Good morning, and thank you for standing by. Welcome to Evercore's Second Quarter 2022 Financial Results Conference Call. During today's call, all parties will be in a listen-only mode. Following the presentation, the conference call will be opened for questions. [Operator Instructions] As a reminder, this conference call is being recorded today, Wednesday, July 27, 2022. I would now like to turn the conference call over to your host, Evercore's Head of Investor Relations and ESG, Katy Haber. Please go ahead.

Thank you, operator. Good morning and thank you for joining us today for Evercore's second quarter 2022 financial results conference call. I'm Katy Haber, Evercore's Head of Investor Relations and ESG. Joining me on the call today is John Weinberg, our Chairman and CEO; and Celeste Mellet, our CFO. After our prepared remarks, we'll open up the call for questions. Earlier today we issued a press release announcing Evercore's second quarter 2022 financial results. Our discussion of our results today is complementary to the press release which is available on our website at evercore.com. This conference call is being webcast live in the For Investors section of our website and an archive of it will be available for 30 days, beginning approximately one hour after the conclusion of this call. During the course of this conference call, we may make a number of forward-looking statements. Any forward-looking statements that we make are subject to various risks and uncertainties and there are important factors that could cause actual outcomes to differ materially from those indicated in these statements. These factors include, but are not limited to, those discussed in Evercore's filings with the SEC, including our Annual Report on Form 10-K, quarterly reports on Form 10-Q, and current reports on Form 8-K. I want to remind you that the company assumes no duty to update any forward-looking statements. In our presentation today unless otherwise indicated, we will be discussing adjusted financial measures, which are non-GAAP measures that we believe are meaningful when evaluating the company's performance. For detailed disclosures on these measures and the GAAP reconciliations, you should refer to the financial data contained within our press release, which is posted on our website. We continue to believe that it is important to evaluate Evercore's performance on an annual basis. As we have noted previously, our results for any particular quarter are influenced by the timing of transaction closings. I will now turn the call over to John.

Thank you, Katy, and good morning, everyone. Since we last spoke a quarter ago on our earnings call, macroeconomic uncertainty and market volatility have intensified. The outlook from here remains clouded given numerous macro challenges including historically high inflation, supply chain constraints, rising interest rates, geopolitical tensions, and the current regulatory environment. With this backdrop, the equity markets too continue to experience instability. The S&P 500 suffered its worst first half decline in over 50 years. In addition, financing markets have also continued to tighten, making it harder to access capital and now at higher rates and wider credit spreads. This is a notable change from where we were just a few months ago, all of these macro-economic and market factors have impacted our businesses as uncertainty is never good for M&A or capital raising; however, with all that said Evercore generated a solid second quarter. For the second quarter, we generated $637 million in adjusted net revenues, $576 in adjusted advisory revenues, and $2.46 in adjusted earnings per share. These results underscore the breadth and depth of our franchise, coupled with our focus on managing the firm for the long term. Consistent with last quarter, our backlogs remain strong but was more risk as we continue to face headwinds that I just noted. These headwinds have led to a continuation of the slowing of the pace of announcements and an elongation of the timing of transaction closings. Looking at the overall M&A market year-to-date global and U.S. M&A announced dollar volume decreased 20% and 28% respectively, compared to the first half of 2021. Also the number of announced deals decreased 17% globally and 21% in the U.S. versus the first half of 2021. For the largest deals, those above 5 billion global activity remains below the record levels in…

Thank you, John. For the second quarter of 2022 net revenues, net income, and EPS on a GAAP basis were $631 million, $96 million, and $2.33, respectively. My comments from here will focus on non-GAAP metrics, which we believe are useful when evaluating our results. Our standard GAAP reporting and a reconciliation of GAAP to adjusted results can be found in our press release, which is on our website. Second quarter adjusted net revenue was $637 million, down 8% year-over-year. Second quarter adjusted advisory fees of $576 million were 3% higher year-over-year, driven primarily by an increase in the average fee size. Consistent with market trends our underwriting business continued to be adversely affected by broad market volatility that drove a significant decline in issuance resulting in $14 million in revenue, down 72% from the year ago period. Our equities business continued to perform well with commissions and related revenue of $52 million, up 3% year-over-year, driven primarily by higher trading volumes. In Wealth Management, adjusted asset management and administration fees were $18 million, down 5% versus a year ago, primarily driven by market depreciation on AUM. Second quarter adjusted other revenue net, was a loss of $23 million, largely reflecting losses on our investment funds portfolio, which is used as an economic hedge against a portion of our deferred cash compensation program. This amount fluctuates with market values and the significant market decline during the quarter drove the losses. In any given quarter, while the hedge has an impact on revenue, the change in market value does not have an immediate corresponding impact on expenses. In accordance with relevant accounting principles, our revenue includes approximately $67 million of advisory fees, driven primarily from transactions that closed in early July. To compare, we recognized $45 million in the first quarter…

Please stand by, your conference will begin momentarily. Please stand by. Hello. Yes, you're still on an open line. We're still in the main room.

Hello? Can you hear me?

Yes. You're coming in loud and clear. The participants can hear you as well.

Okay. Good.

Sorry about that, Josh. Okay. I think it's time for we're switching to Q&A now.

Okay. I'll go ahead and give the Q&A instructions Thank you. We will now begin the Q&A session. [Operator Instructions] Our first question comes from Richard Ramsden with Goldman Sachs. You may proceed.

Okay. Good morning. Can you hear me?

Yes, I can.

Okay, great. So obviously, the strength in the advisory business was particularly impressive this quarter and at least based on what we can see it doesn't look as if it was driven by M&A, just given volume levels. So could you talk about the non-traditional advisory products that drove the strength this quarter and perhaps, help us think through the sustainability of those as we head into the second half of the year? Thanks.

Sure. Thank you, Richard. Well, the first thing, I'd say is that advisory did have some weight in terms of the performance in this quarter. And so I think it's important to recognize that. We have a diversity of sources of income, which are both product driven as well as sector driven and geographically driven. And so for example, we had strong performance in the U. S. obviously, as always, it's an important driver for us, but also Europe had a very good quarter. And some of the things that we've done in the past, like, added a significant amount of talent into Spain really started to generate returns. Capital Advisory businesses were very solid. We have seen our sponsors business continues to produce. In addition, our activism business has been quite active as the activists have continued to move forward. And so generally, we have a number of sources that kick in and I think that's one of the things that we have striven for, which is to try and balance out our business revenues and our capabilities. In terms of sustainability, it's a very uncertain environment. And I don't think there is any business that we have that is immune to what I think are the shocks that are being felt in the system, whether it's macroeconomic, the geopolitical concern about interest rates. And I think, frankly, a view on what's happening with respect to inflation. So I think that we feel that we are in a decent place, but I think there is real uncertainty and volatility in the system. So it's very hard for me to give you any guarantee that these are sustainable. I will say that our backlog is strong. It remains strong, but there is elevated risk of conversion of that backlog.

Okay. That's very helpful. Thank you very much.

Thank you. One moment for questions. Our next question comes from Jeff Harte with PSC. You may proceed.

Hey. Good morning, guys. [indiscernible] everyone. So -- and more a macro thinking level, it is so historically unusual to see strong strategic dialogue in the face of plummeting confidence, spiking financing costs and recession expectations. I mean, I'm glad to see this, but I can't shake the feel. It's just a matter of when not if kind of the next shoe drops. John, you've been through a number of cycles. How do you view the current environment versus kind of prior recessionary times?

Well, I think your question is a really good one and we've been thinking about this a lot as we look out into the future. And I would say that there are certain things that are still in place and I think it's why there are still some strong dialogues going on in corporate board rooms and with management teams. Companies still have good leverage levels and that they have quite a bit of cash. I would say that while this could change -- a very large number of companies are really well capitalized and have cash. There is a sense that there is a growth long-term in the market, driven by a number of the factors that we've had in the past, which could be technology disruption, it could be clean energy, it could also be the fact that we just see that companies believe that their businesses will expand over time. And as a result, I think when companies get together and when boards speak, they really are talking about what are the prospects. I think in addition, there is an acceptance across companies that M&A is an acceptable topic. And I think that you've seen the slowdown because we've seen that in the merger stats, but the slowdown is not necessarily a slowdown in dialogue, it's a slowdown in actual activity. And I think that there is definitely a view in at the corporate board level, I've been in several corporate board meetings in the last two weeks where we've had this conversation, which is companies may not want to set out into something that is really out in a transaction, in a market that is so volatile. But I think there is a view that being ready if the market turns is smart. And so I think you're seeing real dialogue. I think that there is a view that there is just so much uncertainty that people just don't know at this point. So your question which is when will the shoe drop? None of us know. We definitely see the volatility. We definitely see the uncertainty. I think corporates and their boards and CEOs are all evaluating this just as we are and we're all watching. And by the way, the interesting thing is, it's hard to be really smart about this because some of this is just going to occur and we're not going to know about it. Geopolitical risk, we just can't predict any of that. And as we all know that if we go into a significant recession, that will actually also impact M&A activity and advisory activity generally.

Okay. Thank you.

Thank you. One moment for questions. Our next question comes from Steven Chubak with Wolfe Research. You may proceed.

Good morning. This is Brendan O'Brien filling in for Steven. So on sponsors, after their key in stabilizing M&A activity during the COVID crisis, there is a belief that this dynamic would repeat in the next downturn. However, commentary from some of your larger PE firms and your peer suggest that deployment is likely to remain slow until early next year. Based on your conversations, have you felt like there's a change in talent [indiscernible] as a sponsor to transact and what is your outlook for response reactivity in the near to medium term?

Thanks for the question, Brendan. I think sponsors to a large extent are sitting on the sidelines right now and watching. There is no question that the markets themselves, whether it's leverage loan market, high yield market, those are markets that actually have -- have actually been chilled a bit because of the activity levels and obviously there's some hung bridges out there. And I think that there is -- it's less easy to finance sponsor deals. So on the buy side, you're seeing sponsors taking a look and watching. I think the buy side is also watching carefully to see whether the prices that are being looked at are going to come down and whether there's going to be a matching of buyers and sellers' expectations for price. I don't think that you're going to see the sell-side of sponsors churn quickly until they really believe that prices are going to come down. I would say then that you're premise, which is that there is a slowing of sponsor activity is true. But that definition of activity is really whether they're going to actually do things specific. There's a lot of activity going on at sponsors right now. We're having a lot of dialogues. There's a lot of people talking about what is the possible and a lot of the thematic investments where sponsors have a thematic point of view, they're looking very carefully at what could be happening in terms of price, especially those who are looking to purchase to see whether the prices come down. So I would say that the sponsor activity right now is moderate. It's going to be difficult to really call the turn for them. They happen to often be more agile and move faster. And so we're just going to have to watch. So I would say that your premise that right now we're having a slowing and we don't exactly know when that's going to turn is true.

Great. Thank you for taking my question.

Thank you. One moment for questions. Our next question comes from Brennan Hawken with UBS. You may proceed.

Good morning. Thank you for taking my question. Just wanted to start on -- I guess -- sorry, I do limited to one question. So for mine, wanted to focus on comp. So last, I believe you had indicated that you'd expect 61% comp ratio for the rest of the year. Typically, you guys have reasonably good visibility about six months out on the revenue side and of course, the comp ratios informed by both the numerator and the denominator. So just would want to confirm that, that is -- that would be the case. And what components underpin your assumption around the comp ratio? How about recruiting? Do you expect to stay active in the back half of the year? And is it considering some of the continued upward pressure from recruiting? And how are you thinking about recruiting right now? Is the market attractive, Evercore has gotten active in prior downturns and it's definitely helped in the long run even though sometimes it can add some near pressure, so any color would be helpful. Thank you.

Sure. Brennan, let me start with the recruiting question and then, I'm going to turn to Celeste speak specifically about how we set that comp ratio. But in terms of recruiting, we intend to stay active. As you heard, we've made seven hires in the senior level so far this year. We are continuing to talk to A plus talent. And if we have the opportunity to hire A plus talent, we're going to continue to do that because we do believe that it's always an opportunity when there is a lull in the market to really see whether there is talent who is -- who really fit what we need to bring over. So you will always see us in the market for A plus talent. We may get more active or less active given what the opportunity set is, but we are going to stay in the market. We continue to watch carefully in terms of the activity levels. Frankly, I'll just make one other comment and then turn it to Celeste, which is, there's more uncertainty and volatility in what we see as the outcomes for earnings then you could see in the past. So when we say, we look six months out, I think that there is just more uncertainty now that we're dealing with than it most times that we've spoken to you in our earnings calls.

Thanks, John. Brennan, look, given the environment, the comp ratio really is going to be a function of revenue. The 2Q ratio is based on our estimate as of today for the full year and it will change depending on how things progress. And as John said, we have less visibility than we do versus task, stronger periods. And we do have a strong backlog, but there is a lot of risk associated with that. It's really driven by the outlook for the business. We last year had a significant amount of operating leverage to some extent, you're seeing that reverse this year. So we obviously pay for performance, but when we have really, really excellent years that accrued and we're able to reduce our comp ratio. And this year, you're seeing a bit of the reverse. So it's really driven by revenue in this environment.

I guess the one thing I'll say is just to reemphasize because I think it bears -- reemphasizing which is, we have a strong backlog, but the way we're thinking about around right now is that there is an elevated risk of conversion and that's really what needs to be evaluated.

That's really fair. Thanks a lot for the color.

Thank you. One moment for questions. Our next question comes from Michael Brown with KBW. You may proceed.

Hi. Good morning.

Good morning.

Celeste, in your prepared remarks, when you were covering expenses, you made a statement. You said we are consistently reviewing our expense practices, which seems like a purposeful statement, but of course, not surprising to hear in this challenge backdrop. So assuming that the revenue environment does remain challenged here. Can you kind of expand on the levers that you see in the expense base to help manage the margins relative to this backdrop?

Sure. We're not sure where the call dropped out, so I'm going to give more detail than you're asking for on these expenses just to answer that everybody is on the same page with what we think we told you. So just we've said all year non-comps will continue to run about 2021 levels, which was very much reduced by people not doing normal things because they were at home. And there are a number of factors that including the ones we talked to at the beginning of the year, but other factors that drove this quarter. So there, we are seeing an increase in travel as people are getting back to sort of business as usual post-COVID, bankers are on the road seeing clients. And that, as John said, it's really important for us to get out to see our clients. We're going to continue to encourage that. And we're also seeing the big increase -- the increases in person conferences like the Clean Energy Summit, which was really a great event for us as well as other events. So we've talked to you about over time, we probably get to 70% to 80% shortly, sort of pre-COVID trips. We still think that's a good level. Domestically our trips as a percentage of trips pre-COVID, so the same quarter in 2019 were around 69% and then as we look sort of including all the global travel, it was about 64%. So you're seeing a lot more domestic trips less of the international stuff yet. So still some room, a little bit of room to ramp up, but people are really getting back out there. And of course, everybody has read about and it may be his experience, the increase in travel costs, just given the inflation there. We also…

Thank you, Celeste. Very full some answer. Appreciate all the colleagues last.

Thank you. One moment for questions. Our next question comes from James Mitchell with Seaport Research Partners. You may proceed.

Hey. Good morning. You have -- maybe just on buybacks, you have a large buyback program. On the one hand, your stock is down and cheaper. But on the other hand, it's an uncertain environment. So how do we think about your, I guess, ability you sort of the excess cash position you have and how you're thinking about the risk and reward of buybacks in the second half?

Hi, James. Thanks for the question.

Sure.

So we remain committed to returning all of our excess capital that we don't need to run the business to shareholders. We've returned over $500 million year-to-date between dividends and share repurchases. We increased the dividend as you know in the first quarter. We've offset all of the RSUs that were issued as a part of bonuses and then bought back about another 1.1 million shares. So 3.6 million in total. The way we're thinking about the back half of the year as we do look at the share price and -- we'll be opportunistic in terms of buying back stock, but we really want to focus on maintaining a durable balance sheet given the uncertainty of the environment. We want to ensure that we can invest in our franchise and do the right thing for our franchise over time. So we're trying to balance those things with enough emphasis on making sure we have what we need to get through this uncertain period. But over time, we will invest -- we will return all of our excess capital to shareholders again, as we go forward from here opportunistically from a buyback perspective.

Okay. Thanks.

Thank you. One moment for questions. Our next question comes from Devin Ryan with JMP Securities. You may proceed.

Great. Good morning, John and Celeste. Most have been asked, but I just want to dig in a little bit more here on some of the M&A outlook commentary, hearing a lot about the elongation of deals. But I think as you announced, I mean, volumes down 20% but from a record year last year. So in absolute, it's actually still a pretty good number. So if you were able to close on kind of what's in your backlog, I'm assuming it's still a pretty good year, but there's a lot of uncertainty. So my question is, are you seeing anything break-off yet where deals are actually falling apart versus just the timing being pushed and uncertainty there. So maybe a 2022 fee actually kind of falls into 2023 and so that's what's creating the uncertainty at the moment? And then just the follow-up within that is, so the environment has slowed is it still slowing at kind of real time here? So that's what's hard to gauge or does it just feel like we kind of slowed to a lower level and now it's relatively stable? Thank you.

Thanks, Devin. In terms of the way the flow of the deals go in the backlog. I think your observation that the deals are being pushed out is a reality. And that's this whole discussion on elongation, which is that deals come in and then there is a much longer period. We haven't seen things basically terminate in what we've really seen as things get pushed out. Now honestly, I don't know whether when you see these things get pushed out, whether eventually they will go away. It certainly we -- the way we manage our backlog, we wouldn't allow something to stay in the backlog unless we thought it was legitimately still a live activity. And so there is a view that our backlog is sound. Having said that, and we really believe that, but having said that, things are moving out. And I think it would be unrealistic to think that if things -- if activities are taking so long that some of them might not go away. At this point, the way we're looking at things and we scrub this hard, we don't see anything like that. In terms of your view that things are still -- whether they're still slowing or whether we're kind of at a constant rate. My own view is we're kind of at a constant rate right now. I just -- I don't think things are going to go down unless, if we have a significant recession. I think then you really have to reevaluate what's happening because then the big companies and sponsors and the markets go into a little bit more of a distressed situation. But right now, I think we are at a constant place and I don't see it deteriorating from here unless there is another shock. Then the shock could come, as I said, from a recession, it could come from a geopolitical problem, it could come in any number of ways. And I think one of the things that we've tried to articulate on this call is that the level of uncertainty and the risk is much higher right now. So interest rates are going to go higher and that's something inflation is going to basically impact the way people feel about their businesses, the market volatility will be a reflection of these things and there's always the geopolitical risk. So I just think in all of these scenarios, you have to put more risk into it, which really does make it more difficult to predict.

Yes. Appreciate it's fluid, but thanks for all the context. Thank you.

Thank you. One moment for questions. Our next question comes from Manan Gosalia with Morgan Stanley. You may proceed.

Hey. Good morning. John, you've been pretty constructive on the business in Europe and it looked like that delivered this quarter, you called that out. Can you just share how much Europe contributed to revenues this quarter relative to historical levels and how white spread that was, whether that was limited to a few deals that was pretty broad based? And what would attribute this trend to just given the macro headwinds have been and do you think the stronger performance has to do entirely with share gain or is the deal activity there just holding up better than expected?

First of all, I apologize, but we really can't break that out for you. But we did -- the reason we emphasized it was because there was real productivity from Europe. And in terms of market share versus activity level in the market. I think it's probably that because that activity levels are what they are and lower the fact that some of our very talented anchors have landed some pretty interesting situations has really allowed the business to really show results. And so I think that it's too early to say that it's a real market share win from any respect. I think it is safe to say though that if you put really talented people against interesting situations, you're going to be able to create some real value for the firm by really being able to deliver value for clients. And I think that's what's happening here. We have some very talented people who are applying themselves towards challenges and problems for clients and that is actually evidencing itself in some results.

Appreciate that. That's helpful. Thank you.

Thank you. One moment for questions. [Operator Instructions] Our next question comes from Brennan Hawken with UBS. You may proceed.

Good morning, again. Thanks for the follow-up. So, I was curious, you guys often talk about the non-M&A portion of your advisory revenue. As we enter a period where deal closing timeframes are elongating, restructuring outlook is picking up, increasingly important to try to think about and keep in mind these different sources of revenue because they have different drivers and different levels of cyclicality. Is there any way in which you could help us frame where these different sources of revenue run proportionally or at least give us an idea about how to think about those different sources and how they might behave in an environment like this? Thank you.

Sure, Brennan. Let me just start with restructuring because I think that's a good place to start. It's a really important business for us and has been one of the stellar performers over a long period of time at this firm. Our restructuring business is very, very active right now. Having said that, do I think that there is a wave of big time restructuring assignments coming down the pipe. I think there will be eventually but not right now and certainly there has not been that wave to date. We are actually very -- we're active. We're active in liability management. We're active in out of court bankruptcy discussions and restructurings. We are active in really thinking and serving both debtor and creditor groups and giving them advice. There's just a lot of activity, but -- and we think we're really well positioned. But right now, the bankruptcy rate is, as we said in our comments relatively low. And so we're waiting for a change there and I think we're going to see over time, what happens. And as we said there's so much uncertainty in the market right now, but we feel very well positioned there and it's a very important business for us. Obviously, our private capital advisory businesses are very important to us. They're really excellent businesses. They continue to generate activity. And so those are businesses that I think are important to us and we have a good sense for. Our activism business is a business that really is not necessarily market cyclical, although activists get active in different scenarios. But there's quite a bit of activity in that business right now. And then, the equity capital markets business, we have a very good number of assignments lined up in our backlog there and we believe that if that market opens up, that's going to have real activity for us. So those are just a series of businesses that are non-M&A. Obviously, we're building our sponsors business. It's very important effort for us to the extent that the markets begin to turn sponsors may start sooner than some of the big corporates that has happened in the past. We're not predicting that, but it could be. But building out that business I think, is going to help us also. So I think we have a number of places that are “non-traditional M&A oriented businesses”. But at the end of the day, I do want to make sure that I'm clear about one thing, which is the merger business is a very important business for us and obviously, it's very impactful for us. I hope that helps, Brennan.

It does. I know in the past you all have avoided helping us understand the proportion of advisory revenue that might come from some of these. So I just wanted to click back on that part of the question in case it was missed to give it another shot?

No, unfortunately it wasn't missed. And I'm sorry that I'm not responsive on that. I'd like to try and view it myself. But at this point, we can't do that.

All right. That was worth a shot. Thank you.

Thank you. I would now like to turn the floor over to John Weinberg for any closing comments.

I want to thank all of you for tuning in today and look forward to speaking to you in our next earnings call.

Thank you. This concludes today's Evercore second quarter 2022 financial results conference call. You may now disconnect.