EVR - NYSE

Good morning, and welcome to the Evercore Third Quarter 2025 Earnings Conference Call. Today's call is scheduled to last about 1 hour, including remarks by Evercore management and the question-and-answer session. [Operator Instructions] I will now turn the call over to Katy Haber, Head of Investor Relations at Evercore. Please go ahead.

Thank you, operator. Good morning, and thank you for joining us today for Evercore's Third Quarter 2025 Financial Results Conference Call. I'm Katy Haber, Evercore's Head of Investor Relations. Joining me on the call today is John Weinberg, our Chairman and CEO; and Tim LaLonde, our CFO. After our prepared remarks, we'll open up the call for questions. Earlier today, we issued a press release announcing Evercore's third quarter 2025 financial results. Our discussion of our results today is complementary to the press release, which is available at our website at evercore.com. This conference call is being webcast live in the For Investors section of our website, and an archive of it will be available for 30 days beginning approximately 1 hour after the conclusion of this call. During the course of this conference call, we may make a number of forward-looking statements. Any forward-looking statements that we make are subject to various risks and uncertainties, and there are important factors that could cause actual outcomes to differ materially from those indicated in these statements. These factors include, but are not limited to, those discussed in Evercore's filings with the SEC, including our annual report on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K. I want to remind you that the company assumes no duty to update any forward-looking statements. In our presentation today, unless otherwise indicated, we will be discussing adjusted financial measures, which are non-GAAP measures that we believe are meaningful when evaluating the company's performance. For detailed disclosures on these measures and the GAAP reconciliations, you should refer to the financial data contained within our press release, which is posted on our website. We continue to believe that it is important to evaluate Evercore's performance on an annual basis. As we have noted previously, our results for any particular quarter are influenced by the timing of transaction closing. I will now turn the call over to John.

Thank you, Katy. Evercore delivered record third quarter results following a record first half with momentum across all business areas. We generated over $1 billion in adjusted net revenues, up 42% year-over-year, marking our best third quarter ever and the second best quarter in our history, behind the fourth quarter of 2021. Our quarterly and year-to-date results reflect the strength of our diversified revenue streams, the impact of our Senior Managing Director hiring and promotions over the past several years and the benefit of a steadily improving market environment. We remain committed to delivering for our clients and shareholders by executing our long-term strategy, which includes focusing on areas of sector and geographic white space broadening our client coverage and expanding and deepening our product capabilities. We are working at closing out 2025 on a strong note and positioning ourselves for a successful 2026. Throughout the third quarter and in October, market conditions and investment banking activity have continued to strengthen, supporting a more conducive environment to deal making. Announced M&A activity has advanced at a healthy pace, led by larger strategic transactions, while capital markets activity has accelerated. Transactions that were impacted by market volatility earlier this year are now returning to the market. In line with the momentum that we've experienced over the last several months, our backlog continued to increase in the quarter and client activity across the firm remains robust. We expect these trends to carry through year-end and into 2026. It's worth noting that in many years, we've experienced significant positive seasonality in our business in the fourth quarter. This seasonality is likely to be less pronounced this year versus prior years given the strength of our year-to-date results, the timing of some transactions closings that may have been impacted by the market volatility earlier in the year and a possible timing impact from the government shutdown, which we are continuing to monitor closely. That said, we expect continued strengthening in the market and our business. Overall, we continue to believe we are in the early stages of an investment banking recovery driven by a combination of cyclical and structural factors. Global announced M&A as a percentage of global market cap remains well below historical averages and pent-up demand from both corporates and sponsors, together with broader secular shifts such as accelerating impact of AI and other long-term trends is driving new opportunities across sectors. Turning to talent. We continue to make strong progress on our recruiting efforts. We successfully closed the Robey Warshaw transaction on October 1, which has been an important addition to our build-out in Europe and significantly enhances our ability to serve clients across the regions and around the world. Along with the 5 new investment banking SMDs from Robey Warshaw, 4 additional SMDs have committed to join our global investment banking practice. 2 in the U.S. with 1 focused on financial sponsors and the other on health care and 2 in Europe with 1 covering financial sponsors and another advising Nordic clients. So far, 2025 has been our strongest recruiting year-to-date. With our most recent joiners and commits, we now have 168 investment banking SMDs, up nearly 50% from the year-end 2021, positioning us well as the market strengthens. We continue to see a healthy pipeline of external candidates and attracting and developing exceptional talent remains core to our strategy and future success. Now let me turn to the businesses. We experienced broad-based strength across our diversified platform, both sequentially and year-over-year. In the third quarter and over the last 12 months, approximately 45% and 50% of total revenues, respectively, were from non-M&A sources. Our U.S. M&A advisory practice continued to gain momentum across sectors, including tech, infrastructure and health care. Financial sponsor activity is steadily picking up, and we expect this positive trend to continue into next year. Evercore is well positioned to benefit as we have meaningfully built out our sponsor coverage effort in recent years. Our European Advisory business delivered its best quarter on record with strong performance across sectors, products and geographies. We are very pleased with our progress across the region and are seeing high-quality engagements with both corporates and sponsors. We expect this to continue as we welcome the Robey Warshaw team and expand our presence in Europe. As of the end of the quarter, we advised on 4 of the 11 largest global M&A transactions. We've continued to experience strong activity in October, including advising Carlyle on a EUR 7.7 billion acquisition of BASF coatings and Huntington Bancshares on its acquisition of Cadence Bank for $7.4 billion, representing our second transaction advising Huntington this year. Next, our strategic defense and Shareholder Advisory group remains busy as the number of activist campaigns in the U.S. is at record levels. The Liability Management and Restructuring business continued to see robust activity in the quarter, generally tracking in line with trends experienced earlier this year. We are seeing an increase in larger traditional restructuring assignments and our backlog in this area remains strong as highly levered companies face ongoing challenges. Our private capital markets and debt advisory team continues to be active as the credit markets remain open and transaction activity picks up. Consistent with the strength we saw in the first 2 quarters of the year, our Private Capital Advisory business delivered a record third quarter, driven in large part by GP-led continuation fund transactions. In fact, through the first 9 months of 2025, PCA revenues have already exceeded full year 2024, which was our best year on record. We continue to see strong momentum in all areas of the business, including GP-led continuation funds, LP secondaries and securitization. Similarly, our Private Funds Group generated a record third quarter, while the overall fundraising market remains challenging, our team continues to be active, operating at a very high level. Equity Capital Markets saw a resurgence in activity in the third quarter, particularly with IPOs supported by lower levels of market volatility. Our underwriting business remained active throughout the quarter as we continue to focus on our sector and product diversification efforts. We saw particular strength in tech and industrials with Evercore serving as an active book runner on Karman's $1 billion follow-on offering. We also experienced a significant increase in convertible issuance, an area where we have been investing and expanding our capabilities. Our equities business, Evercore ISI has achieved the #1 ranking in Extel's All-American Research survey for the fourth straight year. Additionally, the business had its best quarter since the fourth quarter of 2016 reflecting healthy levels of volatility and broad-based activity across products and services. Strong client engagement, combined with a constructive market backdrop and healthy client performance all contributed to the quarter's results. Lastly, Wealth Management achieved record quarter-end AUM of approximately $15.4 billion driven by both market appreciation and strong new net client inflows. Before I turn it over to Tim, I'd like to make a final comment. The strength of our third quarter and year-to-date results reflects the power of our diversified platform, the continued execution of our strategy and our commitment to our clients. As we look ahead, we are confident in our ability to continue delivering value for our clients, shareholders and people. With that, let me turn it over to Tim.

Thank you, John. Evercore's third quarter results reflect an environment which has continued to strengthen across all our businesses. For the third quarter of 2025, net revenues, operating income and EPS on a GAAP basis were $1 billion, $216 million and $3.41 per share, respectively. My comments from here will focus on non-GAAP metrics, which we believe are useful when evaluating our results. Our standard GAAP reporting and reconciliation of GAAP to adjusted results can be found in our press release, which is on our website. Our third quarter adjusted net revenues of $1 billion increased 42% versus the third quarter of 2024. Third quarter adjusted operating income of $228 million increased 69% versus the third quarter of 2024. Adjusted earnings per share of $3.48 increased 71% versus the third quarter of last year. Our adjusted operating margin was 21.8%, up from 18.2% in the prior year period, an improvement of nearly 360 basis points. Turning to the businesses. Third quarter adjusted advisory fees of $884 million increased 49% year-over-year, which is a record for the third quarter and reflects continued market share gains. While we recently have experienced a strong uptick in activity and expect that momentum to continue in the fourth quarter, the seasonality we typically see in our fourth quarter advisory revenues is likely to be less pronounced this year versus prior years. This reflects the record results we've achieved year-to-date as well as the impact of the market volatility in March and April, which may have influenced the timing of certain transactions and related revenues and possible timing impacts from the government shutdown. Our third quarter underwriting revenues were $44 million, down 1% from a year ago, but up 36% sequentially. Commissions and related revenue of $63 million in the quarter increased 15% year-over-year and was a record third quarter and the highest quarter in nearly a decade. The strength in the quarter was primarily related to higher revenues from trading commissions on stronger trading volumes as well as higher subscription fees and good activity in convertibles and derivative products. Third quarter adjusted asset management and administration fees of $24 million rose 10% year-over-year, driven by market appreciation and net inflows. Third quarter adjusted other revenue net was approximately $33 million, which compares to $26 million a year ago. Nearly 2/3 of the gain is related to interest income in the quarter with most of the balance of other revenue related to gains in our DCCP hedge portfolio, which is correlated to the performance of the broader equity market. Turning to expenses. The adjusted compensation ratio for the third quarter is 65%, down nearly 100 basis points from the prior year period and down 40 basis points from last quarter. Our compensation ratio for the quarter reflects the continued steady improvement we have seen in the investment banking environment and in our revenues. We remain committed to investing in our business and executing on our strategic growth plan as reflected in the record SMD recruiting we've achieved so far this year. As we have mentioned on past calls, we are balancing our investments in growth. We're striving to make further improvement in our compensation ratio over time. And based on our current visibility, we expect our full year ratio to be generally in line with current levels. Adjusted noncompensation expenses in the quarter were $139 million, which is 13.2% of net revenue. This is an improvement of 260 basis points from a year ago and nearly 270 basis points compared to last quarter. The adjusted noncomp expenses of $139 million is up 18% from the third quarter a year ago. As a reminder, the noncomp expense line consists of a mix of fixed and variable expenses. So some of the related line items are going to increase as client activity increases and some of those are client billable expenses and are recouped over time. An example of this would be travel and related expenses, which increased due to higher levels of client travel as well as spend for conferences and client events. Other noncomp expenses increased as we build our business and execution capacity like occupancy and equipment expenses which reflected the acquisition of additional floors in our New York locations and new leases in Dubai, Paris and London. Some of our noncomp expenses occur as we are investing in what we hope will provide improved efficiencies or competitive advantage in the near to medium term, such as increased technology spend which includes investment in the development and implementation of newer technologies as well as spend on licensing and consulting fees. Accordingly, we would expect our non-comp expenses for the full year to be up year-over-year on a percentage basis, generally consistent with what you have seen for the first 9 months. As I've mentioned in the past, we continue to maintain a disciplined focus on our noncomp expenses while investing in areas that are necessary to support our growth. Our adjusted tax rate for the quarter was 28.7% down modestly from the third quarter of last year. Turning to our balance sheet. As of September 30, our cash and investment securities totaled over $2.4 billion. In the third quarter, we repurchased approximately 170,000 shares at an average price of $326.62 and our share repurchase activity continued into the early part of the fourth quarter. Through the end of the third quarter, we have returned approximately $624 million of capital to shareholders through the repurchase of shares at an average purchase price of $264.72 and the payment of dividends. We have more than fully offset the dilution associated with RSU grants from our 2024 bonus cycle. And additionally, we have repurchased a number of shares that exceeds those issued for the initial payment related to the Robey Warshaw transaction. Our second quarter adjusted diluted share count was 44.6 billion shares. As we have mentioned previously, our shares outstanding are impacted by the changes in our share price due to the accounting for unvested RSUs as our average share price increased 42% in the third quarter. We continue to maintain a strong cash position and take into consideration our regulatory requirements, the current economic and business environment, cash needs for the implementation of our strategic initiatives, including hiring plans and preserving a solid financial footing. While various geopolitical and macroeconomic uncertainties remain present, we enter the fourth quarter, optimistic about the environment and are encouraged by the momentum we are experiencing across the firm. We believe we are well positioned and are confident in our ability to deliver strong results. With that, we will now open the line for questions.

[Operator Instructions] Our first question will come from Devin Ryan with Citizens Bank.

Congrats on the strong quarter. I wanted to just ask a question about the current environment and kind of the trajectory, obviously, really good trends in the quarter and you talked about kind of some larger strategic transactions leading the recovery, but now sponsors are steadily picking up. So can you maybe just explain kind of what you're seeing in terms of the breadth of activity, how that's evolved over the last few months and just expectations here as we exit the year relative to maybe where we were in the earlier where it seems like you guys maybe disproportionately benefited but now things are broadening out and that's helping you as well. So love to get some color there.

Sure. Thanks, Devin. We are seeing a continued strengthening in the market generally. And we're seeing it really across the board, really almost every sector that we cover seems to have real activity. The larger deals started earlier, we're seeing midsized deals really build. And frankly, across the board in terms of the industry sectors, large and small deals are being considered. The engagement level with Boards and management teams is very high. Our backlogs right now are as high as they've ever been. And clearly, as you look at the measurements, the CEO confidence index is building and quite high. And on sponsors, we're in many conversations more than we've been in a long time. And we are actually in many bake-offs also. The bake-off levels has really picked up. So generally, it's quite complete and quite thorough in terms of the activity level. And we see this continuing to build through the end of the year, and we also have -- we anticipate that this will continue to build into 2026.

Our next question will come from Brendan O'Brien with Wolfe Research.

So I just want to ask on comp leverage and the top line results have been very impressive year-to-date. However, despite the strong revenue growth, you've only been able to lower the comp ratio by about 70 bps, implying an incremental comp margin of about 63% versus historically in the low 50s. I understand that you've been leaning into recruiting quite a lot this year and have had a lot of success adding talent to the platform. But I just want to get a sense as to how you're thinking about the incremental comp margins in the coming years and whether you expect to see any improvements from the current levels if the pace of hiring slows relative to this year's record level?

Yes. Brendan, thanks for the question. As you pointed out, we have made comp leverage. I was just trying to make that clear first point. 2 years ago, our comp ratio was 67.6% so we're down 260 basis points from 2 years ago. Last year, our comp ratio was 66% in the relevant quarter. And so we're down 100 basis points from that. That's in the context of having added 18 partners and 1 senior adviser, which is our biggest partner hiring year ever. And so what we're trying to focus on here is not micromanaging or suboptimizing the comp ratio, but optimizing the overall value creation and strength of our platform and our ability to serve our clients and create value for the shareholders in the medium and long term. And so honestly, I actually feel pretty good about where we landed relative to adding 18 partners and 1 senior adviser this year. Now having said that, that doesn't mean that we're not still striving to make improvement. And as I mentioned, we've made 260 basis points in the last 2 years, 100 so far quarter versus quarter last year. And I think I mentioned in our comments, we would expect to end this year somewhat similar to where we were this quarter. Now in order to accomplish that because we're down 40 basis points from last quarter and down 70 basis points from the first quarter mathematically that would require us to be a little bit lower in the fourth quarter than we are this quarter in order to accomplish that. And then as we look at long term, we're striving to make additional progress, although we don't want to do it at the expense of building long-term profitability and value.

Our next question will come from Brennan Hawken with BMO Capital Markets.

I'd love to drill into those comments, Tim, because I hear you that you're adding -- I hear you that the level of competition for talent is intense. And you've made reference to the fact that it falls about recruiting and retention given the caliber of bankers that you have. So it's clearly the environment is challenging. I doubt that's going to change. I mean, you guys have spoken regardless of 4Q and timing and all that other ones. The environment is getting better, and it seems like the bulge brackets are punching back in a really sort of strong way. So that doesn't seem like it's going to fade. But do we need to give up the ghost on the low 60s right? Because you did 40% revenue year-over-year comp leverage 100 bps. Yes, it's improved from the really bad levels of 2023. But like in order for us to be thinking about -- the really investments you're talking about it is like where are we going to get to in 2027. And most of that underwrites low 60s comp ratios. Given what you noted, is that realistic? Or do we need to re-underwrite things in a more meaningful way?

Thanks, Brennan, for your question. Look, it's -- the way to think about this is there will not be a quick return to those kinds of levels, okay? Not a quick return. What we've talked about is making gradual progress over time. And I'd reiterate that the comp ratio you saw it's down 260 basis points. We've talked about in my last response that we think the fourth quarter will be better on a comp ratio perspective than the third quarter because mathematically, that's what's required to get us to this type of level for the full year. And so that's the first point. Second point would be we're focused on max, first and foremost, serving our clients and providing excellent services to them. But with respect to the shareholders, we're focused on creating value. In the medium and longer term one of the ways we do that is increasing our earnings per share and our cash flow per share over time. And if 1 models it out, what you'd see is that there's this trade-off between investment and growth. And that the way to create the most value is to grow and then to improve or provide some improved margins as we progress. That's what we're focused on. And so the short answer to your question is there's certainly is not a quick return. What I talked about in the past is each year trying to make progress. And when we can make additional progress then I would invite you to raise that question again, and we'll see what the art of the possible is at that point. But not -- it's not a quick return to those levels.

Our next question will come from James Yaro with Goldman Sachs.

John, you touched on this a bit, but perhaps could you expand a little bit on the impact of the government shutdown on your business in terms of time line and whether any of the effects will be permanent? And then could you differentiate between the impacts on the equity capital markets and M&A.

Sure. Thanks, James. We think that we don't really know exactly what the impact of the government shutdown is going to be clearly. If it gets settled in the near term, we think it will be just a temporary blip, and we will move forward with dispatch on all the things that are coming in and being looked at. If it goes a lot longer, you could see it having some impact. Although I think our view is with the things that we're working on that may be slowed down, we don't think any of them right now are going to be sidelined. We just think that they're kind of moving slowly and that none of them are being pulled apart. So our view is that the government slowdown is going to become more of an impact if it goes longer, but we don't think it's a permanent impact. And we think that there would be a rapid recovery as soon as things start to open up again. In terms of ECM and M&A, both of those are moving forward slowly. I think that the staffing levels, the SEC, the FCC at the Justice Department clearly are going to slow things down on some of these deals. ECM has a workaround that can be done but we do think it will be slowed. And on the M&A side, with respect to Justice, it's going to go slower there, too. So I think, generally, I think my comments are consistent that it just depends, and it depends how long this goes. We don't anticipate that this is going to have a meaningful impact as we finish out this year. So we think it's going to -- it will resolve itself. And we think that when it does resolve itself, we think that the deals that are being contemplated will be rapidly brought to the market.

Our next question comes from Ryan Kenny with Morgan Stanley.

I have another government-related question, which is on regulatory environment. Can you update us on what you're seeing there, especially on time to close deals? And are you seeing an improved environment across the board? Or are there some industries where scrutiny is higher.

What we're seeing is that the way the government is looking at this is consistent. And obviously, people have said that Big Tech has been focused on by government, we're seeing that the deals that we're working on seem to be moving through the system quite well. We think that the regulatory environment, many people expect, and I think we would expect that there continues to be a loosening of the regulatory overlay. But that's going to be somewhat specific in terms of how that's addressed. In general, we think that it's a more benign environment, and we think that the art of the possible is quite broad right now. And so we'll -- I think we will see as things go. And as these different deals that are being contemplated are brought but we feel quite optimistic.

Our next question will come from Nathan Stein with Deutsche Bank.

I wanted to ask about potential impacts related to some unexpected losses at, let's say, traditional banks and private funds in recent weeks, call it, tricolor first brands, et cetera. I guess just combined with the government shutdown, you started -- you sounded like that was more transitional, but are these headlines making clients in general, more hesitant to transact?

I think that people are looking at these losses right now, and I think there's a broad narrative that these losses are fairly isolated. In our experience, and we've really -- we've talked to a lot of our bankers, and I certainly have been in some boardrooms since these situations. I think people are looking at this as being something that is a possibility but it's not broadly impacting the market. And people aren't thinking that this is going to shut down the credit markets or it's going to limit the credit markets. I think people think that this is just something that happens in all markets, there are always going to be some trips, but this is not a system-wide issue. And for the most part, I think people are forging ahead.

[Operator Instructions] And our next question will come from Alex Bond with KBW.

Wondering if you could just share your outlook for DCM business more broadly here for the fourth quarter. The IPO market is obviously still heating up, but you mentioned some of the impact or I guess, the still unknown impact of the government shutdown here. So yes, maybe if you could just share how you're thinking about how your pipeline is shaping up for the back end of the year here.

We are seeing a strengthening pipeline. We are seeing that there are significant deals kind of lining up in the market. And we are quite optimistic that these deals will see their way through. As we've said, there will -- if the government stays shut, there will be some slowdown there. In many cases, there is a workaround that can be done but this will slow down. Having said that, the backlog is building, and there is quite a broad optimism that these will get done. In addition, I think there's a growing appetite of investors that they really like the IPO market right now with respect to what it offers in terms of investment opportunities. And so I think we think that it's -- we have this cloud of the slowdown of the government shutdown, but we think that this will lift and that the market will go well. And in fact -- and we do have really quite a strong backlog that it has built.

Our next question will come from Jim Mitchell with Seaport Global Securities.

Maybe you could talk a little bit about Europe. You had a record year and a record quarter in the third quarter. Obviously, that doesn't include Robey Warshaw yet. So can you, I guess, number one, give us a lay of the land of Europe and the environment? And secondly, even after Robey Warshaw, how much white space in terms of investment do you see?

Thanks, Jim. We've been really focused on Europe. And we have built out Europe significantly. As you know, a couple of years ago, we brought in a Spanish team, and we built that. We have really built out our France team. More recently, we've brought in Scandinavia, and we also have an Italy team. And so we've really, really tried to address the market. And then, obviously, there's Robey Warshaw, who have not -- we closed that deal the beginning of October. And it's just now kind of getting really geared in. We're feeling very optimistic about Europe. In terms of the activity level, they did have a record quarter. It was broadly across sectors. We're seeing a growing strength. I think in some ways, adding the throw weight of all of these different professionals who we think are really outstanding is really helping our momentum generally around Europe and not just in the U.K. but through the continent, and we see this continuing. In terms of white space, there's a tremendous amount of white space. As we fill out countries, there's just many, many companies, which we've never covered before that we're now able to cover and cover quite well. We obviously aren't going to be the biggest but we think that the quality of the people that we've hired, we're going to be able to really serve some very, very strong companies that we've really never had relationships before with and that will really continue to build the momentum. So I think that in terms of -- as we think of our growth worldwide, we really do anticipate that Europe is going to be quite a constructive part of really what we're able to offer in terms of growth for shareholders.

Our next question will come from Brennan Hawken with BMO Capital Markets.

You guys have spoken to the non-M&A piece reaching half on a TTM basis, which is great and very encouraging to see. As M&A turns back on, where would you expect that share of non-M&A revenue to drift to? Is it reasonable to think it will go from like half to about 40%? Or are you more thinking maybe it's more like 1/3. What's the right way to think about that?

Well, it's really hard to say. I mean, as you know, that if you look at our full year year-to-date, non-M&A was 50% as we've gotten into the third quarter and M&As continued to pick up, it's now -- it was at 45% for the quarter. As M&A continues to strengthen that, will go down some, although I would say that our non-M&A businesses are firing on all cylinders. If you look at our PCA business, which is the secondaries business and continuation vehicles or you look at the PFG business, which is our fundraising business or you look at the restructuring business, all of those businesses are running full out. And each of them is looking at record quarters and doing very well. And so I think that the M&A business is a powerful part of our overall offering to clients, and it probably will overpower some of the other places as it gets stronger and stronger. But having said that, I think we've got a formidable diverse set of businesses that are going to continue to be quite influential in terms of the percentage of our M&A and non-M&A offerings. And so I think that you will see M&A start as it really picks up. And if it gets really, really strong, it will continue. You've asked is it going to be 40% or 30%, Hard to know but I don't see it getting a lot below 40%. But no, we'll just have to see. And a lot of it has to do with does M&A really pick up. We are so well conditioned and ready for the continuing growth and strength of M&A, we may have seen a lot of activity coming through there.