Emerald Holding, Inc.

Emerald Holding, Inc.

EEX·NYSE

$4.98

-0.20%
Communication ServicesAdvertising Agencies

Emerald Holding, Inc. operates business-to-business (B2B) trade shows in the United States. The company operates trade shows in various industry sectors, including retail, design and construction, technology, equipment, and safety and security. It also operates content and content-marketing websites, and related digital products, as well as produce publications. In addition, the company operates Elastic Suite platform that streamlines the wholesale buying process for brands and retail buyers; and Flex platform. Emerald Expositions Events, Inc. was incorporated in 2013 and is based in New York, New York.

At a Glance

Live Snapshot
Market Cap$985.59M
EPS-0.1500
P/E Ratio-33.20
Earnings Date08/04/2026

Earnings Call Transcript

EEX • 2023 • Q1

David Doft
Thank you, Hervé and good morning. Our first quarter revenue was $122.3 million compared to $98.5 million in the prior year quarter. The increase was primarily due to 17% organic revenue growth as events continued to rebound. Organic revenue, which takes into account the impact of acquisitions and scheduling adjustments was $122.1 million for the first quarter 2023, compared to $104.4 million in the prior year quarter. First quarter adjusted EBITDA was $36.5 million compared to $25.6 million, excluding insurance proceeds in the prior year quarter. The increase in adjusted EBITDA was primarily driven by flow-through of organic revenue as we leverage the fixed cost of running events as well as prior investments. First quarter free cash flow was $5.2 million compared to $6.1 million, excluding insurance proceeds in the prior year quarter. Last year’s first quarter meaningfully benefited from the ramp-up of deposits following the pandemic shutdown. Historically, Q1 has been a cash outflow quarter due to the timing of cash collections at the end of the prior year and outflow of payables as the seasonally busy Q1 events take place. This year, however the first quarter was the beneficiary of the delayed collections from the fourth quarter, which we highlighted on the last call. This puts us firmly on track for our full year free cash flow expectations. Turning to expenses, we continue to effectively manage our cost structure in this inflationary environment. First quarter SG&A was $48.8 million versus $46.6 million in the prior year quarter, an increase of less than 5% despite the three acquisitions we’ve closed since that time. As we outlined on our last call, we’ve made significant improvements to our cost structure at the corporate level, including by rationalizing our real-estate footprint and opening an offshore hub in Manila to ramp support for a number of functions, including telemarketing, sales support and data management. As for the balance sheet, we had $217 million of cash and marketable securities as of March 31, 2023, versus $239 million as of December 31, 2022. Our total liquidity is $327 million, including full availability on our $110 million credit facility. The quarter end cash balance accounted for the free cash flow I just discussed, offset by the $9.5 million initial consideration paid for the Lodestone acquisition and the $16.9 million we spent to buy back stock in the quarter. As Hervé mentioned, the trade show industry has historically performed relatively well through economic cycles, given the long lead times and customer deposits for booking shows. As markets face widespread uncertainty, we are fortunate to be in a B2B segment that is considered essential to company’s marketing budgets and where we are making progress on more explicitly outlining the return on investment that Emerald offers to customers. We believe that as we progress beyond the Fed’s current rate type cycle, some of the economic and market uncertainty may begin to abate and companies will get more comfortable with making larger and longer-term dollar commitments to marketing, providing another boost to the ongoing recovery in live B2B events. Our balance sheet strength and cash flow generation support our ability to opportunistically invest in and grow the business. We plan to continue to balance capital allocation between acquisitions, investments in our own business, opportunistic share buybacks and debt reduction to execute on opportunities where we see the greatest value for shareholders. To that end, as Hervé mentioned, in Q1, we repurchased 5.1 million shares of common stock at an average price of $3.34 per share or a total cost of approximately $17 million. We have $3 million remaining on our share repurchase authorization. As of March 31, we had gross debt of $415 million and net debt of $198 million. This leads to a net leverage ratio as defined in our credit agreement of 1.9 times, our trailing 12 month consolidated EBITDA of $102.9 million. Briefly, an overview of our capital structure can be found on Slide 11 of our earnings presentation. Factoring in $62.8 million of common shares outstanding at March 31 and additional $137.5 million common shares represented by the convertible preferred shares as of March 31, our total share count on an as converted basis would be 200.3 million shares. Based on yesterday’s closing price, this equates to a market cap of $729 million. Adding in our net debt, estimated contingent consideration on our balance sheet for acquisitions and deferred tax asset worth approximately $70 million. This leads to an enterprise value of $1.0 billion. In our full year guidance for 2023, as we stated on our last earnings call, we continued to expect in excess of $400 million in revenue and over $100 million of adjusted EBITDA. This guidance reflects a more than 76% increase over 2022 EBITDA, excluding insurance proceeds. Our guidance implies an adjusted EBITDA margin of approximately 25%, and we believe we have considerable runway to continue improving on this number as we work our way back to the 35% plus margins we saw prior to COVID. We also continued to expect free cash flow in 2023 of over $60 million before accounting for the benefits of working capital inflows. This would bring our net debt to adjusted EBITDA ratio closer to 1 times, assuming no incremental M&A. Thank you very much for your time. And with that, we’ll now open the line for questions.
Operator
Thank you. [Operator Instructions] Your first question comes from Allen Klee from Maxim Group. Allen, please go ahead.
Allen Klee
Yes, hello! Congratulations on strong momentum and all the actions that you’re taking to grow the business.
David Doft
Thank you.
Allen Klee
My first question today, if we look at like what you’re doing with Xcelerator to add new trade shows and acquisitions, how should we think about like how that will impact the seasonality as we go through the year?
David Doft
So, let’s start with the acquisitions. Over the last couple of years, a number of the acquisitions we’ve made have events that are in the fourth quarter or at least have their primary revenue generating events in the fourth quarter, which has definitely changed the seasonality of our business. So going forward we expect 4Q to be almost as large as 1Q, which has historically been the largest quarter in the company in terms of seasonality, while 4Q historically was the smallest and so that’s quite a big change for us in our seasonality. On the new launch side, it’s a little harder to predict, because it does depend on those launches as they come up and where we determine the right time in the calendar is to serve that industry properly. I would say that it’s likely it will shift the weighting a little bit more towards Q2, Q3, just from what I see in the launches that we have coming up, but they start out very small. So it wouldn’t meaningfully impact the overall seasonality of the company unless there was a breakaway success in there, and we’d update you in the future about that.
Allen Klee
Thank you. You reiterated your free cash flow guidance for ‘23 of at least $60 million, but you say that’s prior to working capital improvements. Could you just explain what you mean by the – what the working capital improvements could be?
David Doft
So in that number we’re assuming neutral working capital. However, one of the great things about the economic model of the trade show business is our customers are signing contracts and paying deposits up to a year in advance of an event. And we’re collecting full payment 30, 60 days or more ahead of the staging of the event, and yet we pay our vendors mostly closer to the event or after the event. And so as our business grows, the increase in deposits lead to a larger negative working capital balance, thus a cash inflow to the company. The pandemic reversed all of that, which if you look at our financials over 2020 and 2021, there is a significant amount of customer refunds paid that led to a flush out of cash, which we had to plug through our financing and ultimately through the insurance recoveries we had. But as the business comes back, that deposit balance builds back up again. So that’s what we’re referring to. It is a little hard to predict the exact timing of all that, which admittedly we tried to do last year and weren’t so accurate on it, and so we’ve decided this year we’ll make the neutral assumption and then update throughout the year how that’s tracking. So in the prepared comments that I made I talked about how pleased we were with the first quarter working capital swing, where if you look back to 2017, 2018, 2019, our first quarter was typically a very significant outflow of cash from working capital, where this year was a much more moderate outflow and thus the business overall is able to generate a nice amount of free cash flow relative to the seasonality of the past.
Allen Klee
That’s great. You also mentioned SG&A only increasing 5%, and you had done some – exited some offices and leases and moved into utilizing Manila for some things. Could you go – the actions you’ve done, was that all reflected in this quarter or is there more to be expected from that? I’m trying to understand, is the SG&A run rate a pretty good one from 1Q and maybe talk a little about kind of what you expected from the benefit from the lease abandonments and from your opening operations in Manila? Thank you.
David Doft
Sure. So this was all implied in our full year guidance. A lot of this took place in the latter part of 2022. The setup of the facility in Manila was about nine months ago at this point, and we’ve been slowly ramping it and we’re beginning to accelerate some of the opportunity to leverage that, to invest in the business, but doing so at a more reasonable cost. In terms of real estate, in the fourth quarter we closed six offices out of 10, and so we only have four remaining physical offices. Our workforce is largely remote and a few hybrid folks in the offices that we have, and it seems to be working really well for our business. Given our live events that we run, there’s plenty of opportunity for us to get our teams together at the events that we run and we are able to drive some efficiency on that front. In terms of SG&A run rate throughout the year, there will likely be a small build as we move through the year based on general kind of wage inflation that we’re always managing, hopefully offset a bit by managing the offshore resource hub, as well as continued investment plan that we have in the business around some of our initiatives. But overall, we don’t expect a meaningful increase barring incremental acquisitions that could change that.
Allen Klee
That’s great. Do you have the numbers for the exhibitors and the attendees that there were during the quarter?
David Doft
I don’t have that handy. We could follow-up with you Allen on some of that.
Allen Klee
Okay, that’s fine. On the buyback, it’s very encouraging to see, would there be a time that you would consider kind of re-upping it, the amount that you could continue to do for the buyback?
David Doft
I think philosophically as a use of capital, as we indicated in the prepared remarks, we do think share buyback is a good way at the right prices to create per share value for the remaining shareholders. From time-to-time, it gets discussed at the Board level and I would imagine if the share price stays down around here, we’d probably have that discussion again.
Allen Klee
Okay, great. And then my last question would be more just on kind of your trade shows overall. I’m just – I mean it sounds very positive, everything that’s going on. I’m just trying to – is there anything else you could add in terms of the metrics of – for the same apples-to-apples trade shows of how you’re thinking about kind of the benefits from increased exhibitors relative to maybe – and attendees relative to potential pricing.
Allen Klee
That’s great. One other question, could you maybe highlight for 2Q some of the trade shows coming up and kind of your strategy of kind of building scale in certain verticals and how we can look for what the opportunities are there? Thank you so much and congrats on the great results.
David Doft
Thanks, Allen. So some of the larger events in the second quarter are Hospitality Design, which is actually taking place right now in Las Vegas. Couture, which is a luxury jewelry event in Las Vegas later in the quarter, and ICFF, which is a furniture design show here in New York as well as Outdoor Retailer in June in Salt Lake City. Our full event calendar is on our website. So you can see every single one of our 130, 140-ish events and when they are throughout the year up there.
David Doft
Thanks Allen.
Operator
Your next question comes from Barton Crockett from Rosenblatt. Barton, please go ahead.
Barton Crockett
Okay, great. I’m very interested in what the – how to think about kind of the unreached potential of the revenues at this point tied to some metrics. So you gave us 20% up in pricing versus four to five years ago. How much up in square footage are you versus four to five years ago with the acquisitions you’ve done would you say?
David Doft
Well, because of the impact of the pandemic and the length of time it’s taking for things to fully recover, we’re behind on square footage versus what we were before. I’d say on an apples-to-apples basis, for this year we’re looking at 75%, 80% of square footage volume of 2019 implied in our numbers, so there’s still a ways to go. And just as a reminder, I know we’ve talked about this for a few earnings calls, but there still are lingering impacts of the pandemic on our business. International travel for business purposes is not fully back. If you recall, only last summer did the U.S. really reopened to travelers. Only at the end of the year, did China reopen from its lockdowns. There are lingering impacts of that. There’s still a massive delay in getting visas to come to the United States, and we’re hearing stories of customers who can’t get a visa appointment for over a year, because during the pandemic the state department cut back on employees and they’re having trouble ramping back up to service the volume of people who want to come here. And so it’s really hard to get someone to commit to buying a booth at a trade show if they don’t know if they can even get here and so that is impacting us. The supply chain issues, while getting better, continue to impact some industries, some of the manufacturing based industries we serve. If they don’t know if they can get product to market, so they’re deferring for another year their attendance at a trade show. And so those things we expect will play out over the next one to two years and help us get back towards the pre-pandemic square footage. And when it does, with our efforts around pricing to value and driving incremental value to our customers, we’re pretty excited about what that could mean for the revenue growth of this company.
Barton Crockett
I appreciate the answer and I appreciate that the way I phrased the question wasn’t exactly what I was trying to get to, but I think what you said there was very helpful. But what I’m trying to get to is, with the acquisitions, what is your square footage potential now versus pre-pandemic? I mean is the potential up 10%, 20%? How would you kind of – how would you assess that?
David Doft
Give me one second, I’m doing something math in my head. I’d say it’s an incremental 10% to 12% of potential NSS.
Barton Crockett
Okay. And right now you’re kind of at pre-pandemic revenue levels, even with these headwinds. Can you quantify for us a little bit, how much down are you in exhibitors from China now versus pre-pandemic? Where are we now versus that baseline would you say?
David Doft
So in 2022, it was essentially down 100%, because none came. In 2021 we’re starting to see a trickle. I’d say we’re still down 80% – sorry, 2023 – sorry about that. I’d say we’re still down at least 80% on China and probably 50-ish percent overall in international.
Barton Crockett
And what would you say pre-pandemic was China and international as a percent of your exhibitor base?
Barton Crockett
Thank you, Hervé. I was curious, but you did talk about China. Is China – can you give us some sense of how large that was in the international mix?
David Doft
So, it’s not a simple answer. Well, there’s a simple answer and there’s a not so simple answer. The simple answer is in 2019, it was 3% to 4% of revenue. The not so simple answer was it used to be more, but during the Trump administration with the trade wars with China, there was a hit to Chinese business coming to the U.S., and so there was a hit in ‘18, ‘19 from those policies, the more protectionist trade policies under the Trump administration, that we believe in this – under the current administration we could potentially see a bounce back beyond that 3% or 4% based on those policies. So I’m sorry I didn’t really say that so well, but hopefully you got the gist of it.
David Doft
Thanks Barton.
Transcript from May 5, 2023

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