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Share Name | Share Symbol | Market | Type |
---|---|---|---|
AllianceBernstein Holding LP | NYSE:AB | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
-0.21 | -0.62% | 33.50 | 34.18 | 32.80 | 33.49 | 609,312 | 23:50:50 |
|
☒
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
☐
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
Delaware
|
13-3434400
|
(State or other jurisdiction of incorporation or organization)
|
(I.R.S. Employer Identification No.)
|
Yes
|
☒
|
|
|
No
|
☐
|
|
Yes
|
☒
|
|
|
No
|
☐
|
|
Title of Each Class
|
|
Trading Symbol
|
|
Name of Each Exchange on Which Registered
|
Units Representing Assignments of Beneficial Ownership of Limited Partnership Interests in AB Holding ("Units")
|
|
AB
|
|
New York Stock Exchange
|
Yes
|
☐
|
|
|
No
|
☒
|
|
|
Item 1.
|
Financial Statements
|
|
June 30,
2019 |
|
December 31,
2018 |
||||
ASSETS
|
|
|
|
||||
Investment in AB
|
$
|
1,470,054
|
|
|
$
|
1,490,701
|
|
Total assets
|
$
|
1,470,054
|
|
|
$
|
1,490,701
|
|
|
|
|
|
||||
LIABILITIES AND PARTNERS’ CAPITAL
|
|
|
|
||||
Liabilities:
|
|
|
|
||||
Other liabilities
|
$
|
637
|
|
|
$
|
644
|
|
Total liabilities
|
637
|
|
|
644
|
|
||
|
|
|
|
||||
Commitments and contingencies (
See Note 8
)
|
|
|
|
|
|
||
|
|
|
|
||||
Partners’ capital:
|
|
|
|
||||
General Partner: 100,000 general partnership units issued and outstanding
|
1,375
|
|
|
1,385
|
|
||
Limited partners: 96,524,449 and 96,558,278 limited partnership units issued and outstanding
|
1,542,918
|
|
|
1,555,892
|
|
||
AB Holding Units held by AB to fund long-term incentive compensation plans
|
(35,746
|
)
|
|
(27,759
|
)
|
||
Accumulated other comprehensive loss
|
(39,130
|
)
|
|
(39,461
|
)
|
||
Total partners’ capital
|
1,469,417
|
|
|
1,490,057
|
|
||
Total liabilities and partners’ capital
|
$
|
1,470,054
|
|
|
$
|
1,490,701
|
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||
Equity in net income attributable to AB Unitholders
|
|
$
|
59,023
|
|
|
$
|
65,388
|
|
|
$
|
111,661
|
|
|
$
|
131,086
|
|
|
|
|
|
|
|
|
|
|
||||||||
Income taxes
|
|
6,749
|
|
|
6,931
|
|
|
12,948
|
|
|
14,469
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Net income
|
|
$
|
52,274
|
|
|
$
|
58,457
|
|
|
$
|
98,713
|
|
|
$
|
116,617
|
|
|
|
|
|
|
|
|
|
|
||||||||
Net income per unit:
|
|
|
|
|
|
|
|
|
||||||||
Basic
|
|
$
|
0.54
|
|
|
$
|
0.59
|
|
|
$
|
1.03
|
|
|
$
|
1.19
|
|
Diluted
|
|
$
|
0.54
|
|
|
$
|
0.59
|
|
|
$
|
1.03
|
|
|
$
|
1.19
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
|
|
|
|
|
|
|
|
||||||||
Net income
|
$
|
52,274
|
|
|
$
|
58,457
|
|
|
$
|
98,713
|
|
|
$
|
116,617
|
|
Other comprehensive income:
|
|
|
|
|
|
|
|
||||||||
Foreign currency translation adjustment, before reclassification and tax
|
(985
|
)
|
|
(7,429
|
)
|
|
167
|
|
|
(3,981
|
)
|
||||
Less: reclassification adjustment for (losses) included in net income upon liquidation
|
—
|
|
|
(36
|
)
|
|
—
|
|
|
(36
|
)
|
||||
Foreign currency translation adjustments, before tax
|
(985
|
)
|
|
(7,393
|
)
|
|
167
|
|
|
(3,945
|
)
|
||||
Income tax expense
|
(51
|
)
|
|
(5
|
)
|
|
(53
|
)
|
|
(25
|
)
|
||||
Foreign currency translation adjustments, net of tax
|
(1,036
|
)
|
|
(7,398
|
)
|
|
114
|
|
|
(3,970
|
)
|
||||
Changes in employee benefit related items:
|
|
|
|
|
|
|
|
|
|
||||||
Amortization of prior service cost
|
—
|
|
|
1
|
|
|
5
|
|
|
1
|
|
||||
Recognized actuarial (loss) gain
|
(86
|
)
|
|
57
|
|
|
200
|
|
|
19
|
|
||||
Changes in employee benefit related items
|
(86
|
)
|
|
58
|
|
|
205
|
|
|
20
|
|
||||
Income tax benefit (expense)
|
10
|
|
|
1
|
|
|
12
|
|
|
(40
|
)
|
||||
Employee benefit related items, net of tax
|
(76
|
)
|
|
59
|
|
|
217
|
|
|
(20
|
)
|
||||
Other
|
—
|
|
|
134
|
|
|
—
|
|
|
133
|
|
||||
Other comprehensive (loss) income
|
(1,112
|
)
|
|
(7,205
|
)
|
|
331
|
|
|
(3,857
|
)
|
||||
Comprehensive income
|
$
|
51,162
|
|
|
$
|
51,252
|
|
|
$
|
99,044
|
|
|
$
|
112,760
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
General Partner’s Capital
|
|
|
|
|
|
|
|
||||||||
Balance, beginning of period
|
$
|
1,370
|
|
|
$
|
1,400
|
|
|
$
|
1,385
|
|
|
$
|
1,411
|
|
Net income
|
55
|
|
|
59
|
|
|
103
|
|
|
119
|
|
||||
Cash distributions to Unitholders
|
(50
|
)
|
|
(73
|
)
|
|
(113
|
)
|
|
(157
|
)
|
||||
Impact of adoption of revenue recognition standard ASC 606
|
—
|
|
|
—
|
|
|
—
|
|
|
13
|
|
||||
Balance, end of period
|
1,375
|
|
|
1,386
|
|
|
1,375
|
|
|
1,386
|
|
||||
Limited Partners’ Capital
|
|
|
|
|
|
|
|
|
|
|
|||||
Balance, beginning of period
|
1,490,581
|
|
|
1,609,974
|
|
|
1,555,892
|
|
|
1,590,776
|
|
||||
Net income
|
52,219
|
|
|
58,398
|
|
|
98,610
|
|
|
116,498
|
|
||||
Cash distributions to Unitholders
|
(47,311
|
)
|
|
(72,190
|
)
|
|
(108,055
|
)
|
|
(153,907
|
)
|
||||
Retirement of AB Holding Units
|
(3,730
|
)
|
|
(39,637
|
)
|
|
(73,383
|
)
|
|
(39,704
|
)
|
||||
Issuance of AB Holding Units to fund long-term incentive compensation plan awards
|
49,590
|
|
|
41,241
|
|
|
60,903
|
|
|
67,579
|
|
||||
Exercise of compensatory options to buy AB Holding Units
|
1,569
|
|
|
4,306
|
|
|
8,951
|
|
|
8,314
|
|
||||
Impact of adoption of revenue recognition standard ASC 606
|
—
|
|
|
—
|
|
|
—
|
|
|
12,535
|
|
||||
Other
|
—
|
|
|
(134
|
)
|
|
—
|
|
|
(133
|
)
|
||||
Balance, end of period
|
1,542,918
|
|
|
1,601,958
|
|
|
1,542,918
|
|
|
1,601,958
|
|
||||
AB Holding Units held by AB to fund long-term incentive compensation plans
|
|
|
|
|
|
|
|
|
|
||||||
Balance, beginning of period
|
(24,464
|
)
|
|
(20,551
|
)
|
|
(27,759
|
)
|
|
(15,174
|
)
|
||||
AB Holding Units held by AB to fund long-term incentive compensation plans
|
(11,282
|
)
|
|
(11,167
|
)
|
|
(7,987
|
)
|
|
(16,544
|
)
|
||||
Balance, end of period
|
(35,746
|
)
|
|
(31,718
|
)
|
|
(35,746
|
)
|
|
(31,718
|
)
|
||||
Accumulated Other Comprehensive Income (Loss)
|
|
|
|
|
|
|
|
|
|
|
|
||||
Balance, beginning of period
|
(38,018
|
)
|
|
(30,115
|
)
|
|
(39,461
|
)
|
|
(33,463
|
)
|
||||
Foreign currency translation adjustment, net of tax
|
(1,036
|
)
|
|
(7,398
|
)
|
|
114
|
|
|
(3,970
|
)
|
||||
Changes in employee benefit related items, net of tax
|
(76
|
)
|
|
59
|
|
|
217
|
|
|
(20
|
)
|
||||
Other
|
—
|
|
|
134
|
|
|
—
|
|
|
133
|
|
||||
Balance, end of period
|
(39,130
|
)
|
|
(37,320
|
)
|
|
(39,130
|
)
|
|
(37,320
|
)
|
||||
Total Partners’ Capital
|
$
|
1,469,417
|
|
|
$
|
1,534,306
|
|
|
$
|
1,469,417
|
|
|
$
|
1,534,306
|
|
|
Six Months Ended
June 30, |
||||||
|
2019
|
|
2018
|
||||
Cash flows from operating activities:
|
|
|
|
||||
Net income
|
$
|
98,713
|
|
|
$
|
116,617
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
||||
Equity in net income attributable to AB Unitholders
|
(111,661
|
)
|
|
(131,086
|
)
|
||
Cash distributions received from AB
|
121,617
|
|
|
167,861
|
|
||
Changes in assets and liabilities:
|
|
|
|
||||
Decrease in other liabilities
|
(7
|
)
|
|
(525
|
)
|
||
Net cash provided by operating activities
|
108,662
|
|
|
152,867
|
|
||
|
|
|
|
||||
Cash flows from investing activities:
|
|
|
|
||||
Investments in AB with proceeds from exercise of compensatory options to buy AB Holding Units
|
(8,951
|
)
|
|
(8,314
|
)
|
||
Net cash used in investing activities
|
(8,951
|
)
|
|
(8,314
|
)
|
||
|
|
|
|
||||
Cash flows from financing activities:
|
|
|
|
||||
Cash distributions to Unitholders
|
(108,168
|
)
|
|
(154,064
|
)
|
||
Capital contributions (to) from AB
|
(494
|
)
|
|
1,197
|
|
||
Proceeds from exercise of compensatory options to buy AB Holding Units
|
8,951
|
|
|
8,314
|
|
||
Net cash used in financing activities
|
(99,711
|
)
|
|
(144,553
|
)
|
||
|
|
|
|
||||
Change in cash and cash equivalents
|
—
|
|
|
—
|
|
||
Cash and cash equivalents as of beginning of period
|
—
|
|
|
—
|
|
||
Cash and cash equivalents as of end of period
|
$
|
—
|
|
|
$
|
—
|
|
1.
|
Business Description, Organization and Basis of Presentation
|
•
|
Institutional Services – servicing its institutional clients, including private and public pension plans, foundations and endowments, insurance companies, central banks and governments worldwide, and affiliates such as AXA S.A. (“AXA”), AXA Equitable Holdings, Inc. ("EQH") and their respective subsidiaries, by means of separately-managed accounts, sub-advisory relationships, structured products, collective investment trusts, mutual funds, hedge funds and other investment vehicles.
|
•
|
Retail Services – servicing its retail clients, primarily by means of retail mutual funds sponsored by AB or an affiliated company, sub-advisory relationships with mutual funds sponsored by third parties, separately-managed account programs sponsored by financial intermediaries worldwide and other investment vehicles.
|
•
|
Private Wealth Management Services – servicing its private clients, including high-net-worth individuals and families, trusts and estates, charitable foundations, partnerships, private and family corporations, and other entities, by means of separately-managed accounts, hedge funds, mutual funds and other investment vehicles.
|
•
|
Bernstein Research Services – servicing institutional investors, such as pension fund, hedge fund and mutual fund managers, seeking high-quality fundamental research, quantitative services and brokerage-related services in equities and listed options.
|
•
|
Actively-managed equity strategies, with global and regional portfolios across capitalization ranges, concentration ranges and investment strategies, including value, growth and core equities;
|
•
|
Actively-managed traditional and unconstrained fixed income strategies, including taxable and tax-exempt strategies;
|
•
|
Passive management, including index and enhanced index strategies;
|
•
|
Alternative investments, including hedge funds, fund of funds and private equity (
e.g.
, direct lending); and
|
•
|
Multi-asset solutions and services, including dynamic asset allocation, customized target-date funds and target-risk funds.
|
EQH and its subsidiaries
|
63.7
|
%
|
AB Holding
|
35.6
|
|
Unaffiliated holders
|
0.7
|
|
|
100.0
|
%
|
2.
|
Cash Distributions
|
3.
|
Long-term Incentive Compensation Plans
|
4.
|
Net Income per Unit
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended
June 30, |
||||||||||||
|
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
|
|
(in thousands, except per unit amounts)
|
||||||||||||||
|
|
|
|
|
|
|
|
|
||||||||
Net income – basic
|
|
$
|
52,274
|
|
|
$
|
58,457
|
|
|
$
|
98,713
|
|
|
$
|
116,617
|
|
Additional allocation of equity in net income attributable to AB resulting from assumed dilutive effect of compensatory options
|
|
19
|
|
|
115
|
|
|
45
|
|
|
259
|
|
||||
Net income – diluted
|
|
$
|
52,293
|
|
|
$
|
58,572
|
|
|
$
|
98,758
|
|
|
$
|
116,876
|
|
|
|
|
|
|
|
|
|
|
||||||||
Weighted average units outstanding – basic
|
|
96,283
|
|
|
98,368
|
|
|
95,717
|
|
|
97,673
|
|
||||
Dilutive effect of compensatory options
|
|
48
|
|
|
272
|
|
|
60
|
|
|
303
|
|
||||
Weighted average units outstanding – diluted
|
|
96,331
|
|
|
98,640
|
|
|
95,777
|
|
|
97,976
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Basic net income per unit
|
|
$
|
0.54
|
|
|
$
|
0.59
|
|
|
$
|
1.03
|
|
|
$
|
1.19
|
|
Diluted net income per unit
|
|
$
|
0.54
|
|
|
$
|
0.59
|
|
|
$
|
1.03
|
|
|
$
|
1.19
|
|
5.
|
Investment in AB
|
Investment in AB as of December 31, 2018
|
$
|
1,490,701
|
|
Equity in net income attributable to AB Unitholders
|
111,661
|
|
|
Changes in accumulated other comprehensive income (loss)
|
331
|
|
|
Additional investments with proceeds from exercise of compensatory options to buy AB Holding Units
|
8,951
|
|
|
Cash distributions received from AB
|
(121,617
|
)
|
|
Capital contributions to AB
|
494
|
|
|
AB Holding Units retired
|
(73,383
|
)
|
|
AB Holding Units issued to fund long-term incentive compensation plans
|
60,903
|
|
|
Change in AB Holding Units held by AB for long-term incentive compensation plans
|
(7,987
|
)
|
|
Investment in AB as of June 30, 2019
|
$
|
1,470,054
|
|
6.
|
Units Outstanding
|
Outstanding as of December 31, 2018
|
96,658,278
|
|
Options exercised
|
406,235
|
|
Units issued
|
2,068,514
|
|
Units retired
|
(2,508,578
|
)
|
Outstanding as of June 30, 2019
|
96,624,449
|
|
7.
|
Income Taxes
|
|
|
Three Months Ended June 30,
|
|
|
|
Six Months Ended
June 30, |
|
|
||||||||||||||
|
|
2019
|
|
2018
|
|
% Change
|
|
2019
|
|
2018
|
|
% Change
|
||||||||||
|
|
(in thousands)
|
||||||||||||||||||||
Net income attributable to AB Unitholders
|
|
$
|
166,252
|
|
|
$
|
181,665
|
|
|
(8.5
|
)%
|
|
$
|
315,366
|
|
|
$
|
365,861
|
|
|
(13.8
|
)%
|
Multiplied by: weighted average equity ownership interest
|
|
35.5
|
%
|
|
36.0
|
%
|
|
|
|
35.4
|
%
|
|
35.8
|
%
|
|
|
||||||
Equity in net income attributable to AB Unitholders
|
|
$
|
59,023
|
|
|
$
|
65,388
|
|
|
(9.7
|
)
|
|
$
|
111,661
|
|
|
$
|
131,086
|
|
|
(14.8
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
AB qualifying revenues
|
|
$
|
643,019
|
|
|
$
|
643,009
|
|
|
—
|
|
|
$
|
1,229,569
|
|
|
$
|
1,345,927
|
|
|
(8.6
|
)
|
Multiplied by: weighted average equity ownership interest for calculating tax
|
|
29.4
|
%
|
|
30.2
|
%
|
|
|
|
29.5
|
%
|
|
30.2
|
%
|
|
|
||||||
Multiplied by: federal tax
|
|
3.5
|
%
|
|
3.5
|
%
|
|
|
|
3.5
|
%
|
|
3.5
|
%
|
|
|
||||||
Federal income taxes
|
|
6,619
|
|
|
6,794
|
|
|
|
|
12,700
|
|
|
14,204
|
|
|
|
||||||
State income taxes
|
|
130
|
|
|
137
|
|
|
|
|
248
|
|
|
265
|
|
|
|
||||||
Total income taxes
|
|
$
|
6,749
|
|
|
$
|
6,931
|
|
|
(2.6
|
)
|
|
$
|
12,948
|
|
|
$
|
14,469
|
|
|
(10.5
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Effective tax rate
|
|
11.4
|
%
|
|
10.6
|
%
|
|
|
|
11.6
|
%
|
|
11.0
|
%
|
|
|
8.
|
Commitments and Contingencies
|
Item 2.
|
Management’s Discussion and Analysis of Financial Condition and Results of Operations
|
|
|
Three Months Ended June 30,
|
|
|
|
Six Months Ended June 30,
|
|
|
||||||||||||||
|
|
2019
|
|
2018
|
|
% Change
|
|
2019
|
|
2018
|
|
% Change
|
||||||||||
|
|
(in thousands, except per unit amounts)
|
||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net income attributable to AB Unitholders
|
|
$
|
166,252
|
|
|
$
|
181,665
|
|
|
(8.5
|
)%
|
|
$
|
315,366
|
|
|
$
|
365,861
|
|
|
(13.8
|
)%
|
Weighted average equity ownership interest
|
|
35.5
|
%
|
|
36.0
|
%
|
|
|
|
35.4
|
%
|
|
35.8
|
%
|
|
|
||||||
Equity in net income attributable to AB Unitholders
|
|
59,023
|
|
|
65,388
|
|
|
(9.7
|
)
|
|
111,661
|
|
|
131,086
|
|
|
(14.8
|
)
|
||||
Income taxes
|
|
6,749
|
|
|
6,931
|
|
|
(2.6
|
)
|
|
12,948
|
|
|
14,469
|
|
|
(10.5
|
)
|
||||
Net income of AB Holding
|
|
$
|
52,274
|
|
|
$
|
58,457
|
|
|
(10.6
|
)
|
|
$
|
98,713
|
|
|
$
|
116,617
|
|
|
(15.4
|
)
|
Diluted net income per AB Holding Unit
|
|
$
|
0.54
|
|
|
$
|
0.59
|
|
|
(8.5
|
)
|
|
$
|
1.03
|
|
|
$
|
1.19
|
|
|
(13.4
|
)
|
Distribution per AB Holding Unit
(1)
|
|
$
|
0.56
|
|
|
$
|
0.62
|
|
|
(9.7
|
)
|
|
$
|
1.05
|
|
|
$
|
1.35
|
|
|
(22.2
|
)
|
(1)
|
Distributions reflect the impact of AB’s non-GAAP adjustments.
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
|
|
(in thousands, except per Unit amounts)
|
||||||||||||||
|
|
|
|
|
|
|
|
|
||||||||
AB non-GAAP adjustments, before taxes
|
|
$
|
3,222
|
|
|
$
|
7,541
|
|
|
$
|
4,044
|
|
|
$
|
42,850
|
|
AB income tax benefit (expense) on non-GAAP adjustments
|
|
257
|
|
|
(292
|
)
|
|
749
|
|
|
(1,135
|
)
|
||||
AB non-GAAP adjustments, after taxes
|
|
3,479
|
|
|
7,249
|
|
|
4,793
|
|
|
41,715
|
|
||||
AB Holding’s weighted average equity ownership interest in AB
|
|
35.5
|
%
|
|
36.0
|
%
|
|
35.4
|
%
|
|
35.8
|
%
|
||||
Impact on AB Holding’s net income of AB non-GAAP adjustments
|
|
$
|
1,234
|
|
|
$
|
2,609
|
|
|
$
|
1,697
|
|
|
$
|
14,946
|
|
|
|
|
|
|
|
|
|
|
||||||||
Net income – diluted, GAAP basis
|
|
$
|
52,293
|
|
|
$
|
58,572
|
|
|
$
|
98,758
|
|
|
$
|
116,876
|
|
Impact on AB Holding’s net income of AB non-GAAP adjustments
|
|
1,234
|
|
|
2,609
|
|
|
1,697
|
|
|
14,946
|
|
||||
Adjusted net income – diluted
|
|
$
|
53,527
|
|
|
$
|
61,181
|
|
|
$
|
100,455
|
|
|
$
|
131,822
|
|
|
|
|
|
|
|
|
|
|
||||||||
Diluted net income per AB Holding Unit, GAAP basis
|
|
$
|
0.54
|
|
|
$
|
0.59
|
|
|
$
|
1.03
|
|
|
$
|
1.19
|
|
Impact of AB non-GAAP adjustments
|
|
0.02
|
|
|
0.03
|
|
|
0.02
|
|
|
0.16
|
|
||||
Adjusted diluted net income per AB Holding Unit
|
|
$
|
0.56
|
|
|
$
|
0.62
|
|
|
$
|
1.05
|
|
|
$
|
1.35
|
|
•
|
Our belief that the cash flow AB Holding realizes from its investment in AB will provide AB Holding with the resources it needs to meet its financial obligations:
AB Holding’s cash flow is dependent on the quarterly cash distributions it receives from AB. Accordingly, AB Holding’s ability to meet its financial obligations is dependent on AB’s cash flow from its operations, which is subject to the performance of the capital markets and other factors beyond our control.
|
•
|
Our financial condition and ability to access the public and private capital markets providing adequate liquidity for our general business needs:
Our financial condition is dependent on our cash flow from operations, which is subject to the performance of the capital markets, our ability to maintain and grow client assets under management and other factors beyond our control. Our ability to access public and private capital markets on reasonable terms may be limited by adverse market conditions, our firm’s credit ratings, our profitability and changes in government regulations, including tax rates and interest rates.
|
•
|
The outcome of litigation:
Litigation is inherently unpredictable, and excessive damage awards do occur. Though we have stated that we do not expect any pending legal proceedings to have a material adverse effect on our results of operations, financial condition or liquidity, any settlement or judgment with respect to a legal proceeding could be significant, and could have such an effect.
|
•
|
The possibility that we will engage in open market purchases of AB Holding Units to help fund anticipated obligations under our incentive compensation award program:
The number of AB Holding Units AB may decide to buy in future periods, if any, to help fund incentive compensation awards depends on various factors, some of which are beyond our control, including the fluctuation in the price of an AB Holding Unit (NYSE: AB) and the availability of cash to make these purchases.
|
•
|
Our determination that adjusted employee compensation expense should not exceed 50% of our adjusted net revenues:
Aggregate employee compensation reflects employee performance and competitive compensation levels. Fluctuations in our revenues and/or changes in competitive compensation levels could result in adjusted employee compensation expense exceeding 50% of our adjusted net revenues.
|
•
|
Our Relocation Strategy:
While the expenses, expense savings and EPU impact we expect will result from our Relocation Strategy are presented with numerical specificity, and we believe these figures to be reasonable as of the date of this report, the uncertainties surrounding the assumptions on which our estimates are based create a significant risk that our current estimates may not be realized. These assumptions include:
|
•
|
the amount and timing of employee relocation costs, severance and overlapping compensation and occupancy costs we experience; and
|
•
|
the timing for execution of each phase of our relocation implementation plan.
|
•
|
Our 2020 Margin Target
: We previously adopted a goal of increasing our adjusted operating margin to a target of 30% by 2020, subject to the assumptions, factors and contingencies described as part of the initial disclosure of this target. Our adjusted operating margin, which was 29.1% during 2018, declined to 24.7% during the first six months of 2019.
|
Item 4.
|
Controls and Procedures
|
Item 1.
|
Legal Proceedings
|
Item 1A.
|
Risk Factors
|
Item 2.
|
Unregistered Sales of Equity Securities and Use of Proceeds
|
Period
|
|
Total Number
of AB Holding Units
Purchased
|
|
Average Price
Paid
Per
AB Holding Unit, net of
Commissions
|
|
Total Number of
AB Holding Units Purchased as
Part of Publicly
Announced Plans
or Programs
|
|
Maximum Number
(or Approximate
Dollar Value) of
AB Holding Units that May Yet
Be Purchased Under
the Plans or
Programs
|
|||||
4/1/19 - 4/30/19
(1)
|
|
283
|
|
|
$
|
29.39
|
|
|
—
|
|
|
—
|
|
5/1/19 - 5/31/19
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6/1/19 - 6/30/19
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Total
|
|
283
|
|
|
$
|
29.39
|
|
|
—
|
|
|
—
|
|
(1)
|
During the
second
quarter of
2019
, AB purchased from employees 283 AB Holding Units to allow them to fulfill statutory withholding tax requirements at the time of distribution of long-term incentive compensation awards.
|
Period
|
|
Total Number
of AB Units
Purchased
|
|
Average Price
Paid
Per
AB Unit, net of
Commissions
|
|
Total Number of
AB Units Purchased as
Part of Publicly
Announced Plans
or Programs
|
|
Maximum Number
(or Approximate
Dollar Value) of
AB Units that May Yet
Be Purchased Under
the Plans or
Programs
|
|||||
4/1/19 - 4/30/19
|
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
—
|
|
5/1/19 - 5/31/19
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6/1/19 - 6/30/19
(1)
|
|
582
|
|
|
27.92
|
|
|
—
|
|
|
—
|
|
|
Total
|
|
582
|
|
|
$
|
27.92
|
|
|
—
|
|
|
—
|
|
Item 3.
|
Defaults Upon Senior Securities
|
Item 4.
|
Mine Safety Disclosures
|
Item 5.
|
Other Information
|
Item 6.
|
Exhibits
|
31.1
|
|
|
|
31.2
|
|
|
|
32.1
|
|
|
|
32.2
|
|
|
|
99.1
|
|
|
|
101.INS
|
XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
|
|
|
101.SCH
|
XBRL Taxonomy Extension Schema.
|
|
|
101.CAL
|
XBRL Taxonomy Extension Calculation Linkbase.
|
|
|
101.LAB
|
XBRL Taxonomy Extension Label Linkbase.
|
|
|
101.PRE
|
XBRL Taxonomy Extension Presentation Linkbase.
|
|
|
101.DEF
|
XBRL Taxonomy Extension Definition Linkbase.
|
Date: July 25, 2019
|
ALLIANCEBERNSTEIN HOLDING L.P.
|
||
|
|
|
|
|
By:
|
/s/ John C. Weisenseel
|
|
|
|
John C. Weisenseel
|
|
|
|
Chief Financial Officer
|
|
|
|
|
|
|
By:
|
/s/ William R. Siemers
|
|
|
|
William R. Siemers
|
|
|
|
Chief Accounting Officer
|
1 Year AllianceBernstein Chart |
1 Month AllianceBernstein Chart |
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