
101
Total assets at fair value on a recurring basis
$ 1,591 $ 9,572 $ 34 $ ( 261 ) $ 11,037
Liabilities at fair value on a recurring basis:
Trading liabilities:
Municipal and provincial obligations
$ 10 $ — $ — $ — $ 10
Corporate obligations
— 514 — — 514
Government and agency obligations
161 1 — — 162
Total debt securities
171 515 — — 686
Equity securities
30 — — — 30
Total trading liabilities 201 515 — — 716
Derivative liabilities:
Interest rate
13 563 — ( 88 ) 488
Foreign exchange
— 2 — — 2
Total derivative liabilities
13 565 — ( 88 ) 490
Other payables - repurchase liabilities related to client-owned fractional shares 98 — — — 98
Total liabilities at fair value on a recurring basis $ 312 $ 1,080 $ — $ ( 88 ) $ 1,304
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Notes to Consolidated Financial Statements
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$ in millions Level 1 Level 2 Level 3 Netting
adjustments Balance as of September 30, 2022
Assets at fair value on a recurring basis:
Trading assets:
Municipal and provincial obligations
$ — $ 269 $ — $ — $ 269
Corporate obligations
16 579 — — 595
Government and agency obligations
86 85 — — 171
Agency MBS, CMOs, and ABS — 123 — — 123
Non-agency CMOs and ABS
— 61 — — 61
Total debt securities
102 1,117 — — 1,219
Equity securities
20 — — — 20
Brokered certificates of deposit
— 30 — — 30
Other
— — 1 — 1
Total trading assets 122 1,147 1 — 1,270
Available-for-sale securities (1)
986 8,899 — — 9,885
Derivative assets:
Interest rate
42 484 — ( 348 ) 178
Foreign exchange — 10 — — 10
Total derivative assets 42 494 — ( 348 ) 188
All other investments:
Government and agency obligations (2)
79 — — — 79
Other 92 2 29 — 123
Total all other investments 171 2 29 — 202
Other assets - client-owned fractional shares 78 — — — 78
Subtotal
1,399 10,542 30 ( 348 ) 11,623
Other investments - private equity - measured at NAV
90
Total assets at fair value on a recurring basis
$ 1,399 $ 10,542 $ 30 $ ( 348 ) $ 11,713
Liabilities at fair value on a recurring basis:
Trading liabilities:
Municipal and provincial obligations
$ 5 $ — $ — $ — $ 5
Corporate obligations
— 555 — — 555
Government and agency obligations
249 — — — 249
Total debt securities
254 555 — — 809
Equity securities
27 — — — 27
Total trading liabilities 281 555 — — 836
Derivative liabilities:
Interest rate
40 547 — ( 65 ) 522
Foreign exchange
— 5 — — 5
Other
— — 3 — 3
Total derivative liabilities
40 552 3 ( 65 ) 530
Other payables - repurchase liabilities related to client-owned fractional shares 78 — — — 78
Total liabilities at fair value on a recurring basis
$ 399 $ 1,107 $ 3 $ ( 65 ) $ 1,444
(1) Our available-for-sale securities primarily consist of agency MBS, agency CMOs and U.S. Treasuries. See Note 5 for additional information.
(2) These assets are primarily comprised of U.S. Treasuries purchased to meet certain deposit requirements with clearing organizations.
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Level 3 recurring fair value measurements
The following tables present the changes in fair value for Level 3 assets and liabilities measured at fair value on a recurring basis. The realized and unrealized gains and losses in the tables may include changes in fair value that were attributable to both observable and unobservable inputs. In the following tables, gains/(losses) on trading and derivative instruments are reported in “ Principal transactions ” and gains/(losses) on other investments are reported in “ Other ” revenues on our Consolidated Statements of Income and Comprehensive Income.
Year ended September 30, 2023
Level 3 instruments at fair value
Financial assets Financial
liabilities
Trading assets Other investments Derivative liabilities
$ in millions Other All other Other
Fair value beginning of year
$ 1 $ 29 $ ( 3 )
Total gains/(losses) included in earnings
( 1 ) 1 2
Purchases and contributions
70 — —
Sales and distributions
( 66 ) — 1
Transfers:
Into Level 3
— — —
Out of Level 3 — — —
Fair value end of year
$ 4 $ 30 $ —
Unrealized gains/(losses) for the year included in earnings for instruments held at the end of the year
$ — $ — $ —
Year ended September 30, 2022
Level 3 instruments at fair value
Financial assets Financial
liabilities
Trading assets Other investments Derivative liabilities
$ in millions Other All other Other
Fair value beginning of year
$ 14 $ 98 $ ( 1 )
Total gains/(losses) included in earnings
1 9 ( 2 )
Purchases and contributions
108 7 —
Sales and distributions
( 122 ) ( 73 ) —
Transfers:
Into Level 3
— — —
Out of Level 3 — ( 12 ) —
Fair value end of year
$ 1 $ 29 $ ( 3 )
Unrealized gains/(losses) for the year included in earnings for instruments held at the end of the year
$ — $ 2 $ ( 2 )
As of both September 30, 2023 and September 30, 2022, 14 % of our assets and 2 % of our liabilities were measured at fair value on a recurring basis, and Level 3 assets represented less than 1 % of our assets measured at fair value on a recurring basis.
Investments in private equity measured at net asset value per share
As a practical expedient, we utilize NAV or its equivalent to determine the recorded value of a portion of our private equity investments portfolio. We utilize NAV when the fund investment does not have a readily determinable fair value and the NAV of the fund is calculated in a manner consistent with the measurement principles of investment company accounting, including measurement of the investments at fair value.
Our private equity portfolio as of September 30, 2023 primarily included investments in third-party funds, including growth equity, venture capital, and mezzanine lending fund investments. Our investments cannot be redeemed directly with the funds. Our investments are monetized through the liquidation of underlying assets of fund investments, the timing of which is uncertain.
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The following table presents the recorded value and unfunded commitments related to our private equity investments portfolio.
$ in millions Recorded value Unfunded commitment
September 30, 2023
Private equity investments measured at NAV $ 101 $ 29
Private equity investments not measured at NAV 7
Total private equity investments $ 108
September 30, 2022
Private equity investments measured at NAV $ 90 $ 39
Private equity investments not measured at NAV 5
Total private equity investments
$ 95
Financial instruments measured at fair value on a nonrecurring basis
The following table presents assets measured at fair value on a nonrecurring basis along with the valuation techniques and significant unobservable inputs used in the valuation of the assets classified as level 3. These inputs represent those that a market participant would take into account when pricing these instruments. Weighted averages are calculated by weighting each input by the relative fair value of the related financial instrument.
$ in millions Level 2 Level 3 Total fair value Valuation technique(s) Unobservable input Range
(weighted-average)
September 30, 2023
Bank loans:
Residential mortgage loans $ 2 $ 8 $ 10 Collateral or
discounted cash flow (1)
Prepayment rate 7 yrs. - 12 yrs. ( 10.3 yrs.)
Corporate loans $ — $ 84 $ 84 Collateral or
discounted cash flow (1)
Recovery rate 22 % - 65 % ( 53 %)
Loans held for sale $ 2 $ — $ 2 N/A N/A N/A
September 30, 2022
Bank loans:
Residential mortgage loans $ 2 $ 10 $ 12 Collateral or
discounted cash flow (1)
Prepayment rate 7 yrs. - 12 yrs. ( 10.4 yrs.)
Corporate loans $ — $ 57 $ 57 Collateral or
discounted cash flow (1)
Recovery rate 24 % - 66 % ( 47 %)
Loans held for sale $ 3 $ — $ 3 N/A N/A N/A
(1) The valuation techniques used to estimate the fair values are based on collateral value less selling costs for the collateral-dependent loans and discounted cash flows for loans that are not collateral-dependent. Unobservable inputs used in the collateral valuation technique are not meaningful and unobservable inputs used in the discounted cash flow valuation technique are presented in the table.
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Financial instruments not recorded at fair value
Many, but not all, of the financial instruments we hold were recorded at fair value on the Consolidated Statements of Financial Condition. The following table presents the estimated fair value and fair value hierarchy of financial assets and liabilities that are not recorded at fair value on the Consolidated Statements of Financial Condition at September 30, 2023 and 2022. This table excludes financial instruments that are carried at amounts which approximate fair value.
$ in millions Level 2 Level 3 Total estimated
fair value Carrying amount
September 30, 2023
Financial assets:
Bank loans, net
$ 142 $ 42,622 $ 42,764 $ 43,679
Financial liabilities:
Bank deposits - certificates of deposit $ 2,817 $ — $ 2,817 $ 2,831
Other borrowings - subordinated notes payable $ 94 $ — $ 94 $ 100
Senior notes payable $ 1,640 $ — $ 1,640 $ 2,039
September 30, 2022
Financial assets:
Bank loans, net
$ 134 $ 42,336 $ 42,470 $ 43,167
Financial liabilities:
Bank deposits - certificates of deposit $ 400 $ 579 $ 979 $ 999
Other borrowings - subordinated notes payable $ 95 $ — $ 95 $ 100
Senior notes payable $ 1,706 $ — $ 1,706 $ 2,038
Short-term financial instruments: The carrying value of short-term financial instruments, such as cash and cash equivalents, including amounts segregated for regulatory purposes and restricted cash, and the majority of collateralized agreements and collateralized financings, are recorded at amounts that approximate the fair value of these instruments. These financial instruments generally expose us to limited credit risk and have no stated maturities or have short-term maturities and carry interest rates that approximate market rates. Under the fair value hierarchy, cash and cash equivalents, including amounts segregated for regulatory purposes and restricted cash, are classified as Level 1 and collateralized agreements and financings are classified as Level 2.
Bank loans, net: These financial instruments are primarily comprised of loans originated or purchased by our Bank segment and include SBL, C&I loans, commercial and residential real estate loans, REIT loans, and tax-exempt loans intended to be held until maturity or payoff. These financial instruments are primarily recorded at amounts that result from the application of the methodologies for loans held for investment summarized in Note 2. Certain bank loans are held for sale, which are carried at the lower of cost or market value. A portion of these loans held for sale, as well as certain held for investment loans which have been written-down, are recorded at fair value as nonrecurring fair value measurements and therefore are excluded from the preceding table.
The fair values for both variable and fixed-rate loans held for investment are estimated using a discounted cash flow analysis based on interest rates currently being offered for loans with similar terms to borrowers of similar credit quality, which includes our estimate of future credit losses expected to be incurred. The majority of these loans are classified as Level 3 under the fair value hierarchy. Refer to Note 2 for information regarding the fair value policies specific to loans held for sale.
Receivables and other assets: Brokerage client receivables, other receivables, and certain other assets are recorded at amounts that approximate fair value and are classified as Levels 2 and 3 under the fair value hierarchy. As specified under GAAP, the FHLB and FRB stock are recorded at cost, which we have determined to approximate their estimated fair value, and are classified as Level 2 under the fair value hierarchy.
Loans to financial advisors, net: These financial instruments are primarily comprised of loans to financial advisors, primarily offered for recruiting and retention purposes. Loans to financial advisors, net are recorded at amounts that approximate fair value and are classified as Level 2 under the fair value hierarchy. Refer to Note 2 for information regarding loans to financial advisors, net.
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Bank deposits: The fair values for demand deposits are equal to the amount payable on demand at the reporting date (i.e., their carrying amounts). The carrying amounts of money market and savings accounts approximate their fair values as substantially all of these deposits are variable-rate accounts and short-term in nature. Demand deposits and money market and savings accounts are classified as Level 2 under the fair value hierarchy. Fair values for fixed-rate certificates of deposit are estimated using a discounted cash flow calculation that applies current interest rates based on the remaining term of the deposit. As of September 30, 2023, these fixed-rate certificates of deposit were classified as Level 2 under the fair value hierarchy.
Payables: Brokerage client payables and other payables are recorded at amounts that approximate fair value and are classified as Level 2 under the fair value hierarchy.
Other borrowings: Other borrowings primarily include 5.75 % fixed-to-floating subordinated notes due 2030 and our Bank segment’s borrowings from the FHLB. The fair value of the subordinated notes is estimated by discounting scheduled cash flows through the estimated maturity using market rates for borrowings of similar maturities and is classified as Level 2 under the fair value hierarchy. FHLB advances reflect terms that approximate current market rates for similar loans and therefore, their carrying value approximates fair value. Our FHLB advances are classified as Level 2 under the fair value hierarchy.
Senior notes payable: The fair value of our senior notes payable is calculated based upon recent trades of those debt securities in the market. Our senior notes payable are classified as Level 2 under the fair value hierarchy.
NOTE 5 – AVAILABLE-FOR-SALE SECURITIES
See Note 2 for a discussion of our accounting policies applicable to our available-for-sale securities. The following table details the amortized costs and fair values of our available-for-sale securities. See Note 4 for additional information regarding the fair value of available-for-sale securities.
$ in millions Cost basis Gross
unrealized gains Gross
unrealized losses Fair value
September 30, 2023
Agency residential MBS
$ 4,865 $ — $ ( 654 ) $ 4,211
Agency commercial MBS
1,464 — ( 211 ) 1,253
Agency CMOs
1,448 — ( 265 ) 1,183
Other agency obligations 710 — ( 31 ) 679
Non-agency residential MBS 527 — ( 64 ) 463
U.S. Treasuries 1,261 — ( 21 ) 1,240
Corporate bonds 140 — ( 6 ) 134
Other 18 — — 18
Total available-for-sale securities
$ 10,433 $ — $ ( 1,252 ) $ 9,181
September 30, 2022
Agency residential MBS
$ 5,662 $ — $ ( 668 ) $ 4,994
Agency commercial MBS
1,518 — ( 208 ) 1,310
Agency CMOs
1,637 — ( 233 ) 1,404
Other agency obligations 613 — ( 31 ) 582
Non-agency residential MBS 492 — ( 41 ) 451
U.S Treasuries 1,014 — ( 28 ) 986
Corporate bonds 146 — ( 5 ) 141
Other 18 — ( 1 ) 17
Total available-for-sale securities
$ 11,100 $ — $ ( 1,215 ) $ 9,885
The amortized costs and fair values in the preceding table exclude $ 28 million and $ 24 million of accrued interest on available-for-sale securities as of September 30, 2023 and September 30, 2022, respectively, which was included in “ Other receivables, net ” on our Consolidated Statements of Financial Condition.
See Note 7 for additional information regarding available-for-sale securities pledged with the FHLB and FRB.
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The following table details the contractual maturities, amortized costs, carrying values and current yields for our available-for-sale securities. Weighted-average yields are calculated on a taxable-equivalent basis based on estimated annual income divided by the average amortized cost of these securities. Since our MBS and CMO available-for-sale securities are backed by mortgages, actual maturities may differ from contractual maturities because borrowers may have the right to prepay obligations without prepayment penalties. As a result, as of September 30, 2023, the weighted-average life of our available-for-sale securities portfolio, after factoring in estimated prepayments, was approximately 4.2 years.
September 30, 2023
$ in millions Within one year After one but
within five years After five but
within ten years After ten years Total
Agency residential MBS
Amortized cost $ — $ 125 $ 2,140 $ 2,600 $ 4,865
Carrying value $ — $ 120 $ 1,886 $ 2,205 $ 4,211
Weighted-average yield — % 2.51 % 1.29 % 1.92 % 1.66 %
Agency commercial MBS
Amortized cost $ 18 $ 898 $ 498 $ 50 $ 1,464
Carrying value $ 18 $ 800 $ 396 $ 39 $ 1,253
Weighted-average yield 3.45 % 1.60 % 1.20 % 1.87 % 1.50 %
Agency CMOs
Amortized cost $ — $ 8 $ 42 $ 1,398 $ 1,448
Carrying value $ — $ 8 $ 37 $ 1,138 $ 1,183
Weighted-average yield — % 2.30 % 1.52 % 1.57 % 1.57 %
Other agency obligations
Amortized cost $ 90 $ 530 $ 80 $ 10 $ 710
Carrying value $ 88 $ 509 $ 73 $ 9 $ 679
Weighted-average yield 2.46 % 3.29 % 3.43 % 3.07 % 3.20 %
Non-agency residential MBS
Amortized cost $ — $ — $ — $ 527 $ 527
Carrying value $ — $ — $ — $ 463 $ 463
Weighted-average yield — % — % — % 4.22 % 4.22 %
U.S. Treasuries
Amortized cost $ 753 $ 508 $ — $ — $ 1,261
Carrying value $ 740 $ 500 $ — $ — $ 1,240
Weighted-average yield 2.53 % 4.06 % — % — % 3.14 %
Corporate bonds
Amortized cost $ 31 $ 86 $ 23 $ — $ 140
Carrying value $ 30 $ 83 $ 21 $ — $ 134
Weighted-average yield 4.70 % 6.43 % 5.02 % — % 5.81 %
Other
Amortized cost $ — $ 5 $ 5 $ 8 $ 18
Carrying value $ — $ 5 $ 4 $ 9 $ 18
Weighted-average yield — % 7.30 % 5.22 % 8.32 % 7.25 %
Total available-for-sale securities
Amortized cost
$ 892 $ 2,160 $ 2,788 $ 4,593 $ 10,433
Carrying value
$ 876 $ 2,025 $ 2,417 $ 3,863 $ 9,181
Weighted-average yield
2.61 % 2.86 % 1.38 % 2.09 % 2.11 %
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The following table details the gross unrealized losses and fair values of securities that were in a loss position at the reporting period end, aggregated by investment category and length of time the individual securities have been in a continuous unrealized loss position.
Less than 12 months 12 months or more Total
$ in millions Estimated
fair value Unrealized
losses Estimated
fair value Unrealized
losses Estimated
fair value Unrealized
losses
September 30, 2023
Agency residential MBS $ 73 $ ( 3 ) $ 4,119 $ ( 651 ) $ 4,192 $ ( 654 )
Agency commercial MBS 3 — 1,250 ( 211 ) 1,253 ( 211 )
Agency CMOs — — 1,183 ( 265 ) 1,183 ( 265 )
Other agency obligations 97 ( 1 ) 582 ( 30 ) 679 ( 31 )
Non-agency residential MBS 62 ( 1 ) 401 ( 63 ) 463 ( 64 )
U.S. Treasuries 120 — 995 ( 21 ) 1,115 ( 21 )
Corporate bonds 13 — 78 ( 6 ) 91 ( 6 )
Other 5 — 9 — 14 —
Total
$ 373 $ ( 5 ) $ 8,617 $ ( 1,247 ) $ 8,990 $ ( 1,252 )
September 30, 2022
Agency residential MBS $ 2,165 $ ( 226 ) $ 2,829 $ ( 442 ) $ 4,994 $ ( 668 )
Agency commercial MBS 494 ( 41 ) 816 ( 167 ) 1,310 ( 208 )
Agency CMOs 337 ( 32 ) 1,067 ( 201 ) 1,404 ( 233 )
Other agency obligations 582 ( 31 ) — — 582 ( 31 )
Non-agency residential MBS 451 ( 41 ) — — 451 ( 41 )
U.S. Treasuries 982 ( 28 ) 4 — 986 ( 28 )
Corporate bonds 128 ( 5 ) — — 128 ( 5 )
Other 17 ( 1 ) — — 17 ( 1 )
Total
$ 5,156 $ ( 405 ) $ 4,716 $ ( 810 ) $ 9,872 $ ( 1,215 )
At September 30, 2023, of the 1,084 available-for-sale securities in an unrealized loss position, 46 were in a continuous unrealized loss position for less than 12 months and 1,038 securities were in a continuous unrealized loss position for greater than 12 months.
At September 30, 2023, debt securities we held in excess of ten percent of our equity included those issued by the Federal National Home Mortgage Association and Federal Home Loan Mortgage Corporation with amortized costs of $ 4.76 billion and $ 2.85 billion, respectively, and fair values of $ 4.08 billion and $ 2.42 billion, respectively.
During the year ended September 30, 2023, there were no sales of available-for-sale securities. During the years ended September 30, 2022 and 2021, we received proceeds of $ 52 million and $ 969 million, respectively, from sales of available-for-sale securities resulting in insignificant gains.
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NOTE 6 – DERIVATIVE ASSETS AND DERIVATIVE LIABILITIES
Our derivative assets and derivative liabilities are recorded at fair value and are included in “Derivative assets” and “Derivative liabilities” on our Consolidated Statements of Financial Condition. Cash flows related to our derivatives are included within operating activities on the Consolidated Statements of Cash Flows. The significant accounting policies governing our derivatives, including our methodologies for determining fair value, are described in Note 2.
Derivative balances included on our financial statements
The following table presents the gross fair values and notional amounts of derivatives by product type, the amounts of counterparty and cash collateral netting on our Consolidated Statements of Financial Condition, as well as collateral posted and received under credit support agreements that do not meet the criteria for netting under GAAP.
September 30, 2023 September 30, 2022
$ in millions Derivative assets Derivative liabilities Notional amount Derivative assets Derivative liabilities Notional amount
Derivatives not designated as hedging instruments
Interest rate - other (1)
$ 509 $ 576 $ 18,270 $ 462 $ 535 $ 14,647
Interest rate - matched book (2)
— — — 52 52 1,340
Foreign exchange 4 2 1,191 4 5 958
Other — — 608 — 3 531
Subtotal 513 578 20,069 518 595 17,476
Derivatives designated as hedging instruments
Interest rate - other 8 — 1,200 12 — 1,050
Foreign exchange
5 — 1,172 6 — 1,092
Subtotal
13 — 2,372 18 — 2,142
Total gross fair value/notional amount
526 578 $ 22,441 536 595 $ 19,618
Offset on the Consolidated Statements of Financial Condition
Counterparty netting
( 29 ) ( 29 ) ( 35 ) ( 35 )
Cash collateral netting
( 232 ) ( 59 ) ( 313 ) ( 30 )
Total amounts offset
( 261 ) ( 88 ) ( 348 ) ( 65 )
Net amounts presented on the Consolidated Statements of Financial Condition 265 490 188 530
Gross amounts not offset on the Consolidated Statements of Financial Condition
Financial instruments
( 131 ) — ( 60 ) ( 52 )
Total
$ 134 $ 490 $ 128 $ 478
(1) Relates to interest rate derivatives entered into as part of our fixed income business operations, including to-be-announced security contracts that are accounted for as derivatives, as well as our banking operations.
(2) Although the matched book derivative arrangements did not meet the definition of a master netting arrangement as specified by GAAP, the agreement with the third-party intermediary included terms that were similar to a master netting agreement. As a result, we presented the matched book amounts as of September 30, 2022 net in the preceding table. As of September 30, 2023, we had exited such matched book derivative agreements.
The following table details the gains/(losses) included in AOCI, net of income taxes, on derivatives designated as hedging instruments. These gains/(losses) included any amounts reclassified from AOCI to net income during the year. See Note 20 for additional information.
Year ended September 30,
$ in millions 2023 2022 2021
Interest rate (cash flow hedges) $ 1 $ 70 $ 26
Foreign exchange (net investment hedges) ( 10 ) 72 ( 34 )
Total gains/(losses) included in AOCI, net of taxes $ ( 9 ) $ 142 $ ( 8 )
There were no components of derivative gains or losses excluded from the assessment of hedge effectiveness for each of the years ended September 30, 2023, 2022 or 2021. We expect to reclassify $ 35 million of interest expense out of AOCI and into earnings within the next 12 months. The maximum length of time over which forecasted transactions are or will be hedged is four years .
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The following table details the gains/(losses) on derivatives not designated as hedging instruments recognized on the Consolidated Statements of Income and Comprehensive Income. These amounts do not include any offsetting gains/(losses) on the related hedged item.
Year ended September 30,
$ in millions Location of gain/(loss) 2023 2022 2021
Interest rate
Principal transactions/other revenues $ 20 $ 22 $ 13
Foreign exchange
Other revenues $ ( 23 ) $ 102 $ ( 21 )
Other Principal transactions $ 2 $ ( 1 ) $ 4
Risks associated with our derivatives and related risk mitigation
Credit risk
We are exposed to credit losses primarily in the event of nonperformance by the counterparties to derivatives that are not cleared through a clearing organization. Where we are subject to credit exposure, we perform a credit evaluation of counterparties prior to entering into derivative transactions and we continue to monitor their credit standings on an ongoing basis. We may require initial margin or collateral from counterparties, generally in the form of cash or marketable securities to support certain of these obligations as established by the credit threshold specified by the agreement and/or as a result of monitoring the credit standing of the counterparties. We also enter into derivatives with clients to which Raymond James Bank and TriState Capital Bank have provided loans. Such derivatives are generally collateralized by marketable securities or other assets of the client.
Interest rate and foreign exchange risk
We are exposed to interest rate risk related to certain of our interest rate derivatives. We are also exposed to foreign exchange risk related to our forward foreign exchange derivatives. On a daily basis, we monitor our risk exposure on our derivatives based on established sensitivity-based and foreign exchange spot limits.
Derivatives with credit-risk-related contingent features
Certain of our derivative contracts contain provisions that require our debt to maintain an investment-grade rating from one or more of the major credit rating agencies or contain provisions related to default on certain of our outstanding debt. If our debt were to fall below investment-grade or we were to default on certain of our outstanding debt, the counterparties to the derivative instruments could terminate the derivative and request immediate payment, or demand immediate and ongoing overnight collateralization on our derivative instruments in liability positions. The aggregate fair value of all derivative instruments with such credit-risk-related contingent features that were in a liability position was $ 3 million as of September 30, 2023 and was $ 8 million as of September 30, 2022.
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NOTE 7 – COLLATERALIZED AGREEMENTS AND FINANCINGS
Collateralized agreements are comprised of reverse repurchase agreements and securities borrowed. Collateralized financings are comprised of repurchase agreements and securities loaned. We enter into these transactions in order to facilitate client activities, acquire securities to cover short positions and finance certain firm activities. The significant accounting policies governing our collateralized agreements and financings are described in Note 2.
Our reverse repurchase agreements, repurchase agreements, securities borrowing and securities lending transactions are governed by master agreements that are widely used by counterparties and that may allow for net settlements of payments in the normal course, as well as offsetting of all contracts with a given counterparty in the event of bankruptcy or default of one of the parties to the transaction. For financial statement purposes, we do not offset our reverse repurchase agreements, repurchase agreements, securities borrowed, and securities loaned because the conditions for netting as specified by GAAP are not met. Although not offset on the Consolidated Statements of Financial Condition, these transactions are included in the following table.
Collateralized agreements Collateralized financings
$ in millions Reverse repurchase agreements Securities borrowed Total Repurchase agreements Securities loaned Total
September 30, 2023
Gross amounts of recognized assets/liabilities $ 187 $ 231 $ 418 $ 157 $ 180 $ 337
Gross amounts offset on the Consolidated Statements of Financial Condition — — — — — —
Net amounts included in the Consolidated Statements of Financial Condition 187 231 418 157 180 337
Gross amounts not offset on the Consolidated Statements of Financial Condition ( 187 ) ( 224 ) ( 411 ) ( 157 ) ( 173 ) ( 330 )
Net amounts $ — $ 7 $ 7 $ — $ 7 $ 7
September 30, 2022
Gross amounts of recognized assets/liabilities $ 367 $ 337 $ 704 $ 294 $ 172 $ 466
Gross amounts offset on the Consolidated Statements of Financial Condition — — — — — —
Net amounts included in the Consolidated Statements of Financial Condition 367 337 704 294 172 466
Gross amounts not offset on the Consolidated Statements of Financial Condition ( 367 ) ( 327 ) ( 694 ) ( 294 ) ( 162 ) ( 456 )
Net amounts $ — $ 10 $ 10 $ — $ 10 $ 10
The total amount of collateral received under reverse repurchase agreements and the total amount of collateral posted under repurchase agreements exceeds the carrying value of these agreements on our Consolidated Statements of Financial Condition.
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Repurchase agreements and securities loaned accounted for as secured borrowings
The following table presents the remaining contractual maturity of repurchase agreements and securities lending transactions accounted for as secured borrowings.
$ in millions Overnight and continuous Up to 30 days 30-90 days Greater than 90 days Total
September 30, 2023
Repurchase agreements:
Government and agency obligations $ 122 $ — $ — $ — $ 122
Agency MBS and agency CMOs 35 — — — 35
Total repurchase agreements
157 — — — 157
Securities loaned:
Equity securities 180 — — — 180
Total collateralized financings $ 337 $ — $ — $ — $ 337
September 30, 2022
Repurchase agreements:
Government and agency obligations $ 183 $ — $ — $ — $ 183
Agency MBS and agency CMOs 111 — — — 111
Total repurchase agreements
294 — — — 294
Securities loaned:
Equity securities 172 — — — 172
Total collateralized financings $ 466 $ — $ — $ — $ 466
Collateral received and pledged
We receive cash and securities as collateral, primarily in connection with reverse repurchase agreements, securities borrowing agreements, derivative transactions, and client margin loans. The collateral we receive reduces our credit exposure to individual counterparties.
In many cases, we are permitted to deliver or repledge financial instruments we have received as collateral to satisfy our collateral requirements under our repurchase agreements, securities lending agreements or other secured borrowings, to satisfy deposit requirements with clearing organizations, or to otherwise meet either our or our clients’ settlement requirements.
The following table presents financial instruments at fair value that we received as collateral, were not included on our Consolidated Statements of Financial Condition, and that were available to be delivered or repledged, along with the balances of such instruments that were delivered or repledged, to satisfy one of our purposes previously described.
September 30,
$ in millions 2023 2022
Collateral we received that was available to be delivered or repledged $ 3,267 $ 3,812
Collateral that we delivered or repledged $ 730 $ 947
Encumbered assets
We pledge certain of our assets to collateralize repurchase agreements or other secured borrowings, maintain lines of credit, or to satisfy our collateral or settlement requirements with counterparties or clearing organizations who may or may not have the right to deliver or repledge such instruments. We pledge certain of our bank loans and available-for-sale securities with the FHLB as security for both the repayment of certain borrowings and to secure capacity for additional borrowings as needed. We also pledge certain loans and available-for-sale securities with the FRB to be eligible to participate in the Federal Reserve’s discount window program and to participate in certain deposit programs. During the year ended September 30, 2023, we increased our borrowing capacity with the FHLB through the pledge of additional available-for-sale securities. The FHLB does not have the ability to sell or repledge such securities until they are borrowed against. See Note 16 for additional information regarding our outstanding FHLB advances.
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The following table presents information about our assets that have been pledged for one of the purposes previously described.
September 30,
$ in millions 2023 2022
Had the right to deliver or repledge $ 1,091 $ 1,276
Did not have the right to deliver or repledge $ 3,960 $ 63
Bank loans, net pledged with the:
FHLB $ 9,400 $ 8,009
FRB 766 791
Total bank loans, net pledged with the FHLB and FRB $ 10,166 $ 8,800
NOTE 8 – BANK LOANS, NET
Bank client receivables are comprised of loans originated or purchased by our Bank segment and include SBL, C&I loans, CRE loans, REIT loans, residential mortgage loans, and tax-exempt loans. These receivables are collateralized by first and, to a lesser extent, second mortgages on residential or other real property, other assets of the borrower, a pledge of revenue, securities, or are unsecured. We segregate our loan portfolio into six loan portfolio segments: SBL, C&I, CRE, REIT, residential mortgage, and tax-exempt. See Note 2 for a discussion of our accounting policies related to bank loans and the allowance for credit losses.
Loan balances in the following tables are presented at amortized cost (outstanding principal balance net of unamortized purchase discounts or premiums, unearned income, deferred origination fees and costs, and charge-offs), except for certain held for sale loans recorded at fair value. Bank loans are presented on our Consolidated Statements of Financial Condition at amortized cost (or fair value where applicable) less the allowance for credit losses. As it pertains to TriState Capital Bank’s loans acquired as of June 1, 2022, the amortized cost of such purchased loans reflects the fair value of the loans on the acquisition date, and as described further in Note 3, the purchase discount on such loans is accreted to interest income over the weighted-average life of the underlying loans, which may vary based on prepayments.
The following table presents the balances for held for investment loans by portfolio segment and held for sale loans.
September 30,
$ in millions 2023 2022
SBL $ 14,606 $ 15,297
C&I loans 10,406 11,173
CRE loans 7,221 6,549
REIT loans 1,668 1,592
Residential mortgage loans 8,662 7,386
Tax-exempt loans 1,541 1,501
Total loans held for investment 44,104 43,498
Held for sale loans 145 137
Total loans held for sale and investment 44,249 43,635
Allowance for credit losses ( 474 ) ( 396 )
Bank loans, net (1)
$ 43,775 $ 43,239
ACL as a % of total loans held for investment 1.07 % 0.91 %
Accrued interest receivable on bank loans (included in “Other receivables, net”) $ 200 $ 137
(1) Bank loans, net as of September 30, 2023 and September 30, 2022 are presented net of $ 52 million and $ 112 million, respectively, of net unamortized discount, unearned income, and deferred loan fees and costs. The net unamortized discount primarily arose from the acquisition date fair value purchase discount on bank loans acquired in the TriState Capital acquisition. See Note 3 for additional information.
See Note 7 for additional information regarding bank loans, net pledged with the FHLB and FRB and Note 16 for additional information regarding borrowings from the FHLB.
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Held for sale loans
We originated or purchased $ 2.74 billion, $ 3.38 billion (exclusive of the loans acquired on June 1, 2022 in our acquisition of TriState Capital Bank), and $ 2.15 billion of loans held for sale during the years ended September 30, 2023, 2022, and 2021, respectively. The majority of these loans were purchases of the guaranteed portions of SBA loans that were initially classified as loans held for sale upon purchase and subsequently transferred to trading instruments once they had been securitized into pools. Proceeds from the sales of these loans held for sale and not securitized amounted to $ 835 million, $ 1.29 billion, and $ 973 million for the years ended September 30, 2023, 2022 and 2021, respectively. Net gains resulting from such sales were insignificant for each of the years ended September 30, 2023, 2022, and 2021.
Purchases and sales of loans held for investment
The following table presents purchases and sales of loans held for investment by portfolio segment.
$ in millions C&I loans CRE loans REIT loans Residential mortgage loans Total
Year ended September 30, 2023
Purchases $ 465 $ 39 $ 24 $ 456
$ 984
Sales $ 643 $ — $ — $ — $ 643
Year ended September 30, 2022
Purchases $ 1,288 $ — $ — $ 1,207 $ 2,495
Sales $ 147 $ — $ — $ 1 $ 148
Year ended September 30, 2021
Purchases $ 1,528 $ — $ — $ 524 $ 2,052
Sales $ 297 $ — $ — $ — $ 297
Sales in the preceding table represent the recorded investment (i.e., net of charge-offs and discounts or premiums) of loans held for investment that were transferred to loans held for sale and subsequently sold to a third party during the respective period. As more fully described in Note 2, corporate loan sales generally occur as part of our credit management activities.
Aging analysis of loans held for investment
The following table presents information on delinquency status of our loans held for investment.
$ in millions 30-89
days and accruing 90 days
or more and accruing Total past due and accruing Nonaccrual with allowance Nonaccrual with no allowance Current and accruing Total loans held for
investment
September 30, 2023
SBL $ 9 $ — $ 9 $ — $ — $ 14,597 $ 14,606
C&I loans
— — — 69 2 10,335 10,406
CRE loans — — — 35 13 7,173 7,221
REIT loans — — — — — 1,668 1,668
Residential mortgage loans 2 — 2 — 9 8,651 8,662
Tax-exempt loans
— — — — — 1,541 1,541
Total loans held for investment
$ 11 $ — $ 11 $ 104 $ 24 $ 43,965 $ 44,104
September 30, 2022
SBL $ — $ — $ — $ — $ — $ 15,297 $ 15,297
C&I loans — — — 32 — 11,141 11,173
CRE loans — — — 12 16 6,521 6,549
REIT loans — — — — — 1,592 1,592
Residential mortgage loans 4 — 4 — 14 7,368 7,386
Tax-exempt loans — — — — — 1,501 1,501
Total loans held for investment $ 4 $ — $ 4 $ 44 $ 30 $ 43,420 $ 43,498
The preceding table includes $ 96 million and $ 63 million at September 30, 2023 and 2022, respectively, of nonaccrual loans which were current pursuant to their contractual terms. TDRs in the preceding table were $ 21 million, $ 3 million, and $ 10 million for C&I loans, CRE loans, and residential first mortgage loans, respectively, at September 30, 2023, and $ 11 million, $ 9 million, and $ 10 million for C&I loans, CRE loans, and residential first mortgage loans, respectively, at September 30, 2022.
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Other real estate owned, included in “Other assets” on our Consolidated Statements of Financial Condition, was insignificant at both September 30, 2023 and 2022.
Collateral-dependent loans
A loan is considered collateral-dependent when the borrower is experiencing financial difficulty and repayment is expected to be provided substantially through the sale of the underlying collateral. Collateral-dependent loans are recorded based upon the fair value of the collateral less the estimated selling costs. The following table presents the amortized cost of our collateral-dependent loans and the nature of the collateral.
September 30,
Loan type ($ in millions)
Nature of collateral 2023 2022
C&I loans Commercial real estate and other business assets $ 11 $ 11
CRE loans Office, multi-family residential, healthcare, industrial, and retail real estate $ 47 $ 21
Residential mortgage loans Single family homes $ 5 $ 6
The recorded investments in residential mortgage loans secured by one-to-four family residential properties for which formal foreclosure proceedings were in process was $ 4 million and $ 5 million at September 30, 2023 and 2022, respectively.
Credit quality indicators
The credit quality of our bank loan portfolio is summarized monthly by management using internal risk ratings, which align with the standard asset classification system utilized by bank regulators. These classifications are divided into three groups: Not Classified (Pass), Special Mention, and Classified or Adverse Rating (Substandard, Doubtful, and Loss). These terms are defined as follows:
Pass – Loans which are well protected by the current net worth and paying capacity of the obligor (or guarantors, if any) or by the fair value, less costs to acquire and sell, of any underlying collateral and generally are performing in accordance with the contractual terms.
Special Mention – Loans which have potential weaknesses that deserve management’s close attention. These loans are not adversely classified and do not expose us to sufficient risk to warrant an adverse classification.
Substandard – Loans which are inadequately protected by the current sound worth and paying capacity of the obligor or by the collateral pledged, if any. Loans with this classification are characterized by the distinct possibility that we will sustain some loss if the deficiencies are not corrected.
Doubtful – Loans which have all the weaknesses inherent in loans classified as substandard with the added characteristic that the weaknesses make collection or liquidation in full highly questionable and improbable on the basis of currently-known facts, conditions and values.
Loss – Loans which are considered by management to be uncollectible and of such little value that their continuance on our books as an asset, without establishment of a specific valuation allowance or charge-off, is not warranted. We do not have any loan balances within this classification because, in accordance with our accounting policy, loans, or a portion thereof considered to be uncollectible are charged-off prior to the assignment of this classification.
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Notes to Consolidated Financial Statements
Index
The following tables present our held for investment bank loan portfolio by credit quality indicator. Loans classified as special mention, substandard or doubtful are all considered to be “criticized” loans.
September 30, 2023
Loans by origination fiscal year
$ in millions 2023 2022 2021 2020 2019 Prior Revolving loans Total
SBL
Risk rating:
Pass $ 74 $ 18 $ 83 $ 40 $ 15 $ 59 $ 14,293 $ 14,582
Special mention — — — — — — — —
Substandard (1)
— — — — — — 24 24
Doubtful — — — — — — — —
Total SBL $ 74 $ 18 $ 83 $ 40 $ 15 $ 59 $ 14,317 $ 14,606
C&I loans
Risk rating:
Pass $ 672 $ 1,148 $ 1,091 $ 965 $ 1,020 $ 2,675 $ 2,564 $ 10,135
Special mention — 5 29 69 — — 4 107
Substandard — — — 62 17 65 17 161
Doubtful — — — — — 3 — 3
Total C&I loans $ 672 $ 1,153 $ 1,120 $ 1,096 $ 1,037 $ 2,743 $ 2,585 $ 10,406
CRE loans
Risk rating:
Pass $ 1,130 $ 2,344 $ 1,115 $ 766 $ 604 $ 845 $ 220 $ 7,024
Special mention 7 — — 14 5 55 — 81
Substandard — — 5 32 12 67 — 116
Doubtful — — — — — — — —
Total CRE loans $ 1,137 $ 2,344 $ 1,120 $ 812 $ 621 $ 967 $ 220 $ 7,221
REIT loans
Risk rating:
Pass $ 258 $ 200 $ 214 $ 101 $ 172 $ 176 $ 547 $ 1,668
Special mention — — — — — — — —
Substandard — — — — — — — —
Doubtful — — — — — — — —
Total REIT loans $ 258 $ 200 $ 214 $ 101 $ 172 $ 176 $ 547 $ 1,668
Residential mortgage loans
Risk rating:
Pass $ 1,765 $ 2,889 $ 1,607 $ 919 $ 433 $ 992 $ 31 $ 8,636
Special mention — — 2 — 2 5 — 9
Substandard — 2 — 1 — 14 — 17
Doubtful — — — — — — — —
Total residential mortgage loans $ 1,765 $ 2,891 $ 1,609 $ 920 $ 435 $ 1,011 $ 31 $ 8,662
Tax-exempt loans
Risk rating:
Pass $ 147 $ 279 $ 161 $ 54 $ 97 $ 803 $ — $ 1,541
Special mention — — — — — — — —
Substandard — — — — — — — —
Doubtful — — — — — — — —
Total tax-exempt loans $ 147 $ 279 $ 161 $ 54 $ 97 $ 803 $ — $ 1,541
(1) As of September 30, 2023, these balances relate to loans which were collateralized by private securities or other financial instruments with a limited trading market.
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Notes to Consolidated Financial Statements
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September 30, 2022
Loans by origination fiscal year
$ in millions 2022 2021 2020 2019 2018 Prior Revolving loans Total
SBL
Risk rating:
Pass $ 14 $ 27 $ 72 $ 44 $ 36 $ 41 $ 15,063 $ 15,297
Special mention — — — — — — — —
Substandard — — — — — — — —
Doubtful — — — — — — — —
Total SBL $ 14 $ 27 $ 72 $ 44 $ 36 $ 41 $ 15,063 $ 15,297
C&I loans
Risk rating:
Pass $ 1,011 $ 1,448 $ 1,301 $ 1,124 $ 1,389 $ 2,200 $ 2,380 $ 10,853
Special mention 10 28 3 37 — 82 6 166
Substandard 1 — 60 28 40 6 14 149
Doubtful — — — — 5 — — 5
Total C&I loans $ 1,022 $ 1,476 $ 1,364 $ 1,189 $ 1,434 $ 2,288 $ 2,400 $ 11,173
CRE loans
Risk rating:
Pass $ 1,916 $ 1,345 $ 892 $ 707 $ 816 $ 551 $ 176 $ 6,403
Special mention — 1 — — 36 2 — 39
Substandard — — 14 17 46 30 — 107
Doubtful — — — — — — — —
Total CRE loans $ 1,916 $ 1,346 $ 906 $ 724 $ 898 $ 583 $ 176 $ 6,549
REIT loans
Risk rating:
Pass $ 169 $ 230 $ 96 $ 53 $ 40 $ 222 $ 782 $ 1,592
Special mention — — — — — — — —
Substandard — — — — — — — —
Doubtful — — — — — — — —
Total REIT loans $ 169 $ 230 $ 96 $ 53 $ 40 $ 222 $ 782 $ 1,592
Residential mortgage loans
Risk rating:
Pass $ 2,984 $ 1,704 $ 1,023 $ 477 $ 290 $ 843 $ 35 $ 7,356
Special mention 1 1 — 2 — 4 — 8
Substandard 1 — — — 1 20 — 22
Doubtful — — — — — — — —
Total residential mortgage loans $ 2,986 $ 1,705 $ 1,023 $ 479 $ 291 $ 867 $ 35 $ 7,386
Tax-exempt loans
Risk rating:
Pass $ 264 $ 169 $ 56 $ 115 $ 192 $ 705 $ — $ 1,501
Special mention — — — — — — — —
Substandard — — — — — — — —
Doubtful — — — — — — — —
Total tax-exempt loans $ 264 $ 169 $ 56 $ 115 $ 192 $ 705 $ — $ 1,501
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Notes to Consolidated Financial Statements
Index
We also monitor the credit quality of the residential mortgage loan portfolio utilizing FICO scores and LTV ratios. A FICO score measures a borrower’s creditworthiness by considering factors such as payment and credit history. LTV measures the carrying value of the loan as a percentage of the value of the property securing the loan. The following table presents the held for investment residential mortgage loan portfolio by FICO score and by LTV ratio at origination.
September 30, 2023
Loans by origination fiscal year
$ in millions 2023 2022 2021 2020 2019 Prior Revolving loans Total
FICO score:
Below 600 $ 7 $ 1 $ 3 $ 2 $ 3 $ 55 $ — $ 71
600 - 699 99 154 106 83 30 79 4 555
700 - 799 1,381 2,327 1,218 666 320 609 20 6,541
800 + 274 407 279 168 77 265 6 1,476
FICO score not available 4 2 3 1 5 3 1 19
Total $ 1,765 $ 2,891 $ 1,609 $ 920 $ 435 $ 1,011 $ 31 $ 8,662
LTV ratio:
Below 80% $ 1,244 $ 2,218 $ 1,257 $ 716 $ 323 $ 780 $ 29 $ 6,567
80%+ 521 673 352 204 112 231 2 2,095
Total $ 1,765 $ 2,891 $ 1,609 $ 920 $ 435 $ 1,011 $ 31 $ 8,662
September 30, 2022
Loans by origination fiscal year
$ in millions 2022 2021 2020 2019 2018 Prior Revolving loans Total
FICO score:
Below 600 $ 1 $ 3 $ 2 $ 3 $ 1 $ 54 $ — $ 64
600 - 699 155 112 90 32 20 68 4 481
700 - 799 2,403 1,301 744 353 219 470 22 5,512
800 + 424 284 184 87 48 273 6 1,306
FICO score not available 3 5 3 4 3 2 3 23
Total $ 2,986 $ 1,705 $ 1,023 $ 479 $ 291 $ 867 $ 35 $ 7,386
LTV ratio:
Below 80% $ 2,287 $ 1,333 $ 797 $ 358 $ 226 $ 661 $ 31 $ 5,693
80%+ 699 372 226 121 65 206 4 1,693
Total $ 2,986 $ 1,705 $ 1,023 $ 479 $ 291 $ 867 $ 35 $ 7,386
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Notes to Consolidated Financial Statements
Index
Allowance for credit losses
The following table presents changes in the allowance for credit losses on held for investment bank loans by portfolio segment.
$ in millions SBL C&I loans CRE loans REIT loans Residential
mortgage
loans Tax-exempt loans Total
Year ended September 30, 2023
Balance at beginning of year $ 3 $ 226 $ 87 $ 21 $ 57 $ 2 $ 396
Provision/(benefit) for credit losses 4 32 84 ( 5 ) 17 — 132
Net (charge-offs)/recoveries:
Charge-offs — ( 45 ) ( 13 ) — — — ( 58 )
Recoveries — 1 3 — — — 4
Net (charge-offs)/recoveries — ( 44 ) ( 10 ) — — — ( 54 )
Foreign exchange translation adjustment — — — — — — —
Balance at end of year $ 7 $ 214 $ 161 $ 16 $ 74 $ 2 $ 474
ACL by loan portfolio segment as a % of total ACL 1.5 % 45.1 % 34.0 % 3.4 % 15.6 % 0.4 % 100.0 %
Year ended September 30, 2022
Balance at beginning of year $ 4 $ 191 $ 66 $ 22 $ 35 $ 2 $ 320
Initial allowance on acquired PCD loans — 1 2 — — — 3
Provision/(benefit) for credit losses:
Initial provision for credit losses on non-PCD loans acquired with TriState Capital Bank
2 5 19 — — — 26
Provision/(benefit) for credit losses ( 3 ) 57 — ( 1 ) 21 — 74
Total provision/(benefit) for credit losses ( 1 ) 62 19 ( 1 ) 21 — 100
Net (charge-offs)/recoveries:
Charge-offs — ( 28 ) ( 4 ) — — — ( 32 )
Recoveries — — 5 — 1 — 6
Net (charge-offs)/recoveries — ( 28 ) 1 — 1 — ( 26 )
Foreign exchange translation adjustment — — ( 1 ) — — — ( 1 )
Balance at end of year $ 3 $ 226 $ 87 $ 21 $ 57 $ 2 $ 396
ACL by loan portfolio segment as a % of total ACL 0.8 % 57.0 % 22.0 % 5.3 % 14.4 % 0.5 % 100.0 %
Year ended September 30, 2021
Balance at beginning of year $ 5 $ 200 $ 81 $ 36 $ 18 $ 14 $ 354
Impact of CECL adoption ( 2 ) 19 ( 11 ) ( 9 ) 24 ( 12 ) 9
Provision/(benefit) for credit losses 1 ( 25 ) 5 ( 5 ) ( 8 ) — ( 32 )
Net (charge-offs)/recoveries:
Charge-offs — ( 4 ) ( 10 ) — — — ( 14 )
Recoveries — — — — 1 — 1
Net (charge-offs)/recoveries — ( 4 ) ( 10 ) — 1 — ( 13 )
Foreign exchange translation adjustment — 1 1 — — — 2
Balance at end of year $ 4 $ 191 $ 66 $ 22 $ 35 $ 2 $ 320
ACL by loan portfolio segment as a % of total ACL 1.3 % 59.7 % 20.6 % 6.9 % 10.9 % 0.6 % 100.0 %
The allowance for credit losses on held for investment bank loans increased $ 78 million during the year ended September 30, 2023 primarily resulting from provisions for credit losses of $ 132 million, partially offset by net charge-offs of certain loans during the year. The provision for credit losses for the year ended September 30, 2023 primarily reflected the impacts of a weakened macroeconomic outlook for certain loan portfolios, including a weakened outlook for commercial real estate prices compared with the prior year, charge-offs of certain loans, and loan downgrades during the year. These increases were partially offset by the favorable impact of loan repayments and sales, which had a larger impact on the current fiscal year expense than provisions on new loans.
The allowance for credit losses on unfunded lending commitments, which is included in “Other payables” on our Consolidated Statements of Financial Condition, was $ 22 million, $ 19 million, and $ 13 million at September 30, 2023, 2022, and 2021, respectively. The increase in the allowance for credit losses on unfunded lending commitments for the year ended September 30, 2023 was primarily due to the aforementioned weakened outlook for commercial real estate prices.
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Notes to Consolidated Financial Statements
Index
NOTE 9 – LOANS TO FINANCIAL ADVISORS, NET
Loans to financial advisors are primarily comprised of loans originated as a part of our recruiting activities. See Note 2 for a discussion of our accounting policies related to loans to financial advisors and the related allowance for credit losses. The following table presents the balances for our loans to financial advisors and the related accrued interest receivable.
September 30,
$ in millions 2023 2022
Affiliated with the firm as of year-end (1)
$ 1,158 $ 1,173
No longer affiliated with the firm as of year-end (2)
10 8
Total loans to financial advisors 1,168 1,181
Allowance for credit losses ( 32 ) ( 29 )
Loans to financial advisors, net $ 1,136 $ 1,152
Accrued interest receivable on loans to financial advisors (included in “Other receivables, net”)
$ 6 $ 5
Allowance for credit losses as a percent of total loans to financial advisors
2.74 % 2.46 %
(1) These loans were predominantly current.
(2) These loans were predominantly past due for a period of 180 days or more.
NOTE 10 – VARIABLE INTEREST ENTITIES
A VIE requires consolidation by the entity’s primary beneficiary. We evaluate all of the entities in which we are involved to determine if the entity is a VIE and if so, whether we hold a variable interest and are the primary beneficiary. Refer to Note 2 for a discussion of our principal involvement with VIEs and the accounting policies regarding determination of whether we are deemed to be the primary beneficiary of VIEs.
VIEs where we are the primary beneficiary
Of the VIEs in which we hold an interest, we have determined that certain LIHTC funds and the Restricted Stock Trust Fund require consolidation in our financial statements, as we are deemed the primary beneficiary of such VIEs. The aggregate assets and liabilities of the VIEs we consolidate are provided in the following table. Aggregate assets and aggregate liabilities may differ from the consolidated carrying value of assets and liabilities due to the elimination of intercompany assets and liabilities held by the consolidated VIE.
$ in millions Aggregate
assets Aggregate
liabilities
September 30, 2023
LIHTC funds
$ 51 $ 6
Restricted Stock Trust Fund
20 20
Total $ 71 $ 26
September 30, 2022
LIHTC funds
$ 59 $ 6
Restricted Stock Trust Fund
17 17
Total $ 76 $ 23
The following table presents information about the carrying value of the assets and liabilities of the VIEs which we consolidate and which are included on our Consolidated Statements of Financial Condition. Intercompany balances are eliminated in consolidation and are not reflected in the following table.
September 30,
$ in millions 2023 2022
Assets:
Cash and cash equivalents and assets segregated for regulatory purposes and restricted cash $ 5 $ 5
Other assets
46 54
Total assets
$ 51 $ 59
Liabilities:
Other payables
$ — $ —
Total liabilities
$ — $ —
Noncontrolling interests
$ ( 27 ) $ ( 26 )
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Notes to Consolidated Financial Statements
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VIEs where we hold a variable interest but are not the primary beneficiary
As discussed in Note 2, we have concluded that for certain VIEs we are not the primary beneficiary and therefore do not consolidate these VIEs. Such VIEs primarily include certain LIHTC funds, our interests in certain limited partnerships which are part of our Private Equity Interests, and other limited partnerships. Our risk of loss for these VIEs is limited to our investments in, advances to, and/or receivables due from these VIEs.
Aggregate assets, liabilities and risk of loss
The aggregate assets, liabilities, and our exposure to loss from those VIEs in which we hold a variable interest, but as to which we have concluded we are not the primary beneficiary, are provided in the following table.
September 30,
2023 2022
$ in millions Aggregate
assets Aggregate
liabilities Our risk
of loss Aggregate
assets Aggregate
liabilities Our risk
of loss
LIHTC
$ 8,451 $ 2,964 $ 113 $ 7,752 $ 2,584 $ 136
Private Equity Interests 2,591 655 101 2,177 448 90
Other
201 84 3 159 101 8
Total $ 11,243 $ 3,703 $ 217 $ 10,088 $ 3,133 $ 234
NOTE 11 - GOODWILL AND IDENTIFIABLE INTANGIBLE ASSETS, NET
Our goodwill and identifiable intangible assets result from various acquisitions. See Note 2 for a discussion of our goodwill and intangible assets accounting policies. The following table presents our goodwill and net identifiable intangible asset balances as of the dates indicated.
September 30,
$ in millions 2023 2022
Goodwill $ 1,437 $ 1,422
Identifiable intangible assets, net 470 509
Total goodwill and identifiable intangible assets, net
$ 1,907 $ 1,931
Goodwill
The following table summarizes our goodwill by segment and the balances and activity for the years indicated.
$ in millions Private Client Group Capital
Markets Asset
Management Bank Total
Year ended September 30, 2023
Goodwill as of beginning of year $ 550 $ 274 $ 69 $ 529 $ 1,422
Additions — — — — —
Foreign currency translations 14 1 — — 15
Goodwill as of end of year $ 564 $ 275 $ 69 $ 529 $ 1,437
Year ended September 30, 2022
Goodwill as of beginning of year $ 417 $ 174 $ 69 $ — $ 660
Additions
164 102 — 529 795
Foreign currency translations ( 31 ) ( 2 ) — — ( 33 )
Goodwill as of end of year $ 550 $ 274 $ 69 $ 529 $ 1,422
The additions of goodwill during the year ended September 30, 2022 arose from our acquisitions of Charles Stanley in our Private Client Group segment, TriState Capital in our Bank segment, and SumRidge Partners in our Capital Markets segment. See Note 3 for additional information regarding these acquisitions.
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Notes to Consolidated Financial Statements
Index
Qualitative assessments
As described in Note 2, we perform goodwill impairment testing on an annual basis or when an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value. We performed our latest annual goodwill impairment testing as of our January 1, 2023 evaluation date, evaluating balances as of December 31, 2022. In that testing, we performed a qualitative impairment assessment for each of our reporting units that had goodwill. Based upon the outcome of our qualitative assessments, no impairment was identified. No events have occurred since our annual assessment date that would cause us to update this impairment testing.
Identifiable intangible assets, net
The following table sets forth our identifiable intangible asset balances by segment, net of accumulated amortization, and activity for the years indicated.
$ in millions Private Client Group Capital
Markets Asset
Management Bank Total
Year ended September 30, 2023
Net identifiable intangible assets as of beginning of year
$ 178 $ 60 $ 139 $ 132 $ 509
Additions — — — — —
Amortization expense ( 16 ) ( 10 ) ( 7 ) ( 12 ) ( 45 )
Foreign currency translations 6 — — — 6
Net identifiable intangible assets as of end of year
$ 168 $ 50 $ 132 $ 120 $ 470
Year ended September 30, 2022
Net identifiable intangible assets as of beginning of year
$ 120 $ 17 $ 85 $ — $ 222
Additions
85 52 61
136 334
Amortization expense ( 13 ) ( 9 ) ( 7 ) ( 4 ) ( 33 )
Foreign currency translations ( 14 ) — — — ( 14 )
Net identifiable intangible assets as of end of year
$ 178 $ 60 $ 139 $ 132 $ 509
The additions of identifiable intangible assets during the year ended September 30, 2022 arose from our acquisitions of Charles Stanley in our Private Client Group segment, SumRidge Partners in our Capital Markets segment, Chartwell in our Asset Management segment, and TriState Capital in our Bank segment. See Note 3 for additional information regarding these acquisitions.
The following table summarizes our identifiable intangible assets by type.
September 30,
2023 2022
$ in millions Gross carrying value Accumulated amortization Gross carrying value Accumulated amortization
Customer relationships $ 365 $ ( 127 ) $ 361 $ ( 103 )
Core deposit intangible 89 ( 12 ) 89 ( 3 )
Trade names 59 ( 10 ) 57 ( 5 )
Developed technology 58 ( 10 ) 58 ( 4 )
Non-amortizing customer relationships 57 — 57 —
All other 6 ( 5 ) 6 ( 4 )
Total $ 634 $ ( 164 ) $ 628 $ ( 119 )
The following table sets forth the projected amortization expense by fiscal year associated with our identifiable intangible assets with finite lives.
Fiscal year ended September 30, $ in millions
2024 $ 43
2025 41
2026 38
2027 38
2028 36
Thereafter 217
Total $ 413
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RAYMOND JAMES FINANCIAL, INC. AND SUBSIDIARIES
Notes to Consolidated Financial Statements
Index
Qualitative assessments
As described in Note 2, we perform impairment testing for our non-amortizing customer relationship intangible assets on an annual basis or when an event occurs or circumstances change that would more likely than not reduce the fair value of the assets below their carrying value. We performed our latest annual impairment testing as of our January 1, 2023 evaluation date, evaluating the balance as of December 31, 2022. In that testing, we performed qualitative assessments for our non-amortizing customer relationship intangible assets. Based upon the outcome of our qualitative assessments, no impairment was identified. No events have occurred since such assessments that would cause us to update this impairment testing.
NOTE 12 - OTHER ASSETS
The following table details the components of other assets as of the dates indicated. See Note 2 for a discussion of our accounting polices related to certain of these components.
September 30,
$ in millions 2023 2022
Investments in company-owned life insurance policies $ 1,110 $ 944
Property and equipment, net 561 503
Lease ROU assets 560 480
Prepaid expenses 209 173
Investments in FHLB and FRB stock 114 88
Client-owned fractional shares
98 78
All other 141 186
Total other assets $ 2,793 $ 2,452
See Note 13 for additional information regarding our property and equipment and Note 14 for additional information regarding our leases.
NOTE 13 - PROPERTY AND EQUIPMENT, NET
The following table presents the components of our property and equipment, net as of the dates indicated.
September 30,
2023 2022
$ in millions Gross
carrying value Accumulated
depreciation/
software
amortization Property and
equipment, net Gross
carrying value Accumulated depreciation/
software
amortization Property and
equipment, net
Land $ 30 $ — $ 30 $ 29 $ — $ 29
Software, including development in progress 758 ( 491 ) 267 660 ( 422 ) 238
Buildings, building components, leasehold and land improvements 436 ( 256 ) 180 413 ( 239 ) 174
Furniture, fixtures and equipment 407 ( 323 ) 84 356 ( 294 ) 62
Total $ 1,631 $ ( 1,070 ) $ 561 $ 1,458 $ ( 955 ) $ 503
Depreciation expense associated with property and equipment was $ 51 million, $ 50 million, and $ 51 million for the years ended September 30, 2023, 2022, and 2021, respectively, and is included in “Occupancy and equipment” expense on our Consolidated Statements of Income and Comprehensive Income. Amortization expense associated with computer software was $ 69 million, $ 62 million, and $ 62 million for the years ended September 30, 2023, 2022, and 2021, respectively, and is included in “Communications and information processing” expense on our Consolidated Statements of Income and Comprehensive Income. We also incur software licensing fees, which are included in “Communications and information processing” expense on our Consolidated Statements of Income and Comprehensive Income.
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Notes to Consolidated Financial Statements
Index
NOTE 14 - LEASES
The following table presents the balances related to our leases on our Consolidated Statements of Financial Condition. See Note 2 for a discussion of our accounting policies related to leases.
September 30,
$ in millions 2023 2022
ROU assets (included in Other assets) $ 560 $ 480
Lease liabilities (included in Other payables) $ 539 $ 482
The weighted-average remaining lease term and discount rate for our leases is presented in the following table.
September 30,
2023 2022
Weighted-average remaining lease term 6.7 years 6.8 years
Weighted-average discount rate 4.68 % 3.95 %
Lease expense
The following table details the components of lease expense, which is included in “Occupancy and equipment” expense on our Consolidated Statements of Income and Comprehensive Income.
Year ended September 30,
$ in millions 2023 2022 2021
Lease costs $ 133 $ 118 $ 110
Variable lease costs $ 31 $ 28 $ 27
Variable lease costs in the preceding table include payments required under lease arrangements for common area maintenance charges and other variable costs that are not reflected in the measurement of ROU assets and lease liabilities.
Lease liabilities
The maturities by fiscal year of our lease liabilities as of September 30, 2023 are presented in the following table.
Fiscal year ended September 30, $ in millions
2024 $ 119
2025 113
2026 91
2027 71
2028 62
Thereafter 183
Gross lease payments 639
Less: interest ( 100 )
Present value of lease liabilities $ 539
Lease liabilities as of September 30, 2023 excluded $ 45 million of minimum lease payments related to lease arrangements that were legally binding but had not yet commenced. These leases are estimated to commence between fiscal year 2024 through fiscal year 2025 with lease terms ranging from four to ten years .
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Notes to Consolidated Financial Statements
Index
NOTE 15 – BANK DEPOSITS
Bank deposits include money market and savings accounts, interest-bearing demand deposits, which include Negotiable Order of Withdrawal accounts, certificates of deposit, and non-interest-bearing demand deposits. The following table presents a summary of bank deposits, excluding affiliate deposits, as well as the weighted-average interest rates on such deposits. The calculation of the weighted-average rates was based on the actual deposit balances and rates at each respective period end.
September 30,
2023 2022
$ in millions Balance Weighted-average rate Balance Weighted-average rate
Money market and savings accounts $ 32,268 1.85 % $ 44,446 1.01 %
Interest-bearing demand deposits
18,376 4.98 % 5,286 2.77 %
Certificates of deposit
2,831 4.41 % 999 1.85 %
Non-interest-bearing demand deposits
724 — 626 —
Total bank deposits $ 54,199 3.06 % $ 51,357 1.21 %
Money market and savings accounts in the preceding table included $ 25.36 billion and $ 38.71 billion as of September 30, 2023 and 2022, respectively, of cash balances which were swept to our Bank segment from the client investment accounts maintained at Raymond James & Associates, Inc. (“RJ&A”). Such deposits are held in Federal Deposit Insurance Corporation (“FDIC”)-insured bank accounts through the RJBDP. Money market and savings accounts also included direct accounts held by TriState Capital Bank on behalf of third-party clients. Total bank deposits in the preceding table included $ 13.59 billion of deposits as of September 30, 2023 associated with the ESP, in which PCG clients deposit cash in a high-yield Raymond James Bank account. Substantially all of the ESP balances are reflected in interest-bearing demand deposits in the preceding table.
The following table details the estimated amount of total bank deposits (which excludes affiliate deposits) that are FDIC-insured, as well as the estimated amount that exceeded the FDIC insurance limit at each respective period.
$ in millions September 30, 2023 September 30, 2022
FDIC-insured bank deposits
$ 48,344 $ 44,289
Bank deposits exceeding FDIC insurance limit (1)
5,855 7,068
Total bank deposits $ 54,199 $ 51,357
FDIC-insured bank deposits as a % of total bank deposits
89 % 86 %
(1) Excluded affiliate deposits exceeding the FDIC insurance limit of $ 764 million and $ 770 million as of September 30, 2023 and 2022, respectively.
The following table sets forth the estimated amount of certificates of deposit that exceeded the FDIC insurance limit by time remaining until maturity as of September 30, 2023.
$ in millions September 30, 2023
Three months or less
$ 45
Over three through six months
52
Over six through twelve months
27
Over twelve months 9
Total estimated certificates of deposit that exceeded the FDIC insurance limit $ 133
The maturities by fiscal year of our certificates of deposit as of September 30, 2023 are presented in the following table.
Fiscal year ended September 30, $ in millions
2024 $ 1,848
2025 858
2026 112
2027 3
2028 10
Total certificates of deposit $ 2,831
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Notes to Consolidated Financial Statements
Index
Interest expense on deposits, excluding interest expense related to affiliate deposits, is summarized in the following table.
Year ended September 30,
$ in millions 2023 2022 2021
Money market and savings accounts $ 527 $ 78 $ 3
Interest-bearing demand deposits
469 38 3
Certificates of deposit 84 15 17
Total interest expense on deposits $ 1,080 $ 131 $ 23
We use an interest rate swap to manage the risk of increases in interest rates associated with certain money market and savings accounts by converting the balances subject to variable interest rates to a fixed interest rate. See Note 2 for information regarding this interest rate swap, which has been designated and accounted for as a cash flow hedge.
NOTE 16 – OTHER BORROWINGS
The following table details the components of our other borrowings, which are primarily comprised of short-term and long-term FHLB advances and subordinated notes.
September 30, 2023 September 30, 2022
$ in millions Weighted average interest rate Maturity date Balance Weighted average interest rate Maturity date Balance
FHLB advances:
Floating rate - term
5.62 % December 2023 - March 2025 $ 850 3.32 % December 2023 $ 850
Floating rate - overnight
N/A
N/A N/A
3.11 % Overnight 140
Fixed rate 5.70 % December 2023 150 3.45 % December 2022 200
Total FHLB advances 1,000 1,190
Subordinated notes - fixed-to-floating (including an unaccreted premium of $ 2 and $ 2 , respectively)
5.75 % May 2030 100 5.75 % May 2030 100
Other — 1
Total other borrowings $ 1,100 $ 1,291
FHLB advances
We have entered into advances from the FHLB at Raymond James Bank and TriState Capital Bank, which are secured by certain of our bank loans and available-for-sale securities. The interest rates on our floating-rate advances are based on a Secured Overnight Financing Rate (“SOFR”) and reset daily. We use interest rate swaps to manage the risk of increases in interest rates associated with the majority our floating-rate FHLB advances by converting the balances subject to variable interest rates to a fixed interest rate. See Notes 2 and 6 for information regarding these interest rate swaps, which have been designated and accounted for as cash flow hedges. See Note 7 for additional information regarding bank loans, net and available-for-sale securities pledged with the FHLB as security for our FHLB borrowings.
Subordinated notes
As of September 30, 2023, we had subordinated notes due 2030 outstanding, with an aggregate principal amount of $ 98 million. Our subordinated notes incur interest at a fixed rate of 5.75 % until May 2025 and thereafter at a variable interest rate equal to 3-month CME Term SOFR plus a spread adjustment of 5.62 % per annum. We may redeem these subordinated notes beginning in August 2025 at a redemption price equal to 100 % of the principal amount of the notes to be redeemed plus accrued and unpaid interest thereon to the redemption date.
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Credit Facility
RJF and RJ&A are parties to a revolving credit facility agreement (the “Credit Facility”), a committed unsecured line of credit under which either RJ&A or RJF have the ability to borrow. The Credit Facility has a term through April 2028 and provides for maximum borrowings of up to $ 750 million. The interest rates on borrowings under the Credit Facility are variable and based on SOFR, as adjusted for RJF’s credit rating. There were no borrowings outstanding on the Credit Facility as of September 30, 2023 or September 30, 2022. There is a facility fee associated with the Credit Facility, which also varies with RJF’s credit rating (the “Variable Rate Facility Fee”). Based upon RJF’s credit rating as of September 30, 2023, the Variable Rate Facility Fee, which is applied to the committed amount, was 0.125 % per annum.
Other
In addition to the Credit Facility, we maintain various secured and unsecured lines of credit, which are generally utilized to finance certain fixed income trading instruments or for cash management purposes. Borrowings during the year were generally day-to-day and there were no borrowings outstanding on these arrangements as of September 30, 2023 or September 30, 2022. The interest rates for these arrangements are variable and are based on a daily bank quoted rate, which may reference SOFR, the federal funds rate, a lender’s prime rate, the Canadian prime rate, or another commercially available rate, as applicable.
A portion of our fixed income transactions are cleared through a third-party clearing organization, which provides financing for the purchase of trading instruments to support such transactions. The amount of financing is based on the amount of trading inventory financed, as well as any deposits held at the clearing organization. Amounts outstanding under this financing arrangement are collateralized by a portion of our trading inventory and accrue interest based on market rates. While we had borrowings outstanding as of September 30, 2023, the clearing organization is under no contractual obligation to lend to us under this arrangement. We also have other collateralized financings included in “Collateralized financings” on our Consolidated Statements of Financial Condition. See Note 7 for information regarding our other collateralized financing arrangements.
NOTE 17 – SENIOR NOTES PAYABLE
The following table summarizes our senior notes payable.
September 30,
$ in millions 2023 2022
4.65 % senior notes, due 2030
$ 500 $ 500
4.95 % senior notes, due 2046
800 800
3.75 % senior notes, due 2051
750 750
Total principal amount 2,050 2,050
Unaccreted premiums/(discounts) 5 5
Unamortized debt issuance costs
( 16 ) ( 17 )
Total senior notes payable
$ 2,039 $ 2,038
In March 2020, we sold $ 500 million in aggregate principal amount of 4.65 % senior notes due April 2030 in a registered underwritten public offering. Interest on these senior notes is payable semi-annually. We may redeem some or all of these senior notes at any time prior to January 1, 2030, at a redemption price equal to the greater of (i) 100 % of the principal amount of the notes redeemed, or (ii) the sum of the present values of the remaining scheduled payments of principal and interest thereon, discounted to the redemption date at a discount rate equal to a designated U.S. Treasury rate, plus 50 basis points; and on or after January 1, 2030, at 100 % of the principal amount of the notes redeemed; plus, in each case, accrued and unpaid interest thereon to the redemption date.
In July 2016, we sold $ 300 million in aggregate principal amount of 4.95 % senior notes due July 2046 in a registered underwritten public offering. In May 2017, we reopened the offering and sold, in a registered underwritten public offering, an additional $ 500 million in aggregate principal amount of 4.95 % senior notes due July 2046. These additional senior notes were consolidated, formed into a single series, and are fully fungible with the $ 300 million in aggregate principal amount of 4.95 % senior notes issued in July 2016. Interest on these senior notes is payable semi-annually. We may redeem some or all of these senior notes at any time prior to their maturity, at a redemption price equal to the greater of (i) 100 % of the principal amount of the notes redeemed, or (ii) the sum of the present values of the remaining scheduled payments of principal and interest thereon,
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discounted to the redemption date at a discount rate equal to a designated U.S. Treasury rate, plus 45 basis points, plus accrued and unpaid interest thereon to the redemption date.
In April 2021, we sold $ 750 million in aggregate principal amount of 3.75 % senior notes due April 2051 in a registered underwritten public offering. Interest on these senior notes is payable semi-annually. We may redeem some or all of these senior notes at any time prior to October 1, 2050, at a redemption price equal to the greater of (i) 100 % of the principal amount of the notes redeemed, or (ii) the sum of the present values of the remaining scheduled payments of principal and interest thereon, discounted to the redemption date at a discount rate equal to a designated U.S. Treasury rate, plus 20 basis points; and on or after October 1, 2050, at 100 % of the principal amount of the notes redeemed; plus, in each case, accrued and unpaid interest thereon to the redemption date. We utilized the proceeds from this offering and cash on hand to early-redeem our $ 250 million of 5.625 % senior notes due 2024 and our $ 500 million of 3.625 % senior notes due 2026. We recognized losses on the extinguishment of such notes of $ 98 million which was presented in “Losses on extinguishment of debt” in our Consolidated Statements of Income and Comprehensive Income for the year ended September 30, 2021.
NOTE 18 – INCOME TAXES
For a discussion of our income tax accounting policies and other income tax-related information see Note 2.
Income taxes
The following table details the total income tax provision/(benefit) allocation for each respective period.
Year ended September 30,
$ in millions 2023 2022 2021
Recorded in:
Net income $ 541 $ 513 $ 388
Equity, arising from available-for-sale securities recorded through OCI 3 ( 311 ) ( 32 )
Equity, arising from cash flow hedges recorded through OCI
— 24 8
Equity, arising from currency translations, net of the impact of net investment hedges recorded through OCI
( 4 ) 23 ( 10 )
Total provision for income taxes $ 540 $ 249 $ 354
The following table details our provision/(benefit) for income taxes included in net income for each respective period.
Year ended September 30,
$ in millions 2023 2022 2021
Current:
Federal $ 468 $ 406 $ 321
State and local 122 91 79
Foreign 39 32 25
Total current $ 629 $ 529 $ 425
Deferred:
Federal ( 59 ) ( 10 ) ( 28 )
State and local ( 16 ) ( 3 ) ( 6 )
Foreign ( 13 ) ( 3 ) ( 3 )
Total deferred $ ( 88 ) $ ( 16 ) $ ( 37 )
Total provision for income taxes $ 541 $ 513 $ 388
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A reconciliation of the U.S. federal statutory income tax rate to our effective income tax rate is detailed in the following table.
Year ended September 30,
2023 2022 2021
Provision calculated at statutory rate 21.0 % 21.0 % 21.0 %
State income tax, net of federal benefit 3.9 % 3.6 % 3.6 %
Nondeductible fines and penalties
0.8 % — % — %
Nondeductible executive compensation
0.6 % 0.4 % 0.3 %
Foreign tax rate differential 0.4 % 0.2 % 0.2 %
General business tax credits (1)
( 1.0 ) % ( 1.2 ) % ( 1.0 ) %
(Gains)/losses on company-owned life insurance policies which are not subject to tax ( 1.0 ) % 1.8 % ( 1.8 ) %
Excess tax benefits related to share-based compensation
( 0.9 ) % ( 1.1 ) % ( 0.2 ) %
Solar and LIHTC investment amortization, net of tax credits received (2)
( 0.4 ) % — % — %
Change in uncertain tax positions
( 0.1 ) % 0.3 % ( 0.1 ) %
Other, net 0.4 % 0.4 % ( 0.3 ) %
Total provision for income tax
23.7 % 25.4 % 21.7 %
(1) General business tax credits consist of credits related to foreign withholdings, research and development, wage credits, certain historic tax credits, certain LIHTC credits, and various state credits.
(2) During the year ended September 30, 2023, we made an investment in a solar entity which qualified for tax credits and is accounted for under the proportional amortization method. For the year ended September 30, 2023, amortization of this investment, which was included in our provision for income taxes, was $ 86 million, and we recognized an offsetting $ 81 million of tax credits and $ 9 million of other tax benefits. The amortization of LIHTC investments accounted for under the proportional amortization method was $ 3 million for the year ended September 30, 2023, and the related offsetting tax credits received from LIHTC investments were $ 3 million. There was no such investment amortization in either of the years ended September 30, 2022 or 2021.
The following table presents our U.S. and foreign components of pre-tax income for each respective period.
Year ended September 30,
$ in millions 2023 2022 2021
U.S. $ 2,193 $ 1,907 $ 1,701
Foreign 87 115 90
Pre-tax income $ 2,280 $ 2,022 $ 1,791
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Deferred income taxes are provided for the effects of temporary differences between the tax basis of an asset or liability and its reported amount in the financial statements. These temporary differences result in taxable or deductible amounts in future years. The cumulative effects of temporary differences that give rise to significant portions of the deferred tax asset/(liability) items are detailed in the following table.
September 30,
$ in millions 2023 2022
Deferred tax assets:
Deferred compensation $ 338 $ 272
Unrealized loss associated with available-for-sale securities 310 343
Allowances for credit losses
140 106
Lease liabilities 135 121
Accrued expenses 56 54
Unrealized loss associated with loan portfolios 46 34
Net operating losses and credit carryforwards
19 8
Unrealized loss associated with foreign currency translations 5 27
Other 16 27
Total deferred tax assets 1,065 992
Less: valuation allowance ( 5 ) ( 2 )
Total deferred tax assets, net of valuation allowance
1,060 990
Deferred tax liabilities:
Lease ROU assets
( 141 ) ( 118 )
Goodwill and identifiable intangible assets ( 131 ) ( 126 )
Property and equipment ( 68 ) ( 110 )
Unrealized gain associated with cash flow hedges ( 16 ) ( 15 )
Other ( 1 ) ( 5 )
Total deferred tax liabilities ( 357 ) ( 374 )
Net deferred tax assets $ 703 $ 616
Classified as follows in the Consolidated Statements of Financial Condition:
Deferred income taxes, net $ 711 $ 630
Other payables ( 8 ) ( 14 )
Net deferred tax assets $ 703 $ 616
We have various tax loss carryforwards that may provide future tax benefits. Related valuation allowances are established in accordance with accounting guidance for income taxes if it is management’s opinion that it is more likely than not that these benefits will not be realized. The following table presents deferred tax assets and valuation allowances relating to carryforwards for the periods indicated.
Year ended September 30,
$ in millions 2023 2022 Expires beginning of fiscal year
Deferred tax asset:
U.S. Federal net operating losses (1)
$ 8 $ 5 Indefinitely
U.S. State net operating losses (1)
4 2 2026
Foreign net operating losses
7 1 2040
Total deferred tax asset related to carryforwards
$ 19 $ 8
Valuation allowance:
U.S. Federal net operating losses
$ 1 $ 1
U.S. State net operating losses
4 1
Net valuation allowance
$ 5 $ 2
(1) Both the federal and state net operating loss carryfowards relate to separate company entity filings. As a result, these losses are not able to be utilized in our consolidated filings.
As of September 30, 2023, total deferred tax assets, net of a $ 5 million valuation allowance, aggregated to $ 1.06 billion. We continue to believe that the realization of our deferred tax assets is more likely than not based on expectations of future taxable income.
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The $ 8 million and $ 14 million of net deferred tax liabilities included in “Other payables” on our Consolidated Statements of Financial Condition as of September 30, 2023 and 2022, respectively, primarily arose from entities in the U.K., and accordingly were not netted against balances arising from our U.S. entities.
As of September 30, 2023, we considered substantially all undistributed earnings of non-U.S. subsidiaries to be permanently reinvested. The Tax Cut and Jobs Act (“TCJA”), enacted in December 2017, reduced our incremental tax cost of repatriating offshore earnings. As a result, we have not provided for any U.S. deferred income taxes related to such subsidiaries. The TCJA instituted a territorial system of international taxation. Under the system, dividends received by a U.S. corporation from its 10%-or-greater-owned foreign subsidiaries are generally exempt from U.S. tax if attributable to non-U.S. source earnings, but are subject to tax on “Global intangible low-taxed income” which is applicable regardless of whether the income is repatriated. As of September 30, 2023, we had approximately $ 602 million of cumulative undistributed earnings attributable to foreign subsidiaries. Because the time and manner of repatriation is uncertain, we cannot determine the impact of local taxes, withholding taxes, and foreign tax credits associated with the future repatriation of such earnings, and therefore, cannot quantify the tax liability that would be payable in the event all such foreign earnings are repatriated.
As of September 30, 2023, the current tax receivable, which was included in “Other receivables, net” on our Consolidated Statements of Financial Condition, was $ 9 million, and the current tax payable, which was included in “Other payables,” was $ 17 million. As of September 30, 2022, the current tax receivable was $ 7 million and the current tax payable was $ 28 million.
Uncertain tax positions
We recognize the accrual of interest and penalties related to income tax matters in “Interest expense” and “Other” expense, respectively. As of September 30, 2023 and 2022, accrued interest and penalties were $ 12 million and $ 9 million, respectively.
The following table presents the aggregate changes in the balances for uncertain tax positions.
Year ended September 30,
$ in millions 2023 2022 2021
Uncertain tax positions beginning of year $ 43 $ 36 $ 45
Increases for tax positions related to the current year 5 5 5
Increases for tax positions related to prior years
4 10 2
Decreases for tax positions related to prior years ( 2 ) ( 1 ) ( 7 )
Decreases due to lapsed statute of limitations ( 8 ) ( 7 ) ( 5 )
Decreases related to settlements ( 1 ) — ( 4 )
Uncertain tax positions end of year $ 41 $ 43 $ 36
The total amount of uncertain tax positions that, if recognized, would impact the effective tax rate (the items included in the preceding table after considering the federal tax benefit associated with any state tax provisions) was $ 35 million, $ 38 million, and $ 31 million at September 30, 2023, 2022 and 2021, respectively. We anticipate that the uncertain tax position liability balance will decrease by approximately $ 6 million over the next 12 months due to expiration of statutes of limitations of federal and state tax returns.
RJF and its domestic subsidiaries are included in the consolidated income tax returns of RJF in the U.S. federal jurisdiction and various consolidated states. Our subsidiaries also file separate income tax returns in various state and local and foreign jurisdictions. With few exceptions, we are generally no longer subject to U.S. federal, state and local, or foreign income tax examination by tax authorities for fiscal years prior to fiscal 2020, with the fiscal year 2018 limited by a provision of the TCJA described as follows. Certain state and local and foreign tax returns are currently under various stages of audit and appeals processes. Our fiscal 2018 federal tax return remains open for limited examination under the TCJA. The TCJA provides the Internal Revenue Service a six year limitation period to assess the net transition tax liability reported by the firm.
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NOTE 19 – COMMITMENTS, CONTINGENCIES AND GUARANTEES
Commitments and contingencies
Underwriting commitments
In the normal course of business, we enter into commitments for debt and equity underwritings. As of September 30, 2023, we had one such open underwriting commitment, which was subsequently settled in an open market transaction and did not result in any losses.
Lending commitments and other credit-related financial instruments
We have outstanding, at any time, a significant number of commitments to extend credit and other credit-related off-balance-sheet financial instruments, such as standby letters of credit and loan purchases, which then extend over varying periods of time. These arrangements are subject to strict underwriting assessments and each client’s credit worthiness is evaluated on a case-by-case basis. Fixed-rate commitments are subject to market risk resulting from fluctuations in interest rates and our exposure is limited to the replacement value of those commitments.
The following table presents our commitments to extend credit and other credit-related off-balance sheet financial instruments outstanding at our Bank segment.
September 30,
$ in millions 2023 2022
SBL and other consumer lines of credit $ 38,791 $ 33,641
Commercial lines of credit
$ 4,131 $ 3,792
Unfunded lending commitments $ 936 $ 1,255
Standby letters of credit
$ 123 $ 94
SBL and other consumer lines of credit primarily represent the unfunded amounts of bank loans to consumers that are primarily secured by marketable securities or other liquid collateral at advance rates consistent with industry standards. The proceeds from repayment or, if necessary, the liquidation of collateral, which is monitored daily, are expected to satisfy the amounts drawn against these existing lines of credit. These lines of credit are primarily uncommitted, as we reserve the right to not make any advances or may terminate these lines at any time.
Because many of our lending commitments expire without being funded in whole or in part, the contractual amounts are not estimates of our actual future credit exposure or future liquidity requirements. The allowance for credit losses calculated under the CECL model provides for potential losses related to the unfunded lending commitments. See Notes 2 and 8 for additional information regarding this allowance for credit losses related to unfunded lending commitments.
RJ&A enters into margin lending arrangements which allow clients to borrow against the value of qualifying securities. Margin loans are collateralized by the securities held in the client’s account at RJ&A. Collateral levels and established credit terms are monitored daily and we require clients to deposit additional collateral or reduce balances as necessary.
We offer loans to prospective financial advisors for recruiting and retention purposes (see Notes 2 and 9 for additional information regarding our loans to financial advisors). These offers are contingent upon certain events occurring, including the individuals joining us and meeting certain other conditions outlined in their offer.
Investment commitments
We had unfunded commitments to various investments, primarily held by Raymond James Bank and TriState Capital Bank, of $ 69 million as of September 30, 2023.
Other commitments
RJAHI sells investments in project partnerships to various LIHTC funds, which have third-party investors, and for which RJAHI serves as the managing member or general partner. RJAHI typically sells investments in project partnerships to LIHTC funds within 90 days of their acquisition. Until such investments are sold to LIHTC funds, RJAHI is responsible for funding investment commitments to such partnerships. As of September 30, 2023, RJAHI had committed approximately $ 93 million to
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project partnerships that had not yet been sold to LIHTC funds. Because we expect to sell these project partnerships to LIHTC funds and the equity funding events arise over future periods, the contractual commitments are not expected to materially impact our future liquidity requirements. RJAHI may also make short-term loans or advances to project partnerships and LIHTC funds.
For information regarding our lease commitments, including the maturities of our lease liabilities, see Note 14.
Guarantees
Our U.S. broker-dealer subsidiaries are required by federal law to be members of the Securities Investors Protection Corporation (“SIPC”). The SIPC fund provides protection up to $ 500 thousand per client for securities and cash held in client accounts, including a limitation of $ 250 thousand on claims for cash balances. We have purchased excess SIPC coverage through various syndicates of Lloyd’s of London. For RJ&A, our clearing broker-dealer, the additional protection currently provided has an aggregate firm limit of $ 750 million for cash and securities, including a sub-limit of $ 1.9 million per client for cash above basic SIPC. Account protection applies when a SIPC member fails financially and is unable to meet its obligations to clients. This coverage does not protect against market fluctuations. RJF has provided an indemnity to Lloyd’s of London against any and all losses they may incur associated with the excess SIPC policies.
Legal and regulatory matters contingencies
In the normal course of our business, we have been named, from time to time, as a defendant in various legal actions, including arbitrations, class actions and other litigation, arising in connection with our activities as a diversified financial services institution.
RJF and certain of its subsidiaries are subject to regular reviews and inspections by regulatory authorities and self-regulatory organizations. Reviews can result in the imposition of sanctions for regulatory violations, ranging from non-monetary censures to fines and, in serious cases, temporary or permanent suspension from conducting business, or limitations on certain business activities. In addition, regulatory agencies and self-regulatory organizations institute investigations from time to time, among other things, into industry practices, which can also result in the imposition of such sanctions. For example, the SEC has been conducting an investigation of the firm’s investment advisory business’ compliance with records preservation requirements relating to business communications sent over electronic messaging channels that have not been approved by the firm and has reportedly conducted similar investigations of record preservation practices at other financial institutions. As of September 30, 2023, we have recorded an accrual related to this SEC investigation in our consolidated financial statements in accordance with our contingent liabilities accounting policy. See Note 2 for additional information regarding such policies.
We may contest liability and/or the amount of damages, as appropriate, in each pending matter. The level of litigation and investigatory activity (both formal and informal) by government and self-regulatory agencies in the financial services industry continues to be significant. There can be no assurance that material losses will not be incurred from claims that have not yet been asserted or are not yet determined to be material.
For many legal and regulatory matters, we are unable to estimate a range of reasonably possible loss as we cannot predict if, how or when such proceedings or investigations will be resolved or what the eventual settlement, fine, penalty or other relief, if any, may be. A large number of factors may contribute to this inherent unpredictability: the proceeding is in its early stages; the damages sought are unspecified, unsupported or uncertain; it is unclear whether a case brought as a class action will be allowed to proceed on that basis; the other party is seeking relief other than or in addition to compensatory damages (including, in the case of regulatory and governmental proceedings, potential fines and penalties); the matters present significant legal uncertainties; we have not engaged in settlement discussions; discovery is not complete; there are significant facts in dispute; and numerous parties are named as defendants (including where it is uncertain how liability might be shared among defendants). Subject to the foregoing, after consultation with counsel, we believe that the outcome of such litigation and regulatory proceedings will not have a material adverse effect on our consolidated financial condition. However, the outcome of such litigation and regulatory proceedings could be material to our operating results and cash flows for a particular future period, depending on, among other things, our revenues or income for such period.
There are certain matters for which we are unable to estimate the upper end of the range of reasonably possible loss. With respect to legal and regulatory matters for which management has been able to estimate a range of reasonably possible loss as of September 30, 2023, we estimated the upper end of the range of reasonably possible aggregate loss to be approximately $ 35 million in excess of the aggregate accruals for such matters. See Note 2 for additional information regarding our criteria for recognizing liabilities for contingencies.
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NOTE 20 – SHAREHOLDERS’ EQUITY
Preferred stock
As a component of our total purchase consideration for TriState Capital on June 1, 2022, we issued two series of preferred stock to replace previously issued and outstanding preferred stock of TriState Capital. See Note 3 for additional information about the acquisition. The preferred stock issuance included 1.61 million depositary shares, each representing a 1/40th interest in a share of Series A Preferred Stock, par value of $ 0.10 per share, with a liquidation preference of $ 1,000 per share (equivalent of $ 25 per depositary share). On April 3, 2023, we redeemed all outstanding shares of our Series A Preferred Stock with a carrying value of $ 41 million, which triggered the redemption of the related depositary shares for an aggregate redemption value of $ 40 million. Dividends declared on the Series A Preferred Stock during the years ended September 30, 2023 and 2022 were non-cumulative and payable quarterly at a rate of 6.75 % per annum.
We also issued 3.22 million depositary shares on June 1, 2022, each representing a 1/40th interest in a share of Series B Preferred Stock, par value of $ 0.10 per share, with a liquidation preference of $ 1,000 per share (equivalent of $ 25 per depositary share). Dividends on Series B Preferred Stock are non-cumulative and, if declared, payable quarterly at a rate of 6.375 % per annum from original issue date up to, but excluding, July 1, 2026, and thereafter at a floating rate equal to 3-month CME Term SOFR plus a spread adjustment of 4.35 % per annum. Under certain circumstances, the aforementioned fixed rate may apply in lieu of the floating rate. Subject to requisite regulatory approvals, we may redeem the Series B Preferred Stock on or after July 1, 2024, in whole or in part, at our option, at the liquidation preference plus declared and unpaid dividends.
The following table details the shares outstanding, carrying value, and aggregate liquidation preference of our preferred stock.
$ in millions, except share count September 30, 2023 September 30, 2022
Series A Preferred Stock:
Shares outstanding — 40,250
Carrying value $ — $ 41
Aggregate liquidation preference $ — $ 40
Series B Preferred Stock:
Shares outstanding 80,500 80,500
Carrying value $ 79 $ 79
Aggregate liquidation preference $ 81 $ 81
The following table details dividends declared and dividends paid on our Series A and Series B preferred stock for the years ended September 30, 2023 and 2022.
Dividends declared Dividends paid
$ in millions, except per share amounts Total dividends Per preferred
share amount Total dividends Per preferred
share amount
Year ended September 30, 2023
Series A Preferred Stock (1)
$ 2 $ 33.76 $ 2 $ 50.64
Series B Preferred Stock 5 $ 63.76 5 $ 63.76
Total preferred stock dividends declared (1)
$ 7 $ 7
Year ended September 30, 2022
Series A Preferred Stock $ 1 $ 33.75 $ 1 $ 16.88
Series B Preferred Stock 3 $ 31.88 1 $ 15.94
Total preferred stock dividends paid $ 4 $ 2
(1) Preferred stock dividends on our Consolidated Statements of Income and Comprehensive Income for the year ended September 30, 2023 included dividends declared during the year, as well as the $ 1 million excess of the carrying value of our Series A Preferred Stock over the redemption value, which was reported as an offset to preferred dividends and increased net income available to common shareholders.
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Common equity
The following table presents the changes in our common shares outstanding for the years ended September 30, 2023, 2022, and 2021.
Year ended September 30,
Shares in millions
2023 2022 2021 (1)
Balance beginning of year
215.1 205.7 204.9
Repurchases of common stock
( 8.4 ) ( 1.7 ) ( 1.5 )
Issuances due to vesting of restricted stock units and exercise of stock options, net of forfeitures
2.1 2.6 2.3
Common stock issued for TriState Capital acquisition (2)
— 8.5 —
Balance end of year
208.8 215.1 205.7
(1) On August 24, 2021, our Board of Directors approved a three-for-two stock split, effected in the form of a 50 % stock dividend, paid on September 21, 2021. All share information has been retroactively adjusted to reflect this stock split.
(2) On June 1, 2022, we issued 7.97 million shares of common stock as a component of the consideration in the settlement of TriState Capital common stock and 551 thousand RSAs in conjunction with our acquisition of TriState Capital. See Note 3 for additional information on the TriState Capital acquisition and Note 23 for further information on the RSAs and common stock issuances made under our share-based compensation programs.
We issue shares from time-to-time during the year to satisfy obligations under certain of our share-based compensation programs. See Note 23 for additional information on these programs. We may also reissue treasury shares for such purposes, which is not reflected in the preceding table.
Share repurchases
We repurchase shares of our common stock from time to time for a number of reasons, including to offset dilution from share-based compensation or share issuances arising from an acquisition. In December 2022, our Board of Directors authorized common stock repurchases of up to $ 1.5 billion, which replaced the previous authorization. Our share repurchases are effected primarily through regular open-market purchases, typically under a SEC Rule 10b-18 plan, the amounts and timing of which are determined primarily by our current and projected capital position, applicable law and regulatory constraints, general market conditions and the price and trading volumes of our common stock. During the year ended September 30, 2023, we repurchased 8.35 million shares of our common stock for $ 788 million at an average price of $ 94.30 per share. As of September 30, 2023, $ 750 million remained available under the Board of Directors’ common stock repurchase authorization. We incurred $ 5 million of excise tax on common stock repurchases during the year ended September 30, 2023 which was included in “Treasury stock” on the Consolidated Statements of Financial Condition and Consolidated Statements of Changes in Shareholders’ Equity.
Common stock dividends
Dividends per common share declared and paid are detailed in the following table for each respective period.
Year ended September 30,
2023 2022 2021
Dividends per common share - declared
$ 1.68 $ 1.36 $ 1.04
Dividends per common share - paid
$ 1.60 $ 1.28 $ 1.03
Our dividend payout ratio is detailed in the following table for each respective period and is computed by dividing dividends declared per common share by earnings per diluted common share.
Year ended September 30,
2023 2022 2021
Dividend payout ratio
21.1 % 19.5 % 15.7 %
We expect to continue paying cash dividends; however, the payment and rate of dividends on our common stock are subject to several factors including our operating results, financial and regulatory requirements or restrictions, and the availability of funds from our subsidiaries, including our broker-dealer and bank subsidiaries, which may also be subject to restrictions under regulatory capital rules. The availability of funds from subsidiaries may also be subject to restrictions contained in loan covenants of certain broker-dealer loan agreements and restrictions by bank regulators on dividends to the parent from Raymond James Bank and TriState Capital Bank. See Note 24 for additional information on our regulatory capital requirements.
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Accumulated other comprehensive income/(loss)
All of the components of OCI, net of tax, were attributable to RJF. The following table presents the net change in AOCI as well as the changes, and the related tax effects, of each component of AOCI.
$ in millions Net investment hedges Currency translations Subtotal: net investment hedges and currency translations Available-for-sale securities Cash flow hedges Total
Year ended September 30, 2023
AOCI as of beginning of year
$ 153 $ ( 276 ) $ ( 123 ) $ ( 902 ) $ 43 $ ( 982 )
OCI:
OCI before reclassifications and taxes
( 14 ) 60 46 ( 37 ) 33 42
Amounts reclassified from AOCI, before tax
— — — — ( 32 ) ( 32 )
Pre-tax net OCI
( 14 ) 60 46 ( 37 ) 1 10
Income tax effect
4 — 4 ( 3 ) — 1
OCI for the year, net of tax ( 10 ) 60 50 ( 40 ) 1 11
AOCI as of end of year
$ 143 $ ( 216 ) $ ( 73 ) $ ( 942 ) $ 44 $ ( 971 )
Year ended September 30, 2022
AOCI as of beginning of year
$ 81 $ ( 90 ) $ ( 9 ) $ ( 5 ) $ ( 27 ) $ ( 41 )
OCI:
OCI before reclassifications and taxes
95 ( 186 ) ( 91 ) ( 1,208 ) 85 ( 1,214 )
Amounts reclassified from AOCI, before tax
— — — — 9 9
Pre-tax net OCI
95 ( 186 ) ( 91 ) ( 1,208 ) 94 ( 1,205 )
Income tax effect
( 23 ) — ( 23 ) 311 ( 24 ) 264
OCI for the year, net of tax 72 ( 186 ) ( 114 ) ( 897 ) 70 ( 941 )
AOCI as of end of year
$ 153 $ ( 276 ) $ ( 123 ) $ ( 902 ) $ 43 $ ( 982 )
Year ended September 30, 2021
AOCI as of beginning of year
$ 115 $ ( 140 ) $ ( 25 ) $ 89 $ ( 53 ) $ 11
OCI:
OCI before reclassifications and taxes
( 44 ) 48 4 ( 119 ) 19 ( 96 )
Amounts reclassified from AOCI, before tax
— 2 2 ( 7 ) 15 10
Pre-tax net OCI
( 44 ) 50 6 ( 126 ) 34 ( 86 )
Income tax effect
10 — 10 32 ( 8 ) 34
OCI for the year, net of tax ( 34 ) 50 16 ( 94 ) 26 ( 52 )
AOCI as of end of year
$ 81 $ ( 90 ) $ ( 9 ) $ ( 5 ) $ ( 27 ) $ ( 41 )
Reclassifications from AOCI to net income, excluding taxes, for the year ended September 30, 2023 and 2022 were recorded in “Interest expense” on the Consolidated Statements of Income and Comprehensive Income. Reclassifications from AOCI to net income, excluding taxes, for the year ended September 30, 2021 were primarily recorded in “Other” revenue and “Interest expense” on the Consolidated Statements of Income and Comprehensive Income.
Our net investment hedges and cash flow hedges relate to derivatives associated with our Bank segment. See Notes 2 and 6 for additional information on these derivatives.
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NOTE 21 - REVENUES
The following tables present our sources of revenues by segment. For further information about our significant accounting policies related to revenue recognition, see Note 2. See Note 26 for additional information on our segment results.
Year ended September 30, 2023
$ in millions Private Client Group Capital Markets Asset Management Bank Other and intersegment eliminations Total
Revenues:
Asset management and related administrative fees $ 4,545 $ 2 $ 846 $ — $ ( 30 ) $ 5,363
Brokerage revenues:
Securities commissions:
Mutual and other fund products 540 5 6 — ( 4 ) 547
Insurance and annuity products 439 — — — — 439
Equities, ETFs and fixed income products 347 129 — — ( 3 ) 473
Subtotal securities commissions 1,326 134 6 — ( 7 ) 1,459
Principal transactions (1)
108 341 — 15 ( 2 ) 462
Total brokerage revenues 1,434 475 6 15 ( 9 ) 1,921
Account and service fees:
Mutual fund and annuity service fees 415 — 1 — ( 2 ) 414
RJBDP fees 1,591 4 — — ( 1,097 ) 498
Client account and other fees 231 6 20 — ( 44 ) 213
Total account and service fees 2,237 10 21 — ( 1,143 ) 1,125
Investment banking:
Merger & acquisition and advisory — 418 — — — 418
Equity underwriting 35 85 — — — 120
Debt underwriting — 110 — — — 110
Total investment banking 35 613 — — — 648
Other:
Affordable housing investments business revenues — 109 — — — 109
All other (1)
48 2 2 41 ( 15 ) 78
Total other 48 111 2 41 ( 15 ) 187
Total non-interest revenues 8,299 1,211 875 56 ( 1,197 ) 9,244
Interest income (1)
455 88 10 3,098 97 3,748
Total revenues 8,754 1,299 885 3,154 ( 1,100 ) 12,992
Interest expense ( 100 ) ( 85 ) — ( 1,141 ) ( 47 ) ( 1,373 )
Net revenues $ 8,654 $ 1,214 $ 885 $ 2,013 $ ( 1,147 ) $ 11,619
(1) These revenues are generally not in scope of the accounting guidance for revenue from contracts with customers.
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Year ended September 30, 2022
$ in millions Private Client Group Capital Markets Asset Management Bank Other and intersegment eliminations Total
Revenues:
Asset management and related administrative fees $ 4,710 $ 3 $ 882 $ — $ ( 32 ) $ 5,563
Brokerage revenues:
Securities commissions:
Mutual and other fund products 620 6 7 — ( 2 ) 631
Insurance and annuity products 438 — — — — 438
Equities, ETFs and fixed income products 382 138 — — — 520
Subtotal securities commissions 1,440 144 7 — ( 2 ) 1,589
Principal transactions (1)
76 446 — 5 — 527
Total brokerage revenues 1,516 590 7 5 ( 2 ) 2,116
Account and service fees:
Mutual fund and annuity service fees 428 — 1 — ( 2 ) 427
RJBDP fees 559 1 — — ( 358 ) 202
Client account and other fees 220 7 21 — ( 44 ) 204
Total account and service fees 1,207 8 22 — ( 404 ) 833
Investment banking:
Merger & acquisition and advisory — 709 — — — 709
Equity underwriting 38 210 — — — 248
Debt underwriting — 143 — — — 143
Total investment banking 38 1,062 — — — 1,100
Other:
Affordable housing investments business revenues — 127 — — — 127
All other (1)
32 10 1 26 ( 8 ) 61
Total other 32 137 1 26 ( 8 ) 188
Total non-interest revenues 7,503 1,800 912 31 ( 446 ) 9,800
Interest income (1)
249 36 2 1,209 12 1,508
Total revenues 7,752 1,836 914 1,240 ( 434 ) 11,308
Interest expense ( 42 ) ( 27 ) — ( 156 ) ( 80 ) ( 305 )
Net revenues $ 7,710 $ 1,809 $ 914 $ 1,084 $ ( 514 ) $ 11,003
(1) These revenues are generally not in scope of the accounting guidance for revenue from contracts with customers.
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Year ended September 30, 2021
$ in millions Private Client Group Capital Markets Asset Management Bank Other and intersegment eliminations Total
Revenues:
Asset management and related administrative fees $ 4,056 $ 4 $ 837 $ — $ ( 29 ) $ 4,868
Brokerage revenues:
Securities commissions:
Mutual and other fund products 670 6 10 — ( 3 ) 683
Insurance and annuity products 438 — — — — 438
Equities, ETFs and fixed income products 388 143 — — ( 1 ) 530
Subtotal securities commissions 1,496 149 10 — ( 4 ) 1,651
Principal transactions (1)
50 511 — — — 561
Total brokerage revenues 1,546 660 10 — ( 4 ) 2,212
Account and service fees:
Mutual fund and annuity service fees 408 — — — ( 2 ) 406
RJBDP fees 259 1 — — ( 184 ) 76
Client account and other fees 157 7 18 — ( 29 ) 153
Total account and service fees 824 8 18 — ( 215 ) 635
Investment banking:
Merger & acquisition and advisory — 639 — — — 639
Equity underwriting 47 285 — — — 332
Debt underwriting — 172 — — — 172
Total investment banking 47 1,096 — — — 1,143
Other:
Affordable housing investments business revenues — 105 — — — 105
All other (1)
25 6 2 30 61 124
Total other 25 111 2 30 61 229
Total non-interest revenues 6,498 1,879 867 30 ( 187 ) 9,087
Interest income (1)
123 16 — 684 — 823
Total revenues 6,621 1,895 867 714 ( 187 ) 9,910
Interest expense ( 10 ) ( 10 ) — ( 42 ) ( 88 ) ( 150 )
Net revenues $ 6,611 $ 1,885 $ 867 $ 672 $ ( 275 ) $ 9,760
(1) These revenues are generally not in scope of the accounting guidance for revenue from contracts with customers.
At September 30, 2023 and September 30, 2022, net receivables related to contracts with customers were $ 519 million and $ 511 million, respectively.
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Notes to Consolidated Financial Statements
Index
NOTE 22 – INTEREST INCOME AND INTEREST EXPENSE
The following table details the components of interest income and interest expense.
Year ended September 30,
$ in millions 2023 2022 2021
Interest income:
Cash and cash equivalents $ 358 $ 48 $ 12
Assets segregated for regulatory purposes and restricted cash 197 96 15
Trading assets — debt securities 57 27 13
Available-for-sale securities 219 136 85
Brokerage client receivables 170 100 77
Bank loans, net 2,671 1,051 593
All other 76 50 28
Total interest income
3,748 1,508 823
Interest expense:
Bank deposits 1,080 131 23
Trading liabilities — debt securities 36 12 2
Brokerage client payables
78 24 3
Other borrowings
37 21 19
Senior notes payable
92 93 96
All other 50 24 7
Total interest expense
1,373 305 150
Net interest income 2,375 1,203 673
Bank loan (provision)/benefit for credit losses ( 132 ) ( 100 ) 32
Net interest income after bank loan (provision)/benefit for credit losses $ 2,243 $ 1,103 $ 705
Interest expense related to bank deposits in the preceding table excludes interest expense associated with affiliate deposits, which has been eliminated in consolidation.
NOTE 23 - SHARE-BASED AND OTHER COMPENSATION
Share-based compensation plan
We have one share-based compensation plan, the Raymond James Financial, Inc. Amended and Restated 2012 Stock Incentive Plan (“the Plan”), for our employees, Board of Directors, and independent contractor financial advisors. The Plan authorizes us to grant 96.4 million shares (including the shares available for grant under six predecessor plans). As of September 30, 2023, 21.0 million shares remained available for grant under the Plan. We may utilize treasury shares for grants under the Plan, though we are also permitted to issue new shares. Our share-based compensation accounting policies are described in Note 2.
Restricted stock units
We may grant RSU awards under the Plan in connection with initial employment or under various retention programs for individuals who are responsible for contributing to our management, growth, and/or profitability. We utilize the Restricted Stock Trust Fund, which we funded to enable the trust fund to acquire our common stock in the open market to be used to settle RSUs granted as a retention vehicle for certain employees of our Canadian subsidiaries. We may also grant RSU awards to officers and certain other employees in lieu of cash for portions ranging from 10 % to 50 % of annual bonus amounts in excess of $ 250,000 . Under the Plan, the awards are generally restricted for a three - to five-year period, during which time the awards are generally forfeitable in the event of termination other than for death, disability, or qualifying retirement.
We grant RSUs annually to non-employee members of our Board of Directors. The RSUs granted to these Directors vest over a one-year period from their grant date or upon retirement from our Board.
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Notes to Consolidated Financial Statements
Index
The following table presents the RSU award activity, which includes grants to employees, independent contractor financial advisors, and members of our Board of Directors, for the year ended September 30, 2023.
Shares/Units
(in millions) Weighted-average
grant date fair value
(per share)
Non-vested as of beginning of year 9.0 $ 73.73
Granted
2.1 $ 115.79
Vested ( 1.9 ) $ 57.93
Forfeited ( 0.2 ) $ 82.52
Non-vested as of end of year 9.0 $ 87.43
The following table presents expense and income tax benefits related to our RSUs granted to our employees, independent contractor financial advisors, and members of our Board of Directors for the periods indicated.
Year ended September 30,
$ in millions 2023 2022 2021
RSU share-based compensation amortization $ 220 $ 179 $ 126
Income tax benefits related to share-based expense $ 51 $ 41 $ 29
For the year ended September 30, 2023, we realized $ 95 million of excess tax benefits related to our RSUs, which favorably impacted income tax expense on our Consolidated Statements of Income and Comprehensive Income. See Note 18 for additional information regarding income taxes.
As of September 30, 2023, there was $ 344 million of total pre-tax compensation costs not yet recognized (net of estimated forfeitures) related to RSUs granted to employees, independent contractor financial advisors, and members of our Board of Directors. These costs are expected to be recognized over a weighted-average period of approximately three years . The following RSU activity occurred for the periods indicated.
Year ended September 30,
$ in millions, except per unit award amounts 2023 2022 2020
Weighted-average grant date fair value per unit award $ 115.79 $ 98.52 $ 63.86
Total grant date fair value of RSUs vested $ 111 $ 115 $ 87
Restricted stock awards
RSAs were issued as a component of our total purchase consideration for TriState Capital on June 1, 2022, in accordance with the terms of the acquisition. For the years ended September 30, 2023 and 2022, total share-based compensation amortization related to these RSAs was $ 9 million and $ 4 million, respectively. As of September 30, 2023, there were $ 12 million of total pre-tax compensation costs not yet recognized for these RSAs. These costs are expected to be recognized over a weighted-average period of 2.2 years. See Note 3 for additional information regarding our acquisition of TriState Capital.
Employee stock purchase plan
Under the 2003 Employee Stock Purchase Plan, we are authorized to issue up to 13.1 million shares of common stock to eligible employees. Under the terms of the plan, share purchases in any calendar year are limited to the lesser of 1,000 shares or shares with a fair value of $ 25,000 . The purchase price of the stock is 85 % of the average high and low market price on the day prior to the purchase date. Under the plan, we sold approximately 428 thousand, 416 thousand and 393 thousand shares to employees during the years ended September 30, 2023, 2022, and 2021, respectively. The related compensation expense is calculated as the value of the 15 % discount from market value and was $ 7 million, $ 6 million, and $ 5 million for the years ended September 30, 2023, 2022 and 2021, respectively.
Stock options
We had stock options outstanding as of September 30, 2023 which had been issued to our employees and independent contractor financial advisors. Effective in fiscal 2017, we stopped issuing stock options to our employees, and effective in fiscal 2021, we stopped issuing stock options to our independent contractor financial advisors. Share-based compensation expense related to stock options was insignificant for the years ended September 30, 2023, 2022, and 2021. Cash received from stock options exercised by our employees and independent contractor financial advisors during the year ended September 30, 2023 was $ 8 million.
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Employee other compensation
Our profit sharing plan and employee stock ownership plan (“ESOP”) are qualified plans that provide certain death, disability, or retirement benefits for all employees who meet certain service requirements. The plans are noncontributory and our contributions, if any, are determined annually by our Board of Directors, or a committee thereof, on a discretionary basis and are recognized as compensation expense throughout the year. Benefits become fully vested after five years of qualified service, age 65, or if a participant separates from service due to death or disability.
All shares owned by the ESOP are included in earnings per share calculations. Cash dividends paid to the ESOP are reflected as a reduction of retained earnings. The number of shares of our common stock held by the ESOP was 6.6 million at both September 30, 2023 and 2022. The market value of our common stock held by the ESOP at September 30, 2023 was $ 662 million, of which $ 6 million was unearned (not yet vested) by ESOP plan participants.
We also offer a plan pursuant to section 401(k) of the Internal Revenue Code, which is a qualified plan that may provide for a discretionary contribution or a matching contribution each year. Matching contributions are 75 % of the first $ 1,000 and 25 % of the next $ 1,000 of eligible compensation deferred by each participant annually.
Our LTIP is a non-qualified deferred compensation plan that provides benefits to certain employees who meet certain compensation or production requirements. We have purchased and hold life insurance on the lives of certain current and former employee participants to earn a competitive rate of return for participants and to provide the primary source of funds available to satisfy our obligations under this plan. See Note 12 for information regarding the carrying value of these company-owned life insurance policies.
Contributions to the qualified plans and the LTIP are approved annually by the Board of Directors or a committee thereof.
The VDCP is a non-qualified deferred compensation plan for certain employees, in which eligible participants may elect to defer a percentage or specific dollar amount of their compensation. Company-owned life insurance is the primary source of funding for this plan.
Compensation expense associated with all other employee compensation plans, including those previously described, totaled $ 223 million, $ 195 million and $ 175 million for the fiscal years ended September 30, 2023, 2022 and 2021, respectively.
Non-employee deferred payment plans
We offer non-qualified deferred payment plans that provide benefits to our independent contractor financial advisors who meet certain production requirements. Company-owned life insurance is the primary source of funding for these plans. The contributions are made in amounts approved annually by management.
Certain independent contractor financial advisors are also eligible to participate in our VDCP. Eligible participants may elect to defer a percentage or specific dollar amount of their commissions into the VDCP. Company-owned life insurance is the primary source of funding for this plan.
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Index
NOTE 24 – REGULATORY CAPITAL REQUIREMENTS
RJF, as a bank holding company and financial holding company, as well as Raymond James Bank, TriState Capital Bank, our broker-dealer subsidiaries, and our trust subsidiaries are subject to capital requirements by various regulatory authorities. Capital levels of each entity are monitored to ensure compliance with our various regulatory capital requirements. Failure to meet minimum capital requirements can initiate certain mandatory, and possibly additional discretionary actions, by regulators that, if undertaken, could have a direct material effect on our financial results.
As a bank holding company under the Bank Holding Company Act of 1956, as amended (the “BHC Act”), that has made an election to be a financial holding company, RJF is subject to supervision, examination and regulation by the Fed. We are subject to the Fed’s capital rules which establish an integrated regulatory capital framework and implement, in the U.S., the Basel III regulatory capital reforms from the Basel Committee on Banking Supervision and certain changes required by the Dodd-Frank Wall Street Reform and Consumer Protection Act. We apply the standardized approach for calculating risk-weighted assets and are also subject to the market risk provisions of the Fed’s capital rules (“market risk rule”).
Effective August 1, 2023, TriState Capital Bank completed its conversion from a state non-member bank, which was primarily supervised by the PDBS and the FDIC, to a state member bank, which is primarily supervised by the PDBS and the Fed. As a state member bank, TriState Capital Bank will also continue to be supervised by the FDIC and the Consumer Financial Protection Bureau. The Fed’s capital rules applied to TriState Capital Bank as of September 30, 2023 while the FDIC’s capital rules, which are substantially similar to the Fed’s rules, applied to TriState Capital Bank as of September 30, 2022.
Under these rules, minimum requirements are established for both the quantity and quality of capital held by banking organizations. RJF, Raymond James Bank, and TriState Capital Bank are required to maintain minimum leverage ratios (defined as tier 1 capital divided by adjusted average assets), as well as minimum ratios of tier 1 capital, common equity tier 1 (“CET1”), and total capital to risk-weighted assets. These capital ratios incorporate quantitative measures of our assets, liabilities, and certain off-balance sheet items as calculated under the regulatory capital rules and are subject to qualitative judgments by the regulators about components, risk-weightings, and other factors. We calculate these ratios in order to assess compliance with both regulatory requirements and internal capital policies. In order to maintain our ability to take certain capital actions, including dividends and common equity repurchases, and to make bonus payments, we must hold a capital conservation buffer above our minimum risk-based capital requirements. As of September 30, 2023, capital levels at RJF, Raymond James Bank, and TriState Capital Bank exceeded the capital conservation buffer requirement and each entity was categorized as “well-capitalized.”
To meet requirements for capital adequacy or to be categorized as “well-capitalized,” RJF must maintain minimum Tier 1 leverage, Tier 1 capital, CET1, and Total capital amounts and ratios as set forth in the following table.
Actual Requirement for capital
adequacy purposes To be well-capitalized under regulatory provisions
$ in millions Amount Ratio Amount Ratio Amount Ratio
RJF as of September 30, 2023:
Tier 1 leverage $ 9,321 11.9 % $ 3,123 4.0 % $ 3,904 5.0 %
Tier 1 capital $ 9,321 21.4 % $ 2,613 6.0 % $ 3,484 8.0 %
CET1 $ 9,245 21.2 % $ 1,960 4.5 % $ 2,831 6.5 %
Total capital $ 9,934 22.8 % $ 3,484 8.0 % $ 4,355 10.0 %
RJF as of September 30, 2022:
Tier 1 leverage $ 8,480 10.3 % $ 3,304 4.0 % $ 4,130 5.0 %
Tier 1 capital $ 8,480 19.2 % $ 2,651 6.0 % $ 3,534 8.0 %
CET1 $ 8,380 19.0 % $ 1,988 4.5 % $ 2,871 6.5 %
Total capital $ 9,031 20.4 % $ 3,534 8.0 % $ 4,418 10.0 %
As of September 30, 2023, RJF’s regulatory capital increase compared with September 30, 2022 was driven by an increase in equity due to positive earnings, partially offset by share repurchases and dividends. RJF’s Tier 1 capital and Total capital ratios increased compared with September 30, 2022 resulting from the increase in regulatory capital and a decrease in risk-weighted assets. The decrease in risk-weighted assets was primarily driven by a decrease in assets segregated for regulatory purposes and the impact of lower market volatility on our market risk-weighted assets, partially offset by an increase in our bank loan portfolio. RJF’s Tier 1 leverage ratio at September 30, 2023 increased compared to September 30, 2022 due to the increase in regulatory capital and lower average assets, primarily driven by a decrease in assets segregated for regulatory purposes.
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To meet the requirements for capital adequacy or to be categorized as “well-capitalized,” Raymond James Bank and TriState Capital Bank must maintain Tier 1 leverage, Tier 1 capital, CET1, and Total capital amounts and ratios as set forth in the following tables. Our intention is to maintain Raymond James Bank’s and TriState Capital Bank’s “well-capitalized” status. In the unlikely event that Raymond James Bank or TriState Capital Bank failed to maintain their “well-capitalized” status, the consequences could include a requirement to obtain a waiver from the FDIC prior to acceptance, renewal, or rollover of brokered deposits and result in higher FDIC premiums, but would not significantly impact our operations.
Actual Requirement for capital
adequacy purposes To be well-capitalized under regulatory provisions
$ in millions Amount Ratio Amount Ratio Amount Ratio
Raymond James Bank as of September 30, 2023:
Tier 1 leverage $ 3,355 7.8 % $ 1,710 4.0 % $ 2,137 5.0 %
Tier 1 capital $ 3,355 13.7 % $ 1,465 6.0 % $ 1,954 8.0 %
CET1 $ 3,355 13.7 % $ 1,099 4.5 % $ 1,587 6.5 %
Total capital $ 3,662 15.0 % $ 1,954 8.0 % $ 2,442 10.0 %
Raymond James Bank as of September 30, 2022:
Tier 1 leverage $ 2,998 7.1 % $ 1,695 4.0 % $ 2,119 5.0 %
Tier 1 capital $ 2,998 12.1 % $ 1,485 6.0 % $ 1,979 8.0 %
CET1 $ 2,998 12.1 % $ 1,113 4.5 % $ 1,608 6.5 %
Total capital $ 3,308 13.4 % $ 1,979 8.0 % $ 2,474 10.0 %
Raymond James Bank’s regulatory capital increased compared with September 30, 2022, driven by positive earnings, partially offset by dividends paid to RJF. Raymond James Bank’s Tier 1 capital and Total capital ratios increased compared with September 30, 2022 resulting from the increase in regulatory capital and a decrease in risk-weighted assets largely due to decreases in the bank loan and available-for-sale securities portfolios. Raymond James Bank’s Tier 1 leverage ratio at September 30, 2023 increased compared with September 30, 2022 due to the increase in regulatory capital, partially offset by an increase in average assets, primarily driven by higher cash balances.
Actual Requirement for capital
adequacy purposes To be well-capitalized
under regulatory provisions
$ in millions Amount Ratio Amount Ratio Amount Ratio
TriState Capital Bank as of September 30, 2023:
Tier 1 leverage $ 1,290 7.2 % $ 721 4.0 % $ 902 5.0 %
Tier 1 capital
$ 1,290 14.8 % $ 524 6.0 % $ 699 8.0 %
CET1 $ 1,290 14.8 % $ 393 4.5 % $ 568 6.5 %
Total capital
$ 1,333 15.3 % $ 699 8.0 % $ 874 10.0 %
TriState Capital Bank as of September 30, 2022:
Tier 1 leverage $ 1,093 7.3 % $ 601 4.0 % $ 752 5.0 %
Tier 1 capital
$ 1,093 14.1 % $ 463 6.0 % $ 618 8.0 %
CET1 $ 1,093 14.1 % $ 348 4.5 % $ 502 6.5 %
Total capital
$ 1,122 14.5 % $ 618 8.0 % $ 772 10.0 %
TriState Capital Bank’s regulatory capital increased compared with September 30, 2022, driven by positive earnings and a capital contribution from RJF. TriState Capital Bank’s Tier 1 capital and Total capital ratios increased compared with September 30, 2022, due to the increase in regulatory capital, partially offset by an increase in risk-weighted assets primarily resulting from increases in the bank loans and available-for-sale securities portfolios. TriState Capital Bank’s Tier 1 leverage ratio at September 30, 2023 decreased slightly compared with September 30, 2022 as the increase in regulatory capital was offset by an increase in average assets, primarily driven by higher cash balances, as well as the increases in the bank loans and available-for-sale securities portfolios.
Our bank subsidiaries may pay dividends to RJF without prior approval of their respective regulators subject to certain restrictions including retained net income and targeted regulatory capital ratios. Dividends paid to RJF from our bank subsidiaries may be limited to the extent that capital is needed to support their balance sheet growth.
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Certain of our broker-dealer subsidiaries are subject to the requirements of the Uniform Net Capital Rule (Rule 15c3-1) under the Securities Exchange Act of 1934. As a member firm of the Financial Industry Regulatory Authority (“FINRA”), RJ&A is subject to FINRA’s capital requirements, which are substantially the same as Rule 15c3-1. Rule 15c3-1 provides for an “alternative net capital requirement,” which RJ&A has elected. Regulations require that minimum net capital, as defined, be equal to the greater of $ 1.5 million or 2 % of aggregate debit items arising from client balances. FINRA may impose certain restrictions, such as restricting withdrawals of equity capital, if a member firm were to fall below a certain threshold or fail to meet minimum net capital requirements. As of September 30, 2023, RJ&A had excess net capital available to remit dividends to RJF, some of which may be remitted without prior regulatory approval and the remainder may be remitted in conformity with all required regulatory rules or approvals. The following table presents the net capital position of RJ&A.
September 30,
$ in millions 2023 2022
Raymond James & Associates, Inc.:
(Alternative Method elected)
Net capital as a percent of aggregate debit items
43.3 % 40.9 %
Net capital
$ 1,035 $ 1,152
Less: required net capital
( 48 ) ( 56 )
Excess net capital
$ 987 $ 1,096
As of September 30, 2023, all of our other active regulated domestic and international subsidiaries were in compliance with and exceeded all applicable capital requirements.
NOTE 25 – EARNINGS PER SHARE
The following table presents the computation of basic and diluted earnings per common share.
Year ended September 30,
$ in millions, except per share amounts 2023 2022 2021
Income for basic earnings per common share:
Net income available to common shareholders $ 1,733 $ 1,505 $ 1,403
Less allocation of earnings and dividends to participating securities
( 5 ) ( 3 ) ( 2 )
Net income available to common shareholders after participating securities $ 1,728 $ 1,502 $ 1,401
Income for diluted earnings per common share:
Net income available to common shareholders $ 1,733 $ 1,505 $ 1,403
Less allocation of earnings and dividends to participating securities
( 5 ) ( 3 ) ( 2 )
Net income available to common shareholders after participating securities $ 1,728 $ 1,502 $ 1,401
Common shares:
Average common shares in basic computation
211.8 209.9 205.7
Dilutive effect of outstanding stock options and certain RSUs
5.1 5.4 5.5
Average common and common equivalent shares used in diluted computation 216.9 215.3 211.2
Earnings per common share:
Basic $ 8.16 $ 7.16 $ 6.81
Diluted $ 7.97 $ 6.98 $ 6.63
Stock options and certain RSUs excluded from weighted-average diluted common shares because their effect would be antidilutive
0.5 0.1 0.1
The allocation of earnings and dividends to participating securities in the preceding table represents dividends paid during the year to participating securities, consisting of certain RSUs, as well as the RSAs granted as part of our acquisition of TriState Capital, plus an allocation of undistributed earnings to such participating securities. Participating securities and related dividends paid on these participating securities were insignificant for the years ended September 30, 2023, 2022 and 2021. Undistributed earnings are allocated to participating securities based upon their right to share in earnings as if all earnings for the period had been distributed.
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NOTE 26 – SEGMENT INFORMATION
We currently operate through the following five segments: PCG; Capital Markets; Asset Management; Bank; and Other.
The segments are determined based upon factors such as the services provided and the distribution channels served and are consistent with how we assess performance and determine how to allocate our resources. The financial results of our segments are presented using the same policies as those described in Note 2. Segment results include allocations of most corporate expenses to each segment. Refer to the following discussion of the Other segment for a description of the corporate expenses that are not allocated to segments. Intersegment revenues, expenses, receivables and payables are eliminated upon consolidation.
The PCG segment provides financial planning, investment advisory and securities transaction services in the U.S., Canada, and the U.K. for which we generally charge either asset-based fees or sales commissions. The PCG segment also earns revenues for distribution and related support services performed related to mutual and other funds, fixed and variable annuities, and insurance products. The segment includes servicing fee revenues from third-party mutual fund and annuity companies whose products we distribute and from banks to which we sweep a portion of our clients’ cash deposits as part of the RJBDP, our multi-bank sweep program. The segment also includes net interest earnings primarily on client margin loans, cash balances, and assets segregated for regulatory purposes, net of interest paid to clients on cash balances in the Client Interest Program.
Our Capital Markets segment conducts investment banking, institutional sales, securities trading, equity research, and the syndication and management of investments in low-income housing funds and funds of a similar nature. We primarily conduct these activities in the U.S., Canada, and Europe.
Our Asset Management segment earns asset management and related administrative fees for providing asset management, portfolio management and related administrative services to retail and institutional clients. This segment oversees a portion of our fee-based assets under administration for our PCG clients through our Asset Management Services division. This segment also provides asset management services through Raymond James Investment Management for certain retail accounts managed on behalf of third-party institutions, institutional accounts and proprietary mutual funds that we manage. This segment also earns asset management and related administrative fees through services provided by Raymond James Trust, N.A. and Raymond James Trust Company of New Hampshire.
Our Bank segment provides various types of loans, including SBL, corporate loans, residential mortgage loans, and tax-exempt loans. This segment is active in corporate loan syndications and participations and lending directly to clients. This segment also provides FDIC-insured deposit accounts, including to clients of our broker-dealer subsidiaries, and other retail and corporate deposit and liquidity management products and services. This segment generates net interest income principally through the interest income earned on loans and an investment portfolio of available-for-sale securities, which is offset by the interest expense it pays on client deposits and on its borrowings.
The Other segment includes interest income on certain corporate cash balances, the results of our private equity investments, which predominantly consist of investments in third-party funds, certain other corporate investing activity, and certain corporate overhead costs of RJF that are not allocated to operating segments including the interest costs on our public debt and any losses on the extinguishment of such debt, certain provisions for legal and regulatory matters, and certain acquisition-related expenses.
Refer to Note 3 for additional information regarding our fiscal year 2022 acquisitions of Charles Stanley, TriState Capital, and SumRidge Partners.
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The following table presents information concerning operations in these segments, inclusive of our acquisitions.
Year ended September 30,
$ in millions 2023 2022 2021
Net revenues:
Private Client Group
$ 8,654 $ 7,710 $ 6,611
Capital Markets
1,214 1,809 1,885
Asset Management
885 914 867
Bank 2,013 1,084 672
Other
59 ( 50 ) ( 8 )
Intersegment eliminations
( 1,206 ) ( 464 ) ( 267 )
Total net revenues $ 11,619 $ 11,003 $ 9,760
Pre-tax income/(loss):
Private Client Group
$ 1,763 $ 1,030 $ 749
Capital Markets ( 91 ) 415 532
Asset Management
351 386 389
Bank 371 382 367
Other ( 114 ) ( 191 ) ( 246 )
Total pre-tax income
$ 2,280 $ 2,022 $ 1,791
No individual client accounted for more than ten percent of revenues in any of the years presented.
The following table presents our net interest income on a segment basis.
Year ended September 30,
$ in millions 2023 2022 2021
Net interest income/(expense):
Private Client Group
$ 355 $ 207 $ 113
Capital Markets
3 9 6
Asset Management
10 2 —
Bank 1,957 1,053 642
Other 50 ( 68 ) ( 88 )
Net interest income $ 2,375 $ 1,203 $ 673
The following table presents our total assets on a segment basis.
September 30,
$ in millions 2023 2022
Total assets:
Private Client Group $ 12,375 $ 17,770
Capital Markets 3,087 3,951
Asset Management 567 556
Bank 60,041 56,737
Other 2,290 1,937
Total $ 78,360 $ 80,951
The following table presents goodwill, which was included in our total assets, on a segment basis.
September 30,
$ in millions 2023 2022
Goodwill:
Private Client Group $ 564 $ 550
Capital Markets
275 274
Asset Management 69 69
Bank 529 529
Total $ 1,437 $ 1,422
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We have operations in the U.S., Canada, and Europe. The vast majority of our long-lived assets are located in the U.S. The following table presents our net revenues and pre-tax income classified by major geographic area in which they were earned.
Year ended September 30,
$ in millions 2023 2022 2021
Net revenues:
U.S. $ 10,609 $ 10,065 $ 9,067
Canada 563 542 485
Europe 447 396 208
Total $ 11,619 $ 11,003 $ 9,760
Pre-tax income/(loss):
U.S. $ 2,193 $ 1,907 $ 1,701
Canada 108 83 53
Europe ( 21 ) 32 37
Total $ 2,280 $ 2,022 $ 1,791
The following table presents our total assets by major geographic area in which they were held.
September 30,
$ in millions 2023 2022
Total assets:
U.S. $ 72,506 $ 74,428
Canada 3,404 3,631
Europe 2,450 2,892
Total $ 78,360 $ 80,951
The following table presents goodwill, which was included in our total assets, classified by major geographic area in which it was held.
September 30,
$ in millions 2023 2022
Goodwill:
U.S. $ 1,250 $ 1,250
Canada 25 23
Europe 162 149
Total $ 1,437 $ 1,422
NOTE 27 – CONDENSED FINANCIAL INFORMATION (PARENT COMPANY ONLY)
As more fully described in Note 1, RJF (or the “Parent”) is a financial holding company whose subsidiaries are engaged in various financial services activities. The Parent’s primary activities include investments in subsidiaries and corporate investments, including cash management, company-owned life insurance policies and private equity investments. The primary source of operating cash available to the Parent is provided by dividends from its subsidiaries.
The broker-dealer subsidiaries of the Parent, including RJ&A our principal domestic broker-dealer, and certain other subsidiaries are required to maintain a minimum amount of net capital due to regulatory requirements. RJ&A is further required by certain covenants in its borrowing agreements to maintain minimum net capital equal to 10 % of aggregate debit balances. At September 30, 2023, each of these subsidiaries exceeded their minimum net capital requirements (see Note 24 for additional information).
Of the Parent’s net assets as of September 30, 2023, approximately $ 108 million of its investment in RJ&A and Raymond James Financial Services, Inc. was available for distribution to the Parent without further regulatory approvals. As of September 30, 2023, approximately $ 5.0 billion of the net assets of our U.S. broker-dealer subsidiaries and bank subsidiaries were restricted from distribution to the Parent due to regulatory or other restrictions without prior approval of the respective entity’s regulator. In addition, a large portion of our non-U.S. subsidiaries’ net assets was held to meet regulatory requirements and was not available for use by the Parent.
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Index
Cash and cash equivalents of $ 2.08 billion and $ 1.91 billion as of September 30, 2023 and 2022, respectively, were held directly by RJF in depository accounts at third-party financial institutions, unrestricted cash held in depository accounts at Raymond James Bank, or were loaned by the Parent to RJ&A, which RJ&A had invested on behalf of RJF, or otherwise deployed in its normal business activities. The loan to RJ&A, which totaled $ 1.39 billion and $ 1.30 billion as of September 30, 2023 and 2022, respectively, is included in “Intercompany receivables from subsidiaries” in the table below. The amount held in depository accounts at Raymond James Bank and TriState Capital Bank totaled $ 282 million as of September 30, 2023, of which $ 240 million was available on demand without restriction. As of September 30, 2022, $ 260 million was held in depository accounts at Raymond James Bank, of which $ 230 million was available on demand without restriction.
See Notes 16, 17, 19 and 24 for additional information regarding borrowings, commitments, contingencies and guarantees, and regulatory capital requirements of the Parent and its subsidiaries.
In the following tables, “bank subsidiaries” refers to Raymond James Bank and TriState Capital Bank, including its holding company which is a subsidiary of RJF. The following table presents the Parent’s statements of financial condition.
September 30,
$ in millions 2023 2022
Assets:
Cash and cash equivalents $ 717 $ 629
Assets segregated for regulatory purposes and restricted cash ( $ 1 and $ 1 at fair value)
43 31
Intercompany receivables from subsidiaries (primarily non-bank subsidiaries) 1,590 1,624
Investments in consolidated subsidiaries:
Bank subsidiaries 4,124 3,549
Non-bank subsidiaries 5,787 5,611
Goodwill and identifiable intangible assets, net 32 32
All other 1,090 907
Total assets $ 13,383 $ 12,383
Liabilities and equity:
Accrued compensation, commissions and benefits $ 879 $ 715
Intercompany payables to subsidiaries:
Bank subsidiaries 7 —
Non-bank subsidiaries 34 17
Senior notes payable 2,039 2,038
All other 210 155
Total liabilities 3,169 2,925
Equity 10,214 9,458
Total liabilities and equity $ 13,383 $ 12,383
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Index
The following table presents the Parent’s statements of income.
Year ended September 30,
$ in millions 2023 2022 2021
Revenues:
Dividends from non-bank subsidiaries $ 874 $ 2,002 $ 257
Dividends from bank subsidiaries 375 60 —
Interest from subsidiaries 84 23 9
Interest income 20 3 1
All other 18 17 21
Total revenues 1,371 2,105 288
Interest expense ( 93 ) ( 93 ) ( 97 )
Net revenues 1,278 2,012 191
Non-interest expenses:
Compensation, commissions and benefits
86 98 81
Non-compensation expenses:
Communications and information processing 9 6 5
Occupancy and equipment 1 1 1
Business development 21 20 19
Losses on extinguishment of debt — — 98
Intercompany allocations and charges 2 ( 8 ) ( 14 )
Professional fees
7 17 14
Other 3 47 16
Total non-compensation expenses 43 83 139
Total non-interest expenses 129 181 220
Pre-tax income/(loss) before equity in undistributed net income of subsidiaries 1,149 1,831 ( 29 )
Income tax benefit ( 35 ) ( 20 ) ( 99 )
Income before equity in undistributed net income of subsidiaries 1,184 1,851 70
Equity in undistributed net income of subsidiaries (1)
555 ( 342 ) 1,333
Net income 1,739 1,509 1,403
Preferred stock dividends 6 4 —
Net income available to common shareholders $ 1,733 $ 1,505 $ 1,403
(1) The year ended September 30, 2022 included significant dividends from RJ&A to RJF, which were in excess of net income for the period.
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The following table presents the Parent’s statements of cash flows.
Year ended September 30,
$ in millions 2023 2022 2021
Cash flows from operating activities:
Net income $ 1,739 $ 1,509 $ 1,403
Adjustments to reconcile net income to net cash provided by operating activities:
Loss on investments 2 1 5
Unrealized (gain)/loss on company-owned life insurance policies, net of expenses ( 95 ) 159 ( 157 )
Equity in undistributed net income of subsidiaries ( 555 ) 342 ( 1,333 )
Losses on extinguishment of debt — — 98
Other 158 161 94
Net change in:
Intercompany receivables 1 ( 23 ) ( 14 )
Other assets 93 40 ( 35 )
Intercompany payables 24 ( 18 ) ( 14 )
Other payables 34 3 38
Accrued compensation, commissions and benefits 164 ( 82 ) 202
Net cash provided by operating activities 1,565 2,092 287
Cash flows from investing activities:
Investments in subsidiaries, net
( 149 ) ( 1,092 ) ( 420 )
(Advances to)/repayments from subsidiaries, net ( 40 ) ( 723 ) 1,039
Investment in note receivable — ( 125 ) —
Proceeds from sales of investments — 7 2
Purchase of investments in company-owned life insurance policies, net ( 65 ) ( 63 ) ( 36 )
Net cash provided by/(used in) investing activities ( 254 ) ( 1,996 ) 585
Cash flows from financing activities:
Repurchases of common stock and share-based awards withheld for payment of withholding tax requirements ( 862 ) ( 216 ) ( 151 )
Dividends on common and preferred stock ( 355 ) ( 277 ) ( 218 )
Redemption of preferred stock
( 40 )
Exercise of stock options and employee stock purchases 46 52 53
Proceeds from senior note issuances, net of debt issuance costs paid — — 737
Extinguishment of senior notes payable — — ( 844 )
Net cash used in financing activities ( 1,211 ) ( 441 ) ( 423 )
Net increase/(decrease) in cash and cash equivalents, including those segregated for regulatory purposes and restricted cash 100 ( 345 ) 449
Cash and cash equivalents, including those segregated for regulatory purposes and restricted cash at beginning of year 659 1,004 555
Cash and cash equivalents, including those segregated for regulatory purposes and restricted cash at end of year $ 759 $ 659 $ 1,004
Cash and cash equivalents $ 717 $ 629 $ 527
Cash and cash equivalents segregated for regulatory purposes and restricted cash 42 30 477
Total cash and cash equivalents, including those segregated for regulatory purposes and restricted cash at end of year $ 759 $ 659 $ 1,004
Supplemental disclosures of cash flow information:
Cash paid for interest $ 65 $ 117 $ 89
Cash paid for income taxes, net $ 9 $ 24 $ 35
Common stock issued as consideration for TriState Capital acquisition $ — $ 778 $ —
Restricted stock awards issued as consideration for TriState Capital acquisition $ — $ 28 $ —
Preferred stock issued as consideration for TriState Capital acquisition $ — $ 120 $ —
Effective settlement of note receivable for TriState Capital acquisition $ — $ 123 $ —
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ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
None.