Recast | RECAST When preparing the condensed consolidated financial statements as of and for the three and six months ended September 30, 2022, management determined that certain amounts included in the Company’s condensed consolidated financial statements as of March 31, 2022, required revision due to the closing of the acquisition of Freedom Life and Freedom Insurance in May 2022, which were deemed to be entities under common control with the Company since 2018. On May 17, 2022, the Company acquired two insurance companies in Kazakhstan, a life insurance company, Freedom Life, and a direct insurance carrier, excluding life, health and medical, Freedom Insurance. Prior to acquiring these companies, each was wholly owned by the Company's controlling shareholder, chairman and chief executive officer, Timur Turlov, who had previously acquired the two entities from a non-related party. Freedom Life and Freedom Insurance were deemed to be under common control with the Company since February 28, 2018, and August 22, 2018, respectively, the dates, when two insurance companies were acquired by Timur Turlov. The Company acquired these companies from Mr. Turlov on May 17, 2022 at the historical cost paid by him plus amounts he has contributed as additional paid in capital since his purchase. The Company acquired the Freedom Life and Freedom Insurance to expand its presence in insurance segment. The purchase price for 100% of the outstanding shares of Freedom Insurance was $13,977 and the purchase price for 100% of the outstanding shares of Freedom Life was $12,611. The Company is required to make these payments to Timur Turlov by no later than December 31, 2022. As required by ASC 805 Business Combinations, acquisitions with parties under common control are required to have all previously presented periods recast to the date of acquisition. Accordingly, the financial results of Freedom Life and Freedom Insurance have been consolidated in the condensed consolidated financial statements as of and for the three and six months ended September 30, 2022, and in the corresponding periods of 2021 for comparative purposes, as if they had been acquired prior to such periods. In addition, because the assets and liabilities to be disposed of in connection with the planned sale of Freedom RU and Freedom Bank RU met the held for sale criteria as of September 30, 2022, such subsidiaries are presented as discontinued operations in accordance with ASC 205 and 360 in the the condensed consolidated financial statements as of and for the three and six months ended September 30, 2022 and in the corresponding periods of 2021 for comparative purposes. For additional information see Note 25 Assets and Liabilities held for sale to the condensed consolidated financial statements. The previously issued Condensed Consolidated Balance Sheet as of March 31, 2022, and Condensed Consolidated Statement of Operations and Statements of Other Comprehensive Income for the three and six months ended September 30, 2021, have been revised as follows: As of March 31, 2022 As previously reported FF Life acquisition Elimi-nations FF Insurance acquisition Elimi-nations Recast discontinued operations As recasted ASSETS Cash and cash equivalents $ 625,547 $ 1,427 $ (901) $ 371 $ (82) $ (400,898) $ 225,464 Trading securities 1,203,479 8,875 — 68,520 — (122,497) 1,158,377 Restricted cash 553,680 — — — — (5,730) 547,950 Brokerage and other receivables, net 357,567 173 (34) 60 (20) (210,087) 147,659 Loans issued 94,797 44 — — — (2,395) 92,446 Other assets 25,707 7,244 — 399 — (7,214) 26,136 Fixed assets, net 21,365 182 — 254 — (3,978) 17,823 Right-of-use asset 15,669 532 — 152 — (8,922) 7,431 Deferred income tax assets 12,018 23 — 28 — (11,161) 908 Intangible assets, net 5,791 1,489 — 161 — (2,278) 5,163 Goodwill 5,388 359 — 151 — — 5,898 Available-for-sale securities, at fair value 1 161,363 — — — — 161,364 Insurance contract assets — 3,555 — 2,157 — — 5,712 Assets held for sale — — — — — 825,419 825,419 TOTAL ASSETS $ 2,921,009 $ 185,266 $ (935) $ 72,253 $ (102) $ 50,259 $ 3,227,750 LIABILITIES AND SHAREHOLDERS’ EQUITY Securities repurchase agreement obligations $ 775,178 $ 47,691 $ — $ 49,824 $ — $ (32,469) $ 840,224 Customer liabilities 1,417,937 — (901) — (82) (651,326) 765,628 Trade payables 45,229 — — 21 (20) (147) 45,083 Liabilities from insurance activity — 106,329 — 13,161 — — 119,490 Current income tax liability 14,556 — — — — — 14,556 Securities sold, not yet purchased – at fair value 14,103 — — — — (238) 13,865 Loans received 3,538 — — — — — 3,538 Debt securities issued 99,027 — — — — (64,637) 34,390 Lease liability 15,315 543 — 176 — (8,530) 7,504 Deferred income tax liabilities — — — — — — — Deferred distribution payments 8,534 — — — — — 8,534 Liabilities held for sale — — — — — 812,478 812,478 Other liabilities 19,917 550 (35) 292 — (4,872) 15,852 TOTAL LIABILITIES $ 2,413,334 $ 155,113 $ (936) $ 63,474 $ (102) $ 50,259 $ 2,681,142 Commitments and Contingent Liabilities (Note 26) — — — — — — — SHAREHOLDERS’ EQUITY Preferred stock - $0.001 par value; 20,000,000 shares authorized, no shares issued or outstanding — — — — — — — Common stock - $0.001 par value; 500,000,000 shares authorized; 59 9,465 (9,465) 15,577 (15,577) — 59 Additional paid in capital 141,340 — 16,499 — 16,906 — 174,745 Retained earnings 426,563 28,131 (6,666) (4,811) (1,293) — 441,924 Accumulated other comprehensive loss (53,291) (7,443) (368) (1,987) (36) — (63,125) TOTAL FRHC SHAREHOLDERS’ EQUITY $ 514,671 $ 30,153 $ — $ 8,779 $ — $ — $ 553,603 Non-controlling interest (6,996) 1 — — — — (6,995) TOTAL SHAREHOLDERS’ EQUITY $ 507,675 $ 30,154 $ — $ 8,779 $ — $ — $ 546,608 TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY $ 2,921,009 $ 185,267 $ (936) $ 72,253 $ (102) $ 50,259 $ 3,227,750 Three months ended September 30, 2021 As previously reported* FF Life acquisition Elimi-nations FF Insurance acquisition Elimi-nations Recast discontinued operations As recasted Revenue: Fee and commission income $ 114,344 $ — $ (91) $ 28 $ (77) $ (21,179) $ 93,025 Net gain on trading securities 175,252 329 — 859 — 5,163 181,603 Net realized loss on investments available for sale — (622) — — — — (622) Interest income 22,253 5,513 — 2,221 — (3,368) 26,619 Insurance underwriting income — 12,804 — 3,218 — — 16,022 Net gain on foreign exchange operations 1,622 (106) — (11) — 3 1,508 Net loss on derivative (656) — — — — — (656) TOTAL REVENUE, NET 312,815 17,918 (91) 6,315 (77) (19,381) 317,499 Expense: Fee and commission expense 22,968 1,836 (91) 174 (77) (2,159) 22,651 Interest expense 16,185 1,120 — 1,621 — (2,210) 16,716 Insurance claims incurred, net of reinsurance — 9,748 — 3,765 — — 13,513 Operating expense 36,569 1,336 — 1,630 — (17,765) 21,770 Provision for impairment losses 366 — — 662 — (50) 978 Other expense, net 653 110 — (1) — 24 786 TOTAL EXPENSE 76,741 14,150 (91) 7,851 (77) (22,160) 76,414 INCOME BEFORE INCOME TAX 236,074 3,768 — (1,536) — 2,779 241,085 Income tax expense (31,562) (13) — 10 — — (32,094) INCOME FROM CONTINUING OPERATIONS 204,512 3,755 — (1,526) — 2,779 208,991 Income/(loss) before income tax (expense)/benefit of discontinued operation — — — — — (2,779) (2,779) Income tax (expense)/benefit of discontinued operations — — — — — 529 529 Income from discontinued operation — — — — (2,250) (2,250) NET INCOME $ 204,512 $ 3,755 $ — $ (1,526) $ — $ — $ 206,741 Less: Net loss attributable to non-controlling interest in subsidiary (20) — — — — — (20) NET INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS $ 204,532 $ 3,755 $ — $ (1,526) $ — $ — $ 206,761 OTHER COMPREHENSIVE INCOME Change in unrealized gain on investments available-for-sale, net of tax effect — (1,601) — — — — (1,601) Reclassification adjustment for net realized gain on available-for-sale investments disposed of in the period, net of tax effect — 622 — — — — 622 Foreign currency translation adjustments, net of tax effect 930 21 — 96 — 134 1,181 OTHER COMPREHENSIVE INCOME 930 (958) — 96 — 134 202 COMPREHENSIVE INCOME BEFORE NON-CONTROLLING INTERESTS $ 205,442 $ 2,797 $ — $ (1,430) $ — $ 134 $ 206,943 Less: Comprehensive loss attributable to non-controlling interest in subsidiary (20) — — — — — (20) COMPREHENSIVE INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS $ 205,462 $ 2,797 $ — $ (1,430) $ — $ 134 $ 206,963 For the three months ended September 30, 2021, the Company’s EPS as reported was 3.44 for basic and diluted EPS. Due to the items noted above, the Company’s EPS has been recast to 3.51, (0.05), and 3.47 for basic and diluted EPS for continuing operations, discontinued operations, and total EPS, respectively. Six months ended September 30, 2021 As previously reported* FF Life acquisition Elimi-nations FF Insurance acquisition Elimi-nations Recast discontinued operations As recasted Revenue: Fee and commission income $ 210,649 $ — $ (91) $ 88 $ (161) $ (39,345) 171,140 Net gain on trading securities 185,152 600 — 1,429 — 3,104 190,285 Net realized loss on investments available for sale — (653) — — — — (653) Interest income 41,431 10,100 — 4,218 — (6,892) 48,857 Insurance underwriting income — 24,062 — 6,036 — — 30,098 Net gain on foreign exchange operations 434 38 — 10 — 2,234 2,716 Net loss on derivative (715) — — — — — (715) TOTAL REVENUE, NET 436,951 34,147 (91) 11,781 (161) (40,899) 441,728 Expense: Fee and commission expense 44,832 3,128 (91) 362 (161) (4,226) 43,844 Interest expense 30,457 1,998 — 2,966 — (4,459) 30,962 Insurance claims incurred, net of reinsurance — 18,616 — 6,193 — — 24,809 Operating expense 66,888 2,612 — 3,278 — (31,587) 41,191 Provision for impairment losses 659 — — 663 — (77) 1,245 Other expense/(income), net 664 225 — (2) — (92) 795 TOTAL EXPENSE 143,500 26,579 (91) 13,460 (161) (40,441) 142,846 INCOME BEFORE INCOME TAX 293,451 7,568 — (1,679) — (458) 298,882 Income tax expense (37,231) (1) — (7) — — (37,220) INCOME FROM CONTINUING OPERATIONS 256,220 7,567 — (1,686) — (458) 261,662 Income/(loss) before income tax(expense)/benefit of discontinued operation — — — — — 458 458 Income tax (expense)/benefit of discontinued operations — — — — — (537) (9) Income from discontinued operation — — — — — (79) 449 NET INCOME $ 256,220 $ 7,567 $ — $ (1,686) $ — $ — $ 262,111 Less: Net loss attributable to non-controlling interest in subsidiary (72) — — — — — (72) NET INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS $ 256,292 7,567 — (1,686) — $ — $ 262,183 OTHER COMPREHENSIVE INCOME Change in unrealized gain on investments available-for-sale, net of tax effect — (726) — — — — (726) Reclassification adjustment relating to available-for-sale investments disposed of in the period, net of tax effect — 653 — — — — 653 Foreign currency translation adjustments, net of tax effect 4,230 71 — — (98) — 4,203 OTHER COMPREHENSIVE INCOME 4,230 (2) — — (98) — 4,130 COMPREHENSIVE INCOME BEFORE NON-CONTROLLING INTERESTS $ 260,450 $ 7,565 $ — $ (1,686) $ (98) $ — $ 266,241 Less: Comprehensive loss attributable to non-controlling interest in subsidiary (72) — — — — — (72) COMPREHENSIVE INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS 260,522 7,565 — (1,686) (98) — 266,313 |