SEC Filing | Evercore Inc.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

_____________________________________________________

(Mark One)


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2022


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to .

Commission File Number 001-32975

____________________________________________________

EVERCORE INC.

(Exact name of registrant as specified in its charter)

____________________________________________________


Delaware						20-4748747
(State or Other Jurisdiction of Incorporation or Organization)						(I.R.S. Employer Identification No.)


55 East 52nd Street
New York,	New York	10055

(Address of principal executive offices)

Registrant’s telephone number, including area code: (212) 857-3100

N/A

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol	Name of each exchange on which registered
Class A Common Stock, par value $0.01 per share	EVR	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company" and "emerging growth company" in Rule 12b-2 of the Exchange Act.


Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

The number of shares of the registrant’s Class A common stock, par value $0.01 per share, outstanding as of October 21, 2022 was 38,837,722. The number of shares of the registrant’s Class B common stock, par value $0.01 per share, outstanding as of October 21, 2022 was 49 (excluding 51 shares of Class B common stock held by a subsidiary of the registrant).

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In this report, references to "Evercore", the "Company", "we", "us", "our" refer to Evercore Inc., a Delaware corporation, and its consolidated subsidiaries. Unless the context otherwise requires, references to (1) "Evercore Inc." refer solely to Evercore Inc., and not to any of its consolidated subsidiaries and (2) "Evercore LP" refer solely to Evercore LP, a Delaware limited partnership, and not to any of its consolidated subsidiaries.


		Page
Part I. Financial Information
Item 1.	Financial Statements	3
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	35
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	54
Item 4.	Controls and Procedures	54
Part II. Other Information
Item 1.	Legal Proceedings	55
Item 2.	Market for Registrant's Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities	55
Item 6.	Exhibits	57
Signatures

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PART I. FINANCIAL INFORMATION


Item 1.			Financial Statements



Condensed Consolidated Financial Statements (Unaudited)			Page
Condensed Consolidated Statements of Financial Condition as of September 30, 2022 and December 31, 2021			4
Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2022 and 2021			5
Condensed Consolidated Statements of Comprehensive Income for the three and nine months ended September 30, 2022 and 2021			6
Condensed Consolidated Statements of Changes in Equity for the three and nine months ended September 30, 2022 and 2021			7
Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2022 and 2021			8
Notes to Unaudited Condensed Consolidated Financial Statements			9

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EVERCORE INC.

CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

(UNAUDITED)

(dollars in thousands, except share data)



	September 30, 2022		December 31, 2021
Assets
Current Assets
Cash and Cash Equivalents	$	473,066	$	578,317
Investment Securities and Certificates of Deposit (includes available-for-sale debt securities with an amortized cost of $655,809 and $706,826 at September 30, 2022 and December 31, 2021, respectively)	1,313,001		1,784,639



Accounts Receivable (net of allowances of $4,352 and $2,704 at September 30, 2022 and December 31, 2021, respectively)	303,725		351,668
Receivable from Employees and Related Parties	23,178		25,208

Other Current Assets	108,544		58,533
Total Current Assets	2,221,514		2,798,365

Investments	43,314		75,176
Deferred Tax Assets	278,535		248,077
Operating Lease Right-of-Use Assets	240,048		263,329
Furniture, Equipment and Leasehold Improvements (net of accumulated depreciation and amortization of $178,125 and $165,857 at September 30, 2022 and December 31, 2021, respectively)	145,815		148,589
Goodwill	119,812		128,246
Intangible Assets (net of accumulated amortization of $3,568 and $3,294 at September 30, 2022 and December 31, 2021, respectively)	62		336

Other Assets	102,169		140,539
Total Assets	$	3,151,269	$	3,802,657
Liabilities and Equity
Current Liabilities
Accrued Compensation and Benefits	$	595,146	$	1,109,716
Accounts Payable and Accrued Expenses	33,088		31,633

Payable to Employees and Related Parties	36,461		58,876

Operating Lease Liabilities	40,633		47,321
Taxes Payable	8,443		20,980


Other Current Liabilities	35,589		28,610
Total Current Liabilities	749,360		1,297,136
Operating Lease Liabilities	276,702		297,473
Notes Payable	369,300		376,243

Amounts Due Pursuant to Tax Receivable Agreements	70,770		70,209
Other Long-term Liabilities	97,297		126,315
Total Liabilities	1,563,429		2,167,376
Commitments and Contingencies (Note 15)

Equity
Evercore Inc. Stockholders' Equity
Common Stock
Class A, par value $0.01 per share (1,000,000,000 shares authorized, 79,632,356 and 74,804,288 issued at September 30, 2022 and December 31, 2021, respectively, and 38,835,732 and 37,903,430 outstanding at September 30, 2022 and December 31, 2021, respectively)	796		748
Class B, par value $0.01 per share (1,000,000 shares authorized, 49 and 53 issued and outstanding at September 30, 2022 and December 31, 2021, respectively)	—		—
Additional Paid-In-Capital	2,808,533		2,458,779
Accumulated Other Comprehensive Income (Loss)	(50,794)		(12,086)
Retained Earnings	1,659,479		1,418,382
Treasury Stock at Cost (40,796,624 and 36,900,858 shares at September 30, 2022 and December 31, 2021, respectively)	(3,006,249)		(2,545,452)
Total Evercore Inc. Stockholders' Equity	1,411,765		1,320,371
Noncontrolling Interest	176,075		314,910
Total Equity	1,587,840		1,635,281
Total Liabilities and Equity	$	3,151,269	$	3,802,657

See Notes to Unaudited Condensed Consolidated Financial Statements.

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EVERCORE INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED)

(dollars and share amounts in thousands, except per share data)


	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2022		2021		2022		2021
Revenues
Investment Banking:
Advisory Fees	$	488,224	$	708,333	$	1,689,033	$	1,781,065
Underwriting Fees	28,697		54,381		78,519		181,686
Commissions and Related Revenue	49,200		46,763		152,583		151,014
Asset Management and Administration Fees	15,641		16,960		48,724		48,092
Other Revenue, Including Interest and Investments	(637)		1,511		(25,455)		25,142
Total Revenues	581,125		827,948		1,943,404		2,186,999
Interest Expense	4,188		4,393		12,696		13,269
Net Revenues	576,937		823,555		1,930,708		2,173,730
Expenses
Employee Compensation and Benefits	355,794		486,471		1,174,500		1,289,659
Occupancy and Equipment Rental	19,680		19,191		58,465		55,413
Professional Fees	29,294		24,851		81,207		67,859
Travel and Related Expenses	12,862		5,895		35,474		11,902
Communications and Information Services	15,333		14,082		45,745		42,191
Depreciation and Amortization	7,065		7,122		20,772		20,914
Execution, Clearing and Custody Fees	2,378		2,484		7,806		8,949
Special Charges, Including Business Realignment Costs	—		8,554		532		8,554
Acquisition and Transition Costs	—		—		—		7
Other Operating Expenses	4,132		9,752		20,262		21,908
Total Expenses	446,538		578,402		1,444,763		1,527,356
Income Before Income from Equity Method Investments and Income Taxes	130,399		245,153		485,945		646,374
Income from Equity Method Investments	2,027		3,681		6,813		10,099
Income Before Income Taxes	132,426		248,834		492,758		656,473
Provision for Income Taxes	40,790		59,712		114,134		137,871





Net Income	91,636		189,122		378,624		518,602
Net Income Attributable to Noncontrolling Interest	9,198		29,577		42,543		74,346
Net Income Attributable to Evercore Inc.	$	82,438	$	159,545	$	336,081	$	444,256
Net Income Attributable to Evercore Inc. Common Shareholders	$	82,438	$	159,545	$	336,081	$	444,256




Weighted Average Shares of Class A Common Stock Outstanding
Basic	39,114		39,467		39,375		40,492
Diluted	40,527		42,697		41,104		43,597
Net Income Per Share Attributable to Evercore Inc. Common Shareholders:
Basic	$	2.11	$	4.04	$	8.54	$	10.97
Diluted	$	2.03	$	3.74	$	8.18	$	10.19

See Notes to Unaudited Condensed Consolidated Financial Statements.

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EVERCORE INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(UNAUDITED)

(dollars in thousands)


	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2022		2021		2022		2021

Net Income	$	91,636	$	189,122	$	378,624	$	518,602
Other Comprehensive Income (Loss), net of tax:
Unrealized Gain (Loss) on Securities and Investments, net	1,186		(858)		1,493		(363)
Foreign Currency Translation Adjustment Gain (Loss), net	(22,597)		(6,749)		(44,136)		(4,310)
Other Comprehensive Income (Loss)	(21,411)		(7,607)		(42,643)		(4,673)
Comprehensive Income	70,225		181,515		335,981		513,929
Comprehensive Income Attributable to Noncontrolling Interest	7,210		28,468		38,608		73,640
Comprehensive Income Attributable to Evercore Inc.	$	63,015	$	153,047	$	297,373	$	440,289

See Notes to Unaudited Condensed Consolidated Financial Statements.

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EVERCORE INC.

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

(UNAUDITED)

(dollars in thousands, except share data)


	For the Three Months Ended September 30, 2022
						Accumulated
				Additional		Other
	Class A Common Stock			Paid-In		Comprehensive		Retained		Treasury Stock			Noncontrolling		Total
	Shares	Dollars		Capital		Income (Loss)		Earnings		Shares	Dollars		Interest		Equity
Balance at June 30, 2022	79,597,763	$	796	$	2,746,245	$	(31,371)	$	1,607,976	(40,460,685)	$	(2,973,087)	$	170,150	$	1,520,709

Net Income	—	—		—		—		82,438		—	—		9,198		91,636
Other Comprehensive Income (Loss)	—	—		—		(19,423)		—		—	—		(1,988)		(21,411)
Treasury Stock Purchases	—	—		—		—		—		(335,939)	(33,162)		—		(33,162)
Evercore LP Units Exchanged for Class A Common Stock	850	—		47		—		—		—	—		(47)		—
Equity-based Compensation Awards	33,743	—		63,839		—		—		—	—		5,403		69,242

Dividends	—	—		—		—		(30,935)		—	—		—		(30,935)
Noncontrolling Interest (Note 12)	—	—		(1,598)		—		—		—	—		(6,641)		(8,239)
Balance at September 30, 2022	79,632,356	$	796	$	2,808,533	$	(50,794)	$	1,659,479	(40,796,624)	$	(3,006,249)	$	176,075	$	1,587,840

	For the Nine Months Ended September 30, 2022
						Accumulated
				Additional		Other
	Class A Common Stock			Paid-In		Comprehensive		Retained		Treasury Stock			Noncontrolling		Total
	Shares	Dollars		Capital		Income (Loss)		Earnings		Shares	Dollars		Interest		Equity
Balance at December 31, 2021	74,804,288	$	748	$	2,458,779	$	(12,086)	$	1,418,382	(36,900,858)	$	(2,545,452)	$	314,910	$	1,635,281

Net Income	—	—		—		—		336,081		—	—		42,543		378,624
Other Comprehensive Income (Loss)	—	—		—		(38,708)		—		—	—		(3,935)		(42,643)
Treasury Stock Purchases	—	—		—		—		—		(3,895,766)	(460,797)		—		(460,797)

Evercore LP Units Exchanged for Class A Common Stock	2,573,455	26		163,736		—		—		—	—		(159,354)		4,408
Equity-based Compensation Awards	2,254,613	22		188,977		—		—		—	—		17,932		206,931

Dividends	—	—		—		—		(94,984)		—	—		—		(94,984)
Noncontrolling Interest (Note 12)	—	—		(2,959)		—		—		—	—		(36,021)		(38,980)

Balance at September 30, 2022	79,632,356	$	796	$	2,808,533	$	(50,794)	$	1,659,479	(40,796,624)	$	(3,006,249)	$	176,075	$	1,587,840







































	For the Three Months Ended September 30, 2021
						Accumulated
				Additional		Other
	Class A Common Stock			Paid-In		Comprehensive		Retained		Treasury Stock			Noncontrolling		Total
	Shares	Dollars		Capital		Income (Loss)		Earnings		Shares	Dollars		Interest		Equity
Balance at June 30, 2021	74,588,183	$	746	$	2,383,725	$	(7,227)	$	1,023,260	(34,753,472)	$	(2,249,533)	$	274,296	$	1,425,267

Net Income	—	—		—		—		159,545		—	—		29,577		189,122
Other Comprehensive Income (Loss)	—	—		—		(6,498)		—		—	—		(1,109)		(7,607)
Treasury Stock Purchases	—	—		—		—		—		(792,706)	(105,147)		—		(105,147)
Evercore LP Units Exchanged for Class A Common Stock	250	—		21		—		—		—	—		(13)		8
Equity-based Compensation Awards	43,128	—		52,981		—		—		—	—		2,946		55,927

Dividends	—	—		—		—		(30,278)		—	—		—		(30,278)
Noncontrolling Interest (Note 12)	—	—		—		—		—		—	—		(15,054)		(15,054)
Balance at September 30, 2021	74,631,561	$	746	$	2,436,727	$	(13,725)	$	1,152,527	(35,546,178)	$	(2,354,680)	$	290,643	$	1,512,238


	For the Nine Months Ended September 30, 2021
						Accumulated
				Additional		Other
	Class A Common Stock			Paid-In		Comprehensive		Retained		Treasury Stock			Noncontrolling		Total
	Shares	Dollars		Capital		Income (Loss)		Earnings		Shares	Dollars		Interest		Equity
Balance at December 31, 2020	72,195,283	$	722	$	2,266,136	$	(9,758)	$	798,573	(31,445,058)	$	(1,824,727)	$	258,428	$	1,489,374

Net Income	—	—		—		—		444,256		—	—		74,346		518,602
Other Comprehensive Income (Loss)	—	—		—		(3,967)		—		—	—		(706)		(4,673)
Treasury Stock Purchases	—	—		—		—		—		(4,101,120)	(529,953)		—		(529,953)
Evercore LP Units Exchanged for Class A Common Stock	140,943	1		8,787		—		—		—	—		(6,760)		2,028
Equity-based Compensation Awards	2,295,335	23		164,630		—		—		—	—		9,053		173,706

Dividends	—	—		—		—		(90,302)		—	—		—		(90,302)
Noncontrolling Interest (Note 12)	—	—		(2,826)		—		—		—	—		(43,718)		(46,544)
Balance at September 30, 2021	74,631,561	$	746	$	2,436,727	$	(13,725)	$	1,152,527	(35,546,178)	$	(2,354,680)	$	290,643	$	1,512,238

See Notes to Unaudited Condensed Consolidated Financial Statements.

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EVERCORE INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

(dollars in thousands)


	For the Nine Months Ended September 30,
	2022		2021
Cash Flows From Operating Activities
Net Income	$	378,624	$	518,602
Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities:
Net (Gains) Losses on Investments, Investment Securities and Contingent Consideration	27,305		(12,067)
Equity Method Investments, Including Gain on Sale	3,291		3,292
Equity-Based and Other Deferred Compensation	357,401		309,204


Noncash Lease Expense	27,096		30,368
Depreciation, Amortization and Accretion	21,579		21,360
Bad Debt Expense	4,905		15


Deferred Taxes	(11,300)		9,364
Decrease (Increase) in Operating Assets:
Investment Securities	(1,541)		(1,971)


Accounts Receivable	30,729		(31,122)
Receivable from Employees and Related Parties	1,817		2,091

Other Assets	(15,036)		(49,736)
(Decrease) Increase in Operating Liabilities:
Accrued Compensation and Benefits	(636,901)		(144,111)
Accounts Payable and Accrued Expenses	3,475		8,814

Payables to Employees and Related Parties	5,826		9,076

Taxes Payable	(12,537)		(13,505)
Other Liabilities	(27,560)		(129,770)
Net Cash Provided by Operating Activities	157,173		529,904
Cash Flows From Investing Activities
Investments Purchased	—		(3,862)
Proceeds from Redemption of G5 Debt Security in 2021 and Sale of Investments in 2022	18,300		11,779

Distributions of Private Equity Investments	238		316
Investment Securities:
Proceeds from Sales and Maturities of Investment Securities	2,326,799		1,565,429
Purchases of Investment Securities	(1,893,948)		(1,640,970)
Maturity of Certificates of Deposit	217,837		73,995
Purchase of Certificates of Deposit	(231,639)		(191,498)





Purchase of Furniture, Equipment and Leasehold Improvements	(19,072)		(23,417)

Net Cash Provided by (Used In) Investing Activities	418,515		(208,228)
Cash Flows From Financing Activities

Issuance of Noncontrolling Interests	300		2,063

Distributions to Noncontrolling Interests	(38,970)		(45,768)







Payment of Notes Payable	(67,000)		(38,000)
Issuance of Notes Payable	67,000		38,000
Debt Issuance Costs and Make-Whole Amount	(1,826)		(355)
Purchase of Treasury Stock and Noncontrolling Interests	(491,936)		(533,737)

Dividends	(99,082)		(91,922)

Net Cash Provided by (Used in) Financing Activities	(631,514)		(669,719)
Effect of Exchange Rate Changes on Cash	(49,296)		(2,306)
Net Increase (Decrease) in Cash, Cash Equivalents and Restricted Cash	(105,122)		(350,349)
Cash, Cash Equivalents and Restricted Cash – Beginning of Period	587,293		838,224
Cash, Cash Equivalents and Restricted Cash – End of Period	$	482,171	$	487,875