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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to National Financial Partners Corp
SEC Filings (Chronological Order)
이 페이지는 다른 곳에서 제공하는 소유권 보고서를 제외한 SEC 보고서의 전체 리스트를 시간 순으로 정리한 것입니다.
| August 9, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 5)* National Financial Partners Corp. (Name of Issuer) Common Stock (Title of Class of Securities) 63607P208 (CUSIP Number) July 31, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whic |
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| July 15, 2013 |
15-12B 1 d561526d1512b.htm 15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-31781 National Financial Partners Corp |
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| July 3, 2013 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on July 15, 2013, pursuant to the provisions of Rule 12d2-2 (a). |
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| July 1, 2013 |
S-8 POS 1 d561549ds8pos.htm S-8 POS Registration Nos. 333-184755 333-160494 333-158667 333-139288 333-112348 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-184755 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-160494 Post-Effective Amendment No. 1 to Form S-8 Registration S |
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| July 1, 2013 |
SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION NATIONAL FINANCIAL PARTNERS CORP. EX-3.1 Exhibit 3.1 SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF NATIONAL FINANCIAL PARTNERS CORP. 1. The name of this corporation is National Financial Partners Corp. 2. The registered office of this corporation in the State of Delaware is: 1209 Orange Street, in the City of Wilmington, County of New Castle, 19801. The name of its registered agent at such address is: The Corporation |
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| July 1, 2013 |
National Financial Partners Corp. 340 Madison Avenue, 20th Floor New York, New York, 10173 July 1, 2013 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street N.E. Washington, D.C. 20549 RE: National Financial Partners Corp. Registration Statement on Form S-3 (File No. 333-183759) Filed September 7, 2012 Application for Withdrawal Ladies and Gentlemen: Pursuant t |
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| July 1, 2013 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 1, 2013 (July 1, 2013) National Financial Partners Corp. (Exact name of registrant as specified in its charter) Delaware (State or other Jurisdiction of Incorporation) 001-31 |
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| July 1, 2013 |
S-8 POS 1 d561549ds8pos.htm S-8 POS Registration Nos. 333-184755 333-160494 333-158667 333-139288 333-112348 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-184755 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-160494 Post-Effective Amendment No. 1 to Form S-8 Registration S |
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| July 1, 2013 |
S-8 POS 1 d561549ds8pos.htm S-8 POS Registration Nos. 333-184755 333-160494 333-158667 333-139288 333-112348 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-184755 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-160494 Post-Effective Amendment No. 1 to Form S-8 Registration S |
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| July 1, 2013 |
Registration Nos. 333-184755 333-160494 333-158667 333-139288 333-112348 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-184755 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-160494 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-158667 Post-Effecti |
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| July 1, 2013 |
EX-3.2 Exhibit 3.2 SECOND AMENDED AND RESTATED BY-LAWS OF NATIONAL FINANCIAL PARTNERS CORP. Section 1. LAW, CERTIFICATE OF INCORPORATION AND BY-LAWS 1.1. These by-laws are subject to the certificate of incorporation of the corporation. In these by-laws, references to law, the certificate of incorporation and by-laws mean the law, the provisions of the certificate of incorporation and the by-laws a |
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| July 1, 2013 |
Registration Nos. 333-184755 333-160494 333-158667 333-139288 333-112348 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-184755 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-160494 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-158667 Post-Effecti |
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| July 1, 2013 |
Madison Dearborn Partners Completes NFP Acquisition EX-99.1 Exhibit 99.1 Madison Dearborn Partners Completes NFP Acquisition NEW YORK, NY – July 1, 2013 – National Financial Partners Corp. (“NFP”), a leading provider of benefits, insurance and wealth management services, today announced the successful completion of its acquisition by a controlled affiliate of Madison Dearborn Partners, LLC, a private equity investment firm. Pursuant to the terms of |
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| July 1, 2013 |
EX-99.2 Exhibit 99.2 NFP ANNOUNCES DESIGNATED EVENT REPURCHASE RIGHT NOTICE UNDER ITS 4.0% CONVERTIBLE SENIOR NOTES DUE 2017 New York, NY (July 1, 2013) – National Financial Partners Corp. (the “Company”) announced today that, in connection with the closing of the transactions contemplated by the Agreement and Plan of Merger, dated as of April 14, 2013 (the “Merger Agreement”), among the Company, |
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| July 1, 2013 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 1, 2013 (July 1, 2013) National Financial Partners Corp. (Exact name of registrant as specified in its charter) Delaware (State or other Jurisdiction of Incorporation) 0 |
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| June 28, 2013 |
June 28, 2013 Via E-mail Ms. Donna J. Blank Chief Financial Officer National Financial Partners Corp 340 Madison Avenue 20 th Floor New York, NY 10173 Re: National Financial Partners Corp Form 10-K for the Fiscal Year Ended December 31, 2012 Filed February 15, 2013 File No. 001-31781 Dear Ms. Blank: We have completed our review of your filing. We remind you that our comments or changes to disclosu |
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| June 27, 2013 |
June 27, 2013 BY EDGAR Jim B. Rosenberg Senior Assistant Chief Accountant United States Securities and Exchange Commission Division of Corporation Finance Mail Stop 6010 100 F Street, NE Washington, D.C. 20549 RE: National Financial Partners Corp. Form 10-K for fiscal year ended December 31, 2012 Filed February 15, 2013 File No. 001-31781 Dear Mr. Rosenberg: National Financial Partners Corp. (“NFP |
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| June 26, 2013 |
June 26, 2013 Via E-mail Ms. Donna J. Blank Chief Financial Officer National Financial Partners Corp 340 Madison Avenue 20 th Floor New York, NY 10173 Re: National Financial Partners Corp Form 10-K for the Fiscal Year Ended December 31, 2012 Filed February 15, 2013 File No. 001-31781 Dear Ms. Blank: We have reviewed your filing and have the following comment. In our comment, we ask you to provide |
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| June 20, 2013 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): June 20, 2013 (June 19, 2013) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029115 (State or other jurisdict |
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| June 19, 2013 |
Submission of Matters to a Vote of Security Holders - 8-K 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): June 19, 2013 (June 19, 2013) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029115 (State or other jurisdiction o |
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| June 11, 2013 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): June 11, 2013 (June 7, 2013) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029115 (State or other jurisdicti |
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| June 11, 2013 |
DEFA14A 1 d552436ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ |
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| June 4, 2013 |
Sources, uses & pro forma capitalization EX-99.3 Sources, uses & pro forma capitalization (d) Exhibit 99.3 ($ in millions) Sources Uses New revolver ($135mm size) $0 Purchase of equity $1,023 New term loan B 716 Settlement of convertible notes 243 New senior unsecured notes 337 Refinance existing credit facility 124 Equity contribution 385 Estimated fees, expenses & OID 90 Cash from balance sheet 42 Total sources $1,480 Total uses $1,480 |
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| June 4, 2013 |
SUMMARY HISTORICAL AND UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL AND OTHER DATA EX-99.1 Exhibit 99.1 SUMMARY HISTORICAL AND UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL AND OTHER DATA The following table sets forth summary historical and unaudited pro forma condensed consolidated financial and other data of our business at the dates and for the periods indicated. The summary historical condensed consolidated statements of income and condensed consolidated cash flows d |
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| June 4, 2013 |
Financial Statements and Exhibits, Other Events - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): June 4, 2013 (June 4, 2013) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029115 (State or other jurisdictio |
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| June 4, 2013 |
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION EX-99.2 Exhibit 99.2 UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION The following tables set forth unaudited pro forma condensed consolidated financial information as of March 31, 2013, for the fiscal year ended December 31, 2012, for the three months ended March 31, 2013 and 2012 and the twelve months ended March 31, 2013. The unaudited pro forma condensed balance sheet as of Ma |
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| May 24, 2013 |
8-K 1 d544142d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): May 24, 2013 (May 21, 2013) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029115 (State |
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| May 24, 2013 |
- DEFINITIVE ADDITIONAL MATERIALS DEFA14A 1 d544158ddefa14a.htm DEFINITIVE ADDITIONAL MATERIALS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Chec |
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| May 20, 2013 |
EX-2 Exhibit 2 Date: May 20, 2013 To: All Principals, Employees and Member Firms From: Doug Hammond Re: One NFP I am incredibly honored and humbled to be able to call myself CEO of NFP. |
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| May 20, 2013 |
8-K 1 d540012d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): May 20, 2013 (May 17, 2013) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029115 (State |
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| May 20, 2013 |
DEFA14A 1 d540227ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ |
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| May 20, 2013 |
EX-1 Exhibit 1 NFP Names Doug Hammond CEO NEW YORK, May 20, 2013 — National Financial Partners Corp. |
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| May 17, 2013 |
DEFM14A 1 d525286ddefm14a.htm DEFINITIVE PROXY STATEMENT Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the |
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| May 10, 2013 |
NFP / National Financial Partners Corp / BlackRock Inc. Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 4) NATIONAL FINANCIAL PARTNERS CORP. - (Name of Issuer) Common Stock - (Title of Class of Securities) 63607P208 - (CUSIP Number) April 30, 2013 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this |
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| May 9, 2013 |
8-K 1 d535643d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): May 9, 2013 (May 7, 2013) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029115 (State o |
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| May 9, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): May 9, 2013 (May 7, 2013) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029115 (State or other jurisdiction of incorp |
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| May 3, 2013 |
EX-10.2 Exhibit 10.2 PARTICIPATION SCHEDULE April 19, 2013 Michael N. Goldman We are offering you the opportunity to become a Participant in the National Financial Partners Corp. 2012 Change in Control Severance Plan (the ?Plan?) effective as of May 3, 2013, the termination date of the National Financial Partners Corp. Change in Control Severance Plan (the ?Original Plan?). All defined terms used |
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| May 3, 2013 |
EX-10.3 Exhibit 10.3 PARTICIPATION SCHEDULE April 19, 2013 Douglas W. Hammond We are offering you the opportunity to become a Participant in the National Financial Partners Corp. 2012 Change in Control Severance Plan (the ?Plan?) effective as of May 3, 2013, the termination date of the National Financial Partners Corp. Change in Control Severance Plan (the ?Original Plan?). All defined terms used |
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| May 3, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 d530548d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): May 3, 2013 (May 3, 2013) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029115 (State o |
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| May 3, 2013 |
PREM14A 1 d525286dprem14a.htm PRELIMINARY PROXY STATEMENT Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: x Preliminary Proxy Statement ¨ Confidential, for Use of the |
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| May 3, 2013 |
EX-10.1 Exhibit 10.1 PARTICIPATION SCHEDULE April 19, 2013 Donna J. Blank We are offering you the opportunity to become a Participant in the National Financial Partners Corp. 2012 Change in Control Severance Plan (the ?Plan?) effective as of May 3, 2013, the termination date of the National Financial Partners Corp. Change in Control Severance Plan (the ?Original Plan?). All defined terms used here |
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| May 3, 2013 |
Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| May 3, 2013 |
EX-10.4 Exhibit 10.4 PARTICIPATION SCHEDULE April 19, 2013 Edward G. O?Malley We are offering you the opportunity to become a Participant in the National Financial Partners Corp. 2012 Change in Control Severance Plan (the ?Plan?) effective as of May 3, 2013, the termination date of the National Financial Partners Corp. Change in Control Severance Plan (the ?Original Plan?). All defined terms used |
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| May 3, 2013 |
Quarterly Financial Supplement For the Period Ended March 31, 2013 (NYSE: NFP) EX-99.2 Exhibit 99.2 Quarterly Financial Supplement For the Period Ended March 31, 2013 (NYSE: NFP) Investor Relations Contact: Abbe F. Goldstein, CFA (212) 301-4011 [email protected] TABLE OF CONTENTS PAGE Condensed Statements of Operations and Other Financial Metrics for Quarterly Periods - Consolidated 3 Corporate Overview 4 Condensed Statements of Operations and Other Financial Metrics for Quarterly |
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| May 3, 2013 |
EX-12.1 Exhibit 12.1 NATIONAL FINANCIAL PARTNERS CORP. COMPUTATION OF RATIO OF EARNINGS TO COMBINED FIXED CHARGES AND PREFERRED DIVIDENDS (Amounts in thousands of dollars, except ratios) Three Months Ended March 31, 2013 Years Ended December 31, 2012 2011 2010 2009 2008 Income (loss) before income taxes(a) $ 9,129 $ 35,395 $ 65,319 $ 69,039 $ (567,770 ) $ 41,809 Add: Interest Expense(a) $ 3,865 $ |
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| May 3, 2013 |
EX-99.1 Exhibit 99.1 NFP Announces First Quarter 2013 Results Financial Highlights(1) Q1 2013 Q1 2012 % Change (Dollars in millions, except per share amounts) Revenue $ 263.5 $ 254.1 3.7 % Net income (controlling interest) 4.2 5.6 -26.1 % Net income per diluted share 0.09 0.13 -30.8 % Cash earnings 23.6 24.4 -3.4 % Cash earnings per diluted share $ 0.52 $ 0.57 -8.8 % Adjusted EBITDA $ 32.7 $ 32.1 |
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| April 30, 2013 |
EX-31.2A Exhibit 31.2a Certification of the Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Donna J. Blank, certify that: 1. I have reviewed this amendment to the annual report on Form 10-K of National Financial Partners Corp.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessa |
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| April 30, 2013 |
Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 EX-31.1A Exhibit 31.1a Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Jessica M. Bibliowicz, certify that: 1. I have reviewed this amendment to the annual report on Form 10-K of National Financial Partners Corp.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact nece |
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| April 30, 2013 |
10-K/A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| April 30, 2013 |
EX-32.2A Exhibit 32.2a Certification of the Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report on Form 10-K of National Financial Partners Corp. (the “Company”) for the year ended December 31, 2012, as amended by the amendment filed with the Securities and Exchange Commission on the d |
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| April 30, 2013 |
EX-32.1A Exhibit 32.1a Certification of the Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report on Form 10-K of National Financial Partners Corp. (the ?Company?) for the year ended December 31, 2012, as amended by the amendment filed with the Securities and Exchange Commission on the d |
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| April 16, 2013 |
EX-2 3 d522189dex2.htm EX-2 NFP Update Fusion Advisor Network - WebEx April 16, 2013 Exhibit 2 2 Important Information In connection with the merger, the Company intends to file relevant materials with the SEC, including a preliminary proxy statement and a definitive proxy statement. INVESTORS AND SHAREHOLDERS OF THE COMPANY ARE URGED TO READ THESE MATERIALS WHEN THEY BECOME AVAILABLE BECAUSE THEY |
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| April 16, 2013 |
EX-3 Exhibit 3 [Date] Dear [Name], We are pleased to share with you some exciting news about our parent company, NFP. |
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| April 16, 2013 |
EX-1 Exhibit 1 Date: April 16, 2013 To: Registered Representatives and Staff From: James Poer, President Re: NFP to be Acquired by Madison Dearborn Partners I am pleased to share that NFP has entered into an agreement to be acquired by a controlled affiliate of Madison Dearborn Partners, LLC. |
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| April 16, 2013 |
DEFA14A 1 d522189ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ |
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| April 15, 2013 |
EX-99.1 Exhibit 99.1 NFP to be Acquired by Madison Dearborn Partners for $25.35 per Share in Cash Equity Value of Transaction is Approximately $1.3 Billion Substantial Value for Shareholders; A Strong Financial Partner to Support NFP’s Evolution and Growth NEW YORK, NY – April 15, 2013 – National Financial Partners Corp. (NYSE: NFP), a leading provider of benefits, insurance and wealth management |
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| April 15, 2013 |
EX-2 Exhibit 2 Transaction FAQs 1. Why is NFP going private? This is a compelling transaction that provides shareholders with substantial value, and our Board has determined that it’s in the best interest of our shareholders. It also provides opportunities for our employees, firms and clients, as we will be partnering with an extremely well-respected firm with significant experience and expertise |
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| April 15, 2013 |
EX-2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER dated as of April 14, 2013 among PATRIOT PARENT CORP., PATRIOT MERGER CORP. and NATIONAL FINANCIAL PARTNERS CORP. TABLE OF CONTENTS Page ARTICLE I THE MERGER 1 1.1 The Merger 1 1.2 Closing 2 1.3 Effective Time 2 1.4 Effects of the Merger 2 1.5 Certificate of Incorporation 2 1.6 By-laws 2 1.7 Directors 2 1.8 Officers 3 ARTICLE II EFFECT OF MERGER ON C |
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| April 15, 2013 |
DEFA14A 1 d521598ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ |
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| April 15, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): April 15, 2013 (April 14, 2013) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029115 (State or other jurisdiction of |
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| April 15, 2013 |
EX-1 Exhibit 1 Date: April 15, 2013 To: NFP Employees and Owned Principals From: Jessica Bibliowicz and Doug Hammond Re: NFP to be Acquired by Madison Dearborn Partners for $25. |
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| April 15, 2013 |
8-K 1 d521490d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): April 15, 2013 (April 14, 2013) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029115 (State |
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| April 15, 2013 |
8-K 1 d521889d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): April 15, 2013 (April 15, 2013) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029115 (S |
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| April 15, 2013 |
EX-3 4 d521598dex3.htm EX-3 NFP Update Conference Call Presentation April 15, 2013 Exhibit 3 2 Important Information In connection with the merger, the Company intends to file relevant materials with the SEC, including a preliminary proxy statement and a definitive proxy statement. INVESTORS AND SHAREHOLDERS OF THE COMPANY ARE URGED TO READ THESE MATERIALS WHEN THEY BECOME AVAILABLE BECAUSE THEY W |
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| April 15, 2013 |
EX-2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER dated as of April 14, 2013 among PATRIOT PARENT CORP., PATRIOT MERGER CORP. and NATIONAL FINANCIAL PARTNERS CORP. TABLE OF CONTENTS Page ARTICLE I THE MERGER 1 1.1 The Merger 1 1.2 Closing 2 1.3 Effective Time 2 1.4 Effects of the Merger 2 1.5 Certificate of Incorporation 2 1.6 By-laws 2 1.7 Directors 2 1.8 Officers 3 ARTICLE II EFFECT OF MERGER ON C |
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| April 15, 2013 |
EX-99.1 3 d521490dex991.htm EX-99.1 Exhibit 99.1 NFP to be Acquired by Madison Dearborn Partners for $25.35 per Share in Cash Equity Value of Transaction is Approximately $1.3 Billion Substantial Value for Shareholders; A Strong Financial Partner to Support NFP’s Evolution and Growth NEW YORK, NY – April 15, 2013 – National Financial Partners Corp. (NYSE: NFP), a leading provider of benefits, insu |
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| April 10, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* National Financial Partners Corp. (Name of Issuer) Common Stock (Title of Class of Securities) 63607P208 (CUSIP Number) March 29, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whi |
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| March 19, 2013 |
NFP / National Financial Partners Corp / CITADEL ADVISORS LLC - SC 13G Passive Investment SC 13G 1 v338514sc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information Statement Pursuant to Rules 13d-1 and 13d-2 Under the Securities Exchange Act of 1934 (Amendment No. )* National Financial Partners Corp. (Name of Issuer) Common stock, par value $0.10 per share (Title of Class of Securities) 63607P208 (CUSIP Number) Marc |
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| March 19, 2013 |
EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the Statement on Schedule 13G filed herewith (and any amendments thereto), relating to the Common Stock of National Financial Partners Corp., a Delaware corporation, is being filed jointly with the Securities and Exchange Commission pursuant to Rule 13d-1(c) under the Securities Exchange Act of 1934, as amended, on behalf of eac |
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| February 15, 2013 |
EX-10.20 3 d449912dex1020.htm EX-10.20 Exhibit 10.20 NATIONAL FINANCIAL PARTNERS CORP. 2009 STOCK INCENTIVE PLAN RESTRICTED STOCK UNIT NOTICE OF AWARD NON-MANAGEMENT DIRECTOR This Restricted Stock Unit Notice of Award (“Notice”) is to certify that the participant named below (the “Participant”) has been granted the number of Restricted Stock Units (“RSUs”) set forth below under the terms and condi |
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| February 15, 2013 |
EX-10.23.F 5 d449912dex1023f.htm EX-10.23.F Exhibit 10.23f November 16, 2012 National Financial Partners Corp. 340 Madison Avenue 20th Floor New York, NY 10173 Attn: Barry Griswell, Chairman of the Compensation Committee Dear Barry, Reference is made to the employment agreement (“Employment Agreement”) dated as of April 5, 1999, as amended and restated on February 15, 2005, by and between me and N |
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| February 15, 2013 |
Regulation FD Disclosure, Financial Statements and Exhibits 8-K 1 d487208d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): February 15, 2013 (February 15, 2013) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029 |
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| February 15, 2013 |
Form 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| February 15, 2013 |
EX-21.1 7 d449912dex211.htm EX-21.1 Exhibit 21.1 Subsidiaries of National Financial Partners Corp. As of December 31, 2012 SUBSIDIARY STATE OR JURISDICTION OF ORGANIZATION 1842524 Ontario Limited Ontario, Canada 2171817 Ontario Inc. Ontario, Canada 401(k) Advisors, Inc. California 401(k) Producer Services, Inc. California Administrative Systems, Inc. Washington ADP/Statewide Insurance Agencies, In |
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| February 15, 2013 |
EX-12.1 Exhibit 12.1 NATIONAL FINANCIAL PARTNERS CORP. COMPUTATION OF RATIO OF EARNINGS TO COMBINED FIXED CHARGES AND PREFERRED DIVIDENDS (Amounts in thousands of dollars, except ratios) For the years ended December 31, 2012 2011 2010 2009 2008 Income (loss) before income taxes (a) $ 35,395 $ 65,319 $ 69,039 $ (567,770 ) $ 41,809 Add: Interest Expense (a) $ 15,090 $ 14,250 $ 15,662 $ 18,187 $ 19,8 |
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| February 15, 2013 |
NATIONAL FINANCIAL PARTNERS CORP. 2009 STOCK INCENTIVE PLAN RESTRICTED STOCK UNIT NOTICE OF AWARD EX-10.19 Exhibit 10.19 NATIONAL FINANCIAL PARTNERS CORP. 2009 STOCK INCENTIVE PLAN RESTRICTED STOCK UNIT NOTICE OF AWARD This Restricted Stock Unit Notice of Award (“Notice”) is to certify that the participant named below (the “Participant”) has been granted the number of Restricted Stock Units (“RSUs”) set forth below under the terms and conditions set forth in this Notice. The award described be |
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| February 15, 2013 |
EX-99.1 4Q12 Earnings Presentation February 15, 2013 Exhibit 99.1 2 Related to Forward-Looking Statements Certain items in this presentation and in today’s discussion, including matters relating to revenue, net income, Adjusted EBITDA, cash earnings, cash earnings per diluted share and percentages or calculations using these measures, acquisitions, capital structure or growth rates and other finan |
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| February 15, 2013 |
EX-10.21 Exhibit 10.21 NATIONAL FINANCIAL PARTNERS CORP. 2009 STOCK INCENTIVE PLAN PERFORMANCE-BASED RESTRICTED STOCK UNIT NOTICE OF AWARD This Performance-Based Restricted Stock Unit Notice of Award (“Notice”) is to certify that the participant named below (the “Participant”) has been granted the number of performance-based Restricted Stock Units (“PSUs”) set forth below under the terms and condi |
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| February 14, 2013 |
NFP / National Financial Partners Corp / FMR LLC Passive Investment SCHEDULE 13G Amendment No. 2 National Financial Partners Corp Common Stock Cusip #63607P208 Cusip #63607P208 Item 1: Reporting Person - FMR LLC Item 4: Delaware Item 5: 0 Item 6: 0 Item 7: 1,038,700 Item 8: 0 Item 9: 1,038,700 Item 11: 2.607% Item 12: HC Cusip #63607P208 Item 1: Reporting Person - Edward C. Johnson 3d Item 4: United States of America Item 5: 0 Item 6: 0 Item 7: 1,038,700 Item 8: 0 |
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| February 14, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* National Financial Partners Corp. (Name of Issuer) Common Stock (Title of Class of Securities) 63607P208 (CUSIP Number) December 31, 2012 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to |
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| February 14, 2013 |
Quarterly Financial Supplement For the Period Ended December 31, 2012 (NYSE: NFP) EX-99.2 Exhibit 99.2 Quarterly Financial Supplement For the Period Ended December 31, 2012 (NYSE: NFP) Investor Relations Contact: Abbe F. Goldstein, CFA (212) 301-4011 [email protected] TABLE OF CONTENTS PAGE Condensed Statements of Operations and Other Financial Metrics for Quarterly Periods – Consolidated 3 Corporate Overview 4 Condensed Statements of Operations and Other Financial Metrics for Quarter |
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| February 14, 2013 |
EX-99.1 Exhibit 99.1 NFP Announces Fourth Quarter and Full Year 2012 Results Growth in Revenue and Organic Revenue Continued Advancement of Regional Consolidation in the Corporate Client Group Financial Highlights(1) Q4 2012 Q4 2011 % Change YTD 2012 YTD 2011 % Change (Dollars in millions, except per share amounts) Revenue $ 300.1 $ 289.2 3.8 % $ 1,061.7 $ 1,013.4 4.8 % Net income 19.4 11.2 72.5 % |
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| February 14, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 d486512d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): February 14, 2013 (February 14, 2013) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029 |
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| February 13, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* National Financial Partners Corp. (Name of Issuer) Common Stock (Title of Class of Securities) 63607P208 (CUSIP Number) December 31, 2012 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to |
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| February 12, 2013 |
NFP / National Financial Partners Corp / VANGUARD GROUP INC Passive Investment SC 13G/A 1 nationalfinancialpartnerscor.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1 )* Name of issuer: National Financial Partners Corp Title of Class of Securities: Common Stock CUSIP Number: 63607P208 Date of Event Which Requires Filing of this Statement: December 31, 2012 Check the appropriate box to desi |
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| February 11, 2013 |
8-K 1 d484186d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): February 11, 2013 (February 8, 2013) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-40291 |
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| February 11, 2013 |
EX-10.1 2 d484186dex101.htm EX-10.1 Exhibit 10.1 Execution Version Transaction CUSIP Number: 63607NAF1 Revolving Credit Facility CUSIP Number: 63607NAG9 $325,000,000 CREDIT AGREEMENT among NATIONAL FINANCIAL PARTNERS CORP., as Borrower, the Several Lenders from Time to Time Parties Hereto, BANK OF AMERICA, N.A., as Administrative Agent WELLS FARGO BANK, N.A. and RBS CITIZENS, N.A. as Co-Syndicatio |
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| February 4, 2013 |
NFP / National Financial Partners Corp / BLAIR WILLIAM & CO/IL - SC 13G Passive Investment SC 13G 1 v333512sc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No.)* NATIONAL FINANCIAL PARTNERS (Name of Issuer) Common Stock (Title of Class of Securities) 63607P208 (CUSIP Nu |
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| January 31, 2013 |
NFP / National Financial Partners Corp / BlackRock Inc. Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 3) NATIONAL FINANCIAL PARTNERS CORP. - (Name of Issuer) Common Stock - (Title of Class of Securities) 63607P208 - (CUSIP Number) December 31, 2012 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which t |
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| November 20, 2012 |
8-K 1 d442117d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): November 20, 2012 (November 16, 2012) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029 |
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| November 5, 2012 |
Computation of Ratio of Earnings Exhibit 12.1 NATIONAL FINANCIAL PARTNERS CORP. COMPUTATION OF RATIO OF EARNINGS TO COMBINED FIXED CHARGES AND PREFERRED DIVIDENDS (Amounts in thousands of dollars, except ratios) Nine Months Ended September 30, 2012 Years Ended December 31, 2011 2010 2009 2008 2007 Income (loss) before income taxes (a) $ 14,069 $ 65,319 $ 69,039 $ (567,770 ) $ 41,809 $ 91,956 Add: |
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| November 5, 2012 |
10-Q 1 d412464d10q.htm FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2012 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO |
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| November 5, 2012 |
S-8 1 d429390ds8.htm S-8 As filed with the Securities and Exchange Commission on November 5, 2012 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 National Financial Partners Corp. (Exact name of registrant as specified in its charter) Delaware 13-4029115 (State or other jurisdiction of in |
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| November 5, 2012 |
SECOND AMENDMENT TO CREDIT AGREEMENT EX-10.1 2 d412464dex101.htm SECOND AMENDMENT TO CREDIT AGREEMENT Exhibit 10.1 SECOND AMENDMENT TO CREDIT AGREEMENT THIS SECOND AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is dated as of October 30, 2012 by and among NATIONAL FINANCIAL PARTNERS CORP. (the “Borrower”); the financial institutions signing below and BANK OF AMERICA, N.A., as administrative agent for the Lenders party to the Credit |
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| October 31, 2012 |
Regulation FD Disclosure, Financial Statements and Exhibits 8-K 1 d428532d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): October 31, 2012 (October 31, 2012) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-402911 |
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| October 31, 2012 |
THIRD QUARTER 2012 EARNINGS CALL PRESENTATION National Financial Partners Corp. Presentation THIRD QUARTER 2012 EARNINGS CALL PRESENTATION Exhibit 99.1 Related to Forward-Looking Statements Certain items in this presentation and in today’s discussion, including matters relating to revenue, net income, Adjusted EBITDA, cash earnings, cash earnings per diluted share and percentages or calculations using these measures, acquisitions, capital str |
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| October 30, 2012 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): October 30, 2012 (October 30, 2012) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029115 (State or other jurisdiction |
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| October 30, 2012 |
Quarterly Financial Supplement For the Period Ended September 30, 2012 (NYSE: NFP) Quarterly Financial supplement for the period ended September 30, 2012 Exhibit 99. |
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| October 30, 2012 |
Exhibit 99.1 NFP Announces Third Quarter 2012 Results Growth in Corporate Client Group Continues Due to Severe Weather Conditions, Pre-Recorded Earnings Call Details Provided Financial Highlights(1) Q3 2012 Q3 2011 % Change YTD 2012 YTD 2011 % Change (Dollars in millions, except per share amounts) Revenue $ 252.0 $ 251.5 0.2 % $ 761.6 $ 724.2 5.2 % Net income 0.1 9.3 -99.5 % 10.5 25.7 -59.0 % Net |
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| September 7, 2012 |
Form of Indenture Exhibit 4.7 NATIONAL FINANCIAL PARTNERS CORP. INDENTURE Dated as of Wells Fargo Bank, National Association Trustee Reconciliation and tie between Trust Indenture Act of 1939 and certain sections of this Indenture Trust Indenture Act Section Indenture Section § 310 (a) 11.04(a), 16.02 (b) 11.01(f), 11.04(b), 11.05(1), 16.02 (b)(1) 11.04(b), 16.02 § 311 11.01(f), 16.02 § 312 14.02( |
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| September 7, 2012 |
Table of Contents As filed with the Securities and Exchange Commission on September 7, 2012 Registration No. |
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| September 7, 2012 |
Statement of computation of ratios of earnings Exhibit 12.1 NATIONAL FINANCIAL PARTNERS CORP. COMPUTATION OF RATIO OF EARNINGS TO COMBINED FIXED CHARGES AND PREFERRED DIVIDENDS (Amounts in thousands of dollars, except ratios) Six Months Ended June 30, 2012 Years Ended December 31, 2011 2010 2009 2008 2007 Income (loss) before income taxes (a) $ 14,472 $ 65,319 $ 69,039 $ (567,770 ) $ 41,809 $ 91,9 |
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| September 7, 2012 |
Form T-1 Statement of Eligibility under the Trust Indenture Act of 1939 Exhibit 25. |
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| August 1, 2012 |
10-Q 1 d352581d10q.htm FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2012 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Comm |
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| August 1, 2012 |
EX-12.1 Exhibit 12.1 NATIONAL FINANCIAL PARTNERS CORP. COMPUTATION OF RATIO OF EARNINGS TO COMBINED FIXED CHARGES AND PREFERRED DIVIDENDS (Amounts in thousands of dollars, except ratios) Six Months Ended June 30, 2012 Years Ended December 31, 2011 2010 2009 2008 2007 Income (loss) before income taxes (a) $ 14,472 $ 65,319 $ 69,039 $ (567,770 ) $ 41,809 $ 91,956 Add: Interest Expense(a) $ 7,532 $ 1 |
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| August 1, 2012 |
NATIONAL FINANCIAL PARTNERS CORP. 2009 STOCK INCENTIVE PLAN RESTRICTED STOCK UNIT NOTICE OF AWARD EX-10.1 Exhibit 10.1 NATIONAL FINANCIAL PARTNERS CORP. 2009 STOCK INCENTIVE PLAN RESTRICTED STOCK UNIT NOTICE OF AWARD This Restricted Stock Unit Notice of Award (“Notice”) is to certify that the participant named below (the “Participant”) has been granted the number of Restricted Stock Units (“RSUs”) set forth below under the terms and conditions set forth in this Notice. The award described belo |
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| July 31, 2012 |
Regulation FD Disclosure, Financial Statements and Exhibits 8-K 1 d387503d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): July 31, 2012 (July 31, 2012) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029115 (Sta |
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| July 31, 2012 |
SECOND QUARTER 2012 EARNINGS CALL PRESENTATION NATIONAL FINANCIAL PARTNERS CORP. PRESENTATION SECOND QUARTER 2012 EARNINGS CALL PRESENTATION July 31, 2012 Exhibit 99.1 2 Related to Forward-Looking Statements Certain items in this presentation and in today’s discussion, including matters relating to revenue, net income, Adjusted EBITDA, cash earnings, cash earnings per diluted share and percentages or calculations using these measures, acquisit |
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| July 30, 2012 |
PRESS RELEASE, DATED JULY 30, 2012, OF NATIONAL FINANCIAL PARTNERS CORP. Exhibit 99.1 NFP Announces Second Quarter 2012 Results Second Quarter 2012 Revenue Grew 6.7% & Organic Revenue Grew 4.1% YOY $6.1 Million of Shares Repurchased During Second Quarter 2012; $43.9 Million Remaining on Authorization Financial Highlights(1) Q2 2012 Q2 2011 % Change YTD 2012 YTD 2011 % Change (Dollars in millions, |
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| July 30, 2012 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 d386702d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): July 30, 2012 (July 30, 2012) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029115 (Sta |
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| July 30, 2012 |
Quarterly Financial Supplement For the Period Ended June 30, 2012 (NYSE: NFP) QUARTERLY FINANCIAL SUPPLEMENT FOR THE PERIOD ENDED JUNE 30, 2012 Exhibit 99.2 Quarterly Financial Supplement For the Period Ended June 30, 2012 (NYSE: NFP) Investor Relations Contact: Abbe F. Goldstein, CFA (212) 301-4011 [email protected] This Quarterly Financial Supplement (“QFS”) includes historical and forward-looking non-GAAP financial measures called cash earnings, cash earnings per diluted share, |
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| May 24, 2012 |
Exhibit 99.1 NFP Announces Marshall A. Heinberg Joins Board of Directors Reelection by Stockholders of Other Board Members NEW YORK, May 24, 2012 – National Financial Partners Corp. (NYSE: NFP), a leading provider of benefits, insurance and wealth management services, today announced that at its Annual Meeting of Stockholders, held yesterday, Marshall A. Heinberg, Head of the Investment Banking De |
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| May 24, 2012 |
8-K 1 form8k.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): May 24, 2012 (May 23, 2012) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029115 (Sta |
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| May 1, 2012 |
Computation of Ratio of Earnings to Combined Fixed Charges & Preferred Dividends Exhibit 12. |
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| May 1, 2012 |
Form 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2012 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 001-31781 NATIONAL F |
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| May 1, 2012 |
NATIONAL FINANCIAL PARTNERS CORP. 2009 STOCK INCENTIVE PLAN RESTRICTED STOCK UNIT NOTICE OF AWARD EX-10.1 2 d331681dex101.htm RESTRICTED STOCK UNIT NOTICE OF AWARD Exhibit 10.1 NATIONAL FINANCIAL PARTNERS CORP. 2009 STOCK INCENTIVE PLAN RESTRICTED STOCK UNIT NOTICE OF AWARD This Restricted Stock Unit Notice of Award (“Notice”) is to certify that the participant named below (the “Participant”) has been granted the number of Restricted Stock Units (“RSUs”) set forth below under the terms and con |
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| May 1, 2012 |
EX-99.1 8 d331681dex991.htm PRESS RELEASE, DATED APRIL 26, 2012 Exhibit 99.1 NFP Announces Succession Plan Jessica Bibliowicz, Chairman and CEO, Expected to Step Down as CEO in April 2013; Expected To Become Non-Executive Chairman Doug Hammond, Chief Operating Officer, Named President Effective Immediately; Expected to Become CEO in April, 2013 NEW YORK, April 26, 2012 – National Financial Partner |
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| April 27, 2012 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): April 27, 2012 (April 27, 2012) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029115 (State or other jurisdiction of |
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| April 27, 2012 |
FIRST QUARTER 2012 EARNINGS CALL PRESENTATION FIRST QUARTER 2012 EARNINGS CALL PRESENTATION APRIL 27, 2012 Exhibit 99.1 2 Related to Forward-Looking Statements Certain items in this presentation and in today’s discussion, including matters relating to revenue, net income, Adjusted EBITDA, cash earnings, cash earnings per diluted share and percentages or calculations using these measures, acquisitions, capital structure or growth rates and oth |
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| April 26, 2012 |
EX-99.1 2 exhibit991.htm PRESS RELEASE, DATED APRIL 26, 2012, OF NATIONAL FINANCIAL PARTNERS CORP. Exhibit 99.1 NFP Announces First Quarter 2012 Results First Quarter 2012 Revenue Grew 8.9% & Organic Revenue Grew 5.9% YOY Solid Results for the First Quarter Financial Highlights(1) Q1 2012 Q1 2011 % Change (Dollars in millions, except per share amounts) Revenue $ 254.1 $ 233.3 8.9 % Net income 5.6 |
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| April 26, 2012 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 form8k.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): April 26, 2012 (April 26, 2012) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029115 |
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| April 26, 2012 |
Quarterly Financial Supplement For the Period Ended March 31, 2012 (NYSE: NFP) EX-99.2 3 exhibit992.htm QUARTERLY FINANCIAL SUPPLEMENT FOR THE PERIOD ENDED MARCH 31, 2012 Exhibit 99.2 Quarterly Financial Supplement For the Period Ended March 31, 2012 (NYSE: NFP) Investor Relations Contact: Abbe F. Goldstein, CFA (212) 301-4011 [email protected] This Quarterly Financial Supplement (“QFS”) includes historical and forward-looking non-GAAP financial measures called cash earnings, cash |
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| April 9, 2012 |
DEF 14A 1 d323283ddef14a.htm DEFINITIVE PROXY STATEMENT Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ C |
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| March 12, 2012 |
8-K 1 form8k.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): March 12, 2012 NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029115 (State or other j |
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| March 12, 2012 |
NFP Announces Arthur Ainsberg Will Not Stand for Re-election to the NFP Board Exhibit 99.1 NFP Announces Arthur Ainsberg Will Not Stand for Re-election to the NFP Board NEW YORK, NY – March 12, 2012 – National Financial Partners Corp. (NYSE: NFP), a provider of benefits, insurance and wealth management services, announced today that Board of Director Member, Arthur Ainsberg, has informed the Company that he will not stand for re-election to the NFP Board at its Annual Meeti |
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| February 14, 2012 |
NFP / National Financial Partners Corp / FMR LLC Passive Investment SCHEDULE 13G Amendment No. 1 National Financial Partners Corp Common Stock Cusip #63607P208 Cusip #63607P208 Item 1: Reporting Person - FMR LLC Item 4: Delaware Item 5: 497,340 Item 6: 0 Item 7: 3,113,520 Item 8: 0 Item 9: 3,113,520 Item 11: 7.525% Item 12: HC Cusip #63607P208 Item 1: Reporting Person - Edward C. Johnson 3d Item 4: United States of America Item 5: 0 Item 6: 0 Item 7: 3,113,520 Ite |
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| February 14, 2012 |
NFP / National Financial Partners Corp / CITADEL ADVISORS LLC - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information Statement Pursuant to Rules 13d-1 and 13d-2 Under the Securities Exchange Act of 1934 (Amendment No. 1 )* National Financial Partners Corp. (Name of Issuer) Common Stock, par value $0.10 per share (Title of Class of Securities) 63607P208 (CUSIP Number) December 31, 2011 Date of Event Whi |
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| February 14, 2012 |
SC 13G 1 secfiling.htm DISCLOSURE DOCUMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* National Financial Partners Corp. (Name of Issuer) Common Stock (Title of Class of Securities) 63607P208 (CUSIP Number) December 31, 2011 (Date of Event Which Requires Filing of this Statement) Check the appropri |
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| February 13, 2012 |
Annual Report - FOR THE FISCAL YEAR ENDED DECEMBER 31, 2011 For the Fiscal Year Ended December 31, 2011 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| February 13, 2012 |
National Financial Partners Corp. 2012 Change in Control Severance Plan National Financial Partners Corp. 2012 Change in Control Severance Plan Exhibit 10.28 National Financial Partners Corp. 2012 Change in Control Severance Plan Article 1. Establishment and Purpose 1.1 Establishment of the Plan. National Financial Partners Corp. hereby establishes this Change in Control severance plan to be known as the “National Financial Partners Corp. 2012 Change in Control Severa |
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| February 13, 2012 |
Computation of Ratio of Earnings Exhibit 12.1 NATIONAL FINANCIAL PARTNERS CORP. COMPUTATION OF RATIO OF EARNINGS TO COMBINED FIXED CHARGES AND PREFERRED DIVIDENDS (Amounts in thousands of dollars, except ratios) For the years ended December 31, 2011 2010 2009 2008 2007 Income (loss) before income taxes(a) $ 65,319 $ 69,039 $ (567,770 ) $ 41,809 $ 91,956 Add: Interest Expense(a) $ 14,250 $ 15,662 $ |
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| February 13, 2012 |
EX-21.1 5 d247252dex211.htm SUBSIDIARIES OF NFP Exhibit 21.1 Subsidiaries of National Financial Partners Corp. As of December 31, 2011 SUBSIDIARY STATE OR JURISDICTION OF ORGANIZATION 1842524 Ontario Limited Ontario, Canada 2171817 Ontario Inc. Ontario, Canada 401(k) Advisors, Inc. California 401(k) Producer Services, Inc. California Administrative Systems, Inc. Washington ADP/Statewide Insurance |
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| February 13, 2012 |
NATIONAL FINANCIAL PARTNERS CORP. CHANGE IN CONTROL SEVERANCE PLAN PARTICIPATION SCHEDULE EX-10.27 2 d247252dex1027.htm NATIONAL FINANCIAL PARTNERS CORP. CHANGE IN CONTROL SEVERANCE PLAN Exhibit 10.27 NATIONAL FINANCIAL PARTNERS CORP. CHANGE IN CONTROL SEVERANCE PLAN PARTICIPATION SCHEDULE September 15, 2008 Mr. Stancil E. Barton We are offering you the opportunity to become a Participant in the National Financial Partners Corp. Change in Control Severance Plan (the “Plan”). All define |
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| February 10, 2012 |
NFP / National Financial Partners Corp / BlackRock Inc. Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 2) NATIONAL FINANCIAL PARTNERS - (Name of Issuer) Common Stock - (Title of Class of Securities) 63607P208 - (CUSIP Number) December 30, 2011 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sc |
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| February 9, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* National Financial Partners Corp. (Name of Issuer) Common Stock (Title of Class of Securities) 63607P208 (CUSIP Number) December 30, 2011 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to |
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| February 8, 2012 |
NFP / National Financial Partners Corp / VANGUARD GROUP INC Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.:0 )* Name of issuer: National Financial Partners Corp Title of Class of Securities: Common Stock CUSIP Number: 63607P208 Date of Event Which Requires Filing of this Statement: December 31, 2011 Check the appropriate box to designate the rule pursuant to which this Schedul |
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| February 8, 2012 |
FOURTH QUARTER 2011 EARNINGS CALL PRESENTATION National Financial Partners Corp. Presentation FOURTH QUARTER 2011 EARNINGS CALL PRESENTATION FEBRUARY 8, 2012 Exhibit 99.1 2 Related to Forward-Looking Statements Certain items in this presentation and in today’s discussion, including matters relating to revenue, net income, Adjusted EBITDA, cash earnings, cash earnings per diluted share and percentages or calculations using these measures, acqui |
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| February 8, 2012 |
Regulation FD Disclosure, Financial Statements and Exhibits 8-K 1 d296210d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): February 8, 2012 (February 8, 2012) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-402911 |
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| February 7, 2012 |
Quarterly Financial Supplement For the Period Ended December 31, 2011 (NYSE: NFP) Exhibit 99.2 Quarterly Financial Supplement For the Period Ended December 31, 2011 (NYSE: NFP) Investor Relations Contact: Abbe F. Goldstein, CFA (212) 301-4011 [email protected] This Quarterly Financial Supplement (“QFS”) includes historical and forward-looking non-GAAP financial measures called cash earnings, cash earnings per diluted share, Adjusted EBITDA, and percentages or calculations using these |
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| February 7, 2012 |
Exhibit 99.1 NFP Announces Fourth Quarter & Full Year 2011 Results Full Year 2011 Revenue Grew 3.2% & Organic Revenue Grew 2.3% YOY Driven by Strength in Corporate Client and Advisor Services Groups $50 Million Share Repurchase Program Completed; New $50 Million Repurchase Program Authorized Financial Highlights(1) Q4 2011 Q4 2010 % Change Q4 2011 Q3 2011 % Change YTD 2011 YTD 2010 % Change (Dolla |
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| February 7, 2012 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 form8k.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): February 7, 2012 (February 7, 2012) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029 |
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| November 1, 2011 |
Exhibit 12.1 NATIONAL FINANCIAL PARTNERS CORP. COMPUTATION OF RATIO OF EARNINGS TO COMBINED FIXED CHARGES AND PREFERRED DIVIDENDS (Amounts in thousands of dollars, except ratios) Nine Months Ended September 30, 2011 Years Ended December 31, 2010 2009 2008 2007 2006 Income (loss) before income taxes (a) $ 46,015 $ 69,039 $ (567,770 ) $ 41,809 $ 91,956 $ 101,361 Add: Interest Expense(a) $ 10,636 $ 1 |
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| November 1, 2011 |
National Financial Partners Corp. Compensation Recoupment Policy EX-10.1 2 d234451dex101.htm NATIONAL FINANCIAL PARTNERS CORP. COMPENSATION RECOUPMENT POLICY Exhibit 10.1 National Financial Partners Corp. Compensation Recoupment Policy The Board of Directors (the “Board”) of National Financial Partners Corp. (the “Company”) believes it is appropriate for the Company to adopt this Compensation Recoupment Policy (the “Policy”) to be applied to Company officers wh |
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| November 1, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2011 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 001-3178 |
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| October 28, 2011 |
THIRD QUARTER 2011 EARNINGS CALL PRESENTATION THIRD QUARTER 2011 EARNINGS CALL PRESENTATION OCTOBER 28, 2011 Exhibit 99.1 2 Related to Forward-Looking Statements Certain items in this presentation and in today?s discussion, including matters relating to revenue, net income, Adjusted EBITDA, cash earnings, cash earnings per diluted share and percentages or calculations using these measures, acquisitions, capital structure or growth rates and o |
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| October 28, 2011 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): October 28, 2011 (October 28, 2011) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029115 (State or other jurisdiction |
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| October 27, 2011 |
8-K 1 form8k.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): October 27, 2011 (October 27, 2011) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029 |
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| October 27, 2011 |
Exhibit 99.1 NFP Announces Third Quarter 2011 Results Third Quarter 2011 Revenue Grew 5.9% & Organic Revenue Grew 3.3% YOY Driven by Strength in Corporate Client and Advisor Services Groups $19.8 Million of Shares Repurchased During Third Quarter 2011; $21.4 Million Remaining on Authorization Patrick S. Baird Joins Board of Directors Financial Highlights(1) Q3 2011 Q3 2010 % Change Q3 2011 Q2 2011 |
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| October 27, 2011 |
Quarterly Financial Supplement For the Period Ended September 30, 2011 (NYSE: NFP) Exhibit 99.2 Quarterly Financial Supplement For the Period Ended September 30, 2011 (NYSE: NFP) Investor Relations Contact: Abbe F. Goldstein, CFA (212) 301-4011 [email protected] This Quarterly Financial Supplement (“QFS”) includes historical and forward-looking non-GAAP financial measures called cash earnings, cash earnings per diluted share, Adjusted EBITDA, adjusted income before management fees, man |
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| September 1, 2011 |
EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the Statement on Schedule 13G filed herewith (and any amendments thereto), relating to the Common Stock of National Financial Partners Corp., a Delaware corporation, is being filed jointly with the Securities and Exchange Commission pursuant to Rule 13d-1(c) under the Securities Exchange Act of 1934, as amended, on behalf of eac |
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| September 1, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information Statement Pursuant to Rules 13d-1 and 13d-2 Under the Securities Exchange Act of 1934 (Amendment No. )* National Financial Partners Corp. (Name of Issuer) Common Stock, par value $0.10 per share (Title of Class of Securities) 63607P208 (CUSIP Number) May 4, 2011 Date of Event Which Requi |
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| August 2, 2011 |
SECOND QUARTER 2011 EARNINGS CALL PRESENTATION EX-99.1 2 dex991.htm NATIONAL FINANCIAL PARTNERS CORP. PRESENTATION SECOND QUARTER 2011 EARNINGS CALL PRESENTATION AUGUST 2, 2011 Exhibit 99.1 2 Related to Forward-Looking Statements Certain items in this presentation and in today’s discussion, including matters relating to revenue, net income, Adjusted EBITDA, cash earnings, cash earnings per diluted share and percentages or calculations using th |
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| August 2, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2011 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 001-31781 NAT |
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| August 2, 2011 |
Exhibit 12.1 NATIONAL FINANCIAL PARTNERS CORP. COMPUTATION OF RATIO OF EARNINGS TO COMBINED FIXED CHARGES AND PREFERRED DIVIDENDS (Amounts in thousands of dollars, except ratios) Six Months Ended June 30, 2011 Years Ended December 31, 2010 2009 2008 2007 2006 Income (loss) before income taxes (a) $ 16,487 $ 69,039 $ (567,770 ) $ 41,809 $ 91,956 $ 101,361 Add: Interest Expense(a) $ 7,004 $ 15,662 $ |
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| August 2, 2011 |
Regulation FD Disclosure, Financial Statements and Exhibits 8-K 1 d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): August 2, 2011 (August 2, 2011) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029115 (State or |
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| August 1, 2011 |
Exhibit 99.1 NFP Announces Second Quarter 2011 Results Second Quarter 2011 Organic Revenue Growth YOY Driven by Strength in Corporate Client and Advisor Services Groups Strategic Expansion and New Leadership for NFP P&C $15.6 Million of Shares Repurchased; $34.4 Million Remaining on Authorization Financial Highlights(1) Q2 2011 Q2 2010 % Change Q2 2011 Q1 2011 % Change YTD 2011 YTD 2010 % Change ( |
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| August 1, 2011 |
Quarterly Financial Supplement For the Period Ended June 30, 2011 (NYSE: NFP) EX-99.2 3 ex992.htm QUARTERLY FINANCIAL SUPPLEMENT FOR THE PERIOD ENDED JUNE 30, 2011 Exhibit 99.2 Quarterly Financial Supplement For the Period Ended June 30, 2011 (NYSE: NFP) Investor Relations Contact: Abbe F. Goldstein, CFA (212) 301-4011 [email protected] This Quarterly Financial Supplement (“QFS”) includes historical and forward-looking non-GAAP financial measures called cash earnings, cash earning |
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| August 1, 2011 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): August 1, 2011 (August 1, 2011) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029115 (State or other jurisdiction of |
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| June 13, 2011 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): June 13, 2011 (June 8, 2011) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029115 (State or other jurisdiction of inc |
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| May 3, 2011 |
FIRST QUARTER 2011 EARNINGS CALL PRESENTATION FIRST QUARTER 2011 EARNINGS CALL PRESENTATION MAY 3, 2011 Exhibit 99.1 2 Related to Forward-Looking Statements 3 Related to Non-GAAP Financial Information 4 Reconciliation: Net Income to Cash Earnings (1) Cash earnings is a non-GAAP financial measure, which the Company defines as net income excluding amortization of intangibles, depreciation, the after-tax impact of the impairment of goodwill and |
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| May 3, 2011 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): May 3, 2011 (May 3, 2011) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029115 (State or other jurisdiction of incorp |
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| May 3, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2011 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 001-31781 NA |
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| May 3, 2011 |
Exhibit 12.1 NATIONAL FINANCIAL PARTNERS CORP. COMPUTATION OF RATIO OF EARNINGS TO COMBINED FIXED CHARGES AND PREFERRED DIVIDENDS (Amounts in thousands of dollars, except ratios) Three Months Ended March 31, 2011 Years Ended December 31, 2010 2009 2008 2007 2006 Income (loss) before income taxes(a) $ 13,384 $ 69,039 $ (567,770) $ 41,809 $ 91,956 $ 101,361 Add: Interest Expense(a) $ 3,405 $ 15,662 |
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| May 2, 2011 |
FIRST AMENDMENT TO CREDIT AGREEMENT EX-10.1 2 ex10.htm FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF APRIL 28, 2011, AMONG NATIONAL FINANCIAL PARTNERS CORP., THE LENDERS PARTY THERETO AND BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT Exhibit 10.1 FIRST AMENDMENT TO CREDIT AGREEMENT THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is dated as of April 28, 2011 by and among NATIONAL FINANCIAL PARTNERS CORP. (the “Borrow |
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| May 2, 2011 |
Quarterly Financial Supplement Exhibit 99.2 Quarterly Financial Supplement For the Period Ended March 31, 2011 (NYSE: NFP) Investor Relations Contact: Abbe F. Goldstein, CFA (212) 301-4011 [email protected] This Quarterly Financial Supplement (“QFS”) includes historical and forward-looking non-GAAP financial measures called cash earnings, cash earnings per diluted share, Adjusted EBITDA, adjusted income before management fees, managem |
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| May 2, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): May 2, 2011 (April 28, 2011) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029115 (State or other jurisdiction of inc |
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| May 2, 2011 |
NFP Announces First Quarter 2011 Results Exhibit 99.1 NFP Announces First Quarter 2011 Results Favorable Amendment to Credit Agreement and Authorization of up to $50 Million Share Repurchase First Quarter 2011 Revenue Grew 3.5% and Organic Revenue Grew 5.1% versus First Quarter 2010 Financial Highlights(1) Q1 2011 Q1 2010 % Change (Dollars in millions, except per share data) Revenue $ 233.3 $ 225.3 3.5 % Net income 6.9 7.0 -1.6 % Net inc |
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| April 15, 2011 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitte |
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| March 30, 2011 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: x Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitte |
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| February 14, 2011 |
SC 13G 1 filing.txt DOC ONE SCHEDULE 13G Amendment No. 0 National Financial Partners Corp Common Stock Cusip #63607P208 Cusip #63607P208 Item 1: Reporting Person - FMR LLC Item 4: Delaware Item 5: 0 Item 6: 0 Item 7: 2,321,571 Item 8: 0 Item 9: 2,321,571 Item 11: 5.316% Item 12: HC Cusip #63607P208 Item 1: Reporting Person - Edward C. Johnson 3d Item 4: United States of America Item 5: 0 Item 6: 0 |
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| February 11, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* National Financial Partners Corp. (Name of Issuer) Common Stock (Title of Class of Securities) 63607P208 (CUSIP Number) December 31, 2010 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to |
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| February 11, 2011 |
SC 13G/A 1 rrd017.htm SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* NATIONAL FINANCIAL PARTNERS (Name of Issuer) Common Stock (Title of Class of Securities) 63607P208 (CUSIP Number) December 31, 2010 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to de |
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| February 10, 2011 |
SC 13G/A 1 nationalfinanpartcorp1gsco.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* NATIONAL FINANCIAL PARTNERS CORP. - (Name of Issuer) Common Stock, $0.10 par value - (Title of Class of Securities) 63607P208 - (CUSIP Number) December 31, 2010 - (Date of Event Which Requires Filing of this Stat |
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| February 10, 2011 |
Exhibit 10.20 NATIONAL FINANCIAL PARTNERS CORP. 2009 STOCK INCENTIVE PLAN FORM OF RESTRICTED STOCK UNIT NOTICE OF AWARD FOR NON-MANAGEMENT DIRECTORS This Restricted Stock Unit Notice of Award (?Notice?) is to certify that the participant named below (the ?Participant?) has been granted the number of Restricted Stock Units (?RSUs?) set forth below under the terms and conditions set forth in this No |
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| February 10, 2011 |
Exhibit 12.1 NATIONAL FINANCIAL PARTNERS CORP. COMPUTATION OF RATIO OF EARNINGS TO COMBINED FIXED CHARGES AND PREFERRED DIVIDENDS (Amounts in thousands of dollars, except ratios) For the years ended December 31, 2010 2009 2008 2007 2006 (Loss) income before income taxes (a) $ 69,039 $ (567,770 ) $ 41,809 $ 91,956 $ 101,361 Add: Interest Expense(a) $ 15,662 $ 18,187 $ 19,832 $ 16,587 $ 6,291 Amorti |
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| February 10, 2011 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2010 Commission File Number: 001-31781 NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 13-4029115 (State or other jurisdiction |
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| February 10, 2011 |
EX-10.19 2 dex1019.htm FORM OF NOTICE OF GRANT OF RESTRICTED STOCK UNIT UNDER 2009 STOCK INCENTIVE PLAN Exhibit 10.19 NATIONAL FINANCIAL PARTNERS CORP. 2009 STOCK INCENTIVE PLAN FORM OF RESTRICTED STOCK UNIT NOTICE OF AWARD FOR EMPLOYEES This Restricted Stock Unit Notice of Award (“Notice”) is to certify that the participant named below (the “Participant”) has been granted the number of Restricted |
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| February 10, 2011 |
EX-21.1 5 dex211.htm SUBSIDIARIES OF NFP Exhibit 21.1 Subsidiaries of National Financial Partners Corp. As of December 31, 2010 SUBSIDIARY STATE OR JURISDICTION OF ORGANIZATION 2171817 Ontario Inc. Ontario, Canada 401(k) Advisors, Inc. California 401(k) Producer Services, Inc. California Administrative Systems, Inc. Washington ADP/Statewide Insurance Agencies, Inc. New Jersey Advanced Settlements, |
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| February 9, 2011 |
FOURTH QUARTER 2010 EARNINGS CALL PRESENTATION EX-99.1 2 dex991.htm NATIONAL FINANCIAL PARTNERS CORP. PRESENTATION FOURTH QUARTER 2010 EARNINGS CALL PRESENTATION FEBRUARY 9, 2011 Exhibit 99.1 2 Related to Forward-Looking Statements Certain items in this presentation and in today’s discussion, including matters relating to revenue, net income, Adjusted EBITDA, cash earnings, cash earnings per diluted share and percentages or calculations using |
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| February 9, 2011 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): February 9, 2011 (February 9, 2011) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029115 (State or other jurisdiction |
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| February 8, 2011 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): February 8, 2011 (February 8, 2011) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029115 (State or other jurisdiction |
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| February 8, 2011 |
Exhibit 99.1 NFP Announces Fourth Quarter 2010 Results Fourth Quarter 2010 Revenue Grew 2.6% and Organic Revenue Grew 8.6% versus Fourth Quarter 2009 Positive Organic Growth in Each Business Segment in 2010 Financial Highlights(1) 4Q 2010 4Q 2009 % Change 4Q 2010 3Q 2010 % Change YTD 2010 YTD 2009 % Change (Dollars in millions, except per share data) Revenue $ 284.3 $ 277.2 2.6 % $ 284.3 $ 237.5 1 |
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| February 8, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 01)* National Financial Partners (Name of Issuer) Common (Title of Class of Securities) 63607P208 (CUSIP Number) December 31, 2010 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this |
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| February 8, 2011 |
Quarterly Financial Supplement Exhibit 99.2 Quarterly Financial Supplement For the Period Ended December 31, 2010 (NYSE: NFP) Investor Relations Contact: Abbe F. Goldstein, CFA (212) 301-4011 [email protected] TABLE OF CONTENTS PAGE Condensed Consolidated Statements of Operations and Other Financial Metrics for Quarterly Periods and Year-to-Date Periods 3 Condensed Statements of Operations and Other Financial Metrics for Quarterly Per |
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| February 7, 2011 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 1) NATIONAL FINANCIAL PARTNERS CO - - (Name of Issuer) Common Stock - - (Title of Class of Securities) 63607P208 - - (CUSIP Number) December 31, 2010 - - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to wh |
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| November 3, 2010 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): November 3, 2010 (November 3, 2010) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029115 (State or other jurisdiction |
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| November 3, 2010 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2010 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 001-31781 NATIONAL FINANCI |
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| November 3, 2010 |
Exhibit 12.1 NATIONAL FINANCIAL PARTNERS CORP. COMPUTATION OF RATIO OF EARNINGS TO COMBINED FIXED CHARGES AND PREFERRED DIVIDENDS (Amounts in thousands of dollars, except ratios) Nine Months Ended September 30, 2010 Years Ended December 31, 2009 2008 2007 2006 2005 Earnings Available for Fixed Charges: Income (loss) before income taxes (a) $ 44,028 $ (567,770 ) $ 41,809 $ 91,956 $ 101,361 $ 97,013 |
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| November 3, 2010 |
THIRD QUARTER 2010 EARNINGS CALL PRESENTATION National Financial Partners Corp. Presentation THIRD QUARTER 2010 EARNINGS CALL PRESENTATION NOVEMBER 3, 2010 Exhibit 99.1 2 Related to Forward-Looking Statements Certain items in this presentation and in today’s discussion, including matters relating to revenue, net income, Adjusted EBITDA, cash earnings, cash earnings per diluted share and percentages or calculations using these measures, acquis |
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| November 2, 2010 |
Quarterly Financial Supplement Exhibit 99.2 Quarterly Financial Supplement For the Period Ended September 30, 2010 (NYSE: NFP) Investor Relations Contact: Abbe F. Goldstein, CFA (212) 301-4011 [email protected] TABLE OF CONTENTS PAGE Condensed Consolidated Statements of Operations and Other Financial Metrics for Quarterly Periods 3 Condensed Statements of Operations and Other Financial Metrics for Quarterly Periods - Corporate Client |
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| November 2, 2010 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): November 2, 2010 (November 2, 2010) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029115 (State or other jurisdiction |
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| November 2, 2010 |
NFP Announces Third Quarter 2010 Results Revenue Grew 3.3%; Organic Revenue Grew 6.5% Exhibit 99.1 NFP Announces Third Quarter 2010 Results Revenue Grew 3.3%; Organic Revenue Grew 6.5% Financial Highlights(1) 3Q 2010 3Q 2009 % Change 3Q 2010 2Q 2010 % Change YTD 2010 YTD 2009 % Change (Dollars in millions, except per share data) Revenue $ 237.5 $ 229.9 3.3 % $ 237.5 $ 234.9 1.1 % $ 697.6 $ 671.1 4.0 % Net income (loss) 8.2 10.5 -21.9 % 8.2 12.1 -31.8 % 27.3 (495.2 ) NM Net income ( |
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| September 20, 2010 |
Other Events, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): September 20, 2010 (September 20, 2010) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029115 (State or other jurisdic |
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| September 20, 2010 |
NFP Revises Principals’ Long-Term Incentives Exhibit 99.1 NFP Revises Principals? Long-Term Incentives NEW YORK, NY ? September 20, 2010 ? National Financial Partners Corp. (NYSE: NFP), a leading provider of benefits, insurance and wealth management services, today announced revised long-term incentives for its principals. NFP accelerated the vesting of approximately 1.5 million restricted stock units (?RSUs?) granted to certain principals p |
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| September 10, 2010 |
SC 13G 1 edgnfp.txt SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* National Financial Partners Corp. (Name of Issuer) Common Stock (Title of Class of Securities) 63607P208 (CUSIP Number) August 31, 2010 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designa |
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| September 7, 2010 |
Regulation FD Disclosure, Financial Statements and Exhibits 8-K 1 d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): September 7, 2010 (September 7, 2010) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029115 (St |
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| September 7, 2010 |
INVESTOR PRESENTATION Fall 2010 Exhibit 99.1 2 2 Related to Forward-Looking Statements Certain items in this presentation and in today’s discussion, including matters relating to revenue, net income, Adjusted EBITDA, cash earnings, cash earnings per diluted share and percentages or calculations using these measures, acquisitions, capital structure or growth rates and other financial measurements a |
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| August 4, 2010 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): August 4, 2010 (August 4, 2010) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029115 (State or other jurisdiction of |
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| August 4, 2010 |
10-Q 1 form10q.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2010 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 00 |
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| August 4, 2010 |
SECOND QUARTER 2010 EARNINGS CALL PRESENTATION National Financial Partners Corp. Presentation SECOND QUARTER 2010 EARNINGS CALL PRESENTATION August 4, 2010 Exhibit 99.1 2 Related to Forward-Looking Statements Certain items in this presentation and in today’s discussion, including matters relating to revenue, net income, Adjusted EBITDA, cash earnings, cash earnings per diluted share and percentages or calculations using these measures, acquisi |
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| August 4, 2010 |
EX-4.1 2 ex41.htm TERMINATION AGREEMENT REGARDING CONVERTIBLE BOND HEDGE TRANSACTION, DATED JULY 8, 2010, BETWEEN NATIONAL FINANCIAL PARTNERS CORP. AND GOLDMAN SACHS FINANCIAL MARKETS, L.P. Exhibit 4.1 To: National Financial Partners Corp. 340 Madison Avenue, 20th Floor New York, New York 10173 A/C 00673131 From: Goldman Sachs Financial Markets, L.P. Subject: Termination of Convertible Bond Hedge |
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| August 4, 2010 |
Exhibit 12.1 NATIONAL FINANCIAL PARTNERS CORP. COMPUTATION OF RATIO OF EARNINGS TO COMBINED FIXED CHARGES AND PREFERRED DIVIDENDS (Amounts in thousands of dollars, except ratios) Six Months Ended June 30, 2010 Years Ended December 31, 2009 2008 2007 2006 2005 Earnings Available for Fixed Charges: Income (loss) before income taxes (a) $ 33,352 $ (567,770 ) $ 41,809 $ 91,956 $ 101,361 $ 97,013 Add: |
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| August 4, 2010 |
Exhibit 4.2 To: National Financial Partners Corp. 340 Madison Avenue, 20th Floor New York, New York 10173 A/C 00673131 From: Goldman Sachs Financial Markets, L.P. Subject: Termination of Issuer Warrant Transaction Reference No. SDB1624136080 Date: July 8, 2010 This letter agreement (this ?Termination Agreement?) amends the terms and conditions of the Transaction (the ?Transaction?) entered into be |
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| August 3, 2010 |
Results of Operations and Financial Condition, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): August 3, 2010 (August 3, 2010) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029115 (State or other jurisdiction of |
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| August 3, 2010 |
NFP Announces Second Quarter 2010 Results Revenue Grew 4.8%; Organic Revenue Grew 7.3% EX-99.1 2 exhibit991.htm PRESS RELEASE, DATED AUGUST 3, 2010, OF NATIONAL FINANCIAL PARTNERS CORP Exhibit 99.1 NFP Announces Second Quarter 2010 Results Revenue Grew 4.8%; Organic Revenue Grew 7.3% Financial Highlights(1) 2Q 2010 2Q 2009 % Change 2Q 2010 1Q 2010 % Change YTD 2010 YTD 2009 % Change (Dollars in millions, except per share data) Revenue $ 234.9 $ 224.2 4.8 % $ 234.9 $ 225.3 4.3 % $ 46 |
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| August 3, 2010 |
Quarterly Financial Supplement EX-99.2 3 exhibit992.htm QUARTERLY FINANCIAL SUPPLEMENT FOR THE PERIOD ENDED JUNE 30, 2010 Exhibit 99.2 Quarterly Financial Supplement For the Period Ended June 30, 2010 (NYSE: NFP) Investor Relations Contact: Abbe F. Goldstein, CFA (212) 301-4011 [email protected] TABLE OF CONTENTS PAGE Condensed Consolidated Statements of Operations and Other Financial Metrics for Quarterly Periods 3 Condensed Statemen |
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| July 15, 2010 |
Exhibit 10.1 $225,000,000 CREDIT AGREEMENT among NATIONAL FINANCIAL PARTNERS CORP., as Borrower, The Several Lenders from Time to Time Parties Hereto, BANK OF AMERICA, N.A., as Administrative Agent WELLS FARGO BANK, N.A., as Syndication Agent ING CAPITAL LLC RBS CITIZENS, NATIONAL ASSOCIATION and U.S. BANK NATIONAL ASSOCIATION, as Co-Documentation Agents BANC OF AMERICA SECURITIES LLC as Joint Lea |
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| July 15, 2010 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): July 15, 2010 (July 7, 2010) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029115 (State or other jurisdiction of i |
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| July 8, 2010 |
Exhibit 99.1 National Financial Partners Closes New Senior Secured Credit Facility Completes Capital Structure Initiatives Enhanced Financial Flexibility Shifts Focus to Long-Term Growth Opportunities NEW YORK, NY – July 8, 2010 – National Financial Partners Corp. (NYSE: NFP), a provider of benefits, insurance and wealth management services, today announced that it has closed its new senior secure |
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| July 8, 2010 |
National Financial Partners Announces Results of Cash Tender Offer EX-99.(A)(5)(D) 2 dex99a5d.htm PRESS RELEASE, DATED JULY 8, 2010, ANNOUNCING RESULTS OF TENDER OFFER Exhibit (a)(5)(D) National Financial Partners Announces Results of Cash Tender Offer NEW YORK, NY – July 8, 2010 – National Financial Partners Corp. (NYSE: NFP), a provider of benefits, insurance and investment services, today announced the results of its cash tender offer for any and all of its ou |
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| July 8, 2010 |
National Financial Partners Announces Results of Cash Tender Offer EX-99.2 4 dex992.htm PRESS RELEASE, DATED JULY 8, 2010, ANNOUNCING RESULTS OF TENDER OFFER Exhibit 99.2 National Financial Partners Announces Results of Cash Tender Offer NEW YORK, NY – July 8, 2010 – National Financial Partners Corp. (NYSE: NFP), a provider of benefits, insurance and investment services, today announced the results of its cash tender offer for any and all of its outstanding 0.75% |
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| July 8, 2010 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): July 8, 2010 (July 7, 2010) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029115 (State or other jurisdiction of inco |
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| July 8, 2010 |
SC TO-I/A 1 dsctoia.htm AMENDMENT NO. 5 TO SCHEDULE TO SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 5) NATIONAL FINANCIAL PARTNERS CORP. (Name of Subject Company (Issuer)) NATIONAL FINANCIAL PARTNERS CORP. (Names of Filing Persons (Issuer)) Nationa |
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| July 8, 2010 |
Exhibit 10.1 $225,000,000 CREDIT AGREEMENT among NATIONAL FINANCIAL PARTNERS CORP., as Borrower, The Several Lenders from Time to Time Parties Hereto, BANK OF AMERICA, N.A., as Administrative Agent WELLS FARGO BANK, N.A., as Syndication Agent ING CAPITAL LLC RBS CITIZENS, NATIONAL ASSOCIATION and U.S. BANK NATIONAL ASSOCIATION, as Co-Documentation Agents BANC OF AMERICA SECURITIES LLC as Joint Lea |
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| June 24, 2010 |
SC TO-I/A 1 dsctoia.htm AMENDMENT NO. 4 TO SCHEDULE TO SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 4) NATIONAL FINANCIAL PARTNERS CORP. (Name of Subject Company (Issuer)) NATIONAL FINANCIAL PARTNERS CORP. (Names of Filing Persons (Issuer)) Nationa |
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| June 24, 2010 |
Skadden, Arps, Slate, Meagher & Flom LLP Four Times Square New York 10036-6522 Skadden, Arps, Slate, Meagher & Flom LLP Four Times Square New York 10036-6522 June 24, 2010 BY EDGAR Mr. |
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| June 24, 2010 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 DIVISION OF CORPORATION FINANCE June 23, 2010 Stancil E. Barton, Esq. Executive Vice President and General Counsel National Financial Partners Corp. 340 Madison Avenue, 20th Floor New York, NY 10173 Re: National Financial Partners Corp. Schedule TO-I/A Filed June 21, 2010 File No. 005-79626 Dear Mr. Barton: We have reviewed yo |
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| June 24, 2010 |
Table of Contents Exhibit (a)(1)(A) SUPPLEMENT NO. 2 TO OFFER TO PURCHASE NATIONAL FINANCIAL PARTNERS CORP. OFFER TO PURCHASE FOR CASH ANY AND ALL OF ITS OUTSTANDING 0.75% CONVERTIBLE SENIOR NOTES DUE 2012 This Supplement No. 2 to Offer to Purchase (this ?Supplement No. 2?) supplements the Offer to Purchase dated June 9, 2010 as supplemented by Supplement No. 1 thereto dated June 21, 2010 (the ?Or |
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| June 21, 2010 |
Exhibit (a)(1)(B) LETTER OF TRANSMITTAL OF NATIONAL FINANCIAL PARTNERS CORP. OFFER TO PURCHASE FOR CASH ANY AND ALL OF ITS OUTSTANDING 0.75% CONVERTIBLE SENIOR NOTES DUE 2012 CUSIP NUMBER 63607P AA7 PURSUANT TO THE OFFER TO PURCHASE DATED JUNE 9, 2010, AS AMENDED AND SUPPLEMENTED BY SUPPLEMENT NO. 1 DATED JUNE 21, 2010 The Offer and your withdrawal rights will expire at 12:00 midnight, New York Ci |
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| June 21, 2010 |
SC TO-I/A 1 dsctoia.htm AMENDMENT NO. 3 TO SCHEDULE TO SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 3) NATIONAL FINANCIAL PARTNERS CORP. (Name of Subject Company (Issuer)) NATIONAL FINANCIAL PARTNERS CORP. (Names of Filing Persons (Issuer)) Nationa |
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| June 21, 2010 |
Table of Contents Exhibit (a)(1)(A) SUPPLEMENT NO. 1 TO OFFER TO PURCHASE NATIONAL FINANCIAL PARTNERS CORP. OFFER TO PURCHASE FOR CASH ANY AND ALL OF ITS OUTSTANDING 0.75% CONVERTIBLE SENIOR NOTES DUE 2012 This Supplement No. 1 to Offer to Purchase (this Supplement No. 1) supplements the Offer to Purchase dated June 9, 2010 (the ?Original Offer to Purchase?) relating to an offer by National Financ |
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| June 21, 2010 |
Skadden, Arps, Slate, Meagher & Flom LLP Four Times Square New York 10036-6522 Skadden, Arps, Slate, Meagher & Flom LLP Four Times Square New York 10036-6522 June 21, 2010 BY EDGAR Mr. |
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| June 18, 2010 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 DIVISION OF CORPORATION FINANCE June 17, 2010 Stancil E. Barton, Esq. Executive Vice President and General Counsel National Financial Partners Corp. 340 Madison Avenue, 20th Floor New York, NY 10173 Re: National Financial Partners Corp. Schedule TO-I Filed June 9, 2010 Schedule TO-I/A Filed June 11, 2010 Schedule TO-I/A Filed |
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| June 16, 2010 |
EX-99.(D)(35) 2 dex99d35.htm INDENTURE, DATED AS OF JUNE 15, 2010 B/W NFP AND WELLS FARGO BANK NA Exhibit (d)(35) EXECUTION VERSION NATIONAL FINANCIAL PARTNERS CORP. INDENTURE DATED AS OF JUNE 15, 2010 WELLS FARGO BANK, NATIONAL ASSOCIATION TRUSTEE TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.01 Definitions 1 Section 1.02 Rules of Construction 17 Section |
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| June 16, 2010 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): June 16, 2010 (June 15, 2010) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029115 (State or other jurisdiction of in |
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| June 16, 2010 |
Indenture, dated as of June 15, 2010 Exhibit 4.1 EXECUTION VERSION NATIONAL FINANCIAL PARTNERS CORP. INDENTURE DATED AS OF JUNE 15, 2010 WELLS FARGO BANK, NATIONAL ASSOCIATION TRUSTEE TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.01 Definitions 1 Section 1.02 Rules of Construction 17 Section 1.03 Acts of Holders 17 ARTICLE 2 THE NOTES 18 Section 2.01 Form |
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| June 16, 2010 |
SC TO-I/A 1 dsctoia.htm AMENDMENT NO. 2 TO SCHEDULE TO SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 2) NATIONAL FINANCIAL PARTNERS CORP. (Name of Subject Company (Issuer)) NATIONAL FINANCIAL PARTNERS CORP. (Names of Filing Persons (Issuer)) Nationa |
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| June 14, 2010 |
EX-10.6 7 dex106.htm CONFIRMATION REGARDING CONVERTIBLE BOND HEDGE TRANSACTION DATED 6/9/2010 Exhibit 10.6 EXECUTION VERSION To: National Financial Partners Corp. 340 Madison Avenue, 20th Floor New York, New York 10173 From: WELLS FARGO SECURITIES, LLC, solely as agent of Wells Fargo Bank, National Association Re: Base Convertible Bond Hedge Transaction Ref. No: 7927924 Date: June 9, 2010 Ladies a |
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| June 14, 2010 |
National Financial Partners Announces Pricing of $125 Million of Convertible Senior Notes EX-99.1 9 dex991.htm PRESS RELEASE DATED JUNE 9, 2010 Exhibit 99.1 National Financial Partners Announces Pricing of $125 Million of Convertible Senior Notes NEW YORK, NY – June 9, 2010 – National Financial Partners Corp. (NYSE: NFP), a provider of benefits, insurance and investment services, today announced the pricing of $125,000,000 aggregate principal amount of 4.0% convertible senior notes due |
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| June 14, 2010 |
Exhibit 10.2 GOLDMAN, SACHS & CO. | 200 WEST STREET | NEW YORK, NEW YORK 10282-2198 | TEL: 212-902-1000 Opening Transaction To: National Financial Partners Corp. 340 Madison Avenue, 20th Floor New York, New York 10173 A/C: 00673131 From: Goldman, Sachs & Co. Re: Base Convertible Bond Hedge Transaction Ref. No: SDB1631832887 Date: June 9, 2010 Ladies and Gentlemen: The purpose of this communication |
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| June 14, 2010 |
Exhibit 10.1 National Financial Partners Corp. $125,000,000 4.0% Convertible Senior Notes due 2017 Purchase Agreement June 9, 2010 Goldman, Sachs & Co. 200 West Street New York, NY 10282 Merrill Lynch, Pierce, Fenner & Smith Incorporated One Bryant Park New York, NY 10036 As representatives of the several Purchasers named in Schedule I hereto (the ?Purchasers?) Ladies and Gentlemen: National Finan |
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| June 14, 2010 |
Exhibit 10.4 EXECUTION VERSION To: National Financial Partners Corp. 340 Madison Avenue, 20th Floor New York, New York 10173 From: Bank of America, N.A. c/o Merrill Lynch, Pierce, Fenner & Smith Incorporated New York, NY 10036 John Servidio Telephone: 646-855-8900 Facsimile: 704-208-2869 Re: Base Convertible Bond Hedge Transaction Ref. No: NY-40407 Date: June 9, 2010 Ladies and Gentlemen: The purp |
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| June 14, 2010 |
EX-10.3 4 dex103.htm CONFIRMATION REGARDING ISSUER WARRANT TRANSACTION DATED 6/9/2010 Exhibit 10.3 GOLDMAN, SACHS & CO. | 200 WEST STREET | NEW YORK, NEW YORK 10282-2198 | TEL: 212-902-1000 Opening Transaction To: National Financial Partners Corp. 340 Madison Avenue, 20th Floor New York, New York 10173 A/C: 00673131 From: Goldman, Sachs & Co. Re: Base Issuer Warrant Transaction Ref. No: SDB1631832 |
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| June 14, 2010 |
8-K 1 d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): June 14, 2010 (June 9, 2010) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029115 (State or ot |
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| June 14, 2010 |
EX-10.7 8 dex107.htm CONFIRMATION REGARDING ISSUER WARRANT TRANSACTION DATED 6/9/2010 Exhibit 10.7 EXECUTION VERSION To: National Financial Partners Corp. 340 Madison Avenue, 20th Floor New York, New York 10173 From: Wells Fargo Securities, LLC, solely as agent of Wells Fargo Bank, National Association Re: Base Issuer Warrant Transaction Ref. No: 7927999 Date: June 9, 2010 Ladies and Gentlemen: Th |
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| June 14, 2010 |
EX-10.5 6 dex105.htm CONFIRMATION REGARDING ISSUER WARRANT TRANSACTION DATED 6/9/2010 Exhibit 10.5 EXECUTION VERSION To: National Financial Partners Corp. 340 Madison Avenue, 20th Floor New York, New York 10173 From: Bank of America, N.A. c/o Merrill Lynch, Pierce, Fenner & Smith Incorporated One Bryant Park New York, NY 10036 Attn: John Servidio Telephone: 646-855-8900 Facsimile: 704-208-2869 Re: |
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| June 11, 2010 |
SC TO-I/A 1 dsctoia.htm AMENDMENT NO.1 TO SCHEDULE TO SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 1) NATIONAL FINANCIAL PARTNERS CORP. (Name of Subject Company (Issuer)) NATIONAL FINANCIAL PARTNERS CORP. (Names of Filing Persons (Issuer)) National |
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| June 11, 2010 |
National Financial Partners Announces Pricing of $125 Million of Convertible Senior Notes EX-99.(A)(5)(C) 2 dex99a5c.htm PRESS RELEASE, DATED JUNE 9, 2010, ANNOUNCING PRICING OF NFP'S SENIOR NOTES Exhibit (a)(5)(C) National Financial Partners Announces Pricing of $125 Million of Convertible Senior Notes NEW YORK, NY – June 9, 2010 – National Financial Partners Corp. (NYSE: NFP), a provider of benefits, insurance and investment services, today announced the pricing of $125,000,000 aggre |
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| June 9, 2010 |
National Financial Partners Announces Cash Tender Offer for its 0.75% Convertible Senior Notes EX-99.(A)(5)(A) 4 dex99a5a.htm PRESS RELEASE, DATED JUNE 9, 2010, ANNOUNCING NFP'S LAUNCH OF THE TENDER OFFER Exhibit (a)(5)(A) National Financial Partners Announces Cash Tender Offer for its 0.75% Convertible Senior Notes NEW YORK, NY – June 9, 2010 – National Financial Partners Corp. (NYSE: NFP), a provider of benefits, insurance and investment services, today announced that it has commenced a t |
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| June 9, 2010 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): June 9, 2010 (June 9, 2010) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029115 (State or other jurisdiction of inco |
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| June 9, 2010 |
FOURTH AMENDMENT TO CREDIT AGREEMENT EX-10.1 2 dex101.htm FOURTH AMENDMENT TO CREDIT AGREEMENT, DATED JUNE 9, 2010 Exhibit 10.1 EXECUTION VERSION FOURTH AMENDMENT TO CREDIT AGREEMENT THIS FOURTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is dated as of June 9, 2010 by and among NATIONAL FINANCIAL PARTNERS CORP. (the “Borrower”); the financial institutions signing below and BANK OF AMERICA, N.A., as administrative agent for the |
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| June 9, 2010 |
EX-99.(A)(1)(B) 3 dex99a1b.htm FORM OF LETTER OF TRANSMITAL Exhibit (a)(1)(B) LETTER OF TRANSMITTAL OF NATIONAL FINANCIAL PARTNERS CORP. OFFER TO PURCHASE FOR CASH ANY AND ALL OF ITS OUTSTANDING 0.75% CONVERTIBLE SENIOR NOTES DUE 2012 CUSIP NUMBER 63607P AA7 PURSUANT TO THE OFFER TO PURCHASE DATED JUNE 9, 2010 The Offer and your withdrawal rights will expire at 12:00 midnight, New York City time, |
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| June 9, 2010 |
National Financial Partners Announces Cash Tender Offer for its 0.75% Convertible Senior Notes EX-99.1 3 dex991.htm PRESS RELEASE ANNOUNCING THE TENDER OFFER, DATED JUNE 9, 2010 Exhibit 99.1 National Financial Partners Announces Cash Tender Offer for its 0.75% Convertible Senior Notes NEW YORK, NY – June 9, 2010 – National Financial Partners Corp. (NYSE: NFP), a provider of benefits, insurance and investment services, today announced that it has commenced a tender offer for any and all of i |
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| June 9, 2010 |
National Financial Partners Announces Proposed Offering of $125 Million of Convertible Senior Notes Press Release announcing the Offering, dated June 9, 2010 Exhibit 99.2 National Financial Partners Announces Proposed Offering of $125 Million of Convertible Senior Notes NEW YORK, NY – June 9, 2010 – National Financial Partners Corp. (NYSE: NFP), a provider of benefits, insurance and investment services, today announced its intention to offer $125,000,000 aggregate principal amount of convertible |
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| June 9, 2010 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 NATIONAL FINANCIAL PARTNERS CORP. (Name of Subject Company (Issuer)) NATIONAL FINANCIAL PARTNERS CORP. (Names of Filing Persons (Issuer)) National Financial Partners Corp. 0.75% Convertible Senior Notes due 2012 (Title |
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| June 9, 2010 |
National Financial Partners Announces Proposed Offering of $125 Million of Convertible Senior Notes EX-99.(A)(5)(B) 5 dex99a5b.htm PRESS RELEASE, DATED JUNE 9, 2010, ANNOUNCING NFP'S OFFERING OF SENIOR NOTES Exhibit (a)(5)(B) National Financial Partners Announces Proposed Offering of $125 Million of Convertible Senior Notes NEW YORK, NY – June 9, 2010 – National Financial Partners Corp. (NYSE: NFP), a provider of benefits, insurance and investment services, today announced its intention to offer |
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| June 9, 2010 |
EX-99.(A)(1)(A) 2 dex99a1a.htm OFFER TO PURCHASE, DATED JUNE 9, 2010 Table of Contents Exhibit (a)(i)(A) NATIONAL FINANCIAL PARTNERS CORP. OFFER TO PURCHASE FOR CASH ANY AND ALL OF ITS OUTSTANDING 0.75% CONVERTIBLE SENIOR NOTES DUE 2012 The Offer (as defined below) and your withdrawal rights will expire at 12:00 midnight, New York City time, on July 7, 2010, unless extended (such date and time, as |
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| May 27, 2010 |
Exhibit 99.1 NFP ANNOUNCES J. BARRY GRISWELL JOINS BOARD OF DIRECTORS Re-Election by Stockholders of all Existing Board Members NEW YORK, NY – May 26, 2010 – National Financial Partners Corp. (NYSE: NFP), a leading provider of benefits, insurance and investment services, is pleased to announce that at its Annual Meeting of Stockholders, held today, J. Barry Griswell, former chairman and chief exec |
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| May 27, 2010 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): May 27, 2010 (May 26, 2010) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029115 (State or other jurisdiction of inco |
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| May 11, 2010 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): May 11, 2010 (May 11, 2010) NATIONAL FINANCIAL PARTNERS CORP. (Exact name of registrant as specified in its charter) Delaware 001-31781 13-4029115 (State or other jurisdiction of inco |
