Evercore Reports Third Quarter 2015 Results; Quarterly Dividend Raised to $0.31 Per Share
Highlights
- Third Quarter Financial Summary
- Record third quarter U.S. GAAP Net Revenues of
$309 million , up 36% compared to Q3 2014 - U.S. GAAP Net Income Attributable to
Evercore Partners Inc. of$7 million , down 70% compared to Q3 2014, or$0.16 per share, down 72% compared to Q3 2014 - Record third quarter Adjusted Pro Forma Net Revenues of
$306 million , up 36% compared to Q3 2014 - Record third quarter Adjusted Pro Forma Net Income Attributable to
Evercore Partners Inc. of$43 million , up 30% compared to Q3 2014, or$0.81 per share, up 14% compared to Q3 2014
- Record third quarter U.S. GAAP Net Revenues of
- Year-to-Date Financial Summary
- Record U.S. GAAP Net Revenues of
$815 million , up 37% compared to the same period in 2014 - U.S. GAAP Net Income Attributable to
Evercore Partners Inc. of$22 million , down 62% compared to the same period in 2014, or$0.52 per share, down 63% compared to the same period in 2014 - Record Adjusted Pro Forma Net Revenues of
$812 million , up 37% compared to the same period in 2014 - Record Adjusted Pro Forma Net Income Attributable to
Evercore Partners Inc. of$107 million , up 36% compared to the same period in 2014, or$2.01 per share, up 20% compared to the same period in 2014
- Record U.S. GAAP Net Revenues of
- Investment Banking
- Advising clients on significant transactions globally:
- The largest technology transaction of all time:
EMC on its$67 billion sale to Dell and its owners,Michael S. Dell ,MSD Capital andSilver Lake Partners , announced inOctober 2015 - Shire, on a potential combination with
Baxalta , in a transaction worth in excess of$30 billion - One of the largest and most high-profile infrastructure projects planned in the
UK :The Bazalgette Consortium of infrastructure investors on its successful bid to finance, deliver, and own the £4.2 billion Thames Tideway Tunnel Centene Corporation on its$6.8 billion acquisition ofHealth Net, Inc - E.
I. du Pont de Nemours and Company on the$6.7 billion spin-off ofChemours Amlin plc on its £3.5 billion sale toMitsui Sumitomo Insurance Company
- The largest technology transaction of all time:
- Evercore ISI, ranked #3 in the
Institutional Investor All-America Equity Research team rankings, the first time an independent firm has ranked in the top three since DLJ was ranked #2 in 1995
- Advising clients on significant transactions globally:
- Investment Management
- Assets Under Management in consolidated businesses were
$13.3 billion
- Assets Under Management in consolidated businesses were
- Returned
$188.5 million of capital to shareholders for the first nine months through dividends and repurchases, including repurchases of 3.0 million shares/units. Increased the quarterly dividend to$0.31 per share, the eighth sequential year of growth
Adjusted Pro Forma Net Revenues were
The U.S. GAAP trailing twelve-month compensation ratio of 63.8% compares to 60.5% for the same period in 2014. The U.S. GAAP compensation ratio for the three months ended
Results for the three and nine months ended
"Our third quarter results demonstrate our ability to sustain the growth of our business in volatile markets, as revenues, net income and earnings per share each represent record performance. Our advisory business performed strongly in both the U.S. and
"Our Advisory business delivered the best third quarter and nine month results in our history. The tone and breadth of our business remains good, as we are advising on several of the most significant recently announced transactions in the U.S. and Europe and are beginning to see restructuring opportunities in select sectors, notably energy and other commodities sensitive industries," said
Consolidated U.S. GAAP and Adjusted Pro Forma Selected Financial Data (Unaudited)
U.S. GAAP |
|||||||||||||||
Three Months Ended |
% Change vs. |
Nine Months Ended |
|||||||||||||
September 30, |
June 30, |
September 30, |
June 30, |
September 30, |
September 30, |
September 30, |
% Change |
||||||||
(dollars in thousands) |
|||||||||||||||
Net Revenues |
$ 308,951 |
$ 268,096 |
$ 227,161 |
15% |
36% |
$ 815,030 |
$ 593,970 |
37% |
|||||||
Operating Income |
$ 11,898 |
$ 31,111 |
$ 39,346 |
(62%) |
(70%) |
$ 54,007 |
$ 103,095 |
(48%) |
|||||||
Net Income Attributable to Evercore |
$ 7,197 |
$ 10,764 |
$ 24,309 |
(33%) |
(70%) |
$ 22,261 |
$ 59,142 |
(62%) |
|||||||
Diluted Earnings Per Share |
$ 0.16 |
$ 0.26 |
$ 0.58 |
(38%) |
(72%) |
$ 0.52 |
$ 1.41 |
(63%) |
|||||||
Compensation Ratio |
63.9% |
64.6% |
60.1% |
65.5% |
60.2% |
||||||||||
Operating Margin |
3.9% |
11.6% |
17.3% |
6.6% |
17.4% |
||||||||||
Adjusted Pro Forma |
|||||||||||||||
Three Months Ended |
% Change vs. |
Nine Months Ended |
|||||||||||||
September 30, |
June 30, |
September 30, |
June 30, |
September 30, |
September 30, |
September 30, |
% Change |
||||||||
(dollars in thousands) |
|||||||||||||||
Net Revenues |
$ 305,633 |
$ 268,500 |
$ 224,757 |
14% |
36% |
$ 812,292 |
$ 590,997 |
37% |
|||||||
Operating Income |
$ 73,454 |
$ 58,756 |
$ 51,448 |
25% |
43% |
$ 182,683 |
$ 129,265 |
41% |
|||||||
Net Income Attributable to Evercore |
$ 42,934 |
$ 33,931 |
$ 32,930 |
27% |
30% |
$ 106,590 |
$ 78,379 |
36% |
|||||||
Diluted Earnings Per Share |
$ 0.81 |
$ 0.65 |
$ 0.71 |
25% |
14% |
$ 2.01 |
$ 1.67 |
20% |
|||||||
Compensation Ratio |
57.4% |
57.4% |
60.5% |
57.4% |
59.4% |
||||||||||
Operating Margin |
24.0% |
21.9% |
22.9% |
22.5% |
21.9% |
Throughout the discussion of
Business Line Reporting
Investment Banking
U.S. GAAP |
|||||||||||||||
Three Months Ended |
% Change vs. |
Nine Months Ended |
|||||||||||||
September 30, |
June 30, |
September 30, |
June 30, |
September 30, |
September 30, |
September 30, |
% Change |
||||||||
(dollars in thousands) |
|||||||||||||||
Net Revenues: |
|||||||||||||||
Investment Banking Revenues |
$ 285,561 |
$ 246,550 |
$ 202,178 |
16% |
41% |
$ 749,749 |
$ 522,933 |
43% |
|||||||
Other Revenue, net |
357 |
(2,173) |
850 |
NM |
(58%) |
(2,874) |
(731) |
(293%) |
|||||||
Net Revenues |
285,918 |
244,377 |
203,028 |
17% |
41% |
746,875 |
522,202 |
43% |
|||||||
Expenses: |
|||||||||||||||
Employee Compensation and |
184,372 |
159,677 |
122,064 |
15% |
51% |
492,689 |
315,443 |
56% |
|||||||
Non-compensation Costs |
66,324 |
57,535 |
39,581 |
15% |
68% |
176,528 |
107,936 |
64% |
|||||||
Special Charges |
- |
(139) |
3,732 |
NM |
NM |
2,151 |
3,732 |
(42%) |
|||||||
Total Expenses |
250,696 |
217,073 |
165,377 |
15% |
52% |
671,368 |
427,111 |
57% |
|||||||
Operating Income |
$ 35,222 |
$ 27,304 |
$ 37,651 |
29% |
(6%) |
$ 75,507 |
$ 95,091 |
(21%) |
|||||||
Compensation Ratio |
64.5% |
65.3% |
60.1% |
66.0% |
60.4% |
||||||||||
Operating Margin |
12.3% |
11.2% |
18.5% |
10.1% |
18.2% |
||||||||||
Adjusted Pro Forma |
|||||||||||||||
Three Months Ended |
% Change vs. |
Nine Months Ended |
|||||||||||||
September 30, |
June 30, |
September 30, |
June 30, |
September 30, |
September 30, |
September 30, |
% Change |
||||||||
(dollars in thousands) |
|||||||||||||||
Net Revenues: |
|||||||||||||||
Investment Banking Revenues |
$ 278,436 |
$ 243,007 |
$ 196,535 |
15% |
42% |
$ 735,415 |
$ 510,789 |
44% |
|||||||
Other Revenue, net |
1,809 |
(380) |
1,984 |
NM |
(9%) |
2,121 |
2,693 |
(21%) |
|||||||
Net Revenues |
280,245 |
242,627 |
198,519 |
16% |
41% |
737,536 |
513,482 |
44% |
|||||||
Expenses: |
|||||||||||||||
Employee Compensation and |
162,392 |
140,532 |
121,472 |
16% |
34% |
425,029 |
309,072 |
38% |
|||||||
Non-compensation Costs |
51,576 |
49,393 |
29,482 |
4% |
75% |
146,599 |
89,161 |
64% |
|||||||
Total Expenses |
213,968 |
189,925 |
150,954 |
13% |
42% |
571,628 |
398,233 |
44% |
|||||||
Operating Income |
$ 66,277 |
$ 52,702 |
$ 47,565 |
26% |
39% |
$ 165,908 |
$ 115,249 |
44% |
|||||||
Compensation Ratio |
57.9% |
57.9% |
61.2% |
57.6% |
60.2% |
||||||||||
Operating Margin |
23.6% |
21.7% |
24.0% |
22.5% |
22.4% |
For the third quarter,
Revenues
Adjusted Pro Forma |
|||||||||||||||
Three Months Ended |
% Change vs. |
Nine Months Ended |
|||||||||||||
September 30, |
June 30, |
September 30, |
June 30, |
September 30, |
September 30, |
September 30, |
% Change |
||||||||
(dollars in thousands) |
|||||||||||||||
Advisory Fees |
$ 215,657 |
$ 168,745 |
$ 185,220 |
28% |
16% |
$ 539,538 |
$ 470,409 |
15% |
|||||||
Commissions and Related Fees |
58,264 |
53,031 |
5,874 |
10% |
892% |
164,363 |
21,643 |
659% |
|||||||
Underwriting Fees |
4,515 |
21,231 |
5,441 |
(79%) |
(17%) |
31,514 |
18,737 |
68% |
|||||||
Total Investment Banking Revenue |
$ 278,436 |
$ 243,007 |
$ 196,535 |
15% |
42% |
$ 735,415 |
$ 510,789 |
44% |
|||||||
During the quarter, Investment Banking earned advisory fees from 168 clients (vs. 162 in Q3 2014) and fees in excess of
During the third quarter of 2015, Commissions and Related Fees of
Evercore ISI, our U.S. equities business, reported Net Revenues of
Expenses
Compensation costs were
Non-compensation costs for the current quarter were
Investment Management
U.S. GAAP |
|||||||||||||||
Three Months Ended |
% Change vs. |
Nine Months Ended |
|||||||||||||
September 30, |
June 30, |
September 30, |
June 30, |
September 30, |
September 30, |
September 30, |
% Change |
||||||||
Net Revenues: |
(dollars in thousands) |
||||||||||||||
Investment Management Revenues |
$ 23,812 |
$ 24,505 |
$ 24,777 |
(3%) |
(4%) |
$ 70,398 |
$ 73,493 |
(4%) |
|||||||
Other Revenue, net |
(779) |
(786) |
(644) |
1% |
(21%) |
(2,243) |
(1,725) |
(30%) |
|||||||
Net Revenues |
23,033 |
23,719 |
24,133 |
(3%) |
(5%) |
68,155 |
71,768 |
(5%) |
|||||||
Expenses: |
|||||||||||||||
Employee Compensation and |
13,003 |
13,467 |
14,497 |
(3%) |
(10%) |
40,956 |
41,856 |
(2%) |
|||||||
Non-compensation Costs |
5,354 |
6,445 |
7,941 |
(17%) |
(33%) |
17,351 |
21,908 |
(21%) |
|||||||
Special Charges |
28,000 |
- |
- |
NM |
NM |
31,348 |
- |
NM |
|||||||
Total Expenses |
46,357 |
19,912 |
22,438 |
133% |
107% |
89,655 |
63,764 |
41% |
|||||||
Operating Income (Loss) |
$ (23,324) |
$ 3,807 |
$ 1,695 |
NM |
NM |
$ (21,500) |
$ 8,004 |
NM |
|||||||
Compensation Ratio |
56.5% |
56.8% |
60.1% |
60.1% |
58.3% |
||||||||||
Operating Margin |
(101.3%) |
16.1% |
7.0% |
(31.5%) |
11.2% |
||||||||||
Adjusted Pro Forma |
|||||||||||||||
Three Months Ended |
% Change vs. |
Nine Months Ended |
|||||||||||||
September 30, |
June 30, |
September 30, |
June 30, |
September 30, |
September 30, |
September 30, |
% Change |
||||||||
Net Revenues: |
(dollars in thousands) |
||||||||||||||
Investment Management Revenues |
$ 25,205 |
$ 25,700 |
$ 25,926 |
(2%) |
(3%) |
$ 74,125 |
$ 76,400 |
(3%) |
|||||||
Other Revenue, net |
183 |
173 |
312 |
6% |
(41%) |
631 |
1,115 |
(43%) |
|||||||
Net Revenues |
25,388 |
25,873 |
26,238 |
(2%) |
(3%) |
74,756 |
77,515 |
(4%) |
|||||||
Expenses: |
|||||||||||||||
Employee Compensation and Benefits |
13,003 |
13,467 |
14,497 |
(3%) |
(10%) |
40,956 |
41,856 |
(2%) |
|||||||
Non-compensation Costs |
5,208 |
6,352 |
7,858 |
(18%) |
(34%) |
17,025 |
21,643 |
(21%) |
|||||||
Total Expenses |
18,211 |
19,819 |
22,355 |
(8%) |
(19%) |
57,981 |
63,499 |
(9%) |
|||||||
Operating Income |
$ 7,177 |
$ 6,054 |
$ 3,883 |
19% |
85% |
$ 16,775 |
$ 14,016 |
20% |
|||||||
Compensation Ratio |
51.2% |
52.1% |
55.3% |
54.8% |
54.0% |
||||||||||
Operating Margin |
28.3% |
23.4% |
14.8% |
22.4% |
18.1% |
||||||||||
Assets Under Management (in millions) (1) |
$ 13,329 |
$ 14,077 |
$ 14,482 |
(5%) |
(8%) |
$ 13,329 |
$ 14,482 |
(8%) |
|||||||
(1) Assets Under Management reflect end of period amounts from our consolidated subsidiaries. |
For the third quarter, Investment Management reported Net Revenues and Operating Income of
As of
Revenues
Investment Management Revenue |
|||||||||||||||
Adjusted Pro Forma |
|||||||||||||||
Three Months Ended |
% Change vs. |
Nine Months Ended |
|||||||||||||
September 30, |
June 30, |
September 30, |
June 30, |
September 30, |
September 30, |
September 30, |
% Change |
||||||||
Investment Advisory and Management Fees |
(dollars in thousands) |
||||||||||||||
Wealth Management |
$ 8,650 |
$ 8,733 |
$ 7,906 |
(1%) |
9% |
$ 25,828 |
$ 22,592 |
14% |
|||||||
Institutional Asset Management (1) |
11,088 |
11,721 |
11,777 |
(5%) |
(6%) |
33,897 |
34,403 |
(1%) |
|||||||
Private Equity |
1,391 |
1,414 |
2,055 |
(2%) |
(32%) |
4,213 |
6,104 |
(31%) |
|||||||
Total Investment Advisory and Management Fees |
21,129 |
21,868 |
21,738 |
(3%) |
(3%) |
63,938 |
63,099 |
1% |
|||||||
Realized and Unrealized Gains |
|||||||||||||||
Institutional Asset Management |
686 |
822 |
1,367 |
(17%) |
(50%) |
3,132 |
4,742 |
(34%) |
|||||||
Private Equity |
1,933 |
1,815 |
1,671 |
7% |
16% |
3,259 |
5,633 |
(42%) |
|||||||
Total Realized and Unrealized Gains |
2,619 |
2,637 |
3,038 |
(1%) |
(14%) |
6,391 |
10,375 |
(38%) |
|||||||
Equity in Earnings of Affiliates (2) |
1,457 |
1,195 |
1,150 |
22% |
27% |
3,796 |
2,926 |
30% |
|||||||
Investment Management Revenues |
$ 25,205 |
$ 25,700 |
$ 25,926 |
(2%) |
(3%) |
$ 74,125 |
$ 76,400 |
(3%) |
|||||||
(1) Management fees from Institutional Asset Management were $11.2 million, $11.7 million and $11.8 million for the three months ended September 30, 2015, June 30, 2015 and September 30, 2014, respectively, and $34.0 million and $34.4 million for the nine months ended September 30, 2015 and 2014, respectively, on a U.S. GAAP basis, excluding the reduction of revenues for client-related expenses. |
|||||||||||||||
(2) Equity in G5 | Evercore - Wealth Management and ABS on a U.S. GAAP basis are reclassified from Investment Management Revenue to Income from Equity Method Investments. |
Investment Advisory and Management Fees of
Realized and Unrealized Gains of
Equity in Earnings of Affiliates of
Expenses
Investment Management's third quarter expenses were
Other U.S. GAAP Adjustments
Acquisition-related compensation charges for 2015 include expenses associated with performance-based awards granted in conjunction with the Company's acquisition of ISI. The amount of expense is based on the determination that it is probable that Evercore ISI will achieve certain earnings and margin targets in 2015 and in future periods. Special Charges for 2015 include a pre-tax charge for the impairment of goodwill in the Institutional Asset Management reporting unit in the third quarter of
In addition, for Adjusted Pro Forma purposes, client related expenses have been presented as a reduction from Revenues and Non-compensation costs.
Further details of these adjustments, as well as an explanation of similar amounts for the three and nine months ended
Non-controlling Interests
Non-controlling Interests in certain operating subsidiaries are owned by the principals and strategic investors in these businesses.
Net Gain (Loss) Allocated to Noncontrolling Interests |
|||||||||
Three Months Ended |
Nine Months Ended |
||||||||
September 30, |
June 30, |
September 30, |
September 30, |
September 30, |
|||||
Segment |
(dollars in thousands) |
||||||||
Investment Banking (1) |
$ 248 |
$ 388 |
$ (2,669) |
$ 335 |
$ (4,200) |
||||
Investment Management (1) |
1,360 |
823 |
342 |
2,799 |
3,067 |
||||
Total |
$ 1,608 |
$ 1,211 |
$ (2,327) |
$ 3,134 |
$ (1,133) |
||||
(1) The difference between Adjusted Pro Forma and U.S. GAAP Noncontrolling Interests relates primarily to the allocation of income to noncontrolling interests held at Evercore LP and intangible amortization expense for certain acquisitions, which we exclude from the Adjusted Pro Forma results. See pages A-2 through A-3 for further information. |
Income Taxes
For the three and nine months ended
For the three and nine months ended
Balance Sheet
The Company continues to maintain a strong balance sheet, holding cash, cash equivalents and marketable securities of
Capital Transactions
On
During the three months ended
Conference Call
About
Investor Contact: |
Robert B. Walsh |
Chief Financial Officer, Evercore |
|
+1.212.857.3100 |
|
Media Contact: |
Dana Gorman |
The Abernathy MacGregor Group, for Evercore |
|
+1.212.371.5999 |
Basis of Alternative Financial Statement Presentation
Adjusted Pro Forma results are a non-GAAP measure. Evercore believes that the disclosed Adjusted Pro Forma measures and any adjustments thereto, when presented in conjunction with comparable U.S. GAAP measures, are useful to investors to compare
Forward-Looking Statements
This release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, which reflect our current views with respect to, among other things,
With respect to any securities offered by any private equity fund referenced herein, such securities have not been and will not be registered under the Securities Act of 1933, as amended, and may not be offered or sold in
ANNEX I
Schedule |
Page Number |
Unaudited Condensed Consolidated Statements of Operations for the |
A-1 |
Adjusted Pro Forma: |
|
Adjusted Pro Forma Results (Unaudited) |
A-2 |
U.S. GAAP Reconciliation to Adjusted Pro Forma (Unaudited) |
A-4 |
U.S. GAAP Segment Reconciliation to Adjusted Pro Forma for the |
A-6 |
U.S. GAAP Segment Reconciliation to Adjusted Pro Forma for the |
A-7 |
U.S. GAAP Segment Reconciliation to Adjusted Pro Forma for the |
A-8 |
Notes to Unaudited Condensed Consolidated Adjusted Pro Forma |
A-9 |
EVERCORE PARTNERS INC. |
|||||||
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS |
|||||||
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2015 AND 2014 |
|||||||
(dollars in thousands, except per share data) |
|||||||
(UNAUDITED) |
|||||||
Three Months Ended September 30, |
Nine Months Ended September 30, |
||||||
2015 |
2014 |
2015 |
2014 |
||||
Revenues |
|||||||
Investment Banking Revenue |
$ 285,561 |
$ 202,178 |
$ 749,749 |
$ 522,933 |
|||
Investment Management Revenue |
23,812 |
24,777 |
70,398 |
73,493 |
|||
Other Revenue |
4,097 |
4,170 |
8,656 |
8,861 |
|||
Total Revenues |
313,470 |
231,125 |
828,803 |
605,287 |
|||
Interest Expense (1) |
4,519 |
3,964 |
13,773 |
11,317 |
|||
Net Revenues |
308,951 |
227,161 |
815,030 |
593,970 |
|||
Expenses |
|||||||
Employee Compensation and Benefits |
197,375 |
136,561 |
533,645 |
357,299 |
|||
Occupancy and Equipment Rental |
11,717 |
9,999 |
35,631 |
29,621 |
|||
Professional Fees |
13,410 |
10,862 |
36,007 |
31,361 |
|||
Travel and Related Expenses |
12,567 |
9,576 |
39,137 |
27,058 |
|||
Communications and Information Services |
9,295 |
3,974 |
27,595 |
11,269 |
|||
Depreciation and Amortization |
8,398 |
3,508 |
21,112 |
10,866 |
|||
Special Charges |
28,000 |
3,732 |
33,499 |
3,732 |
|||
Acquisition and Transition Costs |
538 |
4,122 |
1,939 |
5,238 |
|||
Other Operating Expenses |
15,753 |
5,481 |
32,458 |
14,431 |
|||
Total Expenses |
297,053 |
187,815 |
761,023 |
490,875 |
|||
Income Before Income from Equity Method Investments and |
11,898 |
39,346 |
54,007 |
103,095 |
|||
Income from Equity Method Investments |
929 |
1,102 |
4,034 |
3,381 |
|||
Income Before Income Taxes |
12,827 |
40,448 |
58,041 |
106,476 |
|||
Provision for Income Taxes |
7,392 |
15,264 |
30,327 |
38,214 |
|||
Net Income |
5,435 |
25,184 |
27,714 |
68,262 |
|||
Net Income (Loss) Attributable to Noncontrolling Interest |
(1,762) |
875 |
5,453 |
9,120 |
|||
Net Income Attributable to Evercore Partners Inc. |
$ 7,197 |
$ 24,309 |
$ 22,261 |
$ 59,142 |
|||
Net Income Attributable to Evercore Partners Inc. Common |
$ 7,197 |
$ 24,309 |
$ 22,261 |
$ 59,142 |
|||
Weighted Average Shares of Class A Common Stock |
|||||||
Basic |
36,773 |
36,527 |
36,649 |
35,655 |
|||
Diluted |
44,334 |
41,873 |
43,100 |
41,819 |
|||
Net Income Per Share Attributable to Evercore Partners Inc. |
|||||||
Basic |
$ 0.20 |
$ 0.67 |
$ 0.61 |
$ 1.66 |
|||
Diluted |
$ 0.16 |
$ 0.58 |
$ 0.52 |
$ 1.41 |
|||
(1) Includes interest expense on long-term debt and interest expense on short-term repurchase agreements. |
Adjusted Pro Forma Results
Throughout the discussion of
- Assumed Vesting of Evercore LP Units and Exchange into Class A Shares. The Company incurred expenses, in Employee Compensation and Benefits, resulting from the vesting of Class E LP Units issued in conjunction with the acquisition of ISI, as well as Class G and H LP Interests. The amount of expense for the Class G and H LP Interests is based on the determination that it is probable that Evercore ISI will achieve certain earnings and margin targets in 2015 and in future periods. The Adjusted Pro Forma results assume these LP Units and certain Class G and H LP Interests have vested and have been exchanged for Class A shares. Accordingly, any expense associated with these units, and related awards, is excluded from Adjusted Pro Forma results, and the noncontrolling interest related to these units is converted to controlling interest. The Company's Management believes that it is useful to provide the per-share effect associated with the assumed conversion of these previously granted equity interests, and thus the Adjusted Pro Forma results reflect the exchange of certain vested and unvested
Evercore LP partnership units and interests and IPO related restricted stock unit awards into Class A shares. - Adjustments Associated with Business Combinations. The following charges resulting from business combinations have been excluded from Adjusted Pro Forma results because the Company's Management believes that operating performance is more comparable across periods excluding the effects of these acquisition-related charges:
- Amortization of Intangible Assets and Other Purchase Accounting-related Amortization. Amortization of intangible assets and other purchase accounting-related amortization from the acquisitions of ISI, SFS and certain other acquisitions.
- Compensation Charges. Expenses for deferred consideration issued to the sellers of certain of the Company's acquisitions.
GP Investments . Write-off ofGeneral Partnership investment balances during the fourth quarter of 2013 associated with the acquisition of Protego.- Acquisition and Transition Costs. Primarily professional fees for legal and other services incurred related to the acquisition of all of the outstanding equity interests of the operating businesses of ISI, as well as costs related to transitioning ISI's infrastructure.
- Fair Value of Contingent Consideration. The expense associated with changes in the fair value of contingent consideration issued to the sellers of certain of the Company's acquisitions is excluded from Adjusted Pro Forma results.
- Client Related Expenses. Client related expenses and provisions for uncollected receivables have been classified as a reduction of revenue in the Adjusted Pro Forma presentation. The Company's Management believes that this adjustment results in more meaningful key operating ratios, such as compensation to net revenues and operating margin.
- Professional Fees. The expense associated with share-based awards resulting from increases in the share price, which is required upon change in employment status, is excluded from Adjusted Pro Forma results.
- Special Charges. Expenses during 2015 primarily related to a charge for the impairment of goodwill in the Institutional Asset Management reporting unit, separation benefits and costs associated with the termination of certain contracts within the Company's Evercore ISI business, and the finalization of a matter associated with the wind-down of the Company's U.S.
Private Equity business. Expenses during 2014 primarily related to employee severance arrangements and facilities-related write-offs in theInstitutional Equities business. - Income Taxes. Evercore is organized as a series of Limited Liability Companies, Partnerships, a C-Corporation and a
Public Corporation and therefore, not all of the Company's income is subject to corporate-level taxes. As a result, adjustments have been made to the Adjusted Pro Forma earnings to assume that the Company has adopted a conventional corporate tax structure and is taxed as a C-Corporation in the U.S. at the prevailing corporate rates, that all deferred tax assets relating to foreign operations are fully realizable within the structure on a consolidated basis and that adjustments for deferred tax assets related to the ultimate tax deductions for equity-based compensation awards are made directly to stockholders' equity. This assumption is consistent with the assumption that certain Evercore LP Units and interests are vested and exchanged into Class A shares, as discussed in Item 1 above, as the assumed exchange would change the tax structure of the Company. In addition, the Adjusted Pro Forma presentation reflects the netting of changes in the Company's Tax Receivable Agreement against Income Tax Expense. - Presentation of Interest Expense. The Adjusted Pro Forma results present interest expense on short-term repurchase agreements, within the Investment Management segment, in Other Revenues, net, as the Company's Management believes it is more meaningful to present the spread on net interest resulting from the matched financial assets and liabilities. In addition, Adjusted Pro Forma Investment Banking and Investment Management Operating Income is presented before interest expense on debt, which is included in interest expense on a U.S. GAAP basis.
- Presentation of Income from Equity Method Investments. The Adjusted Pro Forma results present Income from Equity Method Investments within Revenue as the Company's Management believes it is a more meaningful presentation.
EVERCORE PARTNERS INC. |
|||||||||
U.S. GAAP RECONCILIATION TO ADJUSTED PRO FORMA |
|||||||||
(dollars in thousands) |
|||||||||
(UNAUDITED) |
|||||||||
Three Months Ended |
Nine Months Ended |
||||||||
September 30, |
June 30, |
September 30, |
September 30, |
September 30, |
|||||
Net Revenues - U.S. GAAP |
$ 308,951 |
$ 268,096 |
$ 227,161 |
$ 815,030 |
$ 593,970 |
||||
Client Related Expenses (1) |
(6,661) |
(4,346) |
(5,596) |
(14,641) |
(12,618) |
||||
Income from Equity Method Investments (2) |
929 |
1,998 |
1,102 |
4,034 |
3,381 |
||||
Interest Expense on Debt (3) |
2,414 |
2,752 |
2,090 |
7,763 |
6,264 |
||||
Other Purchase Accounting-related Amortization (8a) |
- |
- |
- |
106 |
- |
||||
Net Revenues - Adjusted Pro Forma |
$ 305,633 |
$ 268,500 |
$ 224,757 |
$ 812,292 |
$ 590,997 |
||||
Compensation Expense - U.S. GAAP |
$ 197,375 |
$ 173,144 |
$ 136,561 |
$ 533,645 |
$ 357,299 |
||||
Amortization of LP Units / Interests and Certain Other Awards (5) |
(21,980) |
(18,193) |
- |
(66,123) |
- |
||||
Other Acquisition Related Compensation Charges (6) |
- |
(952) |
(592) |
(1,537) |
(6,371) |
||||
Compensation Expense - Adjusted Pro Forma |
$ 175,395 |
$ 153,999 |
$ 135,969 |
$ 465,985 |
$ 350,928 |
||||
Operating Income - U.S. GAAP |
$ 11,898 |
$ 31,111 |
$ 39,346 |
$ 54,007 |
$ 103,095 |
||||
Income from Equity Method Investments (2) |
929 |
1,998 |
1,102 |
4,034 |
3,381 |
||||
Pre-Tax Income - U.S. GAAP |
12,827 |
33,109 |
40,448 |
58,041 |
106,476 |
||||
Amortization of LP Units / Interests and Certain Other Awards (5) |
21,980 |
18,193 |
- |
66,123 |
- |
||||
Other Acquisition Related Compensation Charges (6) |
- |
952 |
592 |
1,537 |
6,371 |
||||
Special Charges (7) |
28,000 |
(139) |
3,732 |
33,499 |
3,732 |
||||
Intangible Asset Amortization / Other Purchase Accounting-related |
4,898 |
2,972 |
464 |
10,984 |
628 |
||||
Acquisition and Transition Costs (8b) |
538 |
917 |
4,122 |
1,939 |
4,122 |
||||
Professional Fees (8c) |
- |
- |
- |
- |
1,672 |
||||
Fair Value of Contingent Consideration (8d) |
2,797 |
- |
- |
2,797 |
- |
||||
Pre-Tax Income - Adjusted Pro Forma |
71,040 |
56,004 |
49,358 |
174,920 |
123,001 |
||||
Interest Expense on Debt (3) |
2,414 |
2,752 |
2,090 |
7,763 |
6,264 |
||||
Operating Income - Adjusted Pro Forma |
$ 73,454 |
$ 58,756 |
$ 51,448 |
$ 182,683 |
$ 129,265 |
||||
Provision for Income Taxes - U.S. GAAP |
$ 7,392 |
$ 16,723 |
$ 15,264 |
$ 30,327 |
$ 38,214 |
||||
Income Taxes (9) |
19,106 |
4,139 |
3,491 |
34,869 |
7,541 |
||||
Provision for Income Taxes - Adjusted Pro Forma |
$ 26,498 |
$ 20,862 |
$ 18,755 |
$ 65,196 |
$ 45,755 |
||||
Net Income Attributable to Evercore Partners Inc. - U.S. GAAP |
$ 7,197 |
$ 10,764 |
$ 24,309 |
22,261 |
59,142 |
||||
Amortization of LP Units / Interests and Certain Other Awards (5) |
21,980 |
18,193 |
- |
66,123 |
- |
||||
Other Acquisition Related Compensation Charges (6) |
- |
952 |
592 |
1,537 |
6,371 |
||||
Special Charges (7) |
28,000 |
(139) |
3,732 |
33,499 |
3,732 |
||||
Intangible Asset Amortization / Other Purchase Accounting-related |
4,898 |
2,972 |
464 |
10,984 |
628 |
||||
Acquisition and Transition Costs (8b) |
538 |
917 |
4,122 |
1,939 |
4,122 |
||||
Professional Fees (8c) |
- |
- |
- |
- |
1,672 |
||||
Fair Value of Contingent Consideration (8d) |
2,797 |
- |
- |
2,797 |
- |
||||
Income Taxes (9) |
(19,106) |
(4,139) |
(3,491) |
(34,869) |
(7,541) |
||||
Noncontrolling Interest (10) |
(3,370) |
4,411 |
3,202 |
2,319 |
10,253 |
||||
Net Income Attributable to Evercore Partners Inc. - Adjusted |
$ 42,934 |
$ 33,931 |
$ 32,930 |
$ 106,590 |
$ 78,379 |
||||
Diluted Shares Outstanding - U.S. GAAP |
44,334 |
42,165 |
41,873 |
43,100 |
41,819 |
||||
Vested Partnership Units (11a) |
4,260 |
4,413 |
4,670 |
4,383 |
4,823 |
||||
Unvested Partnership Units / Interests (11a) |
4,489 |
5,786 |
- |
5,466 |
- |
||||
Unvested Restricted Stock Units - Event Based (11a) |
12 |
12 |
12 |
12 |
12 |
||||
Acquisition Related Share Issuance (11b) |
- |
96 |
148 |
69 |
266 |
||||
Diluted Shares Outstanding - Adjusted Pro Forma |
53,095 |
52,472 |
46,703 |
53,030 |
46,920 |
||||
Key Metrics: (a) |
|||||||||
Diluted Earnings Per Share - U.S. GAAP |
$ 0.16 |
$ 0.26 |
$ 0.58 |
$ 0.52 |
$ 1.41 |
||||
Diluted Earnings Per Share - Adjusted Pro Forma |
$ 0.81 |
$ 0.65 |
$ 0.71 |
$ 2.01 |
$ 1.67 |
||||
Compensation Ratio - U.S. GAAP |
63.9% |
64.6% |
60.1% |
65.5% |
60.2% |
||||
Compensation Ratio - Adjusted Pro Forma |
57.4% |
57.4% |
60.5% |
57.4% |
59.4% |
||||
Operating Margin - U.S. GAAP |
3.9% |
11.6% |
17.3% |
6.6% |
17.4% |
||||
Operating Margin - Adjusted Pro Forma |
24.0% |
21.9% |
22.9% |
22.5% |
21.9% |
||||
Effective Tax Rate - U.S. GAAP |
57.6% |
50.5% |
37.7% |
52.3% |
35.9% |
||||
Effective Tax Rate - Adjusted Pro Forma |
37.3% |
37.3% |
38.0% |
37.3% |
37.2% |
||||
(a) Reconciliations of the key metrics from U.S. GAAP to Adjusted Pro Forma are a derivative of the reconciliations of their components above. |
|||||||||
EVERCORE PARTNERS INC. |
|||||
U.S. GAAP RECONCILIATION TO ADJUSTED PRO FORMA |
|||||
TRAILING TWELVE MONTHS |
|||||
(dollars in thousands) |
|||||
(UNAUDITED) |
|||||
Consolidated |
|||||
Twelve Months Ended |
|||||
September 30, |
June 30, |
September 30, |
|||
Net Revenues - U.S. GAAP |
$ 1,136,918 |
$ 1,055,128 |
$ 812,642 |
||
Client Related Expenses (1) |
(19,776) |
(18,711) |
(18,241) |
||
Income from Equity Method Investments (2) |
5,833 |
6,006 |
9,374 |
||
Interest Expense on Debt (3) |
9,929 |
9,605 |
8,301 |
||
General Partnership Investments (4) |
- |
- |
385 |
||
Other Purchase Accounting-related Amortization (8a) |
317 |
317 |
- |
||
Adjustment to Tax Receivable Agreement Liability (9) |
- |
- |
(6,905) |
||
Net Revenues - Adjusted Pro Forma |
$ 1,133,221 |
$ 1,052,345 |
$ 805,556 |
||
Compensation Expense - U.S. GAAP |
$ 725,862 |
$ 665,048 |
$ 491,379 |
||
Amortization of LP Units / Interests and Certain Other Awards (5) |
(69,522) |
(47,542) |
(4,820) |
||
Other Acquisition Related Compensation Charges (6) |
(3,105) |
(3,697) |
(9,069) |
||
Compensation Expense - Adjusted Pro Forma |
$ 653,235 |
$ 613,809 |
$ 477,490 |
||
Compensation Ratio - U.S. GAAP (a) |
63.8% |
63.0% |
60.5% |
||
Compensation Ratio - Adjusted Pro Forma (a) |
57.6% |
58.3% |
59.3% |
||
Investment Banking |
|||||
Twelve Months Ended |
|||||
September 30, |
June 30, |
September 30, |
|||
Net Revenues - U.S. GAAP |
$ 1,044,310 |
$ 961,420 |
$ 715,141 |
||
Client Related Expenses (1) |
(19,675) |
(18,673) |
(18,211) |
||
Income from Equity Method Investments (2) |
278 |
758 |
2,901 |
||
Interest Expense on Debt (3) |
6,105 |
5,787 |
4,529 |
||
Other Purchase Accounting-related Amortization (8a) |
317 |
317 |
- |
||
Adjustment to Tax Receivable Agreement Liability (9) |
- |
- |
(5,524) |
||
Net Revenues - Adjusted Pro Forma |
$ 1,031,335 |
$ 949,609 |
$ 698,836 |
||
Compensation Expense - U.S. GAAP |
$ 669,895 |
$ 607,587 |
$ 436,498 |
||
Amortization of LP Units / Interests and Certain Other Awards (5) |
(69,522) |
(47,542) |
(4,304) |
||
Other Acquisition Related Compensation Charges (6) |
(3,105) |
(3,697) |
(9,069) |
||
Compensation Expense - Adjusted Pro Forma |
$ 597,268 |
$ 556,348 |
$ 423,125 |
||
Compensation Ratio - U.S. GAAP (a) |
64.1% |
63.2% |
61.0% |
||
Compensation Ratio - Adjusted Pro Forma (a) |
57.9% |
58.6% |
60.5% |
||
(a) Reconciliations of the key metrics from U.S. GAAP to Adjusted Pro Forma are a derivative of the reconciliations of their components above. |
EVERCORE PARTNERS INC. |
||||||||||||
U.S. GAAP SEGMENT RECONCILIATION TO ADJUSTED PRO FORMA |
||||||||||||
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2015 |
||||||||||||
(dollars in thousands) |
||||||||||||
(UNAUDITED) |
||||||||||||
Investment Banking Segment |
||||||||||||
Three Months Ended September 30, 2015 |
Nine Months Ended September 30, 2015 |
|||||||||||
U.S. GAAP Basis |
Adjustments |
Non-GAAP |
U.S. GAAP Basis |
Adjustments |
Non-GAAP |
|||||||
Net Revenues: |
||||||||||||
Investment Banking Revenue |
$ 285,561 |
$ (7,125) |
(1)(2) |
$ 278,436 |
$ 749,749 |
$ (14,334) |
(1)(2) |
$ 735,415 |
||||
Other Revenue, net |
357 |
1,452 |
(3) |
1,809 |
(2,874) |
4,995 |
(3)(8a) |
2,121 |
||||
Net Revenues |
285,918 |
(5,673) |
280,245 |
746,875 |
(9,339) |
737,536 |
||||||
Expenses: |
||||||||||||
Employee Compensation and |
184,372 |
(21,980) |
(5) |
162,392 |
492,689 |
(67,660) |
(5)(6) |
425,029 |
||||
Non-compensation Costs |
66,324 |
(14,748) |
(8) |
51,576 |
176,528 |
(29,929) |
(8) |
146,599 |
||||
Special Charges |
- |
- |
- |
2,151 |
(2,151) |
(7) |
- |
|||||
Total Expenses |
250,696 |
(36,728) |
213,968 |
671,368 |
(99,740) |
571,628 |
||||||
Operating Income (a) |
$ 35,222 |
$ 31,055 |
$ 66,277 |
$ 75,507 |
$ 90,401 |
$ 165,908 |
||||||
Compensation Ratio (b) |
64.5% |
57.9% |
66.0% |
57.6% |
||||||||
Operating Margin (b) |
12.3% |
23.6% |
10.1% |
22.5% |
||||||||
Investment Management Segment |
||||||||||||
Three Months Ended September 30, 2015 |
Nine Months Ended September 30, 2015 |
|||||||||||
U.S. GAAP Basis |
Adjustments |
Non-GAAP |
U.S. GAAP Basis |
Adjustments |
Non-GAAP |
|||||||
Net Revenues: |
||||||||||||
Investment Management Revenue |
$ 23,812 |
$ 1,393 |
(1)(2) |
$ 25,205 |
$ 70,398 |
$ 3,727 |
(1)(2) |
$ 74,125 |
||||
Other Revenue, net |
(779) |
962 |
(3) |
183 |
(2,243) |
2,874 |
(3) |
631 |
||||
Net Revenues |
23,033 |
2,355 |
25,388 |
68,155 |
6,601 |
74,756 |
||||||
Expenses: |
||||||||||||
Employee Compensation and |
13,003 |
- |
13,003 |
40,956 |
- |
40,956 |
||||||
Non-compensation Costs |
5,354 |
(146) |
(8) |
5,208 |
17,351 |
(326) |
(8) |
17,025 |
||||
Special Charges |
28,000 |
(28,000) |
(7) |
- |
31,348 |
(31,348) |
(7) |
- |
||||
Total Expenses |
46,357 |
(28,146) |
18,211 |
89,655 |
(31,674) |
57,981 |
||||||
Operating Income (Loss) (a) |
$ (23,324) |
$ 30,501 |
$ 7,177 |
$ (21,500) |
$ 38,275 |
$ 16,775 |
||||||
Compensation Ratio (b) |
56.5% |
51.2% |
60.1% |
54.8% |
||||||||
Operating Margin (b) |
(101.3%) |
28.3% |
(31.5%) |
22.4% |
||||||||
(a) Operating Income (Loss) for U.S. GAAP excludes Income (Loss) from Equity Method Investments. |
||||||||||||
(b) Reconciliations of the key metrics from U.S. GAAP to Adjusted Pro Forma are a derivative of the reconciliations of their components above. |
EVERCORE PARTNERS INC. |
|||||
U.S. GAAP SEGMENT RECONCILIATION TO ADJUSTED PRO FORMA |
|||||
FOR THE THREE MONTHS ENDED JUNE 30, 2015 |
|||||
(dollars in thousands) |
|||||
(UNAUDITED) |
|||||
Investment Banking Segment |
|||||
Three Months Ended June 30, 2015 |
|||||
U.S. GAAP Basis |
Adjustments |
Non-GAAP |
|||
Net Revenues: |
|||||
Investment Banking |
$ 246,550 |
$ (3,543) |
(1)(2) |
$ 243,007 |
|
Other Revenue, net |
(2,173) |
1,793 |
(3) |
(380) |
|
Net Revenues |
244,377 |
(1,750) |
242,627 |
||
Expenses: |
|||||
Employee Compensation and |
159,677 |
(19,145) |
(5)(6) |
140,532 |
|
Non-compensation Costs |
57,535 |
(8,142) |
(8) |
49,393 |
|
Special Charges |
(139) |
139 |
(7) |
- |
|
Total Expenses |
217,073 |
(27,148) |
189,925 |
||
Operating Income (a) |
$ 27,304 |
$ 25,398 |
$ 52,702 |
||
Compensation Ratio (b) |
65.3% |
57.9% |
|||
Operating Margin (b) |
11.2% |
21.7% |
|||
Investment Management Segment |
|||||
Three Months Ended June 30, 2015 |
|||||
U.S. GAAP Basis |
Adjustments |
Non-GAAP |
|||
Net Revenues: |
|||||
Investment Management |
$ 24,505 |
$ 1,195 |
(1)(2) |
$ 25,700 |
|
Other Revenue, net |
(786) |
959 |
(3) |
173 |
|
Net Revenues |
23,719 |
2,154 |
25,873 |
||
Expenses: |
|||||
Employee Compensation and Benefits |
13,467 |
- |
13,467 |
||
Non-compensation Costs |
6,445 |
(93) |
(8) |
6,352 |
|
Total Expenses |
19,912 |
(93) |
19,819 |
||
Operating Income (a) |
$ 3,807 |
$ 2,247 |
$ 6,054 |
||
Compensation Ratio (b) |
56.8% |
52.1% |
|||
Operating Margin (b) |
16.1% |
23.4% |
|||
(a) Operating Income for U.S. GAAP excludes Income (Loss) from Equity Method Investments. |
|||||
(b) Reconciliations of the key metrics from U.S. GAAP to Adjusted Pro Forma are a derivative of the reconciliations of their components above. |
EVERCORE PARTNERS INC. |
|||||||||||
U.S. GAAP SEGMENT RECONCILIATION TO ADJUSTED PRO FORMA |
|||||||||||
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2014 |
|||||||||||
(dollars in thousands) |
|||||||||||
(UNAUDITED) |
|||||||||||
Investment Banking Segment |
|||||||||||
Three Months Ended September 30, 2014 |
Nine Months Ended September 30, 2014 |
||||||||||
U.S. GAAP Basis |
Adjustments |
Non-GAAP |
U.S. GAAP Basis |
Adjustments |
Non-GAAP |
||||||
Net Revenues: |
|||||||||||
Investment Banking Revenue |
$ 202,178 |
$ (5,643) |
(1)(2) |
$ 196,535 |
$ 522,933 |
$ (12,144) |
(1)(2) |
$ 510,789 |
|||
Other Revenue, net |
850 |
1,134 |
(3) |
1,984 |
(731) |
3,424 |
(3) |
2,693 |
|||
Net Revenues |
203,028 |
(4,509) |
198,519 |
522,202 |
(8,720) |
513,482 |
|||||
Expenses: |
|||||||||||
Employee Compensation |
122,064 |
(592) |
(6) |
121,472 |
315,443 |
(6,371) |
(6) |
309,072 |
|||
Non-compensation Costs |
39,581 |
(10,099) |
(8) |
29,482 |
107,936 |
(18,775) |
(8) |
89,161 |
|||
Special Charges |
3,732 |
(3,732) |
(7) |
- |
3,732 |
(3,732) |
(7) |
- |
|||
Total Expenses |
165,377 |
(14,423) |
150,954 |
427,111 |
(28,878) |
398,233 |
|||||
Operating Income (a) |
$ 37,651 |
$ 9,914 |
$ 47,565 |
$ 95,091 |
$ 20,158 |
$ 115,249 |
|||||
Compensation Ratio (b) |
60.1% |
61.2% |
60.4% |
60.2% |
|||||||
Operating Margin (b) |
18.5% |
24.0% |
18.2% |
22.4% |
|||||||
Investment Management Segment |
|||||||||||
Three Months Ended September 30, 2014 |
Nine Months Ended September 30, 2014 |
||||||||||
U.S. GAAP Basis |
Adjustments |
Non-GAAP |
U.S. GAAP Basis |
Adjustments |
Non-GAAP |
||||||
Net Revenues: |
|||||||||||
Investment Management |
$ 24,777 |
$ 1,149 |
(1)(2) |
$ 25,926 |
$ 73,493 |
$ 2,907 |
(1)(2) |
$ 76,400 |
|||
Other Revenue, net |
(644) |
956 |
(3) |
312 |
(1,725) |
2,840 |
(3) |
1,115 |
|||
Net Revenues |
24,133 |
2,105 |
26,238 |
71,768 |
5,747 |
77,515 |
|||||
Expenses: |
|||||||||||
Employee Compensation and Benefits |
14,497 |
- |
14,497 |
41,856 |
- |
41,856 |
|||||
Non-compensation Costs |
7,941 |
(83) |
(8) |
7,858 |
21,908 |
(265) |
(8) |
21,643 |
|||
Total Expenses |
22,438 |
(83) |
22,355 |
63,764 |
(265) |
63,499 |
|||||
Operating Income (a) |
$ 1,695 |
$ 2,188 |
$ 3,883 |
$ 8,004 |
$ 6,012 |
$ 14,016 |
|||||
Compensation Ratio (b) |
60.1% |
55.3% |
58.3% |
54.0% |
|||||||
Operating Margin (b) |
7.0% |
14.8% |
11.2% |
18.1% |
|||||||
(a) Operating Income for U.S. GAAP excludes Income (Loss) from Equity Method Investments. |
|||||||||||
(b) Reconciliations of the key metrics from U.S. GAAP to Adjusted Pro Forma are a derivative of the reconciliations of their components above. |
Notes to Unaudited Condensed Consolidated Adjusted Pro Forma Financial Data
For further information on these Adjusted Pro Forma adjustments, see page A-2.
(1) |
Client related expenses and provisions for uncollected receivables have been reclassified as a reduction of revenue in the Adjusted Pro Forma presentation. |
(2) |
Income (Loss) from Equity Method Investments has been reclassified to Revenue in the Adjusted Pro Forma presentation. |
(3) |
Interest Expense on Debt is excluded from the Adjusted Pro Forma Investment Banking and Investment Management segment results and is included in Interest Expense in the segment results on a U.S. GAAP Basis. |
(4) |
Write-off of General Partnership investment balances during the fourth quarter of 2013 associated with the acquisition of Protego. |
(5) |
Expenses incurred from the assumed vesting of Class E LP Units and Class G and H LP Interests issued in conjunction with the acquisition of ISI are excluded from the Adjusted Pro Forma presentation. |
(6) |
Expenses for deferred consideration issued to the sellers of certain of the Company's acquisitions are excluded from the Adjusted Pro Forma presentation. |
(7) |
Expenses during 2015 primarily related to a charge for the impairment of goodwill in the Institutional Asset Management reporting unit, separation benefits and costs associated with the termination of certain contracts within the Company's Evercore ISI business, and the finalization of a matter associated with the wind-down of the Company's U.S. Private Equity business. Expenses during 2014 primarily related to employee severance arrangements and facilities-related write-offs in the Institutional Equities business. |
(8) |
Non-compensation Costs on an Adjusted Pro Forma basis reflect the following adjustments: |
Three Months Ended September 30, 2015 |
|||||||||
U.S. GAAP |
Adjustments |
Total Segments |
Investment |
Investment |
|||||
Occupancy and Equipment Rental |
$ 11,717 |
$ - |
$ 11,717 |
$ 10,675 |
$ 1,042 |
||||
Professional Fees |
13,410 |
(1,823) |
(1) |
11,587 |
9,939 |
1,648 |
|||
Travel and Related Expenses |
12,567 |
(3,631) |
(1) |
8,936 |
8,454 |
482 |
|||
Communications and Information Services |
9,295 |
(11) |
(1) |
9,284 |
8,825 |
459 |
|||
Depreciation and Amortization |
8,398 |
(4,898) |
(8a) |
3,500 |
2,463 |
1,037 |
|||
Acquisition and Transition Costs |
538 |
(538) |
(8b) |
- |
- |
- |
|||
Other Operating Expenses |
15,753 |
(3,993) |
(1)(8d) |
11,760 |
11,220 |
540 |
|||
Total Non-compensation Costs |
$ 71,678 |
$ (14,894) |
$ 56,784 |
$ 51,576 |
$ 5,208 |
||||
Three Months Ended June 30, 2015 |
|||||||||
U.S. GAAP |
Adjustments |
Total Segments |
Investment |
Investment |
|||||
Occupancy and Equipment Rental |
$ 11,684 |
$ - |
$ 11,684 |
$ 9,881 |
$ 1,803 |
||||
Professional Fees |
13,164 |
(1,884) |
(1) |
11,280 |
9,670 |
1,610 |
|||
Travel and Related Expenses |
13,400 |
(2,348) |
(1) |
11,052 |
10,441 |
611 |
|||
Communications and Information Services |
9,738 |
(14) |
(1) |
9,724 |
9,042 |
682 |
|||
Depreciation and Amortization |
6,313 |
(2,972) |
(8a) |
3,341 |
2,391 |
950 |
|||
Acquisition and Transition Costs |
917 |
(917) |
(8b) |
- |
- |
- |
|||
Other Operating Expenses |
8,764 |
(100) |
(1) |
8,664 |
7,968 |
696 |
|||
Total Non-compensation Costs |
$ 63,980 |
$ (8,235) |
$ 55,745 |
$ 49,393 |
$ 6,352 |
||||
Three Months Ended September 30, 2014 |
|||||||||
U.S. GAAP |
Adjustments |
Total Segments |
Investment |
Investment |
|||||
Occupancy and Equipment Rental |
$ 9,999 |
$ - |
$ 9,999 |
$ 8,231 |
$ 1,768 |
||||
Professional Fees |
10,862 |
(1,974) |
(1) |
8,888 |
5,930 |
2,958 |
|||
Travel and Related Expenses |
9,576 |
(2,665) |
(1) |
6,911 |
6,269 |
642 |
|||
Communications and Information Services |
3,974 |
(3) |
(1) |
3,971 |
3,433 |
538 |
|||
Depreciation and Amortization |
3,508 |
(464) |
(8a) |
3,044 |
1,756 |
1,288 |
|||
Acquisition and Transition Costs |
4,122 |
(4,122) |
(8b) |
- |
- |
- |
|||
Other Operating Expenses |
5,481 |
(954) |
(1) |
4,527 |
3,863 |
664 |
|||
Total Non-compensation Costs |
$ 47,522 |
$ (10,182) |
$ 37,340 |
$ 29,482 |
$ 7,858 |
||||
Nine Months Ended September 30, 2015 |
|||||||||
U.S. GAAP |
Adjustments |
Total Segments |
Investment Banking |
Investment |
|||||
Occupancy and Equipment Rental |
$ 35,631 |
$ - |
$ 35,631 |
$ 31,578 |
$ 4,053 |
||||
Professional Fees |
36,007 |
(4,406) |
(1) |
31,601 |
26,767 |
4,834 |
|||
Travel and Related Expenses |
39,137 |
(8,819) |
(1) |
30,318 |
28,704 |
1,614 |
|||
Communications and Information Services |
27,595 |
(35) |
(1) |
27,560 |
25,915 |
1,645 |
|||
Depreciation and Amortization |
21,112 |
(10,878) |
(8a) |
10,234 |
7,295 |
2,939 |
|||
Acquisition and Transition Costs |
1,939 |
(1,939) |
(8b) |
- |
- |
- |
|||
Other Operating Expenses |
32,458 |
(4,178) |
(1)(8d) |
28,280 |
26,340 |
1,940 |
|||
Total Non-compensation Costs |
$ 193,879 |
$ (30,255) |
$ 163,624 |
$ 146,599 |
$ 17,025 |
||||
Nine Months Ended September 30, 2014 |
|||||||||
U.S. GAAP |
Adjustments |
Total Segments |
Investment Banking |
Investment |
|||||
Occupancy and Equipment Rental |
$ 29,621 |
$ - |
$ 29,621 |
$ 24,579 |
$ 5,042 |
||||
Professional Fees |
31,361 |
(6,001) |
(1)(8c) |
25,360 |
18,804 |
6,556 |
|||
Travel and Related Expenses |
27,058 |
(7,064) |
(1) |
19,994 |
18,141 |
1,853 |
|||
Communications and Information Services |
11,269 |
(13) |
(1) |
11,256 |
9,798 |
1,458 |
|||
Depreciation and Amortization |
10,866 |
(628) |
(8a) |
10,238 |
5,679 |
4,559 |
|||
Acquisition and Transition Costs |
5,238 |
(4,122) |
(8b) |
1,116 |
1,116 |
- |
|||
Other Operating Expenses |
14,431 |
(1,212) |
(1) |
13,219 |
11,044 |
2,175 |
|||
Total Non-compensation Costs |
$ 129,844 |
$ (19,040) |
$ 110,804 |
$ 89,161 |
$ 21,643 |
||||
(8a) |
The exclusion from the Adjusted Pro Forma presentation of expenses associated with amortization of intangible assets and other purchase accounting-related amortization from the acquisitions of ISI, SFS and certain other acquisitions. |
(8b) |
Primarily professional fees for legal and other services incurred related to the acquisition of all of the outstanding equity interests of the operating businesses of ISI, as well as costs related to transitioning ISI's infrastructure. |
(8c) |
The expense associated with share-based awards resulting from increases in the share price, which is required upon change in employment status, is excluded from Adjusted Pro Forma results. |
(8d) |
The expense associated with changes in the fair value of contingent consideration issued to the sellers of certain of the Company's acquisitions is excluded from Adjusted Pro Forma results. |
(9) |
Evercore is organized as a series of Limited Liability Companies, Partnerships, a C-Corporation and a Public Corporation and therefore, not all of the Company's income is subject to corporate level taxes. As a result, adjustments have been made to Evercore's effective tax rate assuming that the Company has adopted a conventional corporate tax structure and is taxed as a C-Corporation in the U.S. at the prevailing corporate rates, that all deferred tax assets relating to foreign operations are fully realizable within the structure on a consolidated basis and that, historically, adjustments for deferred tax assets related to the ultimate tax deductions for equity-based compensation awards are made directly to stockholders' equity. In addition, the Adjusted Pro Forma presentation reflects the netting of changes in the Company's Tax Receivable Agreement against Income Tax Expense. |
(10) |
Reflects adjustment to eliminate noncontrolling interest related to all Evercore LP partnership units which are assumed to be converted to Class A common stock in the Adjusted Pro Forma presentation. |
(11a) |
Assumes the vesting, and exchange into Class A shares, of certain Evercore LP partnership units and interests and IPO related restricted stock unit awards in the Adjusted Pro Forma presentation. In the computation of outstanding common stock equivalents for U.S. GAAP net income per share, the Evercore LP partnership units are anti-dilutive. |
(11b) |
Assumes the vesting of all Acquisition Related Share Issuances and Unvested Restricted Stock Units granted to Lexicon employees in the Adjusted Pro Forma presentation. In the computation of outstanding common stock equivalents for U.S. GAAP, these Shares and Restricted Stock Units are reflected using the Treasury Stock Method. |
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