Greetings. Welcome to Cushman & Wakefield's First Quarter 2021 Earnings Conference Call. All lines have been placed on mute to prevent any background noise. After the speakers' remarks, there will be a question-and-answer session. [Operator Instructions] It is now my pleasure to introduce Mr. Len Texter, Head of Investor Relations and Global Controller for Cushman & Wakefield. Mr. Texter, you may begin the conference.

Thank you, and welcome again to Cushman & Wakefield's first quarter 2021 earnings conference call. Earlier today, we issued a press release announcing our financial results for the period. This release, along with today's presentation, can be found on our Investor Relations website at ir.cushmanwakefield.com. Please turn to the page labeled forward-looking statements. Today's presentation contains forward-looking statements based on current forecasts and estimates of future events. These statements should be considered estimates only, and actual results may differ materially. During today's call, we will refer to non-GAAP financial measures as outlined by SEC guidelines. Reconciliations of GAAP to non-GAAP financial measures and definitions of non-GAAP financial measures are found within the financial tables of our earnings release and appendix of today's presentation. Also, please note that throughout the presentation, comparison in growth rates are to comparable periods of 2020 and are in local currencies. For those of you following along with our presentation, we'll begin on Page 5. And with that, I'd like to turn the call over to our Executive Chairman and CEO, Brett White. Brett?

Thank you, Len and thank you to everyone joining us today. Before starting with our first quarter performance, I'd like to again thank our team of Cushman & Wakefield professionals around the world for their continued determination and service to our clients throughout the pandemic. Since the beginning of COVID-19, we've been recognized as a leader in the industry, as companies continue to turn to Cushman & Wakefield for our expert advice to help them navigate these challenging times. We will continue to play that role as we help our clients through this recovery. We are pleased with our first quarter performance and are off to a very strong start to 2021. For the quarter, we reported fee revenue of $1.3 billion, down 1% to prior year, but well ahead of expectations. Adjusted EBITDA was $100 million for the quarter, 38% ahead of prior year as a result of our continued delivery of significant cost savings across the business. Revenue trends were better than expected across all segments and service lines. Brokerage revenue was down 7% for the quarter with leasing and capital markets down 5% and 10% respectively year-over-year. This is the lowest rate of year-over-year percentage decline we have seen since the trough in the second quarter of last year. PM/FM service lines continued to be a source of stability. These contractual fee-based revenue streams represent just over half of the total portfolio. Throughout the pandemic, our teams have been supporting our clients by keeping essential buildings open, reconfiguring offices and retail outlets for social distancing, and providing enhanced cleaning and facility services to ensure buildings are safe for tenants. In addition, our Global Occupier Services business continues to win new assignments and renew existing client engagements for outsourcing services in the first quarter. On balance, we expect…

Thanks, Brett, and good afternoon, everyone. Overall, we were very encouraged with the strong start to 2021. Fee revenue for the first quarter of $1.3 billion was down 1%, while adjusted EBITDA of $100 million was up 38% as compared to 2020. Our adjusted EBITDA margin of 7.5% expanded by 215 basis points compared to a year ago. This margin performance demonstrates our excellent operating performance as cost reductions more than offset the impact of our lower brokerage revenues and higher year-over-year bonus expense from non-fee earners in the first quarter. Adjusted earnings per share was $0.11, up $0.08 over last year. Taking a look at our fee revenue by service line, our PM/FM and valuation and other service lines were up 2% respectively for the quarter. Within PM/FM, facility services represent just under half of the fee revenue. In facility services, we typically perform or subcontract a variety of services through our operations in both the Americas and APAC. This business generates solid cash flow on a stable revenue stream. In the first quarter, facility services was up 7% compared to the first quarter of 2020, reflecting continued demand for COVID-related cleaning services primarily in the Americas. For the quarter, Leasing and Capital markets revenue declined 5% and 10% respectively, which was better than our expectations. On balance, the momentum we saw at year-end 2020 carried into the first quarter of 2021, which is certainly encouraging. The industrial sector continues to be an area of ongoing strength in both Leasing and Capital markets across all three of our reportable segments, but particularly in the Americas. Further, we noted at year-end an abnormally high number of short-term leasing renewals. This is a trend we saw continue in the first quarter as owners pushed tenants away from month-to-month renewals and occupiers…

[Operator Instructions] Our first question comes from Anthony Paolone with JPMorgan. Please proceed.

Thank you. My first question relates to the savings, net against some of the drags. So, you mentioned $60 million of savings in the first quarter, but $50 million of net drag for the year. So, should we think about 2Q to 4Q as having $110 million of headwinds or am I looking at it wrong?

No. Tony, the way to think about it is, first of all, if you look at the $60 million in the first quarter, that was steady permanent - steady temporary, but basically, half of that occurred in the first quarter. As we look at the balance of the year, there will be a $50 million headwind related to our bonus. So over the full year, there is $125 million of permanent savings, there'll be a $125 million reversal of temporary savings. So, those two will offset each other, and then the $50 million is a headwind related to the bonus coming back in.

Okay. Okay. I will think through that. And then as it relates to the topline, how should we think about just the sequential seasonality? Do you think that, that is fairly normal as we think about how trends are looking right now, looking right from 1Q to 2Q or any thoughts on that front?

Yeah. Sure. So, first quarter is always our smallest quarter, so we do expect sequential growth from first quarter into second quarter. It's difficult to say exactly what normal is based on prior year, but we do expect, as I say, brokerage - we have seen sequential growth in brokerage over the last five quarters.

Okay. And then last question for Brett. As you think about coming out of COVID and looking out the next few years, what do you see as sort of the strategic priorities in terms of where you see the most opportunities? I think pre-pandemic, you had made some acquisitions on the residential side. It seems like I see your name more often these days associated with debt placement. There's co-working. What are sort of the key areas you see as your big opportunities?

Yeah, I would say, Tony, that our priorities, our strategic objectives, are wholly unchanged from where they were pre-COVID. First and foremost, as you know, and we've spoken about for some time now, we have a benefit, which is we still have white space in our platform both geographically and by service line, areas that we can fill with in-fill acquisitions. And we believe that many of these in-fill opportunities will come to us or to the market over the next year or two years. We are tracking a number of interesting opportunities in the market at the moment. So in-fill M&A remains a key priority for us. Second priority for us remains efficiency. So, we think we're very good at using technology and creative solutions to build a more efficient organization. That should be a margin enhancement tool for us as it has been, it will continue to be so. In the, I think, the broader marketplace, there is definitely an evolution in the corporate outsourcing world, the business run by Bill Knightly for us, where property tech is playing an ever-bigger role on how people think about workplace and how people think about driving value into the workplace, we see a lot of opportunity in that. We spent a lot of time in the last two years on that topic and I think there's great opportunity there as well. Now, as we said in our prepared comments, ourselves and our two large peers, we're just really well positioned right now to accrete share, both in the corporate occupier side because of the investments we've all made in the systems and technology and people, but also on the institutional investor side where more and more of the marketplace is being controlled by fewer and fewer large institutional owners. So all of that plays really well into the core strategic principles we've laid out in the last few years.

Okay. Thanks, Brett.

You bet.

Our next question comes from Stephen Sheldon with William Blair. Please proceed.

Hey, thanks. I know you don't provide guidance, but just seems like transactional activity came in well above your expectations in the first quarter. So, curious how your level of optimism about the remainder of the year in the transactional lines right now, I guess, compares to where it would have stood a couple months ago. I guess, have you become more optimistic about what type of activity you can see over the rest of the year?

Sure, Stephen. But let me hit it from a high level and then hand it to Neil, too. Remind that we're not going to give any guidance. But I would say from a high level, you're right. So, what has changed over the last three months is that the pace of the recovery has certainly accelerated from what we were expecting near the end of last year, and that's wholly and entirely related, we believe, to the mass rollout of vaccine. So, our thinking around 2021 is that, while there is still a lot of uncertainty across the marketplace globally and there is uncertainty across some of the product types as well, there is more certainty that recovery is on its way and in some sense already here. But as you know and as Neil has mentioned in his comments, he mentioned a moment ago, there are headwinds and there are tailwinds in 2021. Those all come into play. And I would say that while, yes, we are certainly more optimistic about 2021 than we were three months ago, there's still a lot of uncertainty in the marketplace. Neil, anything you want to add to that?

I think it was very comprehensive, Brett. Yeah, nothing to add.

Great. And then just on capital markets, I guess, would be curious to know what you're seeing in terms of the pipeline there across the different regions and what's your sense of how bid-ask spread maybe trended during the first quarter, if you have visibility on that for property sales?

Sure. Well, it's very clear, which you know and certainly the rest of callers know by watching the RCA data and hearing anecdotal data from the other regions that capital markets was the first of the major business lines to come back. Fourth quarter of last year, as we all know, was surprisingly strong and Q1 this year was certainly better than we had projected, and I think the market had projected. So, capital markets is doing, relatively speaking, well. And I think part of this, Stephen, is that institutional investors are - and there is exceptions to this of course. But institutional investors are beginning to look through COVID. And I think there is a growing consensus that as nasty as that short recession was and as tough as the pandemic was and the questions that's created around how people will use space, I think there is a much stronger growing consensus that this was a point-in-time event and that the markets will cure from this in a relatively short period of time. I don't think there's a lot of [indiscernible] out there today and by the way, there was six months ago, as to what the future of office will hold. I think at this point and you've heard this from our peers who have already reported, we all feel that all of the office using jobs shed in the first half of 2020 will be regained by the end of this year. We generally all feel that vacancy in rents will have been fully recovered by mid-2022, if not a bit sooner. All of that then says to an investor, if you're looking at a high-quality asset, in a high-quality location, there's not a lot of turnover in the rent roll over the next 18 months and the yields are where they are, assets look pretty attractive. So, we feel good about the capital markets. Look, it's not going to be back to where it was in a quarter, but we like the trend.

Great. Appreciate the color. Thanks for taking my questions.

You bet.

Our next question comes from Vikram Malhotra with Morgan Stanley. Please proceed with your question.

Thanks for taking the question. Maybe just first one. You mentioned the M&A that you've done over the last few years. I'm just wondering through the pandemic and as we emerge, where would you say Cushman's had sort of the greatest market share gain, maybe region or segments? And I ask that also because you talked about white space and you've been trying to fill that over the last few years. So, I'm just wondering as you emerge out, where would you say you've gained share?

Okay. So let me answer the question absent the M&A component of your question. Let me just answer the question in terms of where we think we're gaining share or have gained share the last few years. I would say, first, in the global capital market space. This Company four years ago was a player in capital markets, but by no means a leader in the major markets; today, we are. And so capital markets' market share has certainly grown quite a bit over the last few years. We also, four years or five years ago, were relatively new to the party on large complex global corporate outsourcing. We're not new to the party anymore. And to a great extent, any large multinational corporate outsourcing bid that comes to market, we're at the table and we are gaining share there as well. We also, though, as you know, we have a very large, very strong global brokerage transaction business. And the structural trends in the industry, the structural trends in the marketplace, they have been extinct for a number of years or even as true today as they were before, which is share - as an investor or as an analyst, I think we can all agree that share across the business lines is going to accrete to those few firms that have a truly global platform, a full suite of services deliverable, whatever a multinational client may need it and with a track record of quality outcomes for their clients. And that really narrows the field down to three firms, of which we are one. And I think that the share gains that you've seen in the past few years across our two large peers and ourselves are certainly indicative of what we would expect to see for a very long time. It's just very difficult in the marketplace today to be a half-built firm and compete against these three powerhouses.

Fair enough. On the topic of the PM/FM, as you kind of alluded to now that you're competing with two of your peers, I'm curious to get your sense on - we talk a lot about PM/FM as it pertains to large office corporate users. I'm wondering on the industrial side, if you see more automation in warehouses and obviously the growth in the industrial space, what's the opportunity to grow in that segment in PM/FM?

It's a great question and it's an answer I would love to give you, which is simply this. Historically, we have had a higher percentage of our PM work and our FM work in industrials than most firms. And that is - it wasn't deliberate, it's a result of the legacy of the companies we've put together and one in particular, Cassidy Turley, was and we are now very strong in the industrial space for PM/FM here in the US. Industrials have been - so they've been a sweet spot for us for some time. Now, that having been said, the trend toward the growth of industrial space over the last four years is not a trend that was ignored by any of the major firms in the business. So, we have been like others heavily focused on growing out our industrials business. But what is interesting to me and what was different here at Cushman & Wakefield for me was the strength that the Company has had and does currently have in manufacturing, in industrial and in logistics. So, that's an area that, of course, everyone on the phone knows, is growing very rapidly right now. The good news for us is we've had a strong foothold in that vertical for some time and intend to continue to expand it. And we are - I should say, just finally, we are investing materially in our industrial logistics businesses across the globe. It's one of our three vertical priorities that our three major regions are pursuing together.

That makes sense. And then just last one. You talked a little bit about six months ago, there was debate around return to work and kind of just the office prospects. Fundamentally, as you say, office is likely to recover by mid '22 in terms of rents, but I'm curious to get your thoughts on two topics. One is just the use of the office as it may change and maybe updated thoughts on what you're hearing from some of your large tenants. And then second, related to that, the flex office topic, as some of your peers have certainly been a lot more active or taking - actually integrating in some of those businesses, what's your view on Cushman's desire or ability to do that?

Right. So let me take those in order. So it's very clear, I think, certainly to you and to your folks on the call and to us that the house view on the future of office has materially changed for the more positive in the past three months, past four months. Anecdotally, I was with a CEO of a very, very large global office occupier last week, and this individual asked us to begin cataloging Class A space that has been shed into the sublease market by other occupiers in the past 12 months because their house view, this is a very large occupier, is that the work-from-home model will be in the rearview mirror to a great extent fairly soon, and they would like to start acquiring high-quality Class A space in major markets and warehouse in that space because it's so inexpensive in the sublease market. You never would have heard that six months ago. And so as we sit here today, I would tell you that the majority view among major corporate occupiers right now is that work-from-home doesn't really work well. There is certainly a component of their workforce, there is a component of our workforce, and a higher percentage of the workforce that would be allowed to work remotely permanently, maybe start from 5% pre-pandemic to 10% or 12% post-pandemic. And there is a higher percentage of office workers who I think would be given permission to work remotely occasionally. But I have to say that the talk in the market from corporate users has really moved the last four months to six months from work-from-home is working really well now to work-from-home really doesn't work very well. We're going to be more agile on how we allow people to have choice around where they…

Great. Thanks so much for all the color.

Our next question comes from Doug Harter with Credit Suisse. Please proceed with your question.

Thanks. Can you talk about the environment for recruiting fee earners now that the transaction volume in capital markets has started to recover?

Sure. So for the past 12 months, which is typical in a recession, the market for fee earners certainly cooled off and that's what happens in every recession. It tends to cool off for two reasons. One is fee earners in a recession are much more reluctant to change firms. It's just another risk factor in an already very risky environment when we're in recession. And as you emerge out of recession, that market should and is right now beginning to heat up a little. I would say it's still - the movement of fee earners is still depressed from what we saw perhaps three years ago or 2.5 years ago. But in the marketplace, like in a fully functioning normal operating environment in the brokerage business, there is always a material amount of movement among firms. The more robust the marketplace is, typically the more movement you see because firms are willing to pay a bit more for that talent. Right now, as we get into a, what looks to be over the next two, three years a fairly robust recovery, I would expect to see an active market for fee earner recruiting. For Cushman & Wakefield, we're not really in the business of just blanket recruiting. For us, our recruiting is very, very specific to either verticals that we want to build out, so product type brokers that we think fit into a strategic option that we have and to white space where we feel that our share in brokerage is not where it should be. So for us, it's great that there is some movement in the marketplace and we can see opportunities to hire people, but we really - we're really not in the business of just blanket recruiting brokers. It's a very specific targeted activity to fill a very specific need. And I would expect that in 2021 and 2022 that market will be relatively active.

Great. Thank you.

Our next question comes from Michael Funk with Bank of America. Please proceed.

Yeah. Hi, good evening. Thank you for the questions. A couple if I could. So, your earlier comments about M&A and the track record and then the $2 billion in capital to potentially deploy there, would love to get your thoughts on what the right target mix is by service line going forward, if there are areas that you want to be bought, and then even by capabilities, the traditional capabilities, maybe that Cushman doesn't have today, but you believe could be useful to meet the market in the next couple of years.

Sure. Well, let me answer the question this way because the areas we are currently focused on for M&A that would be very competitive information, which I am not going to disclose. But I will tell you this, there are five verticals right now that we are very focused on or five fulcrums, we are very focused on to lean into over the next few years. And we are actively looking in the marketplace for in-fill opportunities in those five verticals. And I would say that what's different today from say three years ago is we've completed the work we wanted to do in a number of verticals and we've identified some additional verticals to now do work in, either that weren't as high of a priority three years ago or are relatively new to a party, opportunities we see in the marketplace today and going forward that weren't as attractive two years or three years ago. So, our capital deployment strategy and our M&A strategy is very, very focused, very, very targeted. Each year, we take a look at the portfolio of businesses we have, we take a look at growth statistics across all of the good groups and verticals, we make very deliberate decisions about where we're going to try to deploy capital. And as you know, that deployment of capital can be either in teams of fee earners who work in marketplace, so, for instance, I don't think it's any secret that industrial logistics is, and we mentioned this earlier, a very high-growth vertical and so we're very focused in that area. Looking at teams of fee earners, that might be very good in that. We can also do a few in-fill M&A and we can also do a few joint venture. And all of those opportunities are available to us and we're very focused on, as I mentioned, five discrete areas right now that we believe provide outsized opportunity for the firm.

Understood. Thank you. And then going back to the temporary cost unwind, I think you called out 125 of temporary cost reversal for 2021. Can you help us think about the timing of that, the sequencing throughout the year? I mean I assume it's more back-end loaded, certainly with T&E portion. But can you help us think about the sequencing of that 125?

Sure. I think the easiest way to think about it, Michael, is really just to think about - it will be fairly even. We did see a delay in temporary cost coming back, so it will depend to a certain extent on how quickly we see brokerage recover. So, I would say the majority of that will be in the second and the third quarter. And then in terms of the bonus, that will also - the $50 million headwind, that will be in the second quarter and third quarter as well. So, I would say, over the year, the $125 million, the two $125 million balance each other with the bulk of it happening in that middle half.

Understood. And then one more if I could, please. You mentioned the pace of the recovery accelerated much faster than maybe you expected even a few months ago. Are there any specific areas to call out there, particularly surprising with the pace of the recovery so far, property lines or service lines?

Yeah. And I want to be as clear as possible on this point. So, what has changed in the last three months from our perspective is our outlook on the pace of the recovery going forward. So, what we saw in the first quarter is really a stabilization of the markets and some incremental improvement across almost all of our service lines. That was great. It was better than what we expected but I would not describe that as a wild recovery. I'd call it a stabilization of marketplace and incremental improvement in revenues. Because we did such a great job on efficiency last year, that incremental improvement basically flattened and revenues went straight to the bottom line and you saw that across the industry in the first quarter. What is different for us is, as we think about the year and we thought about how 2021 would play out, we were hopeful that Q3 and Q4 would show some recovery. I think we feel more optimistic now that that will indeed be the case. Your specific question - because when you look across the portfolio of our businesses, you don't see wild increases across any of the businesses, what you see is improvement across almost all of them. And so to specifically answer your question, almost all of our businesses, almost with the exception of project management showed real improvement in the first quarter than from what we expected. Yeah, one more point I'll make and that might be helpful. In the leasing business, still down over prior year, but what we did see for green shoots was more property tours. We're seeing a lot more interest by corporate occupiers in looking at space. It's not back to what it was, it's not back to normal, but there is no doubt that property tours are well up from the peaks they were at the end of last year and in the third quarter and that, of course, is a leading indicator for future recovery in leasing.

Great. Thank you very much for the questions.

Thank you. We have come to the end of our question-and-answer session today. I would like to turn the call back over to Mr. Brett White for closing comments.

Terrific. Well, thanks, everyone, for dialing in. We're really happy with Q1, excited about the year and look forward to talking to you in three months.

The conference does conclude today's teleconference. You may disconnect your lines at this time and thank you for your participation and have a great day.