Paul J. Grinberg
Analyst · JMP Securities
Thank you, Ken. As Ken discussed, we had a very strong second quarter even following the deliberate lower purchasing volumes in Q1 and Q2. As we go through the numbers in more detail, I think you'll get an appreciation for how effectively and efficiently we operate our business. Purchases in the quarter were $423 million including $381 million allocated to the portfolio we acquired as part of the Asset acquisition. These purchases lead to strong growth in ERC, which stood at more than $2.7 billion at end of the quarter. Taking into account that Cabot transaction, our ERC is expected to exceed $3.3 billion after deducting the ERC attributable to the minority interest. We believe that our ERC, which reflects the estimated remaining value of our existing portfolio is conservatively stated because of our cautious approach to setting initial curves and our practice of only increasing future expectations after sustained periods of overperformance. For example, as the result of sustained overperformance, we have slowly increased the multiples on a 2009, '10 '11 and '12 vintages to 3.0x, 2.8x, 2.5x and 2.0x, respectively, up from their initial levels of 2.4x, 2.2x, 2.0x and 1.8x, respectively. The $381 million allocated to investment in receivable portfolios was part of our preliminary allocation of the purchase price for Asset, which was performed in conjunction with a third-party valuation firm. The bulk of the purchase price was largely allocated to Asset's portfolio. When we closed the Asset acquisition, we expected $982 million of future collections from Asset's portfolio, representing a collections multiple of 2.6x. We also acquired Asset's cash fixed assets and other assets and assumed certain liabilities largely made up of Asset's deferred tax liabilities. The balance of the purchase price was allocated to goodwill, and it's primarily attributable to expected synergies when combining Asset with Encore. This purchase price allocation is preliminary and may change after we finalize our valuation. We collected a record $278 million including $21 million from the Asset portfolio, up 16%. Our call centers contributed 42% of the total collections or $117 million compared to $112 million. Legal channel collections grew to $134 million in the second quarter compared to $115 million and accounted for 48% of total collections. Finally, 10% of collections came from third-party collection agencies. Over the long term, we expect collections from this channel to continue to decline as we shift more of our work to our internal call centers at a lower overall cost-to-collect. As a result of the Asset acquisition, we expect to see a temporary increase in third-party collection as many of those assets had already been placed to third-party agencies at the time of acquisition. Because of our lower cost-to-collect and because we are better able to ensure a consistently positive consumer experience, we will continue to shift much of this work to our internal call centers. Consistent with our stated practice and in keeping with our Consumer Bill of Rights, we had no portfolio of sales in the quarter. Revenue from receivable portfolios was $152 million, an increase of 10% over the $139 million in the second quarter of 2012. As a percentage of collections and excluding the effect of allowances, our revenue recognition rate was 53% compared to 57% in 2012. For the quarter, we had $3.7 million in allowance reversals compared to $1.2 million of reversals in 2012. Looking at the breakdown by year, we had $57,000 of allowance reversals in the 2006 vintage, $237,000 in the 2007 vintage, $285,000 in the 2008 vintage and $3.1 million in ZBA allowance reversals. We had no allowance charges for the 2009 to 2013 vintages as has been the case since we acquired these portfolios. As many of you know, we account for the business on a quarterly pool basis rather than overall. When pools underperform, we take allowance charges, which are reflected as an immediate reduction in revenue. We measure underperformance against the current yield that is assigned to a pool, not as original expectations. With pool by pool accounting treatment, these inevitably lead to noncash allowance charges in certain periods even when we are overperforming a pool's initial expectation. In contrast, when pools overperform, that overperformance is not reflected immediately. Once we have evidence of sustained overperformance in a pool, we will increase that pool's yield. Unlike allowance charges, which are realized immediately, this increased yield will be reflected as increased revenue during the current and future quarters. Consistent with this practice and as a result of continued overperformance, primarily in the 2009, '10, '11 and '12 vintages, we increased yields in those pools this quarter -- Excluding acquisition related and other onetime costs, our overall cost-to-collect decreased 70 basis points to 38.8%. Direct cost per dollar collected in our call centers rose slightly to 6.1% in the second quarter versus 6% in 2012. While we continue to improve the efficiency of our call center operations, this quarter, we saw the effect of the Asset acquisition and the higher cost-to-collect in the call centers as we bring assets cost-to-collect in line with Encore's over the next few quarters, we should see a return to further improvements in our call center cost-to-collect. Direct cost per dollar collected in the legal channel was 33.3%, down from 35.7% in 2012 while cost-to-collect is an important metric, we don't focus on it in isolation. Overall, success in our business is driven by generating the greatest net return per dollar invested. We accomplish that by generating more gross dollars collected for investment dollar and what we believe to be the lowest cost for dollar collected in the industry. Over time, we expect our cost-to-collect to continue improving, but also expect it to fluctuate from quarter-to-quarter based on seasonality, the cost of investments and new operating initiative and the ongoing management of the changing regulatory and legislative environment. Our legal channel, which includes both legal outsourcing and our internal legal operations continues to be a strong contributor to the business, both in terms of dollars collected and cost-to-collect. Total dollars collected in our legal outsourcing channel was $117 million at a cost-to-collect of 34.5%. Total dollars collected in our internal legal channel were $17 million at a cost-to-collect of 54.5%. In 2011, our cost-to-collect in internal legal was over 200% as we were investing in our technology platform, hiring staff and opening new sites. As our volume in this channel increased, our cost-to-collect came down. Last year, our cost-to-collect was over 80% and this year, we expected it to drop even further. Over time, we expect our cost-to-collect and internal legal to decline to the high teens. In our 10-Q, which we filed earlier today, we've now broken out our legal cost-to-collect between our external and internal legal channels. This will provide investors with more visibility to our progress in reducing cost-to-collect in our internal legal channel. I'd like to reiterate that our long stated preference is to work with our consumers to negotiate a mutually acceptable payment plan tailored to their personal financial situation. These plans almost always involve substantial discounts from what is owed to us. We not only believe that this is the right thing to do for our consumers, but the right thing to do for our business. As mentioned earlier, collections reached an all-time high per quarter and continued investments in our operating platform give us confidence in our ability to expand upon the operating leverage created over the past few years. This growth in collection and cost improvement led to improved cash flows with adjusted EBITDA increasing 20% over last year. Adjusted EBITDA, which represents the cash we generate that is available for future purchases, capital expenditures, debt service and taxes was at $177 million in the second quarter. The strong cash flow allowed us to acquire Asset Acceptance and fund our portfolio acquisitions during the quarter while increasing net debt by just under $200 million. Largely due to the acquisitions of Asset and Cabot, we saw a number of onetime and noncash items this quarter. We had Asset-related deal cost of $3.6 million and deal cost associated with Cabot of $3.1 million. We also incurred consulting, severance and retention expenses of approximately $5.4 million. Some of these costs will continue in Q3 and Q4 although at much lower level. We also incurred $3.6 million of costs hedging the Cabot purchase price. Since the Cabot purchase price was denominated in pounds, we put in place a collar to protect ourselves from any negative movement of the pound against the dollar. The pound actually weakened after we put the collar in place, resulting in an accounting charge, but the weaker pound resulted in a lower dollar price for Cabot, largely offsetting this charge. Finally, we incurred $900,000 of noncash interest on the convertible notes. The total for all these items is approximately $17 million or $0.41 per share after tax. Without these onetime expenses, adjusted income from continuing operations increased to $0.85 per fully diluted share during the quarter. Earlier this year, we realized that with the Asset and Cabot transactions and the timing of purchases during 2013, it will be difficult for investors to model our business this year. As a result, while we typically do not provide earnings guidance, we're providing guidance for 2013 of $3.50 to $3.60 per share. Taking into account the Asset acquisition, the Cabot acquisition, which closed earlier in the quarter than initially expected and the increased yields in our 2009 to 2012 vintages due to their strong performance, we now expect 2013 earnings will comfortably exceed the upper end of that range. This strong performance is a direct result of the value creation model that we shared with you in detail at our investor day in June. Consistent with our past practice, we do not plan on providing updates to these guidance other than to reiterate that our goal is to continue to generate long-term earnings growth of 15% or more. We also completed the placement of $150 million of 7-year convertible notes at cash coupon of 3%. This provides us with long-term financing at attractive rates. After the quarter, the underwriters exercised their overallotment option, placing an additional $22.5 million of convertible notes. These notes were very well received by the market. We priced the convert at the low end of the coupon range and at the high end of the conversion range, and we were still able to upsize the deal from the $110 million transaction that we initially marketed. The convertible notes can be paid in cash, stock or a combination of the 2, at Encore's option. We also entered into a capped call transaction, which increased the economic conversion price up to $61.55 per share. Since the bond holders have the right to convert at $45.72, there will be accounting dilution above that level but no new shares will be issued by Encore unless the stock reaches $61.55 per share. The strong execution of the convert and the favorable terms demonstrates Encore's ability to access the financial market and the market support of our strategy and approach. While our total debt has increased from the previous quarter, so as our ERC. Taking into account collection cost and taxes, we are 1.9x collateralized on our debt. During the quarter, we amended our revolving credit facility twice to keep pace with our growth. The first amendment allowed for the Asset acquisition and increased the total facility to $975 million with a replenished accordion, which now sits at $162.5 million. We also made provisions allowing Propel to raise additional capital to grow its taxing certificate business, which it did through a new $100 million taxing certificate facility. Finally, we increased the subordinated debt basket to allow for our convertible debt issuance. The second amendment allowed for the Cabot acquisition. Our capital position remains strong with over $230 million available as of today for borrowing and the ability to add another $162.5 million from our accordion. With respect to the covenants in our credit facility, we estimate that we could borrow over $500 million in addition to our current debt and still be within compliance. At Propel, with the accordion, we currently have more than $125 million of available capital to deploy for tax lien transfers and certificates. Earlier this week, Cabot raised an additional GBP 100 million through an offering of senior secured notes. The bonds have a rate of 8 3/8% and a 7-year term. As Ken mentioned, one of the immediate opportunities we will be focusing on is the expansion into the secondary, tertiary and lower balance segments of the U.K. market. This capital, which we've raised on favorable terms, will enable us to expand our purchasing into these new market segments. In summary, Encore once again delivered a strong quarter across all key metrics by which we measure our business. Our capital deployment was strong another and while we expect wider purchasing in the third quarter as we absorbed the Asset portfolio, we expect a more normalized fourth quarter. We have excellent liquidity and access to low-cost capital so we are poised to take advantage of market opportunities as they arrive. Our $2.7 billion of ERC combined with our focus on operational execution build the base for continued strong cash collections. We remain focused on driving efficiencies across the business including Asset. With the acquisition of Asset and Cabot, we are well-positioned to continue the 15-plus percent long-term earnings growth we shared with our investor day in June. With that, we will be happy to answer any questions you may have. Operator, please open up the line for questions.