Jonathan Collins
Analyst · Barclays. You may proceed
Thank you, Jonathan. Good morning, everyone. Slide 13 is an overview of our 2022 second quarter and first half results compared with the same periods in 2021. Second quarter revenue was $687 million, an increase of $241 million compared to the same period last year, driven primarily by inorganic growth from the ProQuest acquisition as well as 4.8% organic growth, both of which were partially offset by a substantial foreign exchange headwind as the U.S. dollar strengthened dramatically against the basket of foreign currencies. This brings first half revenue to $1.35 billion for an increase of $475 million or 54%. EBIT was $135 million in the second quarter for an increase of $220 million over the prior year and was $281 million in the first half for an increase of $384 million as a result of a solid profit conversion on the revenue growth as well as mark-to-market gains on the private warrants. Net income attributable to ordinary shares was $44 million in the quarter for a growth of $176 million over the same period last year and was $95 million in the first half, an increase of $282 million over the prior year as higher EBIT was partially offset by higher interest and income tax expenses. Adjusted diluted EPS for Q2 was $0.22, a $0.05 increase over Q2 of last year, bringing H1 to $0.43, a $0.12 increase over H1 of last year. Operating cash flow was $97 million in the quarter, an increase of $9 million over the same period last year, bringing it to $165 million for the first half, which is a decline of $97 million from last year. The decline is due to the $150 million of payments out of restricted cash for the CPA equity plan as well as higher working capital requirements due to the normal seasonality of the ProQuest business. Please turn with me now to Page 14 for a closer look at the drivers of the second quarter top and bottom line growth over the same period last year. When we reported first quarter results in early May, we indicated that second quarter revenue would be between $690 million and $700 million, depending on the relative strength of the U.S. dollar. At an investor conference in early June, we highlighted that we would be at the low end of the range as a result of foreign currency as the dollar remains strong. During the month of June, the dollar strengthened further against the pound and the euro, accounting for the $3 million shortfall to the indication we provided. While organic growth was about 70 bps light of the low end of our expectations, this is only an impact of $3 million and was offset by a slightly stronger performance in the ProQuest business. When we look at the second quarter top and bottom line growth compared to the same period last year, it was driven by four key factors. First, organic growth was 4.8% and represented the second consecutive quarter of delivering 40 bps of sequential improvement. This added $22 million to the top line and $10 million to the bottom line for a profit conversion of 45%. Second, inorganic growth contributed $245 million to the top line and $74 million to the bottom line for a profit conversion of 30% on a pre-cost synergy basis. This growth is primarily attributed to the ProQuest acquisition, which modestly exceeded our expectations. Third, cost synergies net of certain operating expenses required to achieve them contributed $22 million of incremental profit from carryover savings completed last year associated with the CPA acquisition and continued momentum on the ProQuest cost actions. Finally, the translation of subsidiaries denominated in foreign currencies had a substantial impact in the quarter, reducing revenue by $26 million and profit by $21 million. The profit conversion is higher than normal as the translation impact was compounded by transaction losses. Please turn with me now to Page 15 for the same look at the first half of the year. First half top and bottom line growth over last year was a result of the same four factors. First, organic growth of 4.6% added a cumulative $41 million to the top line and $21 million to the bottom line for a profit conversion of just over 50%. As you see in the table on the lower left of the page, the organic growth rate is in line with the 2021 full year growth rate as improved pricing in our recurring business and continued traction in cross-selling were offset by transactional sales growth that continues to lag last year, as Jerre explained earlier. It's worth noting that renewal rates were in line with last year as retention improvements were offset by the adverse effect of suspending our operations in Russia, which restrained the growth rate expansion by nearly 40 basis points. Second, inorganic growth contributed a combined $473 million to the top line and $143 million to the bottom line for a profit conversion of 30% on a pre-cost synergy basis. This growth is primarily attributed to the ProQuest acquisition. Third, cost synergies contributed $47 million of incremental profit in the first half, bolstered by carryover savings with the CPA acquisition and continued progress on the ProQuest cost actions. This early traction is driving a $15 million outperformance of the $50 million commitment implied in our initial full year guidance, which I'll touch on in a few moments. Finally, the translation impact of subsidiaries denominated in foreign currency deducted $39 million of revenue and $28 million of profit, including transaction losses as the dollar strengthened significantly. Please turn with me now to Page 16 to see how the second quarter and first half profit converted to cash flow. Adjusted free cash flow, which excludes the impact of onetime costs, was $67 million in the second quarter, a decrease of $29 million over the same period last year and $258 million in the first half, which was essentially flat compared to 2021. Growth in adjusted EBITDA was partially offset by higher working capital requirements compared to the prior year that were primarily associated with the normal seasonality of the ProQuest business and timing of patent renewal payments in the servicing portion of our IP business. The increase in onetime costs in the first half, which are the cause of the year-over-year declines in operating and free cash flow, are entirely attributed to the payments from the Employee Benefits Trust to administer the CPA equity plan payout. Please move with me now to Slide 17 for a look at our revised full year guidance. As a result of the material strengthening of the dollar and the deteriorating macroeconomic backdrop, we've revised our outlook for the second half of this year. We are lowering the midpoint of our revenue guidance by $110 million and the majority of this, about $70 million, is due to foreign exchange. The balance, nearly $40 million, assumes the continued traction we see from implementing One Clarivate that was to yield accelerated organic growth on a full year basis compared to last year will be offset by the following factors that have a roughly equal impact: one, our inability to offset the headwind from our decision to suspend operations in Russia; two, lower brand and trademark registrations; three, software consulting services; and four, uncertainty around new subscriptions and other transactional sales in the second half. We now expect our organic growth rate to be essentially flat compared to last year and the first half of this year at about 4.5% and revenue of $2.73 billion at the midpoint of the ranges. Through strong cost discipline in the remainder of the year, we expect to maintain our original profit margin guidance of between 41% and 42%, yielding an adjusted EBITDA of approximately $1.14 billion at the midpoint of the range. Adjusted free cash flow is expected to be $625 million at the midpoint of the range for a conversion of approximately 55%. The $75 million decrease compared to the prior guidance is attributed two-thirds to lower profit and one-third to higher interest costs due to base rate increases and slightly higher capital requirements. Adjusted diluted earnings are now expected at $0.85 per share at the midpoint of the range. Please turn with me now to Page 18 for the major drivers of the expected revenue and profit growth for this year compared to last. As with the comparisons provided for the second quarter and first half top and bottom line growth, we expect the full year will be driven by the same factors. First, organic growth is expected to deliver approximately $85 million of revenue growth and about $45 million of profit growth for a profit conversion of more than 50%. Second, inorganic growth is expected to contribute an additional $870 million of sales and $285 million of profit for a profit conversion of just over 30% as a result of the ProQuest acquisition on a pre-cost synergy basis. Third, cost synergies associated with the CPA and ProQuest transactions are expected to add $65 million to profit. And finally, we expect the U.S. dollar to remain strong for the remainder of the year, resulting in about a $100 million headwind to revenue and a $55 million flow-through to profit. Slide 19 provides the expected seasonality of our revenues for the remainder of the year, which remains in line with last year's pro forma results. While we've not provided this quarterly top line indication in prior years and may not give it again in the future, we think it's particularly helpful this year given the large acquisition. As a reminder, the stacked bars on the chart represent our actual reported and pro forma revenues for last year. As you can see, they improved sequentially from Q1 to Q2 then modestly abated in Q3 before improving again sequentially in Q4. The combination of these bars represents the normal seasonality of our business after the full effect of the recent acquisitions but at actual rather than constant currency rates. The black line on the top of the chart represents our expectation for this year's revenue phasing. The midpoint of our guidance range contemplates an organic growth rate, pictured in gray, that is essentially flat with the first half of the year and based on the current foreign exchange rates would yield revenue in the range of $650 million to $660 million and $720 million to $730 million in the third and fourth quarters, respectively. The high end of the organic growth guidance range contemplates a continued sequential growth rate improvement of 40 bps through the remainder of the year as illustrated by the dotted green line and would yield full year growth of 5% or nearly 5.5%, excluding the impact of the decision to suspend our operations in Russia. The components of this growth rate expansion are illustrated in the lower left of the page as pricing and cross-selling would be modestly offset by transactional sales, where at the midpoint of the range transactional sales would be a more significant headwind and as a result of the macroeconomic climate. Please turn with me now to Page 20 for more detail on how we expect the full year adjusted EBITDA of nearly $1.14 billion will convert to free cash flow. Our full year outlook for adjusted free cash flow is now $625 million at the midpoint of the range and represents an increase of $165 million compared to last year. We anticipate the profit growth of approximately $340 million will be partially offset by higher interest to service the debt used upon the acquisition, higher cash taxes on the profit growth and modestly higher capital requirements as increased capital spending will be ameliorated by lower working capital needs. This outlook contemplates that nearly $0.50 of every dollar of profit growth will convert to cash. Please turn with me now to Page 21 for a reminder of how we've progressed over the past few years and the trajectory this implies for the future. Given the current strength of the U.S. dollar and the volatility of the macroeconomic backdrop, we're not in a position to dimension our outlook for 2023. As we have more certainty around the second half of this year, we will crystallize our guidance for next year. However, we remain confident that the top line will grow, profit margins and EPS will expand, and free cash flow will improve significantly on higher profit and lower onetime costs. The business remains poised to nearly triple in revenue, deliver profit margins in the mid-40s and approach $1 of adjusted diluted earnings and free cash flow per share. Please turn with me now to Page 22 for a reminder of why we believe this business will continue to grow even during a recession. We have leading brands of products that provide mission critical information and insights to a broad and global customer base. Our revenues represent a small fraction of the expansive total addressable market estimated at well over $100 billion, providing ample room for continued growth. Because our products are mission-critical, our subscribers renew at greater than 90% each year even during an economic downturn, positioning us as a compounder with the ability to grow through the cycle. And these renewal rates are so meaningful as about 80% of our revenue comes from subscription and reoccurring sales, providing a strong and stable base for growth. All of the products and services we provide deliver significant operating leverage as manifested in our high profit margins as we utilize the build at once, sell at many times, approach in our product development. The new software win in Asia from our innovative business that Jerre shared earlier is an excellent proof point of leveraging this model. Not only does this drive higher profit margins, but our free cash flow generation is poised to improve substantially as we complete the integration of the ProQuest acquisition. Finally, after building an accomplished leadership team, Jerre has appointed an information services veteran as successor in Jonathan to execute the One Clarivate plan and deliver profitable growth, leading to enhanced returns for all of our stakeholders. I want to thank you all for listening in this morning. I'll now turn the call back over to Alexis to take your questions. And as a reminder, please limit yourself to one question and then return the queue for any additional Alexis, please go ahead.