Archive for the ‘Mergers and Acquisitions’ Category

The Rumors of My Death Have Been Greatly Exaggerated

Saturday, October 18th, 2008

With the October 31st deadline for the first Net Capital requirement increase fast approaching, many may be wondering: “Whatever happened to all that market consolidation that was supposed to reshape the Forex industry?” Some smaller, and more importantly less reputable, firms have fallen by the wayside in recent years, yet the number has been relatively small. Further, given the size of many of those firms, their exit from the retail FX space has had little or no impact on the industry. With the October increase just around the corner we now see that few firms are likely to be seriously affected. The CFTC just released Futures Commissions Merchant (FCM) financial data for the end of August. Let’s take a look at who is and isn’t making the cut. For the sake of being thorough let’s begin with the comprehensive list of FX service offering registered FCMs; 31 players in all.

Forex Dealer Adjusted Net Capital
MF GLOBAL INC. $578,263,985
INTERACTIVE BROKERS LLC $538,143,197
OANDA CORPORATION $165,458,966
FOREX CAPITAL MARKETS LLC $91,840,037
TRADESTATION SECURITIES INC $88,369,268
ROSENTHAL COLLINS GROUP LLC $79,638,871
GLOBAL FUTURES & FOREX LTD $73,219,116
GAIN CAPITAL GROUP LLC $67,906,278
INTERBANK FX LLC $36,504,426
PEREGRINE FINANCIAL GROUP INC $21,345,435
CAPITAL MARKET SERVICES LLC $20,199,028
FX SOLUTIONS LLC $19,574,103
IFX MARKETS INC $18,623,981
ALPARI (US) LLC $15,786,390
I TRADE FX LLC $14,952,004
ODL SECURITIES INC $14,870,166
3D FOREX, LLC $13,178,356
MB TRADING FUTURES INC. $12,767,499
GFS FOREX & FUTURES INC $11,451,981
IG MARKETS INC. $10,111,559
HOTSPOT FXR LLC $9,942,771
EASY FOREX US LTD $9,824,509
IKON GLOBAL MARKETS INC. $9,544,902
DORMAN TRADING LLC $8,608,792
CMC MARKETS (US) LLC $8,543,520
ACM USA LLC $8,372,738
FRIEDBERG MERCANTILE GROUP INC $8,176,903
FOREX CLUB FINANCIAL COMPANY INC $7,558,421
ADVANCED MARKETS INC $6,786,042
BACERA CORPORATION $5,412,516
MG FINANCIAL LLC $5,393,739

Now let’s start with some easy trimming. The very top of the list includes firms such as MF Global and Interactive Brokers. Though they do offer FX services, retail Forex is not a major part of their business and to top it off they could meet the new requirements without batting an eyelash. Let’s also add TradeStation and Rosenthal Collins to that category.

Now let’s take a look at some of the Forex industry’s more established players, the guys that are definitely making the cut. The following Forex dealers all have $20 million or more in Adjusted Net Capital: Oanda, FXCM (Official name on the list: Forex Capital Markets), GFT (Global Futures & Forex), Gain (also known as Forex.com), Interbank FX, PFG (Peregrine Financial Group, a Futures firm with a strong FX offering) and CMS Forex (Capital Market Services). Let’s also add FX Solutions to the list. Given that the firm is owned by City Index, I think they’ll manage to scrape the remaining $425,897 from underneath Michael Spencer’s couch cushions. IFX Markets joins the pack as well. The firm is being eliminated as an independent entity after its merger with FX Solutions. But this is by no means due to a lack of capital, but rather due to the fact that both firms are now owned by City Index.

Now let’s trim a little from the bottom of the list. How are the significantly undercapitalized doing? MG Financial is indeed a casualty. The firm has been sold to Rosenthal Collins Group in order to avoid extinction. Bacera is moving offshore. Few will notice its departure as few had even noticed its existence. Advanced Markets, though highly undercapitalized, is not likely to face extinction. The firm counts the Australian banking giant Macquarie Group amongst its shareholders and is unlikely to be hung out to dry.

Let’s also take a few not so relevant players off the list. Dorman Trading offers FX through an FX Solutions White Label Partnership (WLP.) The established Futures boutique could probably scrape together the necessary capital, but given that FX is not the core of its business it is anyone’s guess as to whether it will actually bother. Yet again its presence in the retail FX space has not been significant and no one is likely to notice its departure. Friedberg finds itself in a similar position. The 37 year old financial services firm will be left to decide whether the retail FX space is worth a contribution of capital. While we are at it, let’s also check off CMC Markets who recently ceased all U.S. operations. Given the Contracts for Difference (CFD) trading behemoth’s size it was not for want of money.

Before we go any further let’s quickly add and remove FXDD (FXDirectDealer) from the list. This Forex Dealer has neglected registration until the very last moment, doing its best to ride out every last possible loophole. The firm’s FCM registration is currently pending though. FXDD whose parent company Tradition booked an operating profit of 150 million Swiss Franc in 2007, is unlikely to be strapped for cash.

This leaves us with a much shorter list of 12 Forex dealers. These are our walking undead, the firms whose future is allegedly in limbo.

Forex Dealer Adjusted Net Capital
ALPARI (US) LLC $15,786,390
I TRADE FX LLC $14,952,004
ODL SECURITIES INC $14,870,166
3D FOREX, LLC $13,178,356
MB TRADING FUTURES INC. $12,767,499
GFS FOREX & FUTURES INC $11,451,981
IG MARKETS INC. $10,111,559
HOTSPOT FXR LLC $9,942,771
EASY FOREX US LTD $9,824,509
IKON GLOBAL MARKETS INC. $9,544,902
ACM USA LLC $8,372,738
FOREX CLUB FINANCIAL COMPANY INC $7,558,421

Yet even here we don’t seem to get the chance to witness any serious market instability. Firstly let’s note that the numbers we see are for the end of August. Extreme volatility and equity market collapse in September and October has lead to record profits for many Forex dealers. This could easily shore up the books of several firms. Furthermore the FX market’s fast passed growth has made it a darling for private equity firms who may be willing to fund an undercapitalized broker (at a discount of course) if it has the size and stamina to demonstrate serious perspective growth. This may add significant capital to the books of some FX dealers.

Forex Club and Alpari can easily funnel in more money from their Russian operations or simply target the U.S. market from offshore. I Trade will probably make the cut despite its recent regulatory problems. In the worst case scenario it is likely to bring in some capital from its prior Jamaican investors. ACM is likely to bring funds in from its larger Swiss operations and OLD and IG from their U.K. home offices. No one is shedding a tear for Hotspot either, whose parent Knight Capital Group will easily pony up the missing capital. IKON could bring in capital from its New Zealand operations or likely find the necessary capital on its own. MB Trading should also do well, potentially moving funds from its Broker Dealer (BD) arm or by merging capital with 3D Forex with whom it shares common ownership.

Granted there is no guarantee that these firm’s parent companies or foreign operations will be willing or able to front enough cash to meet the $20 million requirement. If this is the case though, most will not be acquisition targets but will either move their FX business offshore or operate the FX portion of their business as introducing brokers.

The only firms whose fate is really up in the air are GFS and Easy Forex and even these two might just prove capable of bringing money in from their foreign operations or by moving entirely offshore if they are not able to bring on private equity. All in all few firms are really likely to meet their maker due to the increased capital requirements. Even if a few of the firms on the short list do end up moving offshore or selling their U.S. FX operations to a competitor the effect on the industry will be minor at best.

MG Financial gets a financial bailout from Rosenthal Collins

Wednesday, October 15th, 2008

Forex Dealer MG Financial (MG Forex) announced today that they had been acquired by Rosenthal Collins Group (RCG.)

MG Financial was one of the first entrants in the retail FX space. The firm began offering online Forex trading in 1997. The then cutting edge trading platform employed a web page based interface broken up into frames. The quote board frame reloaded itself every 60 seconds, thus providing clients with “real-time” pricing. This service was part of the dawn of the online retail FX industry.

Several U.S. retail Forex dealers trace portions of their roots to MG Forex. Drew Niv, CEO of FXCM one of the world’s largest FX dealers, got his start at MG as did Eduard Yusupov, FXCM’s Chief Dealer. MG employees went on found software firm ACT Forex which initially powered brokers such as IFX Markets USA, CMS Forex and many others.

Despite its initial leading position, MG has largely been a failure. Having contributed to the founding of several fast growing and successful FX Dealers, MG itself has made very little progress over the years. The firm whose original name was Money Garden and whose tagline read “Yeah we grow the stuff” had largely failed to deliver on that promise. MG’s primary shareholders Mikhail Dvortsov and Alexander Mikhlin have largely been disconnected from the operations of the firm, which is rumored to have been ruled like a fief by the firm’s reclusive chief dealer, Dixon (Tak) Fung.

One of MG’s major contributions to the market had been the creation of financial portal Forexnews.com. Unfortunately MG’s lack of focus on customer acquisition eventually led to its loss of senior analyst Ashraf Laidi, the driving force behind forexnews.com, to competitor CMS Markets.

Though neither MG Forex nor Rosenthal Collins commented on the specifics of the transaction beyond saying that it was an all equity swap, one has to assume the sale price was rather paltry given the firm’s lackluster growth and level of desperation. The firm had been significantly short of capital coming into the Adjusted Net Capital Requirement increases and its relatively poor growth and lack of significant market share made it an uninspiring target for funding by private equity firms.

Rosenthal Collins’ significant capital base leads one to believe that we will be seeing a more aggressive and competitive stance from MG in the coming months. Nevertheless the acquisition brings a mixed bag to an industry desperately in need of a positive PR boost. RCG’s reputation in the Futures space is somewhat dubious. Despite the fact that RCG Managing Director Douglas O. Kitchen serves on the Board of Directors of the National Futures Association (NFA) and is a member of the NFA’s Executive Committee, the firm has a less than stellar regulatory record. Rosenthal Collins Group has been a party to 15 NFA arbitration cases and 194 Commodities Futures Trading Commission (CFTC) reparations cases. The firm has also been subject to 41 exchange initiated regulatory actions and 4 CFTC regulatory actions. In fact, just this past August the CFTC sanctioned Rosenthal Collins Group $310,000 for failing to enforce compliance procedures and diligently supervise employees. Surprisingly (or not) RCG has never been subject to a single NFA regulatory action.

City Index finds a solution for IFX with FX Solutions

Thursday, October 2nd, 2008

FX Solutions effectively took over the operations of IFX Markets USA, the Boston arm of the UK entity City Index.

IFX Markets has traveled a turbulent path these past eight years. Originally founded in 2001 as Commerce Bank Foreign Exchange or CBFX, a subsidiary of Commerce Bank & Trust, it was subsequently sold to UK broker IFX Group in 2004 for a meager $1.9 million. In 2006, IFX Group was acquired by City Index (for £57.9 million.)  Prior IFX Group shareholders included Tradition Group, which is also the parent company of U.S. Forex Dealer FXDD. Tradition acquired 10% interest in IFX Group in February 2004 for 7,529,000 Swiss Frank.

In April 2007, private equity firm Francisco Partners bought a controlling interest in FX Solutions for over $150 million . In under a year Francisco Partners sold its interest in FX Solutions to City Index, who had lost out to Francisco Partners in the initial process to acquire FX Solutions. Since the completion of the deal in February 2008 many have thought that IFX Markets’ days were numbered. City Index had chosen FX Solutions as its flagship retail FX brand and the larger New Jersey based operation was slated to take over the smaller Boston based IFX Markets.

City Index is a subsidiary of Intercapital Private Group Limited (IPGL Limited) the holding firm of British magnate Michael Spencer and is also the parent company of ICAP, the world’s largest inter-dealer broker. ICAP in turn acquired bank operated trading platform EBS in April 2006 for an estimated $800 million. Making this one big happy Forex family.

IFX clients will be transitioned from IFX’s ICTS platform, provided by software vendor ACT Forex, onto FX Solutions’ proprietary GTS Pro. The redundancy of the two firms’ operations leaves the fate of  IFX’s Boston based employees uncertain. Rumor has it that some high level departures, both voluntary and forced, have already occurred.

James Gow says “Arigato IG Group”

Wednesday, September 24th, 2008

IG Group acquired an 87.5% stake in Japanese Retail Forex Dealer FXOnline for $207 million. IG will also be granted an option to acquire the reminder of the firm in due course. FXOnline founder James Gow who owns the remaining 12.5% will stay on as CEO, while former investors FinTech Global Inc. and Mizuho Capital Co. have divested their holdings. This is the second major deal for James who sold 49.9% of the company to FinTech and Mizuho in early 2007 for around $100 million.

FXOnline has shown impressive growth over the past few years. The company reported revenue of $65.9 million for the year ending in March 2008 with pretax profits of $46.15 million. The 45 person firm boasts a 4% market share of the Japanese retail FX market, has a customer base in excess of 30,000 clients and processes 1 million transactions per month valued at close to $60 billion.

The street has long been searching for a suitor for FXOnline. Several investors had been considering a double play by bringing the Japanese broker into a partnership with a western FX firm in order to take advantage of the efficiencies offered by matching U.S. and European retail flow with Japanese retail flow. The company’s aggressive growth and western management also made them an excellent fit for western accusation.

With the deal’s completion, clients will be transfered from FXOnline’s current trading platform onto IG’s PureDeal platform. The move will not only generate additional cost savings but will also allow FXOnline to abandon its relatively weak technology offering based on software provided by FinaTek Services.