Ajay Sabherwal
Analyst · Sam England from Berenberg
Thank you, Steve. Good morning, everybody. In my prepared remarks, I will take you through our company-wide and segment results and discuss guidance for the full year. Beginning with our third quarter results. As Steve discussed, this morning, we reported another excellent quarter. Revenue grew 12.9% with every segment reporting growth. And we continued making investments in head count, adding 346 total billable professionals year-over-year, including 36 senior managing directors. Earnings per share were also boosted by FX remeasurement gains and lower weighted average shares outstanding, or WASO, resulting in a 45% increase in GAAP EPS and a 31% increase in adjusted EPS compared to the prior year quarter. Overall, we are delighted with these results, which exceeded our expectations. Revenues of $702.2 million, increased $80 million compared to revenues of $622.2 million in the prior year quarter. GAAP EPS of $1.96 in 3Q '21 compared to $1.35 in 3Q '20. Adjusted EPS for the quarter were $2.02, which compared to $1.54 in the prior year quarter. The difference between our GAAP and adjusted EPS in 3Q '21 reflects $2.4 million of noncash interest expense related to our convertible notes, which reduced GAAP EPS by $0.06 per share. In 3Q of '20, we had a special charge of $7.1 million as well as noncash interest expense of $2.3 million, which reduced GAAP EPS by $0.14 per share and $0.05 per share, respectively. Net income of $69.5 million compared to $50.2 million in the prior year quarter. The increase in net income was primarily due to higher revenues, which was partially offset by an increase in compensation, including the impact of a 6.9% increase in billable head count and higher SG&A expenses. FX remeasurement gains this quarter versus losses in the same quarter last year also boosted net income. SG&A of $138.6 million or 19.7% of revenues. This compares to SG&A of $122 million or 19.6% of revenues in the third quarter of 2020. The increase in SG&A included higher compensation, outside services expenses, bad debt, software costs and travel and entertainment expenses. Third quarter 2021 adjusted EBITDA of $100.3 million or 14.3% of revenues compared to $90.9 million or 14.6% of revenues in the prior year quarter. Our third quarter effective tax rate of 21.6% compared to 22.3% in the prior year quarter. Our tax rate for the quarter benefited from discrete tax adjustments related to the release of a valuation allowance on our Australian deferred tax assets because of sustained profitability. Fully diluted WASO of 35.4 million shares in 3Q '21 compared to 37.1 million shares in 3Q '20. Our convertible notes had a dilutive impact on EPS of approximately 842,000 shares, included in WASO, as our average share price of $138.83 this past quarter was above the $101.38 conversion threshold price. As I mentioned, billable head count increased by 346 professionals or 6.9% compared to the prior year quarter. Sequentially, billable head count increased by 250 professionals or 4.9% as we welcomed 211 professionals from university campuses. Now I will share some insights at the segment level. In Corporate Finance & Restructuring, revenues of $250.3 million, increased 5.8% compared to the prior year quarter. The increase in revenues was due to higher demand and realization for our transactions and business transformation services as well as the recognition of deferred revenue, which were partially offset by lower demand for restructuring services. Adjusted segment EBITDA of $55.6 million or 22.2% of segment revenues compared to $56.2 million or 28 -- 23.8% of segment revenues in the prior year quarter. The year-over-year decrease in adjusted segment EBITDA was due to increased compensation, including the impact of a 6% increase in billable head count and higher SG&A expenses. In the third quarter, we continued to grow our transactions and business transformation practices globally. Not only are we growing these practices, but also we are able especially at junior levels to leverage professionals across practices. This quarter, once again, a number of our junior professionals, who typically would support restructuring assignments, worked on transactions-related engagements. On a sequential basis, revenues increased $19.4 million or 8.4% as the segment benefited from continued growth in our business transformation and transactions businesses and recognition of prior deferred revenue. Adjusted segment EBITDA for the third quarter increased $15.5 million. Turning to FLC. Revenues of $145.3 million, increased 22% relative to a weak quarter in the prior year. The increase in revenues was primarily due to higher demand for our investigations, disputes and health solutions services. Adjusted segment EBITDA of $16.6 million or 11.4% of segment revenues compared to $13.6 million or 11.4% of segment revenues in the prior year quarter. The increase in adjusted segment EBITDA was due to higher revenues, which was partially offset by higher compensation, which includes 7.7% growth in billable head count as well as higher SG&A expenses compared to the prior year quarter. Sequentially, revenues decreased $5.5 million, primarily due to lower demand for investigations and health solutions services. Adjusted segment EBITDA decreased $1.4 million. Our Economic Consulting segment's revenues of $172.5 million, increased 11.3% compared to the prior year quarter. The increase was primarily due to higher demand for non-M&A-related antitrust and financial economic services, which was partially offset by lower demand for our M&A-related antitrust services compared to the prior year quarter. Adjusted segment EBITDA of $29.9 million or 17.3% of segment revenues compared to $25.7 million or 16.6% of segment revenues in the prior year quarter. The increase in adjusted segment EBITDA was due to higher revenues, which was partially offset by higher compensation, which includes the impact of 5.1% growth in billable head count. Sequentially, revenues decreased $10.8 million or 5.9%, which was driven by decreased demand for M&A-related antitrust services, primarily due to the conclusion of a large matter in the quarter. In Technology, revenues of $64.7 million, increased 10.4% compared to the prior year quarter. The increase in revenues was primarily due to higher demand for litigation, investigation and information governance services, which was partially offset by lower demand for M&A-related second request services compared to the prior year quarter. Adjusted segment EBITDA of $7.8 million or 12.1% of segment revenues compared to $11.9 million or 20.4% of segment revenues in the prior year quarter. The decrease in adjusted segment EBITDA was due to higher compensation, which includes the impact of a 12.4% increase in billable head count. As our Technology segment continues to make investments in talent, particularly at the senior levels to bolster our capacity and expertise globally across data risk, compliance, privacy and information governance as well as higher SG&A expenses. Sequentially, revenues decreased $14 million or 17.8%, primarily due to decreased demand for M&A-related second request services. Adjusted segment EBITDA declined $10.7 million sequentially. Record revenues in the Strategic Communications segment of $69.4 million, increased 31.1% compared to the prior year quarter. The increase in revenues was primarily due to higher demand for corporate reputation and public affairs services. Adjusted segment EBITDA of $15.5 million or 22.3% of segment revenues compared to $8.4 million or 15.9% of segment revenues in the prior year quarter. The increase in adjusted segment EBITDA was due to higher revenues. Sequentially, revenues increased $1.6 million, primarily due to higher demand for financial communications and corporate reputation services. Adjusted segment EBITDA increased $2 million sequentially. Let me now discuss key cash flow and balance sheet items. We generated net cash from operating activities of $196.9 million, which increased by $85.3 million compared to $111.6 million in the third quarter of 2020. The year-over-year increase was largely due to an increase in cash collected resulting from higher revenues, which was partially offset by an increase in compensation-related costs and other operating expenses. We generated free cash flow of $172.2 million in the quarter. Total debt, net of cash, decreased $160.7 million sequentially from $159.4 million on June 30, 2021, to a negative net debt position of $1.3 million on September 30, 2021. The sequential decrease was primarily due to an increase in cash and cash equivalents and repayment of borrowings under our senior secured bank revolving credit facility. Turning to our guidance. In light of our record financial performance during the first 9 months of 2021, we are raising the low end of our previous full year 2021 guidance range for revenues of between $2.7 billion and $2.8 billion to expected revenues of between $2.75 billion and $2.8 billion. We are raising our full year 2021 guidance ranges for GAAP EPS of between $5.89 and $6.39 and adjusted EPS of between $6 and $6.50 to GAAP EPS of between $6.39 and $6.64 and adjusted EPS of between $6.50 and $6.75. The $0.11 per share variance between EPS and adjusted EPS guidance for full year 2021 includes the estimated impact of noncash interest expense of $0.20 per share related to our 2023 convertible notes and the second quarter 2021 $0.09 per share gain related to the fair value remeasurement of acquisition-related contingent consideration, which are not included in adjusted EPS. Our updated guidance after our record year-to-date performance is shaped by 4 key considerations. First, restructuring activity remains subdued. As credit markets remain in an accommodative mode and the number of stressed and distressed issuances remains low, Standard & Poor's is now forecasting that the trailing 12-month U.S. speculative grade default rate -- corporate default rate will fall further in the first half of 2022, reaching 2.5% by June 2022, which compares to 3.8% in June 2021 and 6.6% in January 2021. Second, global M&A activity, which drives demand in our Economic Consulting and Technology segments as well as our transactions business in Corporate Finance & Restructuring has been at record levels year-to-date. There is no certainty that M&A activity will continue at this space. Third, we are a large jobs firm. And when large engagements end, they may not be immediately replaced. As Steve and I have both mentioned today, we saw several large jobs end or significantly wind down in the last 2 quarters across our Economic Consulting, Technology and Corporate Finance & Restructuring businesses. Fourth, the fourth quarter is typically a weaker quarter for us because of a seasonal business slowdown at the end of the year. Before I close, I want to reiterate 4 key themes that underscore the strength of our company. First, our results show that while continuing to dominate our traditional areas of strength, we have demonstrably grown our adjacencies and footprint, which also have the added benefit of making us less susceptible to the business cycle. Business transformation and transaction services, which represented 36% of total segment revenues in Corporate Finance in Q3 of last year, contributed 59% this quarter. Non-M&A-related antitrust services have steadily grown to represent 32% of our Economic Consulting revenues this quarter, which compares to 23% in Q3 of last year. Our Australian business has grown to 31 senior managing directors from 19 2 years back. And our Middle East business has grown to 16 senior managing directors from 5 2 years back. And EMEA represented 30% of revenues this quarter with us only recently ramping up in Germany and Spain. Second, we count among our staff, arguably, some of the leading experts in the world in areas such as antitrust, financial arbitration and economic analysis, restructuring, technology and data analytics-based investigations and corporate reputation and communications. Third, in many industries around the world, the pace of change is accelerating. And we have the surge capacity to help our clients when they face their greatest challenges and opportunities. And finally, our strong balance sheet continues to give us the flexibility to make sustained investments towards growing our business globally. With that, let's open the call up for your questions.