8-K

Lazard, Inc. (LAZ)

8-K 2022-04-28 For: 2022-04-28
View Original
Added on April 04, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 28, 2022

Lazard Ltd

(Exact name of registrant as specified in its charter)

Bermuda

(State or other jurisdiction of incorporation)

001-32492 98-0437848
(Commission<br>File Number) (IRS Employer<br>Identification No.)
Clarendon House, 2 Church Street, Hamilton, Bermuda HM 11
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(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code 441-295-1422

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading<br>Symbol(s) Name of each exchange<br>on which registered
Class A Common Stock LAZ New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ☐

Item 2.02 Results of Operations and Financial Condition.

On April 28, 2022, Lazard Ltd (the “Company”) issued a press release announcing financial results for its first quarter ended March 31, 2022. A copy of the Company’s press release containing this information is being furnished as Exhibit 99.1 to this Report on Form 8-K and is incorporated herein by reference.

The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933 or the Exchange Act.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.      The following exhibits are filed or furnished as part of this Report on Form 8-K:

Exhibit<br>Number Description of Exhibit
99.1 Press Release issued on April 28, 2022
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.

LAZARD LTD
(Registrant)
By: /s/ Scott D. Hoffman
Name: Scott D. Hoffman
Title: Chief Administrative Officer and General Counsel

Dated: April 28, 2022

EX-99.1

Exhibit 99.1

LOGO

LAZARD LTD REPORTS FIRST-QUARTER 2022 RESULTS

Financial Advisory<br><br><br>operating revenue increase<br><br><br>driven by both Europe and<br><br><br>North America Asset Management<br><br><br>investment performance<br><br><br>generated strong incentive<br><br><br>fees despite turbulent<br><br><br>markets Returned $281 millionin<br> <br>capital to shareholders,<br><br><br>including significant<br><br><br>reduction in share count

NEW YORK, April 28, 2022 – Lazard Ltd (NYSE: LAZ) today reported operating revenue^1^ of $699 million for the quarter ended March 31, 2022. Net income, as adjusted^2^, was $115 million, or $1.05 per share (diluted) for the quarter.

First-quarter 2022 net income on a U.S. GAAP basis was $114 million, or $1.05 per share (diluted).

“Our first quarter results demonstrate strong performance by both of our businesses amid volatile markets, underscoring the strength and diversification of our franchise,” said Kenneth M. Jacobs, Chairman and Chief Executive Officer of Lazard. “The firm is well positioned for the year ahead, with continued momentum in M&A and an emerging shift in investor sentiment toward active asset management.”

( in millions, except per share data and<br>AUM)
2021 %’22-’21
Net Income
U.S. GAAP $114 $ 87 30 %
Per share, diluted 1.05 $ 0.75 40 %
Adjusted2 $115 $ 101 13 %
Per share, diluted 1.05 $ 0.87 21 %
Operating Revenue1
Total operating revenue 699 $ 648 8 %
Financial Advisory 388 $ 317 22 %
Asset Management 312 $ 328 (5 )%
AUM ( in billions)
Period End $253 $ 265 (5 )%
Average $256 $ 261 (2 )%

All values are in US Dollars.

Media Contact: Judi Frost Mackey +1 212 632 1428 judi.mackey@lazard.com
Investor Contact: Alexandra Deignan +1 212 632 6886 alexandra.deignan@lazard.com

Note: Endnotes are on page 6 of this release. A reconciliation of adjusted GAAP to U.S. GAAP is on pages 11-12.

1

OPERATING REVENUE

Operating revenue was $699 million for the quarter ended March 31, 2022, 8% higher than the first quarter of 2021.

Financial Advisory

Our Financial Advisoryresults include M&A Advisory, Capital Advisory, Capital Raising, Restructuring, Shareholder Advisory, Sovereign Advisory, and other strategic advisory work for clients.

Financial Advisory operating revenue was $388 million for the first quarter of 2022, 22% higher than the first quarter of 2021.

During and since the first quarter of 2022, Lazard has been engaged in significant and complex M&A transactions and other advisory assignments globally, including the following (clients are in italics): M&T Bank s $7.6 billion acquisition of People’s United Financial; 3G Capital s acquisition of a controlling interest in Hunter Douglas, valuing the company at $7.1 billion; Faurecia s €6.7 billion combination with Hella; Prudential Financial s $3.55 billion sale of its full-service retirement business to Empower Retirement; Brewin Dolphin s £1.6 billion sale to Royal Bank of Canada; UCB s $1.9 billion acquisition of Zogenix; Syndesi Therapeutics $1.0 billion acquisition by AbbVie; Circet s combination with KGPCo; and FNZ s $1.4 billion capital raise from CPP Investments and Motive Partners, valuing the company at $20.0 billion.

Lazard has one of the world’s preeminent restructuring practices. During and since the first quarter of 2022, we have been engaged in a broad range of visible and complex restructuring and debt advisory assignments for debtors or creditors, including roles involving: Alto Maipo S.P.A.; Andrade Gutierrez; Assured Guaranty in connection with Puerto Rico’s restructuring; Brazos Electric Power Cooperative; Corp Grupo Banking S.A.; Grupo GICSA; Intelsat S.A.; NMC Health; Nordic Aviation Capital; Rockall Energy; Seadrill Limited; and Stoneway Capital.

Our Capital Advisory practice remains active globally, advising on a broad range of public and private assignments. Our Sovereign Advisory practice continues to be active advising governments, sovereign and sub-sovereign entities across developed and emerging markets.

For a list of publicly announced Financial Advisory transactions on which Lazard advised in the first quarter of 2022, continued to advise or completedsince March 31, 2022, please visit our website at www.lazard.com/businesses/transactions.

Asset Management

In the text portion of this press release, we present our Asset Management results as 1) Management fees and other revenue, and 2) Incentive fees.

Asset Management operating revenue was $312 million for the first quarter of 2022, 5% lower than the first quarter of 2021.

Management fees and other revenue was $287 million, 3% lower than the first quarter of 2021, and 5% lower than the fourth quarter of 2021.

2

Average assets under management (AUM) for the first quarter of 2022 was $256 billion, 2% lower than the first quarter of 2021, and 6% lower than the fourth quarter of 2021.

AUM as of March 31, 2022, was $253 billion, down 8% from December 31, 2021, and down 5% from March 31, 2021. The sequential decrease from December 31, 2021 was driven by market depreciation of $12.4 billion, foreign exchange depreciation of $2.1 billion and net outflows of $6.5 billion.

Incentive fees during the period were $25 million, compared to $33 million for the first quarter of 2021.

OPERATING EXPENSES

Compensation and Benefits

In managing compensation and benefits expense, we focus on annual awarded compensation (cash compensation and benefits, plus deferred incentivecompensation with respect to the applicable year, net of estimated future forfeitures and excluding charges). We believe annual awarded compensation reflects the actual annual compensation cost more accurately than the GAAP measure of compensationcost, which includes applicable-year cash compensation and the amortization of deferred incentive compensation principally attributable to previous years’ deferred compensation. We believe that by managing our business using awardedcompensation with a consistent deferral policy, we can better manage our compensation costs, increase our flexibility in the future and build shareholder value over time.

For the first quarter of 2022, we accrued adjusted compensation and benefits expense^1^at an adjusted compensation ratio of 58.5%, compared to the first-quarter 2021 ratio of 59.5%. This resulted in $409 million of compensation and benefits expense, compared to $385 million for the first quarter of 2021.

We manage our compensation and benefits expense based on awarded compensation with a consistent deferral policy. We take a disciplined approach to compensation, and our goal is to maintain a compensation-to-operating revenue ratio over the cycle in the mid- to high-50s percentage range on both an awarded and adjusted basis, with consistent deferral policies*.*

Non-Compensation Expense

For the first quarter of 2022, adjusted non-compensation expense^1^ was $117 million, 14% higher than the first quarter of 2021, primarily reflecting higher travel and business development expenses, as well as continued investments in technology.

The ratio of adjusted non-compensation expense to operating revenue was 16.8% for the first quarter of 2022, compared to 15.8% for the first quarter of 2021.

Our goal is to achieve an adjusted non-compensation expense-to-operating revenue ratio over the cycle of 16% to 20%.

3

TAXES

The provision for taxes, on an adjusted basis^1^, was $39 million for the first quarter of 2022. The effective tax rate, on an adjusted basis, was 25.4% for the first quarter of 2022, compared to 28.6% for the first quarter of 2021 and 23.9% for the full year of 2021.

CAPITAL MANAGEMENT AND BALANCE SHEET

Our primarycapital management goals include managing debt and returning capital to shareholders through dividends and share repurchases.

In the first quarter of 2022, Lazard returned $281 million to shareholders, which included: $47 million in dividends; $176 million in share repurchases of our common stock; and $58 million in satisfaction of employee tax obligations in lieu of share issuances upon vesting of equity grants.

In the first quarter of 2022, we repurchased 4.7 million shares of our common stock at an average price of $37.26 per share.

As of March 31, 2022, our remaining share repurchase authorization was $318 million.

On April 27, 2022, Lazard declared a quarterly dividend of $0.47 per share on its outstanding common stock. The dividend is payable on May 20, 2022, to stockholders of record on May 9, 2022.

Lazard’s financial position remains strong. As of March 31, 2022, our cash and cash equivalents were $878 million, and stockholders’ equity related to Lazard’s interests was $850 million.

***

CONFERENCE CALL

Lazard will host a conference call at 8:00 a.m. EDT on Thursday, April 28, 2022, to discuss the company’s financial results for the first quarter of 2022. The conference call can be accessed via a live audio webcast available through Lazard’s Investor Relations website at www.lazard.com, or by dialing 1 800-289-0720 (U.S. and Canada) or +1 323-701-0160 (outside of the U.S. and Canada), 15 minutes prior to the start of the call.

A replay of the conference call will be available by 10:00 a.m. EDT, Thursday, April 28, 2022, via the Lazard Investor Relations website at www.lazard.com, or by dialing 1 (888) 203-1112 (U.S. and Canada) or +1 (719) 457-0820 (outside of the U.S. and Canada). The replay access code is 5371290.

4

ABOUT LAZARD

Lazard, one of the world’s preeminent financial advisory and asset management firms, operates from 40 cities across 25 countries in North and South America, Europe, Asia and Australia. With origins dating to 1848, the firm provides advice on mergers and acquisitions, strategic matters, restructuring and capital structure, capital raising and corporate finance, as well as asset management services to corporations, partnerships, institutions, governments and individuals. For more information on Lazard, please visit www.lazard.com. Follow Lazard at @Lazard.

***

Cautionary Note RegardingForward-Looking Statements:

This press release contains forward-looking statements. In some cases, you can identify these statements byforward-looking words such as “may”, “might”, “will”, “should”, “could”, “would”, “expect”, “plan”, “anticipate”, “believe”, “estimate”,“predict”, “potential”, “target,” “goal”, or “continue”, and the negative of these terms and other comparable terminology. These forward-looking statements, which are subject to known and unknownrisks, uncertainties and assumptions about us, may include projections of our future financial performance based on our growth strategies, business plans and initiatives and anticipated trends in our business. These forward-looking statements,including with respect to the current COVID-19 pandemic, are only predictions based on our current expectations and projections about future events. There are important factors that could cause our actualresults, level of activity, performance or achievements to differ materially from the results, level of activity, performance or achievements expressed or implied by these forward-looking statements.

These factors include, but are not limited to, those discussed in our Annual Report on Form 10-K under Item 1A“Risk Factors,” and also discussed from time to time in our reports on Forms 10-Q and 8-K, including the following:

A decline in general economic conditions or the global or regional financial markets;
A decline in our revenues, for example due to a decline in overall mergers and acquisitions (M&A)activity, our share of the M&A market or our assets under management (AUM);
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Losses caused by financial or other problems experienced by third parties;
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Losses due to unidentified or unanticipated risks;
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A lack of liquidity, i.e., ready access to funds, for use in our businesses; and
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Competitive pressure on our businesses and on our ability to retain and attract employees at currentcompensation levels.
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Although we believe the expectations reflected in the forward-looking statements are reasonable, we cannotguarantee future results, level of activity, performance or achievements. Neither we nor any other person assumes responsibility for the accuracy or completeness of any of these forward-looking statements. You should not rely upon forward-lookingstatements as predictions of future events. We are under no duty to update any of these forward-looking statements after the date of this release to conform our prior statements to actual results or revised expectations and we do not intend to doso.

Lazard Ltd is committed to providing timely and accurate information to the investing public, consistent with our legal and regulatoryobligations. To that end, Lazard and its operating companies use their websites, Lazard’s Twitter account (twitter.com/Lazard) and other social media sites to convey information about their businesses, including the anticipated release ofquarterly financial results, quarterly financial, statistical and business-related information, and the posting of updates of assets under management in various mutual funds, hedge funds and other investment products managed by Lazard AssetManagement LLC and Lazard Frères Gestion SAS. Investors can link to Lazard and its operating company websites through www.lazard.com.

***

5

ENDNOTES

^1^ A non-U.S. GAAP measure. See attached financial schedules and related<br>notes for a detailed explanation of adjustments to corresponding U.S. GAAP results. We believe that presenting our results on an adjusted basis, in addition to the U.S. GAAP results, is the most meaningful and useful way to compare our operating<br>results across periods.
^2^ First-quarter 2022 adjusted results^1^ exclude pre-tax charges of $1.1 million relating to office space reorganization. On a U.S. GAAP basis, this resulted in a net charge of $0.8 million, or $0.01 (diluted) per share, in the first quarter of 2022.<br>
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LAZ-EPE

6

LAZARD LTD

UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS

(U.S. GAAP)

Three Months Ended % Change From
March 31, December 31, March 31, December 31, March 31,
($ in thousands, except per share data) 2022 2021 2021 2021 2021
Total revenue $ 716,144 $ 1,012,841 $ 679,904 (29 %) 5 %
Interest expense (21,252 ) (20,466 ) (19,797 )
Net revenue 694,892 992,375 660,107 (30 %) 5 %
Operating expenses:
Compensation and benefits 396,841 559,768 401,546 (29 %) (1 %)
Occupancy and equipment 31,239 32,402 34,748
Marketing and business development 14,123 16,850 6,651
Technology and information services 37,931 39,762 33,670
Professional services 16,029 26,060 14,948
Fund administration and outsourced services 29,703 35,784 29,279
Amortization of intangible assets related to acquisitions 15 15 15
Other 9,283 11,197 4,960
Subtotal 138,323 162,070 124,271 (15 %) 11 %
Provision pursuant to tax receivable agreement 2,199
Operating expenses 535,164 724,037 525,817 (26 %) 2 %
Operating income 159,728 268,338 134,290 (40 %) 19 %
Provision for income taxes 38,753 57,048 43,464 (32 %) (11 %)
Net income 120,975 211,290 90,826 (43 %) 33 %
Net income attributable to noncontrolling interests 7,099 913 3,526
Net income attributable to Lazard Ltd $ 113,876 $ 210,377 $ 87,300 (46 %) 30 %
Attributable to Lazard Ltd Common Stockholders:
Weighted average shares outstanding:
Basic 102,547,277 104,689,273 107,291,560 (2 %) (4 %)
Diluted 108,186,642 112,278,982 115,822,294 (4 %) (7 %)
Net income per share:
Basic $ 1.09 $ 1.97 $ 0.80 (46 %) 35 %
Diluted $ 1.05 $ 1.86 $ 0.75 (44 %) 40 %

LAZARD LTD

UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS

(U.S. GAAP)

($ in thousands, except per share data) December 31,<br>2021 September 30,<br>2021 December 31,<br>2020
Total revenue $ 1,012,841 $ 737,807 $ 898,326
Interest expense (20,466 ) (20,378 ) (20,172 )
Net revenue 992,375 717,429 878,154
Operating expenses:
Compensation and benefits 559,768 419,627 524,736
Occupancy and equipment 32,402 31,015 33,592
Marketing and business development 16,850 9,922 8,161
Technology and information services 39,762 37,559 36,100
Professional services 26,060 16,698 20,330
Fund administration and outsourced services 35,784 34,137 26,431
Amortization of intangible assets related to acquisitions 15 15 436
Other 11,197 13,497 11,308
Subtotal 162,070 142,843 136,358
Provision pursuant to tax receivable agreement 2,199 (439 )
Operating expenses 724,037 562,470 660,655
Operating income 268,338 154,959 217,499
Provision for income taxes 57,048 39,446 22,729
Net income 211,290 115,513 194,770
Net income attributable to noncontrolling interests 913 8,304 4,881
Net income attributable to Lazard Ltd $ 210,377 $ 107,209 $ 189,889
Attributable to Lazard Ltd Common Stockholders:
Weighted average shares outstanding:
Basic 104,689,273 105,415,743 107,316,315
Diluted 112,278,982 112,994,037 115,144,030
Net income per share:
Basic $ 1.97 $ 1.00 $ 1.73
Diluted $ 1.86 $ 0.94 $ 1.64

LAZARD LTD

UNAUDITED CONDENSED CONSOLIDATED

STATEMENT OF FINANCIAL CONDITION

(U.S. GAAP)

( in thousands) December 31,<br>2021
ASSETS ****
Cash and cash equivalents 878,167 $ 1,465,022
Deposits with banks and short-term investments 1,638,519 1,347,544
Restricted cash 615,225 617,448
Receivables 816,640 805,809
Investments 869,844 1,007,339
Property 249,406 250,005
Goodwill and other intangible assets 379,615 379,571
Operating lease<br>right-of-use assets 452,192 466,054
Deferred tax assets 429,227 435,308
Other assets 519,511 373,081
Total Assets 6,848,346 $ 7,147,181
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS & STOCKHOLDERS’ EQUITY ****
Liabilities
Deposits and other customer payables 1,748,858 $ 1,442,701
Accrued compensation and benefits 501,325 972,303
Operating lease liabilities 536,910 552,522
Tax receivable agreement obligation 192,489 213,434
Senior debt 1,685,849 1,685,227
Other liabilities 638,287 628,030
Total liabilities 5,303,718 5,494,217
Commitments and contingencies
Redeemable noncontrolling interests 575,000 575,000
Stockholders’ equity
Preferred stock, par value .01 per share
Common stock, par value .01 per share 1,128 1,128
Additional paid-in capital 144,729
Retained earnings 1,583,005 1,560,636
Accumulated other comprehensive loss, net of tax (237,626 ) (223,847 )
Subtotal 1,346,507 1,482,646
Class A common stock held by subsidiaries, at cost (496,681 ) (507,426 )
Total Lazard Ltd stockholders’ equity 849,826 975,220
Noncontrolling interests 119,802 102,744
Total stockholders’ equity 969,628 1,077,964
Total liabilities, redeemable noncontrolling interests and stockholders’ equity 6,848,346 $ 7,147,181

All values are in US Dollars.

LAZARD LTD

SELECTED SUMMARY FINANCIAL INFORMATION (a)

(Non-GAAP - unaudited)

Three Months Ended % Change From
($ in thousands, except per share data) March 31,<br>2022 December 31,<br>2021 March 31,<br>2021 December 31,<br>2021 March 31,<br>2021
Revenues:
Financial Advisory $ 388,130 $ 608,178 $ 317,300 (36 %) 22 %
Asset Management 311,781 346,607 327,914 (10 %) (5 %)
Corporate (1,276 ) 13,160 2,648 NM NM
Operating revenue (b) $ 698,635 $ 967,945 $ 647,862 (28 %) 8 %
Expenses:
Adjusted compensation and benefits expense (c) $ 408,702 $ 544,510 $ 385,478 (25 %) 6 %
Ratio of adjusted compensation to operating revenue 58.5 % 56.3 % 59.5 %
Non-compensation expense (d) $ 117,126 $ 133,903 $ 102,480 (13 %) 14 %
Ratio of non-compensation to operatingrevenue 16.8 % 13.8 % 15.8 %
Earnings:
Earnings from operations (e) $ 172,807 $ 289,532 $ 159,904 (40 %) 8 %
Operating margin (f) 24.7 % 29.9 % 24.7 %
Adjusted net income (g) $ 114,692 $ 217,209 $ 101,221 (47 %) 13 %
Diluted adjusted net income per share $ 1.05 $ 1.92 $ 0.87 (45 %) 21 %
Diluted weighted average shares (h) 109,178,143 113,294,302 115,857,922 (4 %) (6 %)
Effective tax rate (i) 25.4 % 19.8 % 28.6 %

This presentation includes non-U.S. GAAP (“non-GAAP”) measures. Our non-GAAP measures are not meant to be considered in isolation or as a substitute for the corresponding U.S. GAAP measures, and should be read only in conjunction with our consolidated financial statements prepared in accordance with U.S. GAAP. For a detailed explanation of the adjustments made to the corresponding U.S. GAAP measures, see Reconciliation of U.S. GAAP to Selected Summary Financial Information and Notes to Financial Schedules.

LAZARD LTD

SELECTED SUMMARY FINANCIAL INFORMATION (a)

(Non-GAAP - unaudited)

($ in thousands, except per share data) December 31,<br>2021 September 30,<br>2021 December 31,<br>2020
Revenues:
Financial Advisory $ 608,178 $ 381,295 $ 508,626
Asset Management 346,607 310,566 336,152
Corporate 13,160 9,783 3,990
Operating revenue (b) $ 967,945 $ 701,644 $ 848,768
Expenses:
Adjusted compensation and benefits expense (c) $ 544,510 $ 417,479 $ 497,260
Ratio of adjusted compensation to operating revenue 56.3 % 59.5 % 58.6 %
Non-compensation expense (d) $ 133,903 $ 116,734 $ 116,568
Ratio of non-compensation to operatingrevenue 13.8 % 16.6 % 13.7 %
Earnings:
Earnings from operations (e) $ 289,532 $ 167,431 $ 234,940
Operating margin (f) 29.9 % 23.9 % 27.7 %
Adjusted net income (g) $ 217,209 $ 111,398 $ 192,444
Diluted adjusted net income per share $ 1.92 $ 0.98 $ 1.66
Diluted weighted average shares (h) 113,294,302 113,781,092 115,831,033
Effective tax rate (i) 19.8 % 25.1 % 11.1 %

This presentation includes non-U.S. GAAP (“non-GAAP”) measures. Our non-GAAP measures are not meant to be considered in isolation or as a substitute for the corresponding U.S. GAAP measures, and should be read only in conjunction with our consolidated financial statements prepared in accordance with U.S. GAAP. For a detailed explanation of the adjustments made to the corresponding U.S. GAAP measures, see Reconciliation of U.S. GAAP to Selected Summary Financial Information and Notes to Financial Schedules.

LAZARD LTD

ASSETS UNDER MANAGEMENT (“AUM”)

(unaudited)

($ inmillions)

As of Variance
March 31,<br>2022 December 31,<br>2021 March 31,<br>2021 Qtr to Qtr 1Q 2022 vs<br>1Q 2021
Equity:
Emerging Markets $ 26,575 $ 31,227 $ 32,700 (14.9 %) (18.7 %)
Global 55,810 59,516 58,560 (6.2 %) (4.7 %)
Local 53,832 56,310 51,246 (4.4 %) 5.0 %
Multi-Regional 64,810 73,953 72,953 (12.4 %) (11.2 %)
Total Equity 201,027 221,006 215,459 (9.0 %) (6.7 %)
Fixed Income:
Emerging Markets 11,997 12,231 12,708 (1.9 %) (5.6 %)
Global 13,881 14,410 14,177 (3.7 %) (2.1 %)
Local 5,652 6,022 5,556 (6.1 %) 1.7 %
Multi-Regional 13,454 13,623 11,808 (1.2 %) 13.9 %
Total Fixed Income 44,984 46,286 44,249 (2.8 %) 1.7 %
Alternative Investments 4,483 4,203 3,141 6.7 % 42.7 %
Private Equity 1,256 1,290 1,324 (2.6 %) (5.1 %)
Cash Management 925 954 679 (3.0 %) 36.2 %
Total AUM $ 252,675 $ 273,739 $ 264,852 (7.7 %) (4.6 %)
Three Months Ended<br>March 31, Year Ended<br>December 31,
--- --- --- --- --- --- --- --- --- ---
2022 2021 2021
AUM - Beginning of Period $ 273,739 $ 258,642 $ 258,642
Net Flows (6,525 ) (1,679 ) (11,573 )
Market and foreign exchange appreciation (depreciation) (14,539 ) 7,889 26,670
AUM - End of Period $ 252,675 $ 264,852 $ 273,739
Average AUM $ 256,430 $ 261,463 $ 272,051
% Change in average AUM (1.9 %)

Note: Average AUM generally represents the average of the monthly ending AUM balances for the period.

LAZARD LTD

RECONCILIATION OF U.S. GAAP TO SELECTED SUMMARY FINANCIAL INFORMATION (a)

(unaudited)

Three Months Ended
($ in thousands, except per share data) March 31,<br>2022 December 31,<br>2021 March 31,<br>2021
Operating Revenue ****
Net revenue - U.S. GAAP Basis $ 694,892 $ 992,375 $ 660,107
Adjustments:
Revenue related to noncontrolling interests (j) (10,795 ) (7,515 ) (6,361 )
(Gains) losses related to Lazard Fund Interests (“LFI”) and other similar<br>arrangements 14,323 (12,884 ) (7,487 )
Distribution fees, reimbursable deal costs, bad debt expense and other (k) (18,822 ) (22,842 ) (16,710 )
Losses associated with restructuring and closing of certain offices (l) 15
Interest expense 19,037 18,796 18,313
Operating revenue, as adjusted (b) $ 698,635 $ 967,945 $ 647,862
Compensation and Benefits Expense ****
Compensation and benefits expense - U.S. GAAP Basis $ 396,841 $ 559,768 $ 401,546
Adjustments:
(Charges) credits pertaining to LFI and other similar arrangements 14,323 (12,884 ) (7,487 )
Expenses associated with restructuring and closing of certain offices (m) (6,623 )
Compensation related to noncontrolling interests (j) (2,462 ) (2,374 ) (1,958 )
Compensation and benefits expense, as adjusted (c) $ 408,702 $ 544,510 $ 385,478
Non-Compensation Expense ****
Non-compensation expense - Subtotal - U.S. GAAP<br>Basis $ 138,323 $ 162,070 $ 124,271
Adjustments:
Expenses related to office space reorganization (n) (1,124 ) (967 ) (1,416 )
Distribution fees, reimbursable deal costs, bad debt expense and other (k) (18,822 ) (22,842 ) (16,710 )
Amortization of intangible assets related to acquisitions (15 ) (15 ) (15 )
Expenses associated with restructuring and closing of certain offices (m) (115 ) (2,971 )
Non-compensation expense related to noncontrolling<br>interests (j) (1,236 ) (4,228 ) (679 )
Non-compensation expense, as adjusted (d) $ 117,126 $ 133,903 $ 102,480
Pre-Tax Income and Earnings From Operations ****
Operating Income - U.S. GAAP Basis $ 159,728 $ 268,338 $ 134,290
Adjustments:
Provision pursuant to tax receivable agreement obligation 2,199
Losses associated with restructuring and closing of certain offices (l) 15
Expenses related to office space reorganization (n) 1,124 967 1,416
Expenses associated with restructuring and closing of certain offices (m) 115 9,594
Net income related to noncontrolling interests (j) (7,099 ) (913 ) (3,526 )
Pre-tax income, as adjusted 153,753 270,721 141,774
Interest expense 19,037 18,796 18,313
Amortization of intangible assets related to acquisitions and other 17 15 (183 )
Earnings from operations, as adjusted (e) $ 172,807 $ 289,532 $ 159,904
Net Income attributable to Lazard Ltd ****
Net income attributable to Lazard Ltd - U.S. GAAP Basis $ 113,876 $ 210,377 $ 87,300
Adjustments:
Provision pursuant to tax receivable agreement obligation 2,199
Losses associated with restructuring and closing of certain offices (l) 15
Expenses related to office space reorganization (n) 1,124 967 1,416
Expenses associated with restructuring and closing of certain offices (m) 115 9,594
Tax expense (benefit) allocated to adjustments (308 ) 3,536 2,911
Net income, as adjusted (g) $ 114,692 $ 217,209 $ 101,221
Diluted Weighted Average Shares Outstanding ****
Diluted Weighted Average Shares Outstanding - U.S. GAAP Basis 108,186,642 112,278,982 115,822,294
Adjustment: participating securities including profits interest participation rights 991,501 1,015,320 35,628
Diluted Weighted Average Shares Outstanding, as adjusted (h) 109,178,143 113,294,302 115,857,922
Diluted net income per share:
U.S. GAAP Basis $ 1.05 $ 1.86 $ 0.75
Non-GAAP Basis, as adjusted $ 1.05 $ 1.92 $ 0.87

This presentation includes non-GAAP measures. Our non-GAAP measures are not meant to be considered in isolation or as a substitute for the corresponding U.S. GAAP measures, and should be read only in conjunction with our consolidated financial statements prepared in accordance with U.S. GAAP. For a detailed explanation of the adjustments made to the corresponding U.S. GAAP measures, see Notes to Financial Schedules.

See Notes to Financial Schedules

LAZARD LTD

RECONCILIATION OF U.S. GAAP TO SELECTED SUMMARY FINANCIAL INFORMATION (a)

(unaudited)

Three Months Ended Three Months Ended
December 31, September 30, December 31, December 31, December 31,
($ in thousands, except per share data) 2021 2021 2020 2021 2020
Operating Revenue ****
Net revenue - U.S. GAAP Basis $ 992,375 $ 717,429 $ 878,154 $ 3,193,048 $ 2,566,138
Adjustments:
Revenue related to noncontrolling interests (j) (7,515 ) (11,994 ) (8,054 ) (31,624 ) (11,497 )
(Gains) losses related to Lazard Fund Interests (“LFI”) and other similar<br>arrangements (12,884 ) 1,368 (25,207 ) (35,494 ) (40,634 )
Distribution fees, reimbursable deal costs, bad debt expense and other (k) (22,842 ) (23,876 ) (14,647 ) (85,053 ) (64,983 )
Losses associated with restructuring and closing of certain offices (l) 15 51 23,645
Interest expense 18,796 18,666 18,522 74,375 74,516
Operating revenue, as adjusted (b) $ 967,945 $ 701,644 $ 848,768 $ 3,138,897 $ 2,523,540
Compensation and Benefits Expense ****
Compensation and benefits expense - U.S. GAAP Basis $ 559,768 $ 419,627 $ 524,736 $ 1,895,859 $ 1,550,684
Adjustments:
(Charges) credits pertaining to LFI and other similar arrangements (12,884 ) 1,368 (25,207 ) (35,494 ) (40,634 )
Expenses associated with restructuring and closing of certain offices (m) (1,012 ) (14,922 )
Compensation related to noncontrolling interests (j) (2,374 ) (2,504 ) (2,269 ) (9,216 ) (7,927 )
Compensation and benefits expense, as adjusted (c) $ 544,510 $ 417,479 $ 497,260 $ 1,836,227 $ 1,502,123
Non-Compensation Expense ****
Non-compensation expense - Subtotal - U.S. GAAP<br>Basis $ 162,070 $ 142,843 $ 136,358 $ 571,142 $ 513,752
Adjustments:
Expenses related to office space reorganization (n) (967 ) (991 ) (4,184 ) (4,611 ) (12,646 )
Distribution fees, reimbursable deal costs, bad debt expense and other (k) (22,842 ) (23,876 ) (14,647 ) (85,053 ) (64,983 )
Amortization of intangible assets related to acquisitions (15 ) (15 ) (436 ) (60 ) (1,795 )
Expenses associated with restructuring and closing of certain offices (m) (115 ) (39 ) (1,539 )
Non-compensation expense related to noncontrolling<br>interests (j) (4,228 ) (1,188 ) (523 ) (7,932 ) (2,430 )
Non-compensation expense, as adjusted (d) $ 133,903 $ 116,734 $ 116,568 $ 471,947 $ 431,898
Pre-Tax Income and Earnings From Operations ****
Operating Income - U.S. GAAP Basis $ 268,338 $ 154,959 $ 217,499 $ 723,848 $ 502,141
Adjustments:
Provision pursuant to tax receivable agreement obligation 2,199 (439 ) 2,199 (439 )
Losses associated with restructuring and closing of certain offices (l) 15 51 23,645
Expenses related to office space reorganization (n) 967 991 4,184 4,611 12,646
Expenses associated with restructuring and closing of certain offices (m) 115 1,051 16,461
Net income related to noncontrolling interests (j) (913 ) (8,304 ) (4,881 ) (14,481 ) (231 )
Pre-tax income, as adjusted 270,721 148,748 216,363 756,283 514,117
Interest expense 18,796 18,666 18,522 74,375 74,516
Amortization of intangible assets related to acquisitions and other 15 17 55 65 886
Earnings from operations, as adjusted (e) $ 289,532 $ 167,431 $ 234,940 $ 830,723 $ 589,519
Net Income attributable to Lazard Ltd ****
Net income attributable to Lazard Ltd - U.S. GAAP Basis $ 210,377 $ 107,209 $ 189,889 $ 528,064 $ 402,461
Adjustments:
Provision pursuant to tax receivable agreement obligation 2,199 (439 ) 2,199 (439 )
Losses associated with restructuring and closing of certain offices (l) 15 51 23,645
Expenses related to office space reorganization (n) 967 991 4,184 4,611 12,646
Expenses associated with restructuring and closing of certain offices (m) 115 1,051 16,461
Tax expense (benefit) allocated to adjustments 3,536 2,096 (1,190 ) 646 (4,419 )
Net income, as adjusted (g) $ 217,209 $ 111,398 $ 192,444 $ 575,626 $ 410,249
Diluted Weighted Average Shares Outstanding ****
Diluted Weighted Average Shares Outstanding - U.S. GAAP Basis 112,278,982 112,994,037 115,144,030 113,674,699 113,483,380
Adjustment: participating securities including profits interest participation rights 1,015,320 787,055 687,003 573,366 420,820
Diluted Weighted Average Shares Outstanding, as adjusted (h) 113,294,302 113,781,092 115,831,033 114,248,065 113,904,200
Diluted net income per share:
U.S. GAAP Basis $ 1.86 $ 0.94 $ 1.64 $ 4.63 $ 3.54
Non-GAAP Basis, as adjusted $ 1.92 $ 0.98 $ 1.66 $ 5.04 $ 3.60

This presentation includes non-GAAP measures. Our non-GAAP measures are not meant to be considered in isolation or as a substitute for the corresponding U.S. GAAP measures, and should be read only in conjunction with our consolidated financial statements prepared in accordance with U.S. GAAP. For a detailed explanation of the adjustments made to the corresponding U.S. GAAP measures, see Notes to Financial Schedules.

See Notes to Financial Schedules

LAZARD LTD

RECONCILIATION OF NON-COMPENSATION U.S. GAAP TO ADJUSTED (a)

(unaudited)

Three Months Ended
($ in thousands) March 31,<br>2022 December 31,<br>2021 March 31,<br>2021
Non-compensation expense - U.S. GAAP Basis:
Occupancy and equipment $ 31,239 $ 32,402 $ 34,748
Marketing and business development 14,123 16,850 6,651
Technology and information services 37,931 39,762 33,670
Professional services 16,029 26,060 14,948
Fund administration and outsourced services 29,703 35,784 29,279
Amortization of intangible assets related to acquisitions 15 15 15
Other 9,283 11,197 4,960
Non-compensation expense - Subtotal - U.S. GAAP<br>Basis $ 138,323 $ 162,070 $ 124,271
Non-compensation expense - Adjustments:
Occupancy and equipment (j) (m) (n) ($ 1,183 ) ($ 892 ) ($ 4,185 )
Marketing and business development (j) (k) (m) (1,225 ) (1,425 ) (205 )
Technology and information services (j) (k) (m) (30 ) 4 (14 )
Professional services (j) (k) (m) (n) (738 ) (3,888 ) (1,461 )
Fund administration and outsourced services (j) (k) (16,512 ) (21,661 ) (15,270 )
Amortization of intangible assets related to acquisitions (15 ) (15 ) (15 )
Other (j) (k) (m) (n) (1,494 ) (290 ) (641 )
Subtotal Non-compensation adjustments ($ 21,197 ) ($ 28,167 ) ($ 21,791 )
Non-compensation expense, as adjusted:
Occupancy and equipment $ 30,056 $ 31,510 $ 30,563
Marketing and business development 12,898 15,425 6,446
Technology and information services 37,901 39,766 33,656
Professional services 15,291 22,172 13,487
Fund administration and outsourced services 13,191 14,123 14,009
Amortization of intangible assets related to acquisitions
Other 7,789 10,907 4,319
Non-compensation expense, as adjusted (d) $ 117,126 $ 133,903 $ 102,480

This presentation includes non-GAAP measures. Our non-GAAP measures are not meant to be considered in isolation or as a substitute for the corresponding U.S. GAAP measures, and should be read only in conjunction with our consolidated financial statements prepared in accordance with U.S. GAAP. For a detailed explanation of the adjustments made to the corresponding U.S. GAAP measures, see Notes to Financial Schedules.

See Notes to Financial Schedules

LAZARD LTD

RECONCILIATION OF NON-COMPENSATION U.S. GAAP TO ADJUSTED (a)

(unaudited)

Three Months Ended Three Months Ended
($ in thousands) December 31,<br>2021 September 30,<br>2021 December 31,<br>2020 December 31,<br>2021 December 31,<br>2020
Non-compensation expense - U.S. GAAP Basis:
Occupancy and equipment $ 32,402 $ 31,015 $ 33,592 $ 128,040 $ 127,682
Marketing and business development 16,850 9,922 8,161 42,755 42,426
Technology and information services 39,762 37,559 36,100 146,765 133,544
Professional services 26,060 16,698 20,330 77,702 66,304
Fund administration and outsourced services 35,784 34,137 26,431 130,502 103,070
Amortization of intangible assets related to acquisitions 15 15 436 60 1,795
Other 11,197 13,497 11,308 45,318 38,931
Non-compensation expense - Subtotal - U.S. GAAP<br>Basis $ 162,070 $ 142,843 $ 136,358 $ 571,142 $ 513,752
Non-compensation expense - Adjustments:
Occupancy and equipment (j) (m) (n) ($ 892 ) ($ 1,106 ) ($ 3,419 ) ($ 5,395 ) ($ 11,878 )
Marketing and business development (j) (k) (m) (1,425 ) (1,261 ) (383 ) (4,138 ) (4,014 )
Technology and information services (j) (k) (m) 4 (72 ) 155 (170 ) (616 )
Professional services (j) (k) (m) (n) (3,888 ) (1,143 ) (4,101 ) (8,546 ) (9,806 )
Fund administration and outsourced services (j) (k) (21,661 ) (19,669 ) (12,114 ) (73,426 ) (47,956 )
Amortization of intangible assets related to acquisitions (15 ) (15 ) (436 ) (60 ) (1,795 )
Other (j) (k) (m) (n) (290 ) (2,843 ) 508 (7,460 ) (5,789 )
Subtotal Non-compensation adjustments ($ 28,167 ) ($ 26,109 ) ($ 19,790 ) ($ 99,195 ) ($ 81,854 )
Non-compensation expense, as adjusted:
Occupancy and equipment $ 31,510 $ 29,909 $ 30,173 $ 122,645 $ 115,804
Marketing and business development 15,425 8,661 7,778 38,617 38,412
Technology and information services 39,766 37,487 36,255 146,595 132,928
Professional services 22,172 15,555 16,229 69,156 56,498
Fund administration and outsourced services 14,123 14,468 14,317 57,076 55,114
Amortization of intangible assets related to acquisitions
Other 10,907 10,654 11,816 37,858 33,142
Non-compensation expense, as adjusted (d) $ 133,903 $ 116,734 $ 116,568 $ 471,947 $ 431,898

This presentation includes non-GAAP measures. Our non-GAAP measures are not meant to be considered in isolation or as a substitute for the corresponding U.S. GAAP measures, and should be read only in conjunction with our consolidated financial statements prepared in accordance with U.S. GAAP. For a detailed explanation of the adjustments made to the corresponding U.S. GAAP measures, see Notes to Financial Schedules.

See Notes to Financial Schedules

LAZARD LTD

Notes to Financial Schedules

(a) Selected Summary Financial Information are non-GAAP measures. Lazard<br>believes that presenting results and measures on an adjusted basis in conjunction with U.S. GAAP measures provides a meaningful and useful basis for comparison of its operating results across periods.
(b) A non-GAAP measure which excludes (i) revenue related to<br>noncontrolling interests (see (j) below), (ii) (gains) losses related to the changes in the fair value of investments held in connection with Lazard Fund Interests and other similar deferred compensation arrangements for which a corresponding<br>equal amount is excluded from compensation & benefits expense, (iii) revenue related to distribution fees, reimbursable deal costs in accordance with the revenue recognition guidance, bad debt expense, and other (see (k) below),<br>(iv) for the three month period ended December 31, 2021, losses associated with restructuring and closing of certain offices (see (l) below), and (v) interest expense primarily related to corporate financing activities.<br>
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(c) A non-GAAP measure which excludes (i) (charges) credits related to the<br>changes in the fair value of the compensation liability recorded in connection with Lazard Fund Interests and other similar deferred compensation arrangements, (ii) for the three month period ended March 31, 2021, expenses associated with<br>restructuring and closing of certain offices (see (m) below), and (iii) compensation and benefits related to noncontrolling interests (see (j) below).
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(d) A non-GAAP measure which excludes (i) expenses related to office<br>space reorganization (see (n) below), (ii) expenses related to distribution fees, reimbursable deal costs in accordance with the revenue recognition guidance, bad debt expense, and other (see (k) below), (iii) amortization of intangible<br>assets related to acquisitions, (iv) for the three month periods ended December 31, 2021 and March 31, 2021, expenses associated with restructuring and closing of certain offices (see (m) below), and (v) expenses related to<br>noncontrolling interests (see (j) below).
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(e) A non-GAAP measure which excludes (i) for the three month period<br>ended December 31, 2021, a provision pursuant to our Tax Receivable Agreement obligation, (ii) for the three month period ended December 31, 2021, losses associated with restructuring and closing of certain offices (see<br>(l) below), (iii) expenses related to office space reorganization (see (n) below), (iv) for the three month periods ended December 31, 2021 and March 31, 2021, expenses associated with restructuring and closing of certain offices<br>(see (m) below), (v) net revenue and expenses related to noncontrolling interests (see (j) below), (vi) interest expense primarily related to corporate financing activities, and (vii) amortization of intangible assets related to<br>acquisitions.
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(f) Represents earnings from operations as a percentage of operating revenue, and is a non-GAAP measure.
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(g) A non-GAAP measure which excludes (i) for the three month period<br>ended December 31, 2021, a provision pursuant to our Tax Receivable Agreement obligation, (ii) for the three month period ended December 31, 2021, losses associated with restructuring and closing of certain offices (see<br>(l) below), (iii) expenses related to office space reorganization (see (n) below), and (iv) for the three month periods ended December 31, 2021 and March 31, 2021, expenses associated with restructuring and closing of<br>certain offices (see (m) below), net of tax expense (benefits).
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(h) A non-GAAP measure which includes units of the long-term incentive<br>compensation program consisting of profits interest participation rights, which are equity incentive awards that, subject to certain conditions, may be exchanged for shares of our common stock. Certain profits interest participation rights and other<br>participating securities may be excluded from the computation of outstanding stock equivalents for U.S. GAAP net income per share.
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(i) Effective tax rate is a non-GAAP measure based upon the U.S. GAAP rate<br>with adjustments for the tax applicable to the non-GAAP adjustments to operating income, generally based upon the effective marginal tax rate in the applicable jurisdiction of the adjustments. The computation<br>is based on a quotient, the numerator of which is the provision for income taxes of $39,061, $53,512, and $40,553 for the three month periods ended March 31, 2022, December 31, 2021, and March 31, 2021, respectively, and the<br>denominator of which is pre-tax income of $153,753, $270,721 and $141,774 for the three month periods ended March 31, 2022, December 31, 2021, and March 31, 2021, respectively.<br>
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(j) Noncontrolling interests include revenue and expenses principally related to Edgewater, ESC Funds and a Special<br>Purpose Acquisition Company.
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(k) Represents certain distribution, introducer and management fees paid to third parties and reimbursable deal<br>costs for which an equal amount is excluded from both non-GAAP operating revenue and non-compensation expense, respectively, and excludes bad debt expense, which<br>represents fees that are deemed uncollectible.
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(l) Represents losses related to the reclassification of currency translation adjustments to earnings from<br>accumulated other comprehensive loss associated with restructuring and closing of certain of our offices.
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(m) Expenses associated with restructuring and closing of certain offices.
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(n) Represents building depreciation and other costs related to office space reorganization.
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NM Not meaningful
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