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Note 11: COMMITMENTS AND CONTINGENT LIABILITIES
The nature of the Company’s business subjects it to claims,
lawsuits, regulatory examinations and other proceedings in the ordinary
course of business.The results of these matters cannot be predicted
with certainty. There can be no assurance that these matters will
not have a material adverse effect on the Company’s results
of operations in any future period and a substantial judgment could
have a material adverse impact on the Company’s financial condition
and results of operations.
However, it is the opinion of management, after consultation with
legal counsel that, based on information currently available, the
ultimate outcome of these matters will not have a material adverse
impact on the business, financial condition or operating results of
the Company.
The Company leases office space under noncancelable operating leases.
The office leases contain certain escalation clauses whereby the rental
commitments may be increased if certain conditions are satisfied and
specify yearly adjustments to the lease amounts based on annual adjustments
to the Consumer Price Index. Rental expense under the office leases
was as follows: |
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The Company leases certain computer and other equipment under noncancelable
operating leases. In addition, the Company has entered into guaranteed
employment contracts with certain of its employees. As of December
31, 2002, future minimum rental commitments under all noncancelable
office leases, and computer and equipment leases, guaranteed employment
contracts longer than one year and other commitments (“Other
Obligations”) were as follows: |
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During the normal course of business, the Company collaterizes certain
leases, employment agreements or other contractual obligations through
letters of credit or segregated funds held in escrow accounts. As
of December 31, 2002, the Company has provided an $11.0 million letter
of credit, collateralized by U.S. Treasury Bills, as a guarantee for
one of the Company’s lease obligations. In addition, the Company
has agreed to provide letters of credit or maintain escrow accounts,
if requested, to collateralize employment contracts in an aggregate
amount of approximately $10.1 million. As of December 31, 2002, the
Company has $3.2 million in an escrow account to collateralize such
obligations.
The Company has an agreement with one of its subsidiaries’ clearing
brokers, obligating the Company to generate and pay clearing fees
totaling a minimum of $12.0 million during an 18-month period from
the commencement of clearing services, which is expected to commence
within the next three months.
At December 31, 2002, KSJ, a joint venture operation of which the
Company owns 60%, has one daylight overdraft facility with a Japanese
financial institution for 2 billion yen.The intraday credit facility
is used to facilitate the daily gross settlement of securities transactions
and bear market rates of interest in Japan.
In January 2002, KSJ entered into a 5 billion yen daylight overdraft
facility with an affiliate of Nikko Cordial Group, the owner of the
remaining 40% interest in the joint venture. Pursuant to the terms
of the loan contract, both the Company and Nikko are required to guarantee
liabilities arising from the overdraft facility in their respective
percentages of ownership.This overdraft facility expired in February
2003 and has not been renewed.
The Company has agreements with the International Securities Exchange,
L.L.C. (the “ISE”) to purchase Class A and Class B membership
interests of ISE with a total purchase price of approximately $28.5
million.The ISE demutualized on May 31, 2002 and as a result, the
Company received shares of the ISE representing both equity interest
and trading rights. In accordance with the purchase agreement, the
Company made an initial payment at the time of the closing with further
periodic payments to be made in the future based on a fixed dollar
amount per contract traded. As the ISE has a call option on the memberships,
the Company capitalizes the exchange memberships at a fixed dollar
amount per contract traded. As of December 31, 2002, the Company had
capitalized $4,272,500 of Equity Interest (Class A) and $8,991,842
of Trading Rights (Class B).These amounts are included in Strategic
investments and Other assets, respectively, on the Statements of Financial
Condition. The Company is not obligated to make future payments; however,
the Company would forfeit its equity interest and its trading rights
if it failed to meet its minimum payment obligations under the contract. |
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