FTI Consulting, Inc. (FCN) on Q1 2021 Results - Earnings Call Transcript

Operator: Good morning. Welcome to the FTI Consulting First Quarter 2021 Earnings Conference Call. . I would now like to turn the conference to Mollie Hawkes, Vice President of Investor Relations. Please go ahead. Mollie Hawkes: Good morning. Welcome to the FTI Consulting conference call to discuss the company's first quarter 2021 earnings results as reported this morning. Management will begin with formal remarks, after which they will 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 27A of the Securities Act of 1933 and Section 21 of the Securities Exchange Act of 1934 that involve risks and uncertainties. Steven Gunby: Thank you, Mollie. I was just checking making sure I was on -- off mute for a change. Good morning to everyone, and thank you all for joining us. Let me start with a couple of words on COVID, even though I'm sure all of you, like I, are so sick of the topic and the issue. I hope everyone on this call continues to be well, and that all of us on this call are increasingly able to get vaccinated. For those of us in the U.S., I think we can sense at least the beginning of a change in mood. At least for me, it's wonderful to see the rollout of vaccines, and I don't know anybody who doesn't get incredibly excited when we see our friends or our family members getting vaccinated. And I think that's true for many of you as well and for many people in some other parts of the world, too, particularly related to the U.K. I think on the other hand, I think most of us know, the story is not as true every place around the world. When I talk to colleagues on the continent of Europe, story feels somewhat aligned, but also somewhat different. There's a lot of frustration about the slowness of the rollout of the vaccine, and it feels very different. I felt very different last week when I talked with colleagues in Latin America and some colleagues in India. If we look at the statistics, I think we see that global cases -- globally, total cases right now are actually at the highest levels we have ever seen, the world has ever seen. And of course, the rollout of the vaccine, though happening around the world, is happening at very different paces depending on where you sit. So the good news, I think, is that we can all, at this point, see a light, you can see that light at the end of the tunnel. And I'm so excited for those of us for whom that light feels close. I just want to also share -- say mine and my colleagues' hearts and thoughts are also with all of those folks within our firm and within yours for whom the light still feels further away. And I know that sentiment, I'm sure those for many of you on this call. Let me turn to a brighter subject, which is our quarter, our results. I'm sure, as many of you saw in our press release, this quarter was a great quarter. It had some positive surprises in it and had some items that one can't count on recurring, which Ajay will talk about, but even normalized for those, it was a terrific quarter. I doubt very many people, 10 years ago or even a few years ago, would have thought that in a period where restructuring as an industry is down substantially, and our restructuring business is well off the peak that we saw last year, that we would produce a halfway-decent quarter let alone a quarter like this. So the quarter was spectacular. Ajay Sabherwal: 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. I'm delighted to report year-over-year double-digit revenue growth this quarter. On our last earnings call in February, we said that strong M&A activity would favorably impact our Economic Consulting, Technology and Strategic Communications segments as well as our transactions business within our Corporate Finance and restructuring segment. Conversely, we had also expected weakness in demand for our restructuring services. Both trends occurred and were deeper than we anticipated. And in Forensic and Litigation Consulting, or FLC, the segment which was most impacted by COVID-19 in 2020, we expected continued gradual improvement. Instead, in the quarter, results rebounded faster than we anticipated as we were able to resume work on many matters where trials were rescheduled or resumed, particularly in North America. Obviously, we are very pleased with these results. First quarter of 2021 revenues of $686.3 million were up $81.7 million or 13.5%. GAAP EPS of $1.84 compared to $1.49 in the prior year quarter. GAAP EPS included $2.3 million of noncash interest expense related to our convertible notes, which decreased EPS by $0.05. Adjusted EPS of $1.89, which excludes the noncash interest expense compared to $1.53 in the prior year quarter. Operator: . We will take our first question from the line of Marc Riddick from Sidoti & Company. Marc Riddick: So I wanted to just go over a couple of things that -- to get a sense of maybe some of the things that might have taken place during the quarter as far as dealing with those demand shifts that you're seeing. Were there any changes in headcount as far as shifting from one group to another to accommodate rising demand in one place and falling demand in another? And then I have a couple of follow-ups after that. Steven Gunby: Look, we -- the answer is, yes. I don't think we've structurally shifted any bodies between segments. Did we this quarter? Look, what we have, for example, in Corp Fin is, I think what Carla and Coppi would say 1/3 of our people work on one side, 1/3 of our people worked on another side and about 1/3 of the people can go back and forth. And I don't know if that's exactly right. But last year, when a restructuring boom hit, we were able to take some of the financially very literate people on the nonrestructuring side and put them on cases with the restructuring teams. This quarter as restructuring things weakened and certain transactions went up, we were able to flow people back the other way. And we can't -- we're not homogenous business. We don't flow people from Strat Con to E Con. But we do flow people with the right capabilities across within segments and actually between FLC and CF. And also, increasingly, I think what we're doing a better job is now flowing people across the world. I mean we've been doing for the last year, a lot of teaming between Australia and the U.K. and the U.S., which, of course, given that we're all in Zoom anyway, is increasingly possible to do. So does that give you a hard answer, Marc? Marc Riddick: Yes. Yes, it does. It really touches on some -- where I was going with the next part of the question was the geographic mix and given the differences that we're seeing in demand and potential demand around where COVID is allowing us to do and not allowing us to do. One of the other things I was curious about, should we -- was there anything that we should be thinking about as to the cadence of success fees during the quarter? And I appreciate all the detail around some of the large engagements that you had and the like and how that figures into the guidance conversation. I was wondering as to where success fees were maybe vis-à-vis expectations or last year? Ajay Sabherwal: Success fees was actually at the lower end of what we typically expect. Usually, it's at the lows around three and high around 15 a quarter. This quarter, it was just north of three. Operator: . The next question is from Andrew Nicholas from William Blair. Steven Gunby: Your family are all okay? Andrew Nicholas: Everyone is good, and we're getting into summer weather. So I think I fall into the camp of being optimistic that you opened with. But -- yes, thanks for asking. In terms of my questions, the first one, I was just hoping you could add a little bit more color to your prepared remarks around FLC, obviously, well above your expectations, well above mine as well. Just wondering kind of if you could spend some more time on the primary drivers there and the overall demand environment and pipeline, particularly relative to the fourth quarter, where you're already seeing some improvement, that would be helpful. Ajay Sabherwal: So we're, as I said, Andrew, we're obviously delighted, right? There are now very -- if you look at the Mollie and team prepared very good reports that they put on our website where you got the long-term trends, and that gives you a good visual when you look at that. Our utilization in the quarter was higher than Q1 last year. So we are in Q1 last year, other than towards middle of March or towards the end of March other than in Asia, the pandemic was not much of a factor. So $29 million of EBITDA utilization above where we were last year, this is -- we expected a gradual improvement. We've already gotten that. That's the message we are giving. This is -- there's maybe 1 or 2 geographies, 1 or 2 sub-practices. Now I'm not saying to you, we can never do any better. We, of course, will continue to try and do better. But we are already getting that backlog. We're getting it snapping back. We also had some big wins and cases in certain areas such as SPACS. So this is a tremendous level, tremendous threshold that we are at for now. Steven Gunby: Yes. Maybe I can just add one word to that, Ajay. Look, I think we always had confidence in this business. And some of the businesses, this business, another part -- some parts of our E Con business were incredibly slow last year. We had confidence that they were going to come back. And some of what you've been seeing this quarter is just that realization. I think it just went faster and snapped back, as Ajay said, and that was because of some working down some backlog in courts, but also the SPAC boom triggered some massive cases this quarter that surprised us and in a good way. But underlying the snapback is the strengthening of the return to -- a great business returning to its roots. We went beyond that this quarter in terms of some of the forces that happened this quarter. But I also just want to underscore that when we were at 30-something percent utilization last year for this business, that wasn't normal. That wasn't normal. And I'm proud of our team for sticking with it and working their way out of it. Does that help, Andrew? Andrew Nicholas: Yes. No, that is helpful. And then I'm going to ask a follow-up. It might be a difficult question to answer. I think it's been asked a variety of different ways in the past. But we've seen record M&A levels here to start the year. Certainly seems from my perspective, the momentum has continued here into the start of the second quarter. So just a multipart question on M&A. I guess first, to the extent Q1 results outperformed your own expectations, which it sounds like they did, is there any way to quantify how much of that outperformance is tied to better-than-expected M&A or transaction volumes? And then second, if you could speak to how you're envisioning that part of your business or those parts of your businesses performing through the end of the year? I know you didn't do anything with guidance, but trying to figure out what's baked in at current numbers? Ajay Sabherwal: Andrew, Q1 was the highest, I think it might even be quarterly, if not first quarterly M&A by dollar volume in history for the world, I think $1.16 trillion. Not only it was at the highest, but also in our sweet spot, which is the big M&A, that most of that, there was a much higher percentage of big M&A versus small M&A because we play in the antitrust or merger, the bigger M&A as it were. We also play in cross-border. It was much more of that. So just like we had an epic tailwind in restructuring in second quarter of last year, this was an epic tail within the M&A. We can't predict how long it will last. It could last longer. We're just saying we don't know whether it will last through this year, and we are cautioning that this was an epic tailwind. Did we benefit from it? Absolutely. In -- for example, in Corporate Finance and I'll go segment by segment, in Corporate Finance & Restructuring, transaction-related business is typically 15%, 20% of revenue. I mean 20% would be a great outcome, similarly around 15%. Here, we're approaching 25%, 30% of the revenues in that segment. In Technology, we play in the second-request area, in second-review area. And we had one case, which was a M&A-driven case, which contributed just over 20% of the quarter's revenues, but in several other cases, too. So clearly, that sort of the thing is not the norm. One case typically doesn't make up 20% of our revenue, and that case has ended in -- so those are those two Economic Consulting, clearly. Clearly, we are the number one firm in the world on antitrust cases, without a doubt, right? So there are some very large cases, both M&A and non-M&A antitrust that we are working with that we expect will end this year. Now will there be 6 other cases that will replace those, I can't tell. Operator: The next question comes from Tobey Sommer from Truist Securities. Tobey Sommer: If I could ask another question about sort of strong capital markets, any elements of that, that you think may not be that durable, in particular, kind of curious about what your -- how big a driver SPACS have been given some emerging regulatory scrutiny? And just kind of wondering to the extent those may be borrowing future years IPO activity? Steven Gunby: Ajay -- look, I don't know if they're borrowing future year IPO. I think people are writing about that. I mean, obviously, with SPACS are -- I mean, I think everybody on the call knows what SPACS are, but with the SPACS, anyways they buy private companies. And those -- that's a way essentially for those private companies to become public. So the notion that this is an effective IPO, I think it's a reasonable inference, and there's -- that's the case. And so which businesses get affected by IPO. I mean our Strat Com business certainly was affected by IPOs and a number of other businesses. I think the broader question is that the SPACS activity caused a spike in activity for us and for sure, it did. I mean one of the big issues in SPACS is when a SPAC buys, we have a range of services that can help SPACS from -- all the way from formation all the way through. But one of the most critical issues is when a SPAC company buys a private company, often that private company is not ready to be public. They often don't have the SEC -- having followed SEC protocols, they don't have many kinds of finance functions they need, the capabilities. And all of a sudden, they're a public company. All of a sudden, they're going to become a public company. So there's a surge in demand for people who can help the company. Sometimes after they go public and they figure out they missed the SEC deadlines often before this transaction happens to get them to the SEC ready. And clearly, that causes a spike of activity that affected both FLC and CF this quarter that we benefited from because we are really at the -- that is a sweet spot of our capability. Did I talk to your question, Tobey? Tobey Sommer: You did. And if I could ask a follow-up question on -- you made some comments about court-related activity. How would you characterize the rebound or said differently, is there more normalization that remains to get back to pre-COVID court-related business? And in addition to that, if you could talk about if you're hearing from customers that cases have settled over the course of the pandemic? Or is it more like a backlog, so to speak, that's accumulated? Ajay Sabherwal: So there is a backlog that is getting addressed now is the point. Not all of it is in person, but the world has found its way around. There are trials in Texas in person. There are trials elsewhere in person, but there are also trials taking place not in person. So to the extent that your question is, is everything absolutely normal, they're not in person as it were, that's what I think would be absolutely normal as it were. But in terms of activity, they are. We are both in FLC and importantly in our international arbitration business within the Economic Consulting where we had weakness prior in both those areas, the levels of activity are back. Those folks are busy. They are very busy, in fact. So those activity levels are back. The way they are doing that activity is still a combination of virtual and in-person. Tobey Sommer: That's helpful. I'll ask a long-term question. Over 5 years or some long-term view, you can pick a different time frame, if you like, what percent of sales do you expect the company to derive from EMEA? And I'm curious even stepping out just from that geography, what are the margin implications of a mix shift favoring the international side of your business? Steven Gunby: So Ajay can correct me if I'm wrong on the margin point. Let me address that first and then talk to the broader question. I don't think of expansion overseas as fundamentally worse than expansion in the U.S. or better than the expansion in the U.S. in terms of margin. I don't say, "Oh, if we expand overseas, our margins are going to be greater or our margins are going to soar." I mean any time you invest for growth, you often can lose money the first in new business area you're doing or a new country you're going into or whatever. But our experience has been very good these last 5 years, as we've grown EMEA of actually improving the margins in EMEA that we're seeing. So I don't see it as inherently dilutive. In terms of growth expectations, look, I have -- I think one of the things, it's certainly incredible what we've been able to do overseas. And you can look at EMEA, I think we released the revenue numbers. I don't think we released EBITDA numbers, but I'd be surprised if we're not something like 3x the revenue from when I joined. So that's incredible. And my aspirations, and I know our European team is, that is just a bloody beginning because we weren't -- we were -- we called ourselves an EMEA business. We were a U.K. business. We were a London-based business, and we were a London-based business with a subset of our capabilities. We are now increasingly an EMEA business. We're not anywhere near as strong on the continent as we should be. But we have moved. We have moved, and we've got really good teams on the continent. We even have a strong team in South Africa. I mean -- and we have a strong team in the Middle East. But we are scratching the surface, but we are scratching hard and effectively. I think there's enormous growth in EMEA, there's enormous growth in Asia. We have the strongest position we've ever had in Australia. We have the best team we've ever had in Latin America. But I also want to say one of the most important things that changed the trajectory of this company was the return of the U.S. to growth. For a long time, the U.S. wasn't growing, not organically. And what we now have is a set of leaders who understand that we have enormous opportunities to grow in the U.S. We grew effectively, the U.S. restructuring business, which is historically our strongest business. And just by having leaders who -- and supporting people with ambition, both to invest behind our core and also invest in adjacencies. So I don't have preferred children. I don't say, "Oh, my preferred child is to grow in Spain." I think wherever we have teams with ambition and a reasonable plan, that's behind them. And so far, that's showing our ability to grow every place. I think this quarter, Ajay, didn't every region grow? Didn't every region grow this quarter, and that's not true for every quarter. But over the period of time, we've been doing pretty well across a lot of places in the world. That was a long answer. Did I address your question, Tobey? Tobey Sommer: It did. Within Corporate Finance & Restructuring, could you describe the growth or change in revenue in bankruptcy versus non-bankruptcy work? Because you do have two pieces that are significant that kind of should be moving perhaps in opposite direction. Ajay Sabherwal: And let me just -- the peak, Tobey, last year in Q2. In Q2 last year, restructuring was almost 70% of the revenue, maybe a little bit higher in Corporate Finance & Restructuring. Now it's less than 50%. And as I pointed out, there are cases continuing from prior periods, the bigger cases take some time, sometimes to resolve. And the main point I'm trying to communicate is that the number of new cases is drying up, not that we're losing share, not at all, but that there's just fewer defaults. Tobey Sommer: That makes sense. Do you have an update for us on the international moratorium and when those are poised to lapse and perhaps start contributing a little bit more? Ajay Sabherwal: Right. So that could be the other side of it as if moratoriums are lifted in the U.K. and Australia and Germany, other places on insolvency, and those haven't yet lifted. They're lifted in like in Australia in parts, they have lifted. Some aspects have been eased up. So certainly, that could. But companies have also strengthened, and liquidity is available. So just lifting the moratorium is not necessarily going to result in bankruptcy, just to note. So that's the update. Did I answer the question? Or was there a second part to it? Tobey Sommer: That was it. My last question is within FLC, could you describe what is driving the demand for health care solutions? Ajay Sabherwal: In the U.S., it's the U.S., those team has done a great job in those hospitals, and that work is opening up again. So that's part of it. Steven Gunby: And I'll build on that. So I think, look, actually, yes, the hospitals are working up. What I feel really good about is, I think we increased in the midst of the worst quarters in that company -- and to my knowledge, that segment's history, we invested, and I think we increased our S&D count by 60% or 70%. And so some of this is the market coming back, and some of this is the fact that our team and the courage to make a firm argument for investment in a bad quarter, and we went ahead and did it. And so some of that is the market -- I got to tell you, some of that Charles and the team deserve credit for as well. And I'm excited about where they've taken the business. And let me actually use that to bridge back to your restructuring thing. I want to underscore what Ajay said. Look, you can look at the external rates and the plummeting expectations for restructuring. And so we could have a lot of jobs rolled off and our restructuring business be just really fall off a lot, particularly because of the fixed nature of our business. I just want to underscore, it is a great business. It is a great business, and we will continue to support it. And frankly, I'd tell the people in that business, if this creates an opportunity to get talent, they will get talent because we're not in the business for a couple of quarters. We have, over time, taken a great business, made it better in the United States, more global around the world, and we're going to invest in that business, and if it has some bad quarters, that will be bad, but it will be a bulwark of the company's future going forward, too. And so just like we did in health solutions last year and some parts of FLC, if we have that opportunity in restructuring this year, even if it's weak, we'll do that, too. I think that's probably more than answered your question, Tobey. Tobey Sommer: You did, but you prompted another one. Was that a group lift out? Or did you just hire sort of broadly from a lot of sources to get those -- that level of increase? Steven Gunby: The second. The team did the work to find great talent and attract them. I think it was one by one. I don't think there were any payers, if I remember right, but it was one by one, people talking to great people and saying where we were trying to take the business and attracting them. Really nice return. Operator: The next question is from the line of Marc Riddick from Sidoti & Company. Marc Riddick: I realized when I was on earlier that I forgot to ask about the -- if you could give some commentary around the acquisition pipeline and maybe what that looks like, both domestically and internationally? Ajay Sabherwal: So Marc, everybody is a closet consultant. So there's no shortage of acquisition opportunities. But we are very, very -- I mean we are not going to just purchase for the sake of purchasing, it has to make sense for us. And we have very, very exacting standards in what makes sense for us. But there's no shortage of opportunity. Steven Gunby: Marc, anything else? Marc Riddick: Sorry, I was still muted. My apologies there. I was sort of curious as to maybe what you're seeing as far as those valuations, maybe what they look like? Have they changed much? Are we seeing better opportunities abroad? Or is it similar to what we've seen over the last few quarters? Steven Gunby: So I'll weigh in on this. I think -- look, there are a couple of different issues that there's -- I get a solicitation, I think, every day for some sort of potential acquisition. There's plenty of acquisitions out there. I think there are 2 things that cause us to screen them down. The first and most important is we're not in doing acquisitions to pump up our quarterly earnings or next year's earnings. We want to have somebody who's kind of -- we think people are going to be excited to work with that are -- they're going to stay here for the duration. And their next-generation of people are going to grow up and become great folks. So we're looking for long-term partners, just like we do when we do lateral hires or when we grow people up. And that's a much higher hurdle because you have to see the way you're going to work with them and you have to like them. So you have to -- and that's not usually in the little blurb that the investment bankers give us. We have to do some digging to figure that out. The other issue, though, that you raise is pricing. And I would say valuations, in general, have gone nuts over the last while. And so I don't think we've participated in -- I don't know if we participated in any auction, but we certainly haven't gotten any of our acquisitions through an auction. I mean what we usually have done is we're not paying the top of the market. We have gotten terrific people when the fit has been so good that people can see a much better future on our platform, and an excitement to help build something, and that's where most of our -- that's where all of our acquisitions, I think, have come thus far. So do I dream of a day when valuations drop, and then we can -- and only the first screen becomes one, sure. But right now, the both screens are operating. Does that help? Marc Riddick: Yes. Absolutely. Steven Gunby: Another question? Operator: No, sir, nobody in the queue now. That was the last one. Steven Gunby: So let me just say thank you all for your continued attention and support to our company through COVID, through all the struggles and stresses you've been working through, through COVID. I very much wish all of you good luck in getting access to the vaccines and getting out to the other side of this. Thank you, again. Operator: Thank you very much. The conference call has now concluded. Thank you for attending today's presentation. You may now disconnect.
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