Robert Qutub
Analyst · UBS
Thanks, Edings. Good morning, and thank you for joining us. I'd like to share some highlights from our second quarter 2013 before we dive into the numbers. First, we reported our financial results for the second quarter with revenues growing by 8%, driven by the acquisitions of IPD and InvestorForce. Net income grew by 63% and diluted EPS grew by 67%. Adjusted EBITDA and adjusted EPS grew by 8% and 16%, respectively. Our revenue and EBITDA growth benefited from the seasonal strength in IPD revenues, which as we forecasted, came in at more than double the first quarter amount. We expect less seasonality from that product line in the second half of the year and more on that later. Our subscription run rate grew by 9%. Our growth was driven by acquisitions, an uptick in sales and by strong retention rates across all 4 of our major product lines. By product line, index and ESG remained the biggest driver of MSCI's organic run rate growth. RMA run rate growth picked up slightly and a sequential decline of PMAE. Governance run rate also continued to grow on an organic basis. Asset-based fees continued to drive growth for MSCI, notwithstanding that the transition of Vanguard ETFs was completed in the second quarter. Last but not least, we completed our December 2012 accelerated share repurchase program and announced our second $100 million ASR this morning. As Henry will discuss, today's ASR is part of the decision made by MSCI late last year to return $300 million in capital by the end of 2014 added an integral part of a very disciplined capital deployment strategy. Now as was the case of the first quarter, we will highlight the effect of the acquisitions and a divestiture in the context of organic growth as well the continued impact FX has had an our run rate. Now let's get into the numbers. MSCI reported second quarter revenues of $258 million, up 8% from second quarter 2012. Adjusted EBITDA was $117 million, also up 8% year-over-year and adjusted EPS rose 16% to $0.58. Net income was $61 million and diluted EPS was $0.50, representing an increase of 63% and 67% respectively over second quarter 2012. Most of the difference between the growth in adjusted EPS and diluted EPS was the $21 million of refinancing expenses we recorded in the second quarter of 2012, which is not factored into adjusted EPS. Our second quarter revenue growth was led by Performance and Risk segment, which reported revenue growth of $21 million or 10%, driven by higher growth in index and ESG and RMA revenues, partially offset by a decline in PMA. On an organic basis, Performance and Risk revenues rose by 1%. Our Governance segment revenues rose by 3% on an organic basis. On a reported basis however, governance revenues declined by $1.5 million or 5% as a result of the CFRA divestiture. By revenue type, MSCI's total subscription revenue grew by 8% over the second quarter of 2012, driven primarily by the acquisitions of IPD and InvestorForce. Asset-based fees also rose 8% and nonrecurring revenues rose $1 million or 17%. On a run rate basis, our total subscription business grew by 9% to $861 million. On an organic basis, subscription run rate grew by 4%, led by a 9% increase in index and ESG subscriptions, 6% growth in governance and 5% growth in RMA, partially offset by a decline in PMA. The growth in our run rate was driven by an increase in subscription sales to $31 million and a robust 92% retention rate. Changes of foreign currency rates continued to have a negative impact on our results in the second quarter. FX changes lowered our sequential subscription run rate by $1.3 million and changes over the past year have lowered our total subscription run rate by $6 million. Now turning to the performance of each of our 4 major product lines, starting with our index and ESG products. Revenues there grew by $22 million or 20% and 5% organically. In line with our guidance, IPD had a seasonally strong second quarter, contributing $17 million to index and ESG subscription revenues, up from $8 million in the first quarter. This seasonality in revenues is because one of IPD's major products consists of annual benchmarking reports, many of which are delivered in the second quarter. We expect second half revenues from IPD to be roughly equal those of the first half but with a much more equal distribution than the third and fourth quarters. Therefore, we expect to see a decline in IPD revenues in the third quarter. The seasonal strength in revenues also had a positive impact on our adjusted EBITDA as we'll touch on later. Index and ESG subscription run rate grew by 23% to $351 million or by 9% on an organic basis, driven by growth in equity index benchmark and data products. ESG product's run rate continued to grow at double-digit rates. After a $2 million negative hit in the first quarter of 2013, the FX impact eased significantly but still resulted in a $0.5 million sequential drag on run rate during the second quarter. Now let's take a look at our asset-based fees and the related run rate. During the second quarter, the transition of the 22 Vanguard ETFs that switched their index benchmarks was completed. This process wrapped up at the beginning of June, and those ETFs contributed only $800,000 of revenues in the second quarter versus $5.2 million in the second quarter of 2012. Asset-based fees continued to be an important driver of MSCI's growth. If we were to exclude the run rate associated with those 22 ETFs that changed benchmarks from the second quarter last year, MSCI ABF run rate would have grown by 23%. Even factoring in a loss, our asset-based fee revenues grew 8% versus the second quarter of 2012. That speaks to a significant shift in the mix of our fees from MSCI-linked ETFs and increased revenues coming from other index non-ETF sources. On a run rate basis, the difference between the decline in AUM and the growth in run rate is even greater. MSCI's asset-based fee run rate grew by 2% despite an 18% decline in the AUMs linked to MSCI indices. Effectively, the $60 billion increase over the past year in AUMs and other ETFs offset the loss of the roughly $120 billion of Vanguard AUMs that left. There was $270 billion of assets under management in ETFs linked to MSCI indices at the end of June 2013, down $88 billion from the end of March. Of that sequential decline in AUM, $75 billion was driven by the transition of the Vanguard ETF and $13 billion was a result of declines in the equity markets. Excluding the transitioned ETFs, the average realized fee on MSCI-linked ETFs was 3.6 basis points. The diversity of MSCI indices tracked by ETFs proved to be a strength in the second quarter as outflows from emerging markets linked to ETFs were offset by inflows to funds linked to Japan and other indices. 48% of the ETF AUMs are linked to global developed markets, excluding the U.S., while only 31% are linked to emerging markets. A further 16% of the AUMs are linked to U.S. indices. Now let's turn to risk management analytics revenues, which rose by 4% year-over-year and 1% on an organic basis. The run rate rose $22 million or 9% and by 5% organically. Sales rose 15%, driven by a combination of organic growth, as well as contributions from InvestorForce. Since the beginning of the year, we have seen stronger growth in sales to hedge funds and asset owners, offset by continued hesitancy on the part of asset managers. Retention rates remained strong and, in fact, picked up to 93% from 90% a year ago. FX changes, which had been a headwind in the first quarter, were a slight positive in second quarter and were essentially neutral on a year-over-year basis. PMA remains challenged. But an increase in the aggregate retention rates helped slow the sequential decline in run rate during the second quarter. Revenues fell 11% to $26 million and run rate also fell 11% to $105 million. FX changes reduced the run rate by $3.3 million year-over-year, including $700,000 during the second quarter. Now stepping back, when you look at the core equity analytics business, which represents substantially all of the PMA product line, the biggest pressure on its run rate has come from down sales at existing clients, which accounted for 1/3 of the $12 million decline in run rate. Now only 10% came from outright losses of equity analytics clients. The remaining 55% or so, the decline was driven by a combination of the FX impact, product swaps into other MSCI products and cancels of our Cosmos fixed-income analytics product, which we are winding down anyway. Turning to governance. Revenues rose by 3% on an organic basis. On a reported basis, revenues declined 5% to $29 million as a result of the sale of our CFRA product line last quarter. Run rate rose 6% organically to $112 million. The growth in governance run rate was driven by higher sales of executive compensation analytics products and services, as well as by continued strength in retention rates. Let's turn next to expenses. Our adjusted EBITDA expense rose by 8% to $141 million, with growth in both compensation and non compensation expenses. Total compensation expenses, which excludes nonrecurring stock-based compensation, rose 9% to $102 million. The growth in compensation expense was driven largely by the acquisitions of IPD and InvestorForce, which were offset only partially by the sale of CFRA. Our headcount rose to 2,957 from 2,384 a year ago and 2,844 in the first quarter as we continued with our investments. We continued to make progress in our efforts to leverage lower-cost centers, as the percentage of our workforce in those areas rose to 44% from 41% in the first quarter and 42% a year ago. Our ability to tap into a global talent base enabled us to keep our organic compensation cost below the rate of the increase in our organic headcount. Now on compensation expense, which excludes depreciation, amortization and the lease exit charge and restructuring cost, rose 7% in the second quarter of 2013. The increase was driven by the acquisitions. Excluding the impact of those acquisitions, non compensation cost remained in check. Adjusted EBITDA rose by 8% to $117 million in the second quarter 2013. Our EBITDA benefited in the second quarter from the seasonality of IPD revenue recognition. Because we recognized most of our cost ratably over the year, any seasonal increase or decrease in revenues has a direct impact on EBITDA relative to the prior quarter. Other expense was $6 million in the second quarter, down from $30 million a year ago. We recognized $21 million of refinancing expenses in the second quarter of 2012, the impact of which was excluded from our adjusted EPS calculations. Our tax rate was 33.1% in the second quarter and is 31.4% for 6 months through '13. We now expect our full year tax rate to be approximately 34%, which means we expect a higher tax rate in the second half of 2013. Let's now turn to our balance sheet and cash flow. We finished the first quarter with total debt of $818 million with a total cash position of $335 million, of which $82 million is held offshore. During the second quarter, MSCI generated operating cash flow of $86 million, bringing our year-to-date total to $157 million. During the quarter, we spent $4 million in capital expenditures and repaid $11 million of debt. Last week, we concluded the $100 million accelerated share repurchase that was announced in December 2012. As a result, we reduced shares outstanding by an additional 762,000 this week, bringing our total shares repurchased as part of that program to approximately 3 million at an average purchase price of $33.47 per share. We also announced today that we intend to enter into another $100 million accelerated share repurchase agreement following the close of the market today. As part of the ASR, we will receive tomorrow $70 million worth of MSCI shares at the onset of the program with the exact number of shares based on today's closing price. The balance of any additional shares would be delivered at the conclusion of the program, which we expect will be in December. So for example, if we used yesterday's closing price of around $35, we'd expect to receive approximately 2 million shares. If the share price goes up, we'd receive slightly less or if it goes down, slightly more. But the exact number of shares that we receive will be available in the 10-Q, which we expect to file tomorrow. As a reminder, both the shares we receive upfront and the 762,000 shares we received in the last installment of the 2012 ASR will come out of our share count calculations as of the beginning of August. After today's announcement, we have an additional $100 million remaining on our existing share repurchase authorization. Also looking forward, we continue to expect our CapEx budget to be in the $30 million to $35 million range for the full year. And our scheduled debt payments for the balance of 2013 are now $22 million. Let me turn it over to Henry for some additional comments.