Filed by thinkorswim Group Inc.
Pursuant to Rule 425 under the Securities Act of 1933
and deemed filed pursuant to Rule 14a-12
under the Securities and Exchange Act of 1934
Subject Company: thinkorswim Group Inc.
Commission File No. 000-52012
For Immediate Release
May 8, 2009
Press Release
thinkorswim Group Inc. Reports Quarterly Financial Results
Brokerage Segment Delivers Revenue Growth, Record Retail Trades and Increased Client Assets; Education Segment Achieves Record Graduates
NEW YORK May 8, 2009 thinkorswim Group Inc. (NASDAQ:SWIM), a leading provider of online brokerage and investor education services, today announced financial results and selected operating metrics for the first quarter ended March 31, 2009.
Consolidated financial results for the quarter (quarterly year-over-year comparisons):
· Revenues of $77.1 million, 61 percent of which were brokerage-based
· Pre-tax income of $8.2 million, 11 percent of revenues
· Net income of $4.8 million, or $0.07 per diluted share
· Non-GAAP Sales Transaction Volume (STV) of $74.2 million, 63 percent of which was brokerage-based
· Non-GAAP Adjusted EBITDA (before certain items) of $20.0 million, or 27 percent of STV
· New accounts opened of 32,675, an increase of 32 percent. Total accounts of 265,675 at quarter end
· New funded accounts of 11,475 during the quarter, an increase of 9 percent. Total accounts of 108,000 at quarter end
· Average retail trades per day of approximately 69,000, an increase of 52 percent
· Client assets of $3.2 billion, an increase of 19 percent
· Annualized brokerage revenue per funded account of $1,600
· Customer acquisition cost per new funded account of $340
· Record education graduates of 15,100, an increase of 45 percent
thinkorswims first quarter performance reflects continued strength in our brokerage business, as shown by our record retail DARTs, up 52 percent from the year-ago quarter to 69,000; new account openings of 32,675 sustaining recent record levels; and growth of customer assets to $3.2 billion from a total of 108,000 funded and 265,675 open accounts, said Lee K. Barba, Chairman and CEO of thinkorswim Group Inc. The high level of brokerage activity underscores our customers continuing preference for thinkorswims advanced financial trading technology and cross-market transaction capabilities, which empower clients to execute derivative-based trading strategies in todays fast moving, volatile markets. At the same time, our education segment set a record of 15,100 graduates, demonstrating that our education value proposition continues to attract informed investors.
We also are honored that thinkorswim was recently rated #1 by Barrons in its annual ranking of the best overall online brokers for 2008, and placed highest in the critical Best for Frequent Traders and Best for Options Traders categories. This is the third time in the last four years that thinkorswim has earned this coveted distinction, which reflects our ongoing commitment to leadership in products and services for active traders, said Mr. Barba.
Analysis of First Quarter 2009 Results
(All comparisons are to the corresponding year-ago period unless otherwise indicated)
For the first quarter, brokerage revenue increased 11% to $46.9 million, driven by a 31% increase in transaction revenues (commissions and payment for order flow) offset by a 78% decrease in interest revenue. The increase in transaction revenue was primarily due to the 61% increase year-over-year in retail funded accounts and 52% year-over-year increase in retail DARTs. The net interest revenue decline was primarily due to the dramatic decrease in the average federal funds rate, partly offset by the 19% increase in client assets to $3.2 billion at quarter end, of which $1.8 billion is held in cash.
Update Related to Legal Matters
With regard to the previously announced non-public inquiry by the SEC, the Company has agreed in principle to a settlement which the staff has indicated it will recommend to the Commission. In view of this development, the Company has accrued $2.5 million in the first quarter of 2009, for a total accrual of $3.0 million, in connection with this matter. There can be no assurance as to whether the offer will be accepted by the Commission, whether a definitive settlement of this inquiry will occur or, if a definitive settlement does occur, what the monetary and non-monetary consequences will be for the Company or its operations.
Proposed Acquisition by TD AMERITRADE
On January 8, 2009, thinkorswim Group Inc. and TD AMERITRADE (NASDAQ: AMTD) announced that they had entered into a definitive agreement for TD AMERITRADE to acquire thinkorswim in a cash and stock deal valued at that time at approximately $606 million.
About thinkorswim Group Inc. (NASDAQ: SWIM)
thinkorswim Group Inc. (www.thinkorswim.com) offers market-leading online brokerage, investor education and related financial products and services for self-directed investors and active traders. thinkorswim, Inc., our award-winning online brokerage division, provides a suite of trading platforms serving self-directed and institutional traders and money managers. thinkorswim platforms have easy-to-use interfaces, sophisticated analytical and research tools, and fast and efficient order execution for even the most complex trading strategies. thinkorswim customers trade a broad range of products including stock and stock options, index options, futures and futures options, forex, mutual funds and fixed income. Investools Education Group, a subsidiary of thinkorswim Group Inc., offers a full range of investor education products and services that provide lifelong learning in a variety of interactive delivery formats. Investools graduates can then apply what theyve learned by trading with thinkorswims online brokerage platforms. The products and services offered by thinkorswim have received numerous accolades from third parties, including Barrons ranking as its top rated software-based online broker in three of the past four years (March 6, 2006; March 5, 2007 and March 16, 2009). Barrons is a registered trademark of Dow Jones & Company(c) 2006, 2007, 2009.
Additional Information and Where to Find It
In connection with the proposed acquisition, TD AMERITRADE filed with the Securities and Exchange Commission (the SEC), a Registration Statement on Form S-4 that includes a proxy statement of thinkorswim, which also constitutes a prospectus of TD AMERITRADE. Thinkorswim will mail the proxy statement/prospectus to its stockholders after the foregoing registration statement is declared effective by the SEC. TD AMERITRADE and thinkorswim urge investors and security holders to read the proxy statement/prospectus regarding the proposed acquisition because it contains important information. You may obtain a free copy of the proxy statement/prospectus and other related documents filed by thinkorswim and TD AMERITRADE with the SEC at the SECs website at www.sec.gov. The proxy statement/prospectus (when the registration statement in which it is included is declared effective) and
the other documents may also be obtained for free by accessing thinkorswims website at www.thinkorswim.com by clicking on the link for Investors, then clicking on the link for Financial Reports and then clicking on the link for SEC Filings or by accessing TD AMERITRADEs website at www.amtd.com and clicking on the Investor Relations link and then clicking on the link for SEC Filings.
Participants in this Transaction
thinkorswim, TD AMERITRADE and their respective directors, executive officers and certain other members of management and employees may be soliciting proxies from thinkorswim stockholders in favor of the acquisition. Information regarding the persons who may, under the rules of the SEC, be considered participants in the solicitation of thinkorswim stockholders in connection with the proposed acquisition is set forth in the proxy statement/prospectus filed with the SEC by TD AMERITRADE. You can find information about thinkorswims executive officers and directors in thinkorswims definitive proxy statement filed with the SEC on April 29, 2008. You can find information about TD AMERITRADEs executive officers and directors in their definitive proxy statement filed with the SEC on January 6, 2009. You can obtain free copies of these documents from thinkorswim or TD AMERITRADE using the contact information above.
Safe Harbor
This press release may contain forward-looking statements. Such forward-looking statements may be identified by words such as believe, intend, expect, may, could, would, will, should, plan, or similar statements. All forward-looking statements are based largely on current expectations, beliefs and assumptions concerning future events that are subject to substantial risks and uncertainties. These risks and uncertainties include, but are not limited to: general changes in economic conditions and changes in conditions affecting the financial services industry specifically, regulatory developments that affect the way we market or sell our products and services, our inability to protect our proprietary technology, our ability to sell existing products and services in both new and existing markets, and other factors which are more fully described in thinkorswim Group Inc.s filings with the SEC. Should one or more of these risks or uncertainties materialize, actual results may vary in material aspects from those currently anticipated. The forward-looking statements made in this press release relate only to events as of the date of this release. We undertake no ongoing obligation to update these statements.
Investor Contacts: |
|
|
Ida Kane, SVP and CFO |
|
|
801.816.6918 |
|
|
ida.kane@thinkorswim.com |
|
Media Contact: |
|
|
|
Frank Milano |
|
Fran Del Valle |
203.682.8343 |
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212.717.5499 |
frank.milano@icrinc.com |
|
frances.delvalle@influencecentral.com |
THINKORSWIM GROUP INC. AND SUBSIDIARIES
Consolidated Statements of Operations
(in thousands, except per share amounts)
(unaudited)
|
|
Three Months Ended |
|
||||
|
|
2009 |
|
2008 |
|
||
Revenue |
|
|
|
|
|
||
Commissions |
|
$ |
35,674 |
|
$ |
26,258 |
|
Interest & dividends |
|
1,699 |
|
7,668 |
|
||
Payment for order flow |
|
7,180 |
|
6,574 |
|
||
Other brokerage related revenue |
|
2,386 |
|
1,966 |
|
||
Total brokerage revenue |
|
46,939 |
|
42,466 |
|
||
|
|
|
|
|
|
||
Education revenue |
|
30,192 |
|
48,524 |
|
||
Net revenues |
|
77,131 |
|
90,990 |
|
||
|
|
|
|
|
|
||
Costs and expenses |
|
|
|
|
|
||
Compensation and benefits |
|
20,646 |
|
22,057 |
|
||
Brokerage, clearing and execution costs |
|
7,176 |
|
7,570 |
|
||
Marketing |
|
7,121 |
|
13,359 |
|
||
Partner commissions |
|
9,906 |
|
6,530 |
|
||
Events, travel and venue |
|
2,571 |
|
6,268 |
|
||
Technology and telecommunications |
|
6,725 |
|
6,246 |
|
||
Depreciation and amortization |
|
6,194 |
|
5,908 |
|
||
Other |
|
7,202 |
|
5,336 |
|
||
Total costs and expenses |
|
67,541 |
|
73,274 |
|
||
|
|
|
|
|
|
||
Income from operations |
|
9,590 |
|
17,716 |
|
||
|
|
|
|
|
|
||
Other income (expense) |
|
|
|
|
|
||
Interest expense, net |
|
(1,443 |
) |
(4,190 |
) |
||
Interest income |
|
96 |
|
455 |
|
||
Other |
|
(33 |
) |
14 |
|
||
Other expense |
|
(1,380 |
) |
(3,721 |
) |
||
|
|
|
|
|
|
||
Net income before income taxes |
|
8,210 |
|
13,995 |
|
||
Income tax provision |
|
3,462 |
|
2,468 |
|
||
|
|
|
|
|
|
||
Net income |
|
$ |
4,748 |
|
$ |
11,527 |
|
|
|
|
|
|
|
||
Net income per common share: |
|
|
|
|
|
||
Basic |
|
$ |
0.07 |
|
$ |
0.18 |
|
Diluted |
|
$ |
0.07 |
|
$ |
0.17 |
|
|
|
|
|
|
|
||
Weighted average common shares outstanding: |
|
|
|
|
|
||
Basic |
|
66,671 |
|
65,846 |
|
||
Diluted |
|
68,766 |
|
68,860 |
|
THINKORSWIM GROUP INC. AND SUBSIDIARIES
Consolidated Balance Sheets
(in thousands)
(unaudited)
|
|
March 31, |
|
December 31, |
|
||
|
|
2009 |
|
2008 |
|
||
ASSETS |
|
|
|
|
|
||
Current assets: |
|
|
|
|
|
||
Cash and cash equivalents |
|
$ |
74,138 |
|
$ |
82,560 |
|
Accounts receivable, net of allowance ($150 and $150, respectively) |
|
8,229 |
|
4,980 |
|
||
Receivable from clearing brokers |
|
6,952 |
|
5,738 |
|
||
Income tax receivable |
|
1,325 |
|
3,207 |
|
||
Deferred tax asset |
|
18,472 |
|
19,106 |
|
||
Other current assets |
|
8,568 |
|
9,179 |
|
||
Total current assets |
|
117,684 |
|
124,770 |
|
||
|
|
|
|
|
|
||
Long-term restricted cash |
|
373 |
|
373 |
|
||
Goodwill |
|
209,637 |
|
209,546 |
|
||
Intangible assets, net of accumulated amortization ($36,114 and $32,278, respectively) |
|
113,803 |
|
117,639 |
|
||
Software development cost, net of accumulated amortization ($9,821 and $8,470, respectively) |
|
26,099 |
|
26,198 |
|
||
Furniture and equipment, net of accumulated depreciation ($13,308 and $12,931, respectively) |
|
5,412 |
|
6,259 |
|
||
Other long-term assets |
|
24,663 |
|
25,557 |
|
||
|
|
|
|
|
|
||
Total assets |
|
$ |
497,671 |
|
$ |
510,342 |
|
|
|
|
|
|
|
||
LIABILITIES AND STOCKHOLDERS EQUITY |
|
|
|
|
|
||
Current liabilities: |
|
|
|
|
|
||
Current portion of deferred revenue |
|
$ |
76,461 |
|
$ |
80,391 |
|
Other current liabilities |
|
31,256 |
|
25,259 |
|
||
Accounts payable |
|
4,912 |
|
4,196 |
|
||
Accrued payroll |
|
6,850 |
|
9,463 |
|
||
Accrued tax liabilities |
|
4,513 |
|
6,019 |
|
||
Current portion of capitalized lease obligations |
|
240 |
|
235 |
|
||
Current portion of notes payable |
|
17,500 |
|
27,900 |
|
||
Total current liabilities |
|
141,732 |
|
153,463 |
|
||
|
|
|
|
|
|
||
Long-term portion of deferred revenue |
|
31,363 |
|
30,392 |
|
||
Long-term portion of capitalized lease obligations |
|
42 |
|
104 |
|
||
Long-term portion of notes payable |
|
56,500 |
|
66,500 |
|
||
Income tax payable |
|
2,096 |
|
2,096 |
|
||
Deferred tax liabilities |
|
31,615 |
|
30,555 |
|
||
Other long-term accrued liabilities |
|
2,311 |
|
2,579 |
|
||
Total liabilities |
|
265,659 |
|
285,689 |
|
||
|
|
|
|
|
|
||
Stockholders equity: |
|
|
|
|
|
||
Common stock $0.01 par value (66,804 and 66,500 shares issued and outstanding, respectively) |
|
668 |
|
665 |
|
||
Additional paid-in capital |
|
340,411 |
|
337,805 |
|
||
Accumulated other comprehensive income |
|
(145 |
) |
(147 |
) |
||
Accumulated deficit |
|
(108,922 |
) |
(113,670 |
) |
||
Total stockholders equity |
|
232,012 |
|
224,653 |
|
||
|
|
|
|
|
|
||
Total liabilities and stockholders equity |
|
$ |
497,671 |
|
$ |
510,342 |
|
THINKORSWIM GROUP INC. AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(in thousands)
(unaudited)
|
|
Three Months Ended |
|
||||
|
|
2009 |
|
2008 |
|
||
Cash flows from operating activities: |
|
|
|
|
|
||
Net income |
|
$ |
4,748 |
|
$ |
11,527 |
|
Reconciling adjustments: |
|
|
|
|
|
||
Depreciation and amortization |
|
6,194 |
|
5,908 |
|
||
Deferred taxes |
|
1,694 |
|
2,075 |
|
||
Stock compensation expense |
|
2,351 |
|
2,108 |
|
||
Amortization of exclusivity rights |
|
311 |
|
302 |
|
||
Contingent shares in connection with exclusivity rights |
|
|
|
299 |
|
||
Amortization of debt issue costs |
|
440 |
|
374 |
|
||
Change in fair value of interest rate swap, included in interest expense |
|
(269 |
) |
1,448 |
|
||
Provision for (recovery of) sales return reserve |
|
(33 |
) |
381 |
|
||
Loss on sale of assets |
|
1 |
|
|
|
||
Gain on marketable securities |
|
|
|
(7 |
) |
||
Changes in operating assets and liabilities: |
|
|
|
|
|
||
Accounts receivable |
|
(3,249 |
) |
2,996 |
|
||
Receivable from clearing brokers |
|
(1,214 |
) |
(2,290 |
) |
||
Income tax receivable |
|
1,882 |
|
|
|
||
Other assets |
|
663 |
|
(268 |
) |
||
Accounts payable |
|
1,064 |
|
1,974 |
|
||
Deferred revenue |
|
(2,959 |
) |
(11,205 |
) |
||
Accrued payroll |
|
(2,613 |
) |
(8,346 |
) |
||
Other liabilities |
|
6,030 |
|
775 |
|
||
Accrued tax liabilities |
|
(1,506 |
) |
(149 |
) |
||
Net cash provided by operating activities |
|
13,535 |
|
7,902 |
|
||
|
|
|
|
|
|
||
Cash flows from investing activities: |
|
|
|
|
|
||
Proceeds from the sale or maturity of marketable securities |
|
|
|
1,501 |
|
||
Payments for capitalized software development costs |
|
(1,088 |
) |
(1,911 |
) |
||
Purchases of furniture and equipment |
|
(525 |
) |
(540 |
) |
||
Cash released from escrow |
|
91 |
|
831 |
|
||
Cash paid in business acquisitions |
|
(91 |
) |
(831 |
) |
||
Net cash used in investing activities |
|
(1,613 |
) |
(950 |
) |
||
|
|
|
|
|
|
||
Cash flows from financing activities: |
|
|
|
|
|
||
Payments on capital leases |
|
(57 |
) |
(51 |
) |
||
Payments on notes payable |
|
(20,400 |
) |
(10,000 |
) |
||
Changes in restricted cash |
|
|
|
(2 |
) |
||
Minimum tax withholding on restricted stock awards |
|
(224 |
) |
(402 |
) |
||
Proceeds from exercise of stock options |
|
335 |
|
189 |
|
||
Net cash used in financing activities |
|
(20,346 |
) |
(10,266 |
) |
||
|
|
|
|
|
|
||
Effect of exchange rates on cash and cash equivalents |
|
2 |
|
(8 |
) |
||
|
|
|
|
|
|
||
Decrease in cash and cash equivalents |
|
(8,422 |
) |
(3,322 |
) |
||
Cash and cash equivalents: |
|
|
|
|
|
||
Beginning of period |
|
82,560 |
|
61,579 |
|
||
|
|
|
|
|
|
||
End of period |
|
$ |
74,138 |
|
$ |
58,257 |
|
THINKORSWIM GROUP INC. AND SUBSIDIARIES
Financial Summary
(unaudited)
Reconciliation of Non-GAAP Information
The following table provides a reconciliation of GAAP Net Income to non-GAAP Adjusted EBITDA for the periods presented. The Company believes Adjusted EBITDA is an important measure of operating performance given the impact of accounting for deferred revenue and certain other costs.
|
|
Three Months Ended |
|
||||
in (millions) |
|
2009 |
|
2008 |
|
||
|
|
|
|
|
|
||
Net income |
|
$ |
4.8 |
|
$ |
11.5 |
|
Depreciation and amortization |
|
6.9 |
|
6.9 |
|
||
Stock compensation expense |
|
2.4 |
|
2.1 |
|
||
Special charges, including deal related |
|
4.1 |
|
0.4 |
|
||
Interest expense, net |
|
1.3 |
|
3.7 |
|
||
Income tax provision |
|
3.5 |
|
2.5 |
|
||
Net change in deferred revenue |
|
(3.0 |
) |
(11.2 |
) |
||
Adjusted EBITDA ($) |
|
20.0 |
|
15.9 |
|
||
Adjusted EBITDA (as a % of STV) |
|
27.0 |
% |
19.9 |
% |
||
The following table provides a breakout of Revenue on an unaudited basis for all periods presented and a reconciliation of non-GAAP Sales Transaction Volume (STV) to GAAP Revenue. STV represents sales in a particular period before the effects of deferred revenue recognition from prior periods and the deferral of current period sales. The Company believes STV is an important measure of business volume in the Investor Education segment.
|
|
Three Months Ended |
|
||||
in (thousands) |
|
2009 |
|
2008 |
|
||
Brokerage Services |
|
|
|
|
|
||
Commissions |
|
$ |
35,674 |
|
$ |
26,258 |
|
Interest & dividends |
|
1,699 |
|
7,668 |
|
||
Payment for order flow |
|
7,180 |
|
6,574 |
|
||
Other revenue |
|
2,386 |
|
1,966 |
|
||
Total brokerage services revenue |
|
46,939 |
|
42,466 |
|
||
|
|
|
|
|
|
||
Investor Education |
|
|
|
|
|
||
Sales transaction volume |
|
27,233 |
|
37,319 |
|
||
Total sales transaction volume |
|
74,172 |
|
79,785 |
|
||
Change in deferred revenue |
|
2,959 |
|
11,205 |
|
||
Revenue |
|
$ |
77,131 |
|
$ |
90,990 |
|
Segment Information
The following table provides information on an unaudited basis concerning thinkorswim Group Inc.s operations by reportable segment for the periods presented.
|
|
Three Months Ended |
|
||||
in (thousands) |
|
2009 |
|
2008 |
|
||
Revenue |
|
|
|
|
|
||
Brokerage Services |
|
$ |
46,939 |
|
$ |
42,466 |
|
Investor Education |
|
30,192 |
|
48,524 |
|
||
Revenue |
|
$ |
77,131 |
|
$ |
90,990 |
|
|
|
|
|
|
|
||
Income (Loss) from Operations |
|
|
|
|
|
||
Brokerage Services |
|
$ |
16,879 |
|
$ |
17,623 |
|
Investor Education |
|
(7,289 |
) |
93 |
|
||
Income from operations |
|
$ |
9,590 |
|
$ |
17,716 |
|
THINKORSWIM GROUP INC. AND SUBSIDIARIES
Operating Metrics thru March 31, 2009
(unaudited)
|
|
Three Months Ended |
|
Change |
|
|||||||
|
|
2009 |
|
2008 |
|
$ or # |
|
% |
|
|||
thinkorswim Inc. |
|
|
|
|
|
|
|
|
|
|||
Trading Days |
|
61.0 |
|
61.0 |
|
|
|
|
|
|||
|
|
|
|
|
|
|
|
|
|
|||
New Retail Accounts Opened(1) |
|
32,675 |
|
24,800 |
|
7,875 |
|
32 |
|
|||
New Funded Retail Accounts |
|
11,475 |
|
10,550 |
|
925 |
|
9 |
|
|||
Period-End Funded Retail Accounts |
|
108,000 |
|
66,950 |
|
41,050 |
|
61 |
|
|||
|
|
|
|
|
|
|
|
|
|
|||
Retail DARTs(2) |
|
69,000 |
|
45,400 |
|
23,600 |
|
52 |
|
|||
Active Trader DARTs(3) |
|
65,300 |
|
41,900 |
|
23,400 |
|
56 |
|
|||
Total DARTs |
|
134,300 |
|
87,300 |
|
47,000 |
|
54 |
|
|||
|
|
|
|
|
|
|
|
|
|
|||
Total Trades |
|
8,190,000 |
|
5,322,000 |
|
2,868,000 |
|
54 |
|
|||
|
|
|
|
|
|
|
|
|
|
|||
Ending Client Assets ($MM) |
|
$ |
3,190 |
|
$ |
2,690 |
|
$ |
500 |
|
19 |
|
Average Client Equity/Retail Account |
|
$ |
29,500 |
|
$ |
39,700 |
|
$ |
(10,200 |
) |
(26 |
) |
Retail Commission Per Trade |
|
$ |
7.90 |
|
$ |
8.55 |
|
$ |
(0.65 |
) |
(8 |
) |
|
|
|
|
|
|
|
|
|
|
|||
Investor Education Group |
|
|
|
|
|
|
|
|
|
|||
Total Paid Graduates(4) |
|
15,100 |
|
10,430 |
|
4,670 |
|
45 |
|
|||
Ending Cumulative Graduates(5) |
|
418,000 |
|
351,000 |
|
67,000 |
|
19 |
|
|||
Ending Active Subscribers(6) |
|
95,500 |
|
106,400 |
|
(10,900 |
) |
(10 |
) |
|||
|
|
|
|
|
|
|
|
|
|
|||
Upsell Rate (7) |
|
27 |
% |
34 |
% |
(7 |
)% |
(21 |
)% |
|||
PHD program |
|
9 |
% |
12 |
% |
(3 |
)% |
(25 |
)% |
|||
Masters program |
|
17 |
% |
16 |
% |
1 |
% |
6 |
% |
|||
Associates program |
|
27 |
% |
40 |
% |
(13 |
)% |
(33 |
)% |
|||
Apprentice |
|
34 |
% |
0 |
% |
34 |
% |
0 |
% |
|||
Trading rooms |
|
13 |
% |
32 |
% |
(19 |
)% |
(59 |
)% |
(1) Accounts opened are accounts that have initiated the application process with the intent to fund.
(2) Retail DARTs are trades executed using the retail thinkorswim platform.
(3) Active Trader DARTs are trades executed using an active trader platform such as thinkpipes.
(4) Includes students who graduated from both the Foundation Course and the Currency Trader Course.
(5) Cumulative graduates include graduates and their guest attendees at workshops.
(6) Active Subscribers include subscribers to Investools Online, prophet.net, and Investools FX.
(7) This table illustrates the workshop upsell rates during the periods indicated. Workshop upsell rates are the sales that take place at the workshops of advanced product sales. Upsell rates do not include sales from the Companys other sales operations.