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Text: A copy of which is available on our Investor Relations website at www.
During the call, we will discuss certain non-GAAP financial measures such as total segment operating income, adjusted EBITDA, total adjusted segment EBITDA, adjusted earnings per diluted share, adjusted net income, adjusted EBITDA margin, and free cash flow.
Lastly, there are two items that have been posted to the Investor Relations section of our website for your reference.
To ensure our disclosures are consistent, these slides provide the same details as they have historically, and as I have said, are available on the Investor Relations section of our website.
With these formalities out of the way, I'm joined by Steven Gunby, our president and chief executive officer; and Ajay Sabherwal, our chief financial officer.
Mollie, can you hear me OK?
Let me start with a couple of preliminary remarks before we get into it.
So I apologize for the inconvenience and want to express our appreciation for you all, juggling your calendars to be here.
Second, my second point was going to be, I thought a positive point.
I was going to, maybe for the first time ever, begin to talk a little positively on the COVID situation.
And I was going to express my hope that we are finally, in many places around the world and I hope where you are, starting to see some movement toward the normality.
I still hope that, but I think the events in the Ukraine in the last little while, remind us that the hope to normality, unfortunately, is not just limited to COVID.
So I wish many good wishes to you and any colleagues, family, friends who are affected by that situation.
Let me turn to what I think is a much more positive set of messages.
As I'm sure many of you have by now have already seen, 2021 was another terrific year in the face of the global pandemic, and as we'll talk about, the worst restructuring market in probably the last 15 years, we delivered another record year.
And let me stress that word another.
We've now had 7 years in a row of adjusted earnings per share growth.
7 years in a row in the face of COVID, fluctuating restructuring markets, turning around core strategies, expanding geographies, entering new adjacencies, lumpiness from big jobs coming or going, heightened competition, and attracting talent among lots of other challenges.
7 years in a row of growth in adjusted EPS, which is the easiest thing to measure, but also, to me, far more important in the underlying drivers of those financial results.
The talent level of our organization, the ambition of it, the energy, the commitment of our people, the leadership, the number of great assignments we are working on, the client relationships we forged, and the enhancement of our reputation that all those factors have driven.
We don't have a single business that has guaranteed automatic growth every quarter.
In fact, if you look back over these several years, many of our teams in sub businesses during this period were down multiple quarters in a row, as they face difficult markets or made big investments, or had big jobs end.
What I believe our results have shown is that over any extended period of time, those short-term factors don't matter.
Rather over any extended period of time when our teams do the right things, they control our destiny.
We create our own future.
Over time, we have shown ourselves able to attract great talent to support the growth of that talent in our organization, to double down and reinforce core positions in core markets, to expand into new adjacencies, and as a consequence of all that, make ourselves ever better able to serve our clients, to build our businesses, to build our brand.
It is that commitment, those efforts by our leaders and our teams that have allowed us to grow seven years in a row.
And over those last four years -- in the last four years of that, in the face of good markets and bad markets, to average double-digit organic top-line growth.
To me, that demonstrates something important.
It demonstrates that FTI is not the cork on the restructuring wave that some described us as when I joined.
Rather, I think our teams have shown that when we do the right things, we have multiple, multiple businesses that are each powerful growth engines, engines that, of course, can get buffeted by markets or other short-term factors over any extended period of time, engines that could plow through markets, plow through them and find their way toward success in attracting and developing talent, success in brand building assignments and success in financial results.
Over the past several years, I believe we've seen examples of that in every business.
This year, in the resilience of CF, the comeback of FLC in some parts of Econ business, in the last several years, the extraordinary performance of our tech business following the strategic changes they made five years ago or the performance of our stratcom business over now seven years.
And I think the story is similar, if you think about it instead of by segment but by geography.
Just think about the challenges our teams had of taking on difficult positions in, say, Australia or LATAM.
They were not small, nor is the challenge of conquering new markets in Europe.
But that's why I think our teams very much deserve the sense of excitement and pride that they have when they turned those platforms positions into platforms for growth.
For the second point, let me pick up on that word platform.
What I'd like to underscore is that to me, the successes we have been having are not the end, but rather the beginning.
The success we've had has left us with powerful platforms that we can leverage going forward to extend that growth, to build upon it.
The success we've had in stability now to bet boldly in Germany and France, in The Netherlands, in China, in the Middle East, and in other places in a way that we could never have done a few years ago.
It gives us the ability to invest behind that successful tech business and that successful Stratcom business to drive our investigations business, to grow all those non-restructuring services in CorpFin, and in the face of a slow restructuring market to commit to continue to grow that business, to extend that global leadership, confident that it will eventually pay off in a big way and brand assignments in leadership positions in attracting great talent.
To me, to my knowledge, this company has never had such a rich set of opportunities before it as we do today.
And that brings me to the third point to preview something Ajay will discuss, which is there's always near-term risk in these sorts of investments.
Let me spend a minute on that.
As you know, our investments are typically in hiring.
If one instead buys a company, the investment shows up in its capital.
If on the other hand, you hire a lot of people, it shows up in EBITDA.
This year, our ambition is to have the highest organic growth rate during my tenure and I guess is during the company's entire history, the highest organic growth rate.
There is no way to make those sorts of bold bets without facing some short-term financial risk.
And if you want to underscore some of the negatives, we're making those bets at a time when our most profitable business, our restructuring business, is facing market demand that is lower than it's been in 15 years according to one measure and 20 years according to another measure.
And we no longer have the rollover of the large restructuring jobs from the early parts of the 2020.
And we're facing compensation pressure due to wage inflation in a tight talent market.
And at the same time, we're expecting rising SG&A expenses due to a rebound in travel expenses post COVID, as well as investments in infrastructure, to support the growth.
So one can get worried about the number of bets we're making.
One could wonder in the face of that, could we cut back on our bets.
Of course, we could.
But let me underscore something else.
I don't believe that's how one makes a company like this soar.
It's not how we've built this company over the last seven years.
It's not how we've achieved the growth we have.
My experience is when you have great people and great bets to make, you commit to those people, you commit to those opportunities and you make those bets.
And you live with any potential short-term dislocations in the P&L.
Because if you do, even if there are short-term dislocations in the P&L in a couple of quarters or a year in the medium term, the company soars, it delivers for your clients.
It delivers for the people whose energy and sweat makes that success happen.
And ultimately, thereby it delivers for the shareholders, as you have seen now over the last seven years.
So we are making those bets this year.
And there is some risk in the near-term P&L.
But I will say those bets, those opportunities have left me never more excited about where we can take this company over the next while.
I so look forward to sharing that journey with each of you.
I will begin with some highlights from our full year 2021 performance.
Revenues of $2.78 billion increased $314.9 million from $2.46 billion in 2020.
GAAP earnings per share of $6.65 increased $0.98 from $5.67 in 2020.
Adjusted earnings per share of $6.76 increased $0.77 from $5.99 in 2020 and adjusted EBITDA of $354 million was up $21.7 million from $332.3 million in 2020.
Our record performance this year is primarily because of 12.8% revenue growth, once again demonstrating how beneficial it is to have the breadth of our service offerings.
In 2021, demand continued to decline for restructuring, often our highest margin service offering as access to capital remained abundant and many pandemic-related moratoriums and insolvency proceedings were extended.
Conversely, the continued high level of liquidity in the market spurred record levels of M&A activity, which drove strong demand for our economic consulting and technology segments, as well as our transactions practice within our corporate finance and restructuring segment.
Our forensic and litigation consulting, or FLC segment, which was heavily impacted by pandemic-related travel restrictions and core closures in 2020, saw activity levels rebound across almost all practice areas in 2021.
So FLC has not yet reached pre-COVID-19 levels of business activity across the entire segment.
Lastly, our strategic communications segment recovered well from COVID-related impacts in 2020 and delivered a record year.
We also continue to invest in people.
Our total headcount increased 7.3% year over year on top of the 13.5% increase in total headcount in 2020.
Revenue growth more than offset the increase in direct costs, primarily from headcount growth and higher variable compensation, and an increase in SG&A expenses.
Now I will turn to fourth quarter results.
For the quarter, revenue of $676.2 million increased $49.7 million or 7.9%, with revenues increasing across all business segments compared to the fourth quarter of 2020.
GAAP earnings per share of $1.07, compared to $1.57 in the prior-year quarter.
Adjusted earnings per share of $1.13, which excludes $0.06 of noncash interest expense related to our 2023 convertible notes, compared to adjusted earnings per share of $1.61 in the prior-year quarter.
Of note, the fourth quarter of 2020 included a significant tax benefit resulting from the use of foreign tax credits in the U.S. and a deferred tax benefit arising from an intellectual property license agreement between our U.S. and U.K. subsidiaries, which boosted both fourth quarter of 2020 GAAP and adjusted earnings per share by $0.32.
Net income of $38.2 million, compared to $55.6 million in the fourth quarter of 2020.
Adjusted EBITDA of $62 million, compared to $82.3 million in the prior-year quarter.
Now turning to our performance at the segment level for the fourth quarter.
In corporate finance and restructuring, revenues of $231.5 million increased 5.3% compared to Q4 of 2020.
The increase was due to higher demand for business transformation and transaction services, as well as an increase in pass-through revenues and success fees, which was partially offset by lower demand for restructuring services compared to the prior-year quarter.
Business transformation and transactions represented 62%, while restructuring represented 38% of segment revenues this quarter.
This compares to business transformation and transactions representing 44% and restructuring representing 56% of segment revenues in the prior-year quarter.
As business transformation and transactions grew 50%, while restructuring revenues declined 27%.
Adjusted segment EBITDA of $22.2 million or 9.6% of segment revenues, compared to $35.4 million or 16.1% of segment revenues in the prior-year quarter.
This decrease was primarily due to higher compensation, which was largely related to an increase in variable compensation and higher SG&A expenses.
In FLC, revenues of $138 million increased 8.5% compared to the prior-year quarter.
The increase was primarily due to higher demand for health solutions and investigation services.
Adjusted segment EBITDA of $8.5 million or 6.2% of segment revenues, compared to $7.6 million or 6% of segment revenues in the prior-year quarter.
This increase was due to higher revenues, which was partially offset by an increase in SG&A expenses and compensation.
Economic consulting's revenues of $172.3 million increased 7.4% compared to Q4 of 2020.
The increase in revenues was primarily due to higher demand for non-M&A-related antitrust and financial economic services, which was partially offset by lower demand for M&A-related antitrust services compared to the prior-year quarter.
Non-M&A-related antitrust services represented 33% and M&A-related antitrust services represented 20% of total segment revenues for the fourth quarter.
Adjusted segment EBITDA of $30 million or 17.4% of segment revenues, compared to $31.3 million or 19.5% of segment revenues in the prior year quarter.
This decrease was primarily due to higher compensation.
In technology, revenues of $64.6 million increased 10.2% compared to Q4 of 2020.
The increase in revenues was primarily due to higher demand for investigations and litigation services.
Adjusted segment EBITDA of $7.8 million or 12.1% of segment revenues, compared to $10.2 million or 17.3% of segment revenues in the prior-year quarter.
This decrease was primarily due to higher compensation, which includes an increase in variable compensation and the impact of a 14.7% increase in billable headcount, as well as higher SG&A expenses.
Lastly, in strategic communications, revenues of $69.9 million increased 15.5% compared to Q4 of 2020.
The increase in revenues was primarily due to higher demand for corporate reputation and public affairs services.
Adjusted segment EBITDA of $14.9 million or 21.4% of segment revenues, compared to $11.7 million or 19.4% of segment revenues in the prior-year quarter.
This increase was due to higher revenues, which was partially offset by an increase in compensation and SG&A expenses.
I will now discuss certain cash flow and balance sheet items.
Net cash provided by operating activities of $355.5 million, compared to $327.1 million in the prior year.
Free cash flow of $286.9 million in 2021, compared to $292.2 million in 2020, primarily due to an increase in net cash used for purchases of property and equipment, which includes capital expenditures related to our new office in New York City.
There were no share repurchases in Q4 of 2021.
For the full year 2021, we repurchased 422,000 shares at an average price of $109.37, for a total cost of $46.1 million.
Cash and cash equivalents at the end of the year were $494 million -- $494.5 million.
Total debt net of cash of negative $178.2 million on December 31, 2021, decreased $199.5 million compared to December 31, 2020.
Turning to our 2022 guidance.
We are, as usual, providing guidance for revenues and EPS.
We estimate that revenues for 2022 will be between $2.92 billion and $3.045 billion.
We expect our earnings per share to range between $6.40 and $7.20.
Of note, due to our adoption of a new accounting standard change that went into effect on January 1, 2022, we will not record noncash interest expense related to our 2023 convertible notes.
As such, assuming no other future special charges or adjustments, we currently expect earnings per share and adjusted earnings per share to be the same in 2022.
Additionally, pursuant to the first supplemental indenture for our 2023 convertible notes that was effective on January 1, 2022, the company is now required to settle the principal amount of our 2023 convertible notes that is due upon conversion in cash only versus at our option in cash or stock or a combination.
We retained the option of settling the premium, if any, due upon conversion of our 2023 convertible notes in cash or stock or a combination.
Importantly, none of these changes affect the calculation of adjusted earnings per share in the prior periods.
Turning to our guidance.
Our 2022 guidance range incorporates several assumptions.
First, as we have the wherewithal, intent, and opportunity to invest for growth, our plans include aggressive hiring globally.
Though there is no certainty that we will be successful in such hiring, aggressive headcount additions typically result in reduced profitability in the short term.
Coupled with investment in headcount, there is also increasing pressure on wages, and not all of this expense may be recoverable in price increases.
Second, though we believe we are the leader in restructuring globally, and we intend to maintain that position, we currently expect restructuring activity to improve only moderately over the course of 2022.
Additionally, many of the large restructuring engagements we supported in 2020 and 2021 has now concluded.
Moody's trailing 12-month global default rate for speculative-grade corporate issuers was 1.7% as of the end of 2021, down from 6.9% in December of 2020.
Moody's is currently forecasting that this rate will fall to a bottom of 1.5% in Q2 of 2022 and will gradually rise to 2.4% by the end of 2022.
Some analysts don't expect a rebound in restructuring activity until 2023.
Third, global M&A activity, which drives demand in our economic consulting and technology segments, as well as our transactions business and corporate finance and restructuring was at record levels in 2021.
Though we currently expect that this elevated level of activity will continue, regulatory scrutiny, crystal policy, and other events globally may dampen such demand.
Fourth, demand in our FLC segment improved significantly in 2021 compared to pandemic-related lows in performance in 2020.
However, over the course of 2021, demand for these services weakened.
Our current expectation is for a rebound in such demand in 2022.
Fifth, certain aspects of SG&A such as travel and entertainment, have remained depressed due to the pandemic.
Our expectation is that in 2022, SG&A may revert back closer to the per-person levels we saw in 2019.
Sixth, we expect a higher effective tax rate in 2022.
We currently expect our full year 2022 tax rate to range between 22% and 25%, which compares to 21.1% in 2021.
Overall, based on our expectation for a gradual improvement in demand for restructuring and FLC services, our guidance assumes that the second half of 2022 will be stronger than the first half.
I must point out that our assumptions define a midpoint and a range of guidance around such midpoint, which I characterize as our current best judgment.
Often, we find actual results are beyond such range, because ours is largely a fixed cost business in the short term and small variations in revenue may have an outsized impact on income.
And now, I will close my remarks today by emphasizing a few key themes.
First, we believe FTI is unique in having such a diverse mix of services and that helps us thrive regardless of business cycle.
Second, our investment to build expertise in areas like information governments, privacy and cybersecurity, public affairs, and in industry verticals like energy, power and renewables and financial services and in geographies, including Continental Europe, the Middle East, and Australia are paying off, and we intend to double down on these and other investments.
Non-U.S. revenues have more than doubled in the last five years, while U.S. revenues have grown by a third over that time frame.
Third, our leadership remains focused on growth with strong staff utilization and realization.
And finally, our business generates excellent free cash flow, and our balance sheet is exceptionally strong.
We have the capacity to continue to boost shareholder value through organic growth, share buybacks, and acquisitions when we see the right ones.

user
sees fy earnings per share $6.40 to $7.20.
q4 adjusted earnings per share $1.13.
q4 earnings per share $1.07.
q4 revenue rose 8 percent to $676.2 million.
sees fy 2022 revenue $2.92 billion to $3.045 billion.

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