Good morning, and welcome to the Perella Weinberg First Quarter 2024 Earnings Conference Call. This conference call is being recorded. At this time, I'd like to turn the conference over to Taylor Reinhardt, Head of Communications and Marketing. Please go ahead.

Thank you, operator, and welcome all. Joining me today are Andrew Bednar, Chief Executive Officer; and Alex Gottschalk, Chief Financial Officer. Before we begin, I'd like to note that this call may contain forward-looking statements, including Perella Weinberg's expectations of future financial and business performance and conditions and industry outlook. Forward-looking statements are inherently subject to risks, uncertainties and assumptions that could cause actual results to differ materially from those discussed in the forward-looking statements and are not guarantees of future events or performance. Please refer to Perella Weinberg's most recent SEC filings for a discussion of certain of these risks and uncertainties. The forward-looking statements are based on our current beliefs and expectations, and the firm undertakes no obligation to update any forward-looking statements. During the call, there will also be a discussion of some metrics, which are non-GAAP financial measures, which management believes are relevant in assessing the financial performance of the business. Perella Weinberg has reconciled these items to the most comparable GAAP measures in the press release filed with today's Form 8-K, which can be found on the company's website. I will now turn the call over to Andrew Bednar to discuss our results.

Thank you, Taylor, and good morning. Today, we reported first quarter revenues of $102 million, results that do not reflect the underlying strength of our business. We are the lead adviser in three of the 15 largest transactions announced year-to-date, and our announced and pending transaction revenue backlog stands today at a record high for the firm, nearly double the level last year at this time. This quarter, we experienced an unusually large amount of transaction announcements with elongated closing timelines and where closing and revenue recognition are expected to occur in subsequent periods. The market backdrop continues to improve, especially for larger transactions. For many of our clients, as market values increase, even more scale is needed to move the needle and drive growth. This is something we are seeing across industries and geographies along with increased complexity. So we see more corporate carve-outs, sponsors, and joint bids with strategic buyers and asset contribution transactions, trends that are broadly aligning very favorably with our stated strategy and our firm's capabilities. We and our industry also are benefiting from a market that values independent advice more than ever, with 14 of the top 20 announced transactions this year having a boutique as the exclusive or as a co-adviser. The higher-for-longer consensus on interest rates, combined with impending maturities, continues to fuel the need for liability management advice and demand from both investors and borrowers for capital solutions remains strong. While base rates are higher, spreads have narrowed and corporate and sponsor clients have plenty of access to capital. It’s financing terms and valuations that present hurdles to transactions, not credit availability. Recruiting remains a strategic priority in our mission to scale the firm. We welcomed the Managing Director of Financial Institutions earlier this year, and in April, we welcomed a new partner with a focus on media and interactive entertainment, including gaming—a very active sector, which we believe will be accretive to our business. We are executing on our growth strategy and enhancing our franchise globally with the addition of exceptional talent and world-class clients who choose Perella Weinberg as their trusted adviser. We are focused on serving our clients with the highest caliber advice, strengthening our relationships across corporates, sponsors, and beyond, investing to operate at scale and, in turn, delivering for our shareholders. We are confident that in time, our reported results will reflect the underlying strength and progress of our business. Alex, I'll now turn the call over to you to review our financial results and capital management in more detail.

Thank you, Andrew. For the first quarter, our adjusted compensation expense as a percentage of revenues was 84%. This was a result of a low revenue denominator and is not reflective of a full year accrual. We expect this ratio to normalize toward our historic target as the year progresses. Our adjusted non-compensation expense was $37 million in the quarter, up 7% from a year ago and trending within the range we indicated on our last call. We continue to manage these expenses prudently to drive earnings. Shifting to taxes. Our adjusted, if converted, effective tax rate for the first quarter reflects a tax benefit and includes the impact of stock compensation awards vesting at a higher price than granted. Excluding this impact, the adjusted tax rate would have been 32%, and we expect the full year tax rate to be below 30%. We ended the quarter with a very strong balance sheet with $157 million in cash and no debt. On March 1, we successfully completed a 5.75 million share offering, increasing our float and trading liquidity. With the offering proceeds and using some of our cash on hand, we expect to settle certain partnership units for tax purposes in Q2, which will result in at least a 6 million reduction in our share equivalents outstanding. As we've indicated previously, proactively managing our share count is a priority. In the first quarter, we returned $32 million to our equity holders through the net settlement, share equivalents, distributions, and dividends. And this morning, we declared a quarterly dividend of $0.07 per share. With that, operator, please open the line for questions.

And we will take our first question from Devin Ryan with Citizens JMP.

Andrew and Alex, how are you?

Thank you. Good.

A couple of interrelated questions here on just the pipeline. Andrew, I heard the remarks around record announced and pending revenue backlog. I'd love to just get a sense of what you're seeing in trend in the velocity of deals moving from mandate to announcement. So kind of what you're seeing there? And then you talked about the elongation of closings. I know that can sometimes be deal-specific. So if you take a step back, are you seeing any acceleration in closing speeds just as the environment is getting better as you mentioned?

Yes. Thanks for the question, Devin. I think the environment is much better for large deals getting announced and getting closed. I think the environment for timelines is similar to what it's been for the last several quarters, which is that they're elongated at every stage of the transaction—from beginning of discussion to engagement with the counterparty to announcement and then finally to closing. And there are different reasons along that spectrum for the elongation. I don't think it's anything idiosyncratic to Perella Weinberg and our clients. I think we're more aligned with larger transactions, we're more aligned with complexity. So we tend to have transactions that do take longer. I don't think there's anything new in that arena to report. But I think the environment is better for these types of transactions getting announced, but they have not improved in terms of timelines. In fact, some of the timelines probably are even further elongated, Devin.

Okay. Got it. And then just one on the comp ratio. So I appreciate this quarter is more of a placeholder because of the revenue dynamics and the timing as you just mentioned. And I heard Alex's comments about getting back into that kind of more historical range. How should we think about the puts and takes around kind of where the comp ratio could settle out? Just trying to think about some of the things that could potentially create upward pressure versus maybe things that could create some downward pressure as we think about more of a normalized comp ratio maybe on a full year basis?

Yes, I think, look, this quarter is really just math, right? It's not our best estimate of comp ratio. It's really the math of looking at base comp and payroll and benefits, the amortization of prior awards, and then a modest bonus accrual. So this really is not designed to be a reflection of our comp ratio for the full year. It's reflective of an abnormally low revenue quarter. So I don't think it's extrapolatable to the full year. The pressures we see in the broader compensation arena are similar to what we've seen historically. I think the increases have abated. I think we've absorbed that well. I don't think there are any surprises in the stack. I think we've managed that very, very well. This is really about revenue and driving revenue through the course of the year. It's early in the game. And so I think our objective here is to get to target. We're very much on that path. And again, it's early in the year. To predict where we'll be, but we've said in the remarks, and I'll reiterate that our objective is to get back to our targets for the full year, and that was in the 60s target that we've always stood behind.

And we will take our next question from Steven Chubak with Wolfe Research.

So I wanted to start with a question just specific to the energy space. Activity has been quite robust. There have been a number of sizable deals announced or at least rumored to be in the works per some of the press reports. Given your strong franchise in that area, I just want to get a sense of what you're hearing from corporates in terms of dialogue, whether you expect there's going to be continued robust levels of activity within the sector and how you're positioned for it?

Yes. We've always had a strong franchise in energy. We feel very good about our team and our positioning. We had a couple of unfortunate near misses during the course of the fourth quarter and the first quarter that happen in the business where we're involved in a transaction, but we don't quite get to the finish line. We've got a couple in announced and pending which are large, which you can see in Dealogic. The business is also expanding beyond traditional upstream and infrastructure and downstream. We're now in a very significant way in energy transition and renewables, and that space looks to be consolidating and increasing in overall activity for the things that we advised on. So we feel very good about energy. Obviously, we're watching the developments with the FTC and the impact that that might have in shale and beyond, but we think that's probably a one-off, but it was interesting for all of us to read about the impending consent decree with Exxon.

Got it. And just a clarifying question on the comp ratio commentary. So it sounds as if 1Q revenue weakness is more anomalous or at least a function of timing and that we should see some normalization in the comp ratio as revenues ramp. Certainly, the record backlog commentary is supportive of some improvement in revenues. Is that mid-50s? Is that a full year comp ratio expectation? Or is that just the expectation over the course of the year or the remaining three quarters just as revenues do start to normalize a bit?

Yes. It's really hard for us to try to predict the quarter-to-quarter movements. We're very focused on where we sort of end the year and the overall margin, and we're still committed to targeting that mid-60s level that we came out with at the time of our listing. What happens period-over-period, you're going to have ups and downs around that. And so it is very, very hard given the nature of our business, not only to predict the revenue flows, but also what the resulting comp margin is. And I want to be unambiguous about what I mean by announced and pending transaction revenue backlog. That is not our pipeline. Our pipeline is a very different set of opportunities that we see in front of us, which is also very strong, but announced and pending is all the transactions that have been announced and where we have an engagement letter and where we expect to take revenue at closing. And that's something, again, that's corroborated by the Dealogic data as well. I know sometimes those terms are interchangeable and some folks interchange them, but I want to be very clear that announced and pending is what we mean that there are transactions that are on their way toward closing.

And we will take our next question from Aidan Hall with KBW.

Great. I wanted to touch on some of the revenue dynamics in the quarter. In the fourth quarter call, it was noted elevated levels of restructuring liability management as well as strategic M&A. Obviously, this quarter wasn't reflective of the M&A activity and the record pipeline levels that you're speaking to. But I was wondering if you could touch on the mix of revenue this quarter between M&A and the financing and capital solutions business and a reasonable expectation from a mix standpoint for the remainder of the year?

Yes. As you know, we don't disclose the specific mix. We're seeing a pretty similar development of that over the course of the last quarter plus. I think by the time we get to year-end, it will be a similar mix that we've had over time. We're going to have a lot more growth coming through the end of the year from the M&A business just based on my remarks a few seconds ago about the announced and pending that's largely M&A related. But our liability management business and what we call Financing and Capital Solutions is a much broader business now and not just core restructuring. So we look at that broad business compared to our traditional M&A business. And the mix probably will weigh a bit more towards M&A, but not a material change from what we've seen in the last couple of years on the mix.

Got it. Okay, I appreciate the color. Maybe just switching gears to the recruiting environment. As you've previously mentioned, you expect it to remain an active year in 2024. So maybe can you just contextualize for us where we're seeing a lot of that activity, whether by region, sector, strategy and maybe just for modeling purposes, partner headcount at quarter end?

The partner headcount was 62 at the end of the quarter. We welcomed one Managing Director in the FIG space and one partner in the interactive media area. The recruiting environment remains strong for our industry, especially as professionals move away from large money center institutions. This trend appears to be ongoing. However, I’ve noticed that discussions have slowed slightly compared to last year, likely because people are busier and it's the typical seasonal pattern. In the first quarter, many wait to assess their annual compensation before making decisions, leading to changes in the second and third quarters, with actual transitions not visible until the fourth quarter due to garden leave and non-compete clauses that can delay recruiting impacts. While the current environment is busy, it seems to have lengthened the recruiting pipeline. Nonetheless, activity is high, and the trends resemble those of last year.

And we will take our last question from James Yaro with Goldman Sachs.

So maybe just starting on the revenue side, given the starting point and your comments that this quarter's results is not representative of the strength of your business, given the strong backlogs, etc., I think the range of outcomes for your revenue going forward is perhaps wider than normal. With that in mind, is there anything that you might be able to offer to help us think about the revenue build over the course of this year and into 2025?

Yes, I'm not sure it's wider than normal. I think we're just looking at a different timeline. I mean, literally, the first quarter, we're sitting here in a continuous game where we have to just stop in 90 days and tell you what our financial history is, and that's what we've done. But the types of transactions we're involved in and the time to closing, it's very, very difficult to predict exactly which period the revenue will be recorded. We feel very good about the team we have on the field. We feel great about the clients that we're working with and our revenue just comes in over time and is very hard to predict period to period. So I think we aim to grow our revenue. We do that by putting more people on the ground on having the right kind of coverage of clients and the right kind of product experts on the field. We're adding that talent. We're acquiring new clients. The business is progressing well. It's just this quarter, in particular for those 90 days, we didn't record the revenue that we had hoped for because of transactions that are going to close in the subsequent period. So I'm not sure. I certainly don't agree that the range of outcomes is wider. But in any given period, that may be true, but that's just a function of, again, when things happen to close or get pushed out.

Understood. Okay. Maybe just on the non-comp dollars. They were in the guidance range for single-digit year-on-year growth. Any updates on the non-comp expectations for the full year?

No, I think where we highlighted last year that we were going to be up around 7%, I think, is what we remarked and Alex can correct me if I misstated that, but we saw a bunch of inflation last year. We had some double rent last year. We're starting to put that in the rearview mirror. We're getting much more efficient in certain parts of our tech stack. We have gotten rid of the double rent. We're fully settled into our offices, so that's behind us. We are going to see a ramp-up in T&E, but that's a good sign. That's effectively our investment in our teams and our talent and on our clients. And so I think that's a part of non-comp that I look to back out and not really think of it as an expense but more as CapEx. So nothing that I think we're not anticipating any significant moves from where we've indicated based on our last call.

Okay. Very clear. And then just lastly, a quick update on the capital return plans and share count. Given the puts and takes around the recent issuance and the fact that you didn't do any open market repurchases this quarter, anything on the buyback going forward? And then perhaps, are there any other material drivers of your share count that we should be thinking about over the course of the year from additional share unlocks?

Yes. Look, we are owner-operators, as I've said in the past, we own as employees and partners, some 50% of the firm. And so we're very focused on the impact to share count; we're buyers of our stock and have many ways that we can effectively manage share count. And so when we look to use our capital to manage share count, we really look to the ways that we can get size and at a price and with the least cost and the least market friction, and doing so through net settlements. And now with the offering proceeds, we'll have another 6-plus million shares that we buy in related to our partnership units. If you look back since our listing in June of '21, and with that upcoming Q2 repurchase, we've repurchased over 25 million shares. We've returned over $275 million in cash through repurchases, and that added to a $75 million dividend over that three-year period, we have returned over $350 million through those mechanisms. So we'll continue to be very prudent, as Alex said in the upfront comments that we put as a priority managing our share count, other than the net settlements that we traditionally see plus the Q2, which is anomalous where we're going to have a little over 6 million in net settle that we'll buy in. We'll have an exchange through the course of the year that we will all have opportunities to buy back shares. But my sense is we will be quite a lot ahead of certainly our modeling on where we thought we'd be on the buyback front. So we're managing share count very well, and it's mitigating significantly all of the stock-based compensation that we issue on an annual basis. But nothing else that I would add to that, James, in terms of modeling. We're just a bit of an aggressive buyer of the stock. It just is in different venues that we do that.

It appears that we have no further questions at this time. I will now turn the program back over to Andrew Bednar for any additional or closing remarks.

Okay. Great. Thank you, operator, and thank you, everyone, for joining all of our stakeholders. We appreciate your support and confidence in Perella Weinberg, and we look forward to connecting again next quarter. Thank you.

This does conclude today's program. Thank you for your participation. You may disconnect at any time. Goodbye.