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FTI Consulting, Inc. (FCN)

Q1 2014 Earnings Call· Fri, May 2, 2014

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Transcript

Operator

Operator

Good day, everyone, and welcome to the FTI Consulting First Quarter 2014 Earnings Conference Call. As a reminder, today's call is being recorded. Now for opening remarks and introductions, I'll turn the call over to Mollie Hawkes, Director of Investor Relations at FTI Consulting. Please go ahead, ma'am.

Mollie Hawkes

Management

Good morning. Welcome to the FTI Consulting conference call to discuss the company's first quarter 2014 results as reported this morning. Management will begin with formal remarks, after which we'll take your questions. I am joined today by Steven Gunby, our President and Chief Executive Officer; Roger Carlile, our Chief Financial Officer and David Bannister, our Chairman of North American. Management will begin with formal remarks, after which, we'll take your questions. Before we begin, I would like to remind everyone that this conference call may include forward-looking statements within the meaning of Section 21 of the Securities Exchange Act of 1934 that involve risks and uncertainties. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events, future revenues, future results and performance expectations, plans or intentions relating to financial performance, acquisitions, business trends and other information or matters that are not historical, including statements regarding estimates for our future financial results. For a discussion of risks and other factors that may cause actual results or events to differ from those contemplated by forward-looking statements, investors should review the Safe Harbor statement in the earnings release issued this morning, a copy of which is available on our website at www.fticonsulting.com, as well as other disclosures under the heading of Risk Factors and Forward-looking Information in our most recent Form 10-K filed with the SEC, and in our other filings with the Securities and Exchange Commission. Investors are cautioned not to place undue reliance on any forward-looking statements, which speaks only as of the date of this earnings call and will not be updated. During the call, we will discuss certain non-GAAP financial measures such as adjusted EBITDA, adjusted segment EBITDA, total adjusted segment EBITDA, adjusted earnings per share and adjusted net income. For a discussion of these and other non-GAAP financial measures, as well as a reconciliation of non-GAAP financial measures to the most recently comparable GAAP measures, investors should review the press release and the accompanying financial tables that we issued this morning. With these formalities out of the way, I will turn the call over to our President and Chief Executive Officer, Steven Gunby. Steve, please go ahead.

Steven Gunby

Management

Thanks, Mollie. Welcome to everyone on the call today. Before we get into the quarterly earnings discussion, let me say, I am very much hoping to see each you at our Investor Day on June 16th in New York. I know most of you have supported us for years and have spent a lot of time with us and on us and I am very much looking forward to the opportunity to meet and to be engaged with you at that meeting. Let me give you a preview of that meeting before getting to the quarter. At that meeting I am looking forward to us having open conversation. One that reflects the greatness of this company, the terrific people her, this company's great positions around the world and one that reflects your aspirations for this company as well as mine and the team we have here. There will also be a conversation that acknowledges some hard realities. Realities that you all know that this company has underperformed your expectations and many of our employees' aspirations during the past few years, but it's also going to be a conversation about where we can take the company, the positive picture ahead. I'm excited about we could take this company in the future. To allow the team here, a set of professionals who like all great professional have substantial aspirations to meet those aspirations and at the same time to make sure shareholders are rewarded. I am committed to us having plans that are actionable, plans that boldly invest behind places where we have a right to win, plans that fix businesses where we need fixing, plans that are specific, the transparency, accountability and with leadership, plans that will change this company's trajectory. Allow it and the people here to reach full potential.…

Roger Carlile

Management

Thanks, Steve. For the quarter, revenues of $425.6 million increased 5% year-over-year, compared to $407.2 million in the prior quarter. 2% of the revenues growth was organic, with the remaining 3% of growth resulting from acquisitions. Fully diluted earnings per share for the quarter were $0.45. First quarter earnings per share, included a remeasurement gain related to the reduction in fair value of estimate future contingent consideration payments for prior acquisitions, which increased first quarter earnings per share by $0.04. Excluding this gain, first quarter adjusted earnings per share were $0.41 and adjusted EBITDA was $51.2 million or 12% of revenues. It is important to note that beginning with this quarter, the definitions of our non-GAAP measures have been updated to exclude the impact of changes in the fair value of acquisition related contingent consideration liabilities. We believe these revised definitions when considered together with our GAAP financial results provide management and investors with a more complete understanding of our operating results, including underlying trends. Prior periods represented here and have been reclassified to reflect this change at all comparative periods [present] and the future will reflect these new definitions as well. Turning to review of our segments, in the first quarter Forensic Litigation Consulting revenues for $121.4 million increased 21% year-over-year. Our recent acquisition of an insurance industry management consulting provider was the primary contributors to $3 million of the acquired revenues, which represented 3% of the year-over-year revenues increased. During the quarter, we realized strong organic growth, primarily due to increased demand for global data analytics, disputes and insurance practices in North America and our forensic accounting and global risk and investigations in Asia-Pacific. From an industry perspective, our insurance practices in North America and in EMEA, benefited from clients who were continuing to face constant transformation resulting…

Steven Gunby

Management

Thanks, Roger. Let me close briefly, so we can get to whatever questions people have for us. First, let me reiterate my invitation to each of you to join us in June, both so we can share information, plans, but also just so I can get chance to meet finally one-on-one. I am very much looking forward to that. Second, obviously, let me say this quarter what we would like it to be and our current outlook for the year is unlikely to delight us or any of us financially. Having said that, I want to underscore my excitement about begin here and my confidence in the future success of this company. The people I have now around this company are extraordinary. We have great positions around the world. This company has the right to win. We win today in many places and we have the right to win in many, many more places. We have opportunity to leverage those positions, our capabilities and the market to meet the high aspirations of our talented people and also the high aspirations that you and our shareholders have for FTI. I am looking forward to sharing our concrete plans and the disciplines in accountabilities will allow you to have confidence in that journey in June. With that, I guess, we are ready for question. Mollie.

Operator

Operator

Thank you. (Operator Instructions) We will take our first question from Tobey Sommer of SunTrust. Please go ahead.

Tobey Sommer - SunTrust

Analyst

Thank you. I wanted to start out with a broad question, Steve, what kind of economic conditions in trends in the economy do you view as positive for the business as it currently exists. I asked that question in the context of what you said is with M&A and kind of technology first look and economic stuff related to M&A. Historically, I have understood that to be a driver and activity there seems to be up. At least in the headlines, but yet you express some caution. Thanks.

Steven Gunby

Management

Yes. Tobey. Nice. Thanks for the question. I look forward to seeing you out in June. Look, I think, there is a fair amount of different analysis that's been done in the past around that question. I haven't had a chance to go deep into that and update it. I'll let Dave or Roger, if they think it's useful to comment on the past analysis they had done. Maybe I could take your question a little bit different. I think, my sense is that this company has the right and the ability to succeed in any market conditions. Maybe - too strong you know I assume that there are 9/11, then you know world changes, but I think many market conditions, the companies outperform the markets. My sense is that history of this company is when we were soaring, we were outperforming the market. Some of the market conditions were favorable to us, but we also outperform the markets in which we were participating and I think a lot of the focus that I have had over the last three months is less around identifying when certain market conditions will create a tide for us and saying even if the market conditions don't improve, where do we have the opportunity to improve this business and I think there is opportunity there, Tobey, and so I hope to share some of that with you in June. Dave, do you want to add something?

David Bannister

Analyst

Yes. Tobey, Thanks so much for your note earlier. We read that, we create interest on the M&A as a driver and we fundamentally would agree with that across some of our businesses. I think just a couple observations. One is that the data clearly support that the overall M&A environment has improved and improved significantly, however that's based on a dollar value and the dollar value is up significantly, but the number of transactions really started going up a year or two ago, so that's not a dramatic change, so number of transactions would translation number of engagements, dollar value might translate to size engagements. Our biggest opportunities are when post when something is announced, so if you think of the things we really do, the antitrust work is typically done after announcement, the second request work is done after announcement. Communications work will be done after announcement so forth, so I think that the harbinger if those trends continue then those should be good drivers for us, but the near pressured activity, the activity that will proceeded mergers we will do some work on that, but it doesn't have the fees and scale associated with it, so hopefully that helps you a little bit, Tobey.

Tobey Sommer - SunTrust

Analyst

It does. Thank you very much. Then my follow-up and I will get back in the queue after this, is from a compensation standpoint the prior quarters report, I think we were caught by surprise by the adjustment to the structure in the economic practice and with a couple more months under your belt I wanted to get your sense for whether you thought there were broad changes that would perhaps need to be reflected in other segments or at this point you feel like the economic practices is different structurally than the other businesses. Thanks.

Steven Gunby

Management

Let me make sure I understand the question. I think, the question is do I anticipate major changes in the cost structure over the next several quarters. The answer is no. We are not signing major new contracts that will fundamentally shift the economics of our business. If the question is do I think overtime we need to look at our pay structures, make sure that we are doing a combination of always paying enough to get the very best people, but also making sure we do so in a way that enhances shareholder returns, of course, that's a subject of examination throughout this year. Did I answer your question, Tobey?

Tobey Sommer - SunTrust

Analyst

You did. Thank you very much.

Operator

Operator

Our next question is from Jason Anderson with Stifel. Please go ahead.

Jason Anderson - Stifel

Analyst

Good morning, guys. On the Q2 guidance, you referenced I believe, some expenses there. I don't think go back over, but it sounds like some of those are non-recurring. Is that included in the guidance and could you quantify that?

Roger Carlile

Management

No. It's Roger Carlile. I guess, what I was referring to in our first quarter call, we referenced that there were cost in that quarter that don't recur. The biggest ones are employee benefits related, FICA, pension those things. Also, equity compensation related to our SMB incentive compensation program, where the accounting for that tends to put a greater portion of that in the first quarter as related to the other quarters. I think, we referenced to a $0.15 to $0.20 impact in the first quarter related to those and in fact those costs don't recur in the second quarter. Notwithstanding the fact that those cost don't recur in the second quarter, there are other changes that go on in the second quarter that keep earnings as you see there at the midpoint relatively flat to the first quarter and those include things like business mix shifts in terms of which businesses we expected to better and the margins on those. Some investments in the business in a variety of areas, including some of the things you heard on the call this morning in technology and business development support and those types of things, as well as merit increases for our employees around the world. I am sorry, to the that was all of that is being considered and you go from a $0.41 first quarter to a midpoint of the range of $0.37 in the second quarter.

Steven Gunby

Management

It's Steve. Just to be clear, Roger mentioned two specific actions we plan to take in the second quarter. Termination of the plan, the termination of West Palm Beach office, those are not included in the guidance and will be called out as special charges.

Jason Anderson - Stifel

Analyst

Okay. I think, those were the ones I was also referring to, but that was great color. I appreciate it. Then also on the FLC business, you talk about that slowing down in the second half. I guess, maybe you can provide a little more color on that, because it seems like there obviously a lot of strength in the first quarter and you referenced still pretty good second quarter. I don't know if you could maybe help us out there a little more. Obviously, you see in the pipeline there some more extreme falloff there in the second half.

David Bannister

Analyst

It's Dave. Let me take a first swing at that and Steve and Roger can jump in. Recognize that we are comparing the second quarter to the first quarter for FLC, which was an all-time record for that business, so we are not suggesting that business will be weak or even weaken materially versus norms, but rather that first quarter was just so hot with a couple of very significant engagements that were intense in their size and intense in their - that need to get work done very quickly, so we are not suggesting that this is going to be poor or weaker. Just we are comparing it. Again, it's just a tough comp.

Roger Carlile

Management

This is Roger. I would just add to that. We have had a number of questions in the past regarding the utilization and capacity, so what you see is that they had that capacity when they had large matters that come in. They have a lot of revenue. They have a very high fall-through too in terms of what hits the EBITDA lines. You saw their margins jump substantially. I think that Dave is right. It's not that we are saying that the business is weakening. It's just that you have got a very strong revenue results in the quarter.

Jason Anderson - Stifel

Analyst

Great. Very helpful. Thanks.

Operator

Operator

Our next question is from Tim McHugh at William Blair & Company. Please go ahead. Tim McHugh - William Blair & Company: Yes. I guess, just following up on that last one. Are there specific reasons, I guess, in terms of the large cases that helping now that you expect them to end in terms of deadlines or is it just that you are cautious about assuming that it's going to continue and that's why you are kind of talking about the second half being lower.

Roger Carlile

Management

Hi, Tim. It's Roger. I think, in FLC, particularly and maybe in technology as well, there are specific matters they are working on in the quarter that are very intense, I think they are concerned both about the intensity of that continuing and the deadlines of those and how long they will continue into the future. Tim McHugh - William Blair & Company: Okay. Then just to understand comments, so your comment was overall profitability for the firm then. I guess, just in terms of EPS or EBITDA would be lower in the second half than first half of the year?

Steven Gunby

Management

Correct. Tim McHugh - William Blair & Company: Okay. Then I guess more on a bigger question, Steve, you gave some color on I guess how you are trying to turn around restructuring and get ECO while it's a tough time, you are still comfortable long-term with what you can do with that business, but I guess Strategic Communications, I apologize if I missed it, but do you have a view yet you can articulate in terms of what plan or changes you need to put in place to start to drive the turnaround in that business?

Steven Gunby

Management

Yes. Thanks, Tim. Look, let me be clear. I think there is potential in every business that we have. Now, every business we have has a set of sub-businesses with different market positions and so forth, what I have had is the opportunity over the less than while to get deep into some of these businesses. I asked every business to think through where we have a right to win and where there is untapped opportunities in that space, we are adjacent to it where we have real credibility in the marketplace and people came back with those ideas and I also talked about where you are underperforming and asked for plans against that. I have asked that for every business. I think there is opportunity in every business, so that is the foundational work that we have had underway that I am compiling and that we are going to share with you in June and so I look forward to that, Tim. Did I answer your question? Tim McHugh - William Blair & Company: I guess, you will in June.

Steven Gunby

Management

I'll reserve seat for you there, Tim, okay? Tim McHugh - William Blair & Company: All right. Thanks a lot. That's all for me. Thanks.

Operator

Operator

Our next question is from Ato Garrett at Deutsche Bank. Please go ahead.

Ato Garrett - Deutsche Bank

Analyst

Good morning. I just want to get a little more details on the trends within Corporate Finance Restructuring. You mentioned that the restructuring market within North American had seen continued softness. Can you speak to that on an international basis, particularly within EMEA? Are you seeing some similar trends there?

David Bannister

Analyst

Hi. This is Dave. The EMEA market is somewhat different. One of the things you have to remind yourself of is that we are a relatively small participant in that market. The big four will continue to dominate that market, so while the overall health or vibrancy of the demand in that market is important to us, we are small enough that it really comes down to individual engagements and the success and profitability of those. I think the restructure market is a bit more robust in EMEA. There is a slightly higher demand level and our business has been somewhat stronger there, but it's a pretty small practice there.

Ato Garrett - Deutsche Bank

Analyst

Okay. Great. Then also looking at the Technology segment, I know you had a couple of large engagements that had been cycling ebb and winding down over the last few quarters. Have you completely cycled both of those at this point?

Steven Gunby

Management

I think, we have referring two engagements for some period of time. Actually one of those, but two particular ones that we are referring to has been gone for some time. The second of that is they are continuing at a much lower pace. It came off a great deal from where it was last year. We expect it to be fully wrapped up probably in the middle of this year.

Ato Garrett - Deutsche Bank

Analyst

Great. Thank you.

Operator

Operator

Our next question is from Randy Reece at Avondale Partners. Please go ahead.

Randy Reece - Avondale Partners

Analyst

Good morning. I am trying to get a feel for what you are saying about your end markets as opposed to your company-specific execution. I was wondering if you might summarize that for me at least in analyst [palatable].

Steven Gunby

Management

Randy, that could be a very long answer, is there a way to break that down? Like these are some particular segments or regional market you would like us to focus on?

Randy Reece - Avondale Partners

Analyst

If you aggregate your segments as a whole, do you believe that in each case demand is stagnant, improving, declining or unclear.

Roger Carlile

Management

Okay. Let me try to do it briefly and then Dave or Steve can add in as they see fit. I think, if you start with corporate finance restructuring, I think we have been fairly consistent in the past and today that we see the core particularly, North America bankruptcy and restructuring market is weak and the demand there is weak, so we can see that end market is weak and continues to be so. I think, Dave just mentioned that the markets may have some more strength in EMEA and we referenced more strength in Latin America. As David mentioned, relative to our overall firm, those are smaller portions of the business of the corporate finance restructuring segment. Turning to Forensic and Litigation Consulting, I think you have sort two effects there. One, we have those particular matters that we wanted. It's our execution that there is feeling strong results, but I think the demand in the market is generally stronger than it has been a year ago. I think we started seeing improvement in those markets mid-last year and that has continued, so I think those end markets have better demand. I am not sure that we'll get there roiling or hot markets, but you see stronger demand there. I think it's the same in the Technology segment. I think simply that a lot of those same issues that that they would work on with FLC or those kinds of matters, investigations and major litigations. I think there's some more strength in that, so I think they have that. End markets straight has improved and they have particular execution on a number of key matters. With respect to Economic Consulting, notwithstanding that business got off to a slower start this year, and notwithstanding our commentary that we have…

David Bannister

Analyst

I think having seen a number of the other companies, I don't want to get into the comps on the call, particularly, but seeing other companies reported over the last week or so, we would be seeing the same trends they were, so you have seen comments by the technology space. Our demand has been consistent with that. You have seen comments around the economics space. Our demand has been consistent with that. Roger did mention healthcare, and while we have some, because again it's a relatively small business for us, we had some ups and downs as it relates to individual engagement timing, we would concur that that continues to be a healthy market.

Randy Reece - Avondale Partners

Analyst

I couldn't have asked for a better answer. Thank you. Our next question is from Joseph Foresi at Janney Montgomery Scott. Please go ahead.

Joseph Foresi - Janney Montgomery Scott

Analyst

Hi. You mentioned some of the cost-cutting with the corporate plane in the West Palm Beach office. Is there a philosophical change going on as far as how you view cost and can we expect more of that taking place going forward?

Steven Gunby

Management

Joseph, nice to meet you. It's Steve. Look, I don't want to comment on a philosophical change, because of course I wasn't there, right? You can figure out whether there was a change. Look, I think, I'll just tell you simple - year we are looking how do we drive this business so that we need our employees' aspirations also our shareholders' aspirations and we are looking - I am going to be willing to invest EBITDA where that supports that thing, but we also have to look hard at - think we are spending money that don't support those aspirations and then management team looked at look it and looked at the plane in West Palm and decided that those were not critical investments to support where we need to take the company going forward and so we moved on that and that mental map is one that we will take into the business going forward, so does that help?

Joseph Foresi - Janney Montgomery Scott

Analyst

Yes. I am sure your shareholders are pleased as well. On the restructuring side of the business, can we talk just a little bit about what actions you may take or may not take if this continues for another year or so given sort of where we where or do you view it as a bottom and you think that maybe there is reason to keep resources or more resources there?

David Bannister

Analyst

It's Dave. Let me start off with that and then I will let others jump in. As everyone on the call recognizes FTI has long been identified as the leader in the restructuring market. We have a fabulous practice there, fabulous group of practitioners and continue to have extremely high market share and delighted clients when they are needed. It is also clear that we are operating in an environment much like 2007, where we had covenant-light loans, we had tremendous access to capital, we continue to - although slowing a bit, we just read this morning, slowing a bit continue to buy bonds and capital in the market. It's unlikely that we could predict a rapid turnaround I in that. I would suggest that over the course of the last 30 to 40 years when these things turn, they are rarely predicted and they turned quickly, so we look at 2004, 2008 or 2000 when we had this quick turns the result of either or back in - when we had the invasion of Kuwait, or we had exposed in a dot com bubble or we had great financial crisis. Those things happened quickly and dramatically, so I don't think we believe philosophically that there will never be a robust restructuring market again, but we are guiding ourselves accordingly. We have certainly taken some difficult headcount moves in that practice we are realigning some of the marketing emphasis around call it earlier stage unhealthy, but not distressed companies to try and help work with people as they moved through their portfolios and we will continue to look hard at it. We also have some work as Steve mentioned, work going on in terms of aligning compensation structures there more appropriately with demand levels and we have some work to do on that that we will talk about in June, but we think that there is, there has been in the past and there will be in the future a role for FTI in the restructuring business. We it's a flagship business for us. We are not going to give up that very important positioning of the business, but demand really is weak now.

Joseph Foresi - Janney Montgomery Scott

Analyst

Okay. I just wanted to squeeze one last one in here. Can we get some color on what the attrition rates look like across the managing director group?

Steven Gunby

Management

I apologize. I don't have those numbers in front of me at the moment, but they haven't changed dramatically and our attrition at SMB are all senior level has been very good. The retention rate, the attrition rate has been very low and remains that currently. In the MDs, next year down. As it would be in any order as you move down, you have a bit higher attrition, but again I think our retention of our key people has been very good.

Joseph Foresi - Janney Montgomery Scott

Analyst

Okay. Great. Thank you.

Operator

Operator

Our next question is from David Gold of Sidoti. Please go ahead.

David Gold - Sidoti

Analyst

Good morning. Just a couple of quick follow-ups, a lot of headwinds, I am still not clear on the bridge there from first quarter to second quarter given the higher revenue in the $0.15 to $0.20 headwind, so I was curious that either you can give a little color if there is something in the first quarter that was just exceptionally profitable for you that sort of led to that caught you guys by surprise versus say the guidance or what matter. How do we get down earnings in the second quarter?

Roger Carlile

Management

Sure. Hi, David. It's Roger. I mean, I think, the premise of your question answers the question. FLC particularly in March was very, very strong. As I mentioned because they had the capacity, they didn't have to add any cost. You had a very high fall through in terms of profitability on that additional revenue and you can just see that when you look at that their EBITDA margins. I don't know the last time they have had EBITDA margins at that level. As we mentioned in the call, we have concerns about some of those projects continuing into the second quarter and the second half of the year, so that's why obviously technology was strong as well. Working on in some cases some of those same matters, so we have the same concerns there a bit, so I think that gets tied up in the in the mix shift issues I spoke about, because we are no expecting those businesses to be as strong and have that kind of fall through, particularly with FLC to the EBITDA line, so I don't know if that answers the core of your question, but those businesses were strong.

David Gold - Sidoti

Analyst

Got you. Okay. It does. Then, second, I remember there was some commentary maybe around technology side about increased in that market business marketing. Curious if there were other areas that you can talk about where you have made changes to-date that you can sort of call out, whether it would be the way you are selling to that matter I think someone asked earlier compensation.

Steven Gunby

Management

Yes. I think that's the primary one to call out at the moment. I mean, there are investments that are being made as a part of our strategic review to assess our positions and do something. Those things, I don't think that the core of that as Steve mentioned in his comments. The core of that doesn't really kick in until the latter half of the year, but there are number of smaller investments, but I think Technology's business development support is the primary one. David?

David Bannister

Analyst

I think if you try and pick out individual things and say we are doing this in R&D and Tech, we are doing that and staffing and build the tower something like that really would be incomplete and unhelpful until we have - sort of pull it all together in June. I think if you try and pick out individual things and say we are doing this in R&D and Tech, we are doing that and staffing and build the tower something like that really would be incomplete and unhelpful until we have - sort of pull it all together in June.

David Gold - Sidoti

Analyst

Fair enough. Thank you.

Operator

Operator

At this time, I would like to turn the call back to our presenters for any additional or closing remarks.

Steven Gunby

Management

Thank you all for the questions and for the engagement. I really appreciate it. I do really hope I can see you all in June, and looking forward to sharing what we know at that point, and also going forward just engaging with you individually and as a group. I think, we can take this company quite a bit further and I am excited to be on that journey and I am excited to be connecting with you throughout that journey. Thanks very much for your time today and look forward to seeing you in June.

Operator

Operator

That does conclude today's conference. We thank you for your participation.