Tribeca Strategic Acquisition Corp.

Tribeca Strategic Acquisition Corp.

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Tribeca Strategic Acquisition Corp.US flagNASDAQ
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196.97MMarket Cap

Q2 FY2013 · Earnings Call TranscriptAugust 6, 2013

APIChatGPT

Operator

Good afternoon ladies and gentlemen and welcome to Sotheby’s, second quarter 2013 earnings conference call. At this time all participants are in a listen-only mode.

Later we will conduct a question-and-answer session. (Operator Instructions).

As a reminder ladies and gentlemen, this conference is being recorded. At this time I would like to introduce you to Jennifer Park, Vice President of Investor Relations.

Ms. Park, please go ahead.

Jennifer Park

Thanks Annya. Good afternoon and thank you for joining us today.

With me here is Bill Ruprecht, Sotheby’s Chairman, President and Chief Executive Officer; and Bill Sheridan, Chief Financial Officer. I should highlight that during the course of this call, the company may make projections or other forward-looking statements regarding future events or the future of financial performance of the company.

We wish to caution you that such projections and statements are only predictions and involve risks and uncertainties, resulting in the possibility that the actual events or performance will differ materially from such predictions. We refer you to the documents the company files periodically with the Securities and Exchange Commission, specifically the company’s most recently filed Form 10-Q and 10-K.

These documents identify important factors that could cause the actual results to differ materially from those contained in the projections or forward-looking statements. Now, I’ll turn the call over to Bill Ruprecht.

Bill Ruprecht

Thanks Jennie. Good afternoon everybody.

Thanks for joining us and for your interest in of course Sotheby’s. In the next half hour we’ll provide you with an outline of the financial results for the quarter and the first half of the year.

We will also detail some of the steps we’ve taken as part of our ongoing financial stewardship and describe some of our near-term and long-range strategic initiatives that we believe will deliver tangible benefits for our clients and increase the value of our franchise for the shareholders. So lets begin.

The second quarter sales and pretax earnings for the second quarter 2013 essentially match our second quarter results of a year ago. Our mid-March change to the buyer’s premium rate structure led to an improvement in the commission margins, offsetting a modest increase in operating expenses, and a substantial tax benefit in the quarter contributed to an increase in net income.

Looking at our results through the prism of the full six months, we see significant sales growth only in Impressionist, Modern and Contemporary Art, where the market remains quite strong, but with fierce competition and low auction commission margins for high-value consignments. The change to our buyer’s premium rate structure helped us meaningfully, bringing some $20 million in additional revenue in the second quarter to offset the impact of the competitive environment on margins at the highest end of our business.

The results for the half year were impacted by a higher level of expenses, incurred in part to support multi-year strategic initiatives, to invest in those areas which best serve our clients, drive value for shareholder and expand business growth, including the enhancement of Sotheby’s digital media offerings and the development of China and other emerging markets. We expect these strategic investments to benefit Sotheby’s in terms of our future financial results.

Yes, spending is up, but as we’ve said before, we think very responsibly. Our business is currently very robust and strong and while we remain at the forefront of the traditional auction business, we are also in the midst of a number of initiatives that we are very encouraged by.

Private sales and private selling exhibitions are an increasingly important part of our business as we leverage the expertise and experience that we already have in-house, with a low level of associated expenses. We are excited about opening our branded contemporary private sales gallery S/2 in London this autumn, joining our S/2 galleries in Hong Kong and in New York.

We continue to invest in China and in other emerging markets and expect those investments to considerably benefit future results as interest from new markets continues to grow. To give you a sense of what we are seeing, two figures from the context that offered context for our investments: 22% of the first-time buyers in our worldwide spring sales were from Asia.

Five years ago, 21% of the lots we sold went to buyers from so-called new markets. Today that figure is 39%, nearly double the amount of just five years ago.

We are pushing innovations on our web platform, so our clients can transact with us any time, anywhere, on any device. We have substantially refreshed our web presence to better reflect what Sotheby’s is today and it’s a global innovative art business encompassing auction, but also a lot more to than that.

Our balance sheet is very solid. We retired our 2013 convertible notes, those were $182 million, in June and they are taking advantage of historically low interest rates.

We lowered our cost of debt with a $300 million, just over 5% Senior Notes issuance last September. We now realize annual expense savings of about $5 million as a result of that offering, and going forward our balance sheet and appropriate leverage profile affords us the flexibility to invest in growth initiatives for the future and simultaneously protects us from the inevitable cyclicality in our business.

As you recall, in December of last year we took advantage of favorable banking and business conditions to extend the maturity of our revolving credit facility to December, 2017 stretching that out in an additional period, while increasing the capacity from $200 million to $300 million. In June, we further amended our credit facility to allow for an increase to $300 million of net outstanding guarantee exposure.

We did this to enhance our flexibility as we negotiate deal opportunities and hopefully provide us with an opportunity to improve margins and profitability by taking prudent balance sheet risk. We will also continue to use irrevocable bids to off set balance sheet risk and we think that makes sense as part of our portfolio of solutions to attracting great property.

The Finance segment, our loan business, is both a unique specialty service to our clients and an increasingly valuable pipeline and profitable auction consignment. Our loan book has grown almost 30% in a year with a portfolio as of the end of June of about $430 million.

We enhanced our longer-term liquidity with the bond offering and with the amended credit facility, which is currently un-drawn and remains available to us. As this lending business has grown, we have assessed the possibility of alternative financing structures, but our analysis to-date has concluded that we would be sacrificing it to respond to opportunities, as well as profit, as well as margins under the alternatives that we’ve reviewed again to-date.

We continue to explore options with our New York headquarters. This spring, we proactively engaged real estate professionals to assist in assessing the value of our premises and evaluating alternatives available to us within New York City.

While we have no current plans to relocate our York Avenue operations, this is an ongoing, complex process. We are committed to the right decision for the company and we are considering a variety of ideas.

Any transaction has to deliver substantial post-mortgage value, while any sale has to afford us funds for attractive purpose-built new space, which meets our unique requirements. So any future action relative to our property will be taken after fully assessing all the financial costs and operational challenges, including that the incremental benefit will be meaningful and lasting.

Similarly, are planning to assess the value of our London New Bond Street premises in the future, we’ll use a very similar approach in our planning and approach to this. All things being equal, we are not predisposed to high lease costs and a lot of leverage in this highly cyclical business.

We announced earlier today that the board declared a third quarter dividend of $0.10 a share, which was up at the end of the last year and we prepaid the first two quarters. As with everything we do, our objectives are about near and longer-term value for shareholders.

I’ll turn it over now to Bill to take you through the P&L in some detail.

Bill Sheridan

Thank you Bill. If you can refer to the financial information on page seven of the press release.

Also we just filed our Form10-Q with the SEC. Overall results, net income for the second quarter is $91.7 million or $1.33 per diluted share, compared to 2012-second quarter net income of $85.4 million or $1.24 per diluted share.

For the full six months net income is $69.4 million or $1.00 per diluted share, in comparison to $74.8 million, or $1.09 per diluted share a year ago. For the three and six months ended June 30, total revenues match the same periods in the prior year.

The second quarter, as Bill said, auction commission revenues improved $7.4 million or 3% on the same level of auction sales from 15.3% to 15.9%. As Bill said, the buyers’ premium increase affected that, but it was offset by competitive pressures at the high-end.

Turning to direct costs for the three and six months. Direct cost severs $4 million or 14% and $5 million or 14%, in part due to an increase in costs incurred to promote single owner sales.

Marketing through the three and six months ended June 30. Marketing expenses increased $1.2 million and $1.5 million, respectively, largely due to an increase in sponsorships of museums and other cultural institutions, as well as additional brand promotion activities.

Salaries: Salaries and related costs declined $3.6 million or 4% in the second quarter, largely due to $4.1 million of the labor union severance costs in the prior year. Partially offsetting this decrease is a $2.6 million or 8% increase in full-time salaries resulting from strategic headcount additions, as well as salary increases.

For the first half, salaries and related costs are virtually unchanged from a year ago, with increases in salaries and benefits offset by a lower level of accrued incentive compensation costs, as well as the prior year labor union severance costs. G&A: For the three and six months ended June 30, general and administrative expenses increased $4.5 million or 11% and $9.6 million or 12% respectively, largely due to increases in professional fees and client goodwill gestures.

The increases in professional fees are largely attributable to a higher level of technology and business consulting costs incurred in support of Sotheby’s strategic initiatives. The net interest line built for Q3, the benefit, we are going to realize on an annual basis, I won’t repeat that and that’s $5 million on an annualized basis.

Income tax expense. Our effective income tax expense for the three and six months ended June 30 is 25% and 23% respectively, compared to an effective income tax expense rate of 32% for the prior periods.

As Bill mentioned, the decrease in the income tax expense from the prior year is primarily due to a $6.8 million income tax benefit recorded as a discrete item in the second quarter of 2013, relating to a foreign subsidiary. At this time I’ll hand the call back over to Bill Ruprecht.

Bill Ruprecht

Thanks Bill. A little color around second and third quarter sales to-date.

Back in June, which already seen some time ago, our impressionist to Modern Art sales brought $200 million, which was about the high end of our pre-sale estimate and a 42% increase on the year before. The top price was for a wonderful Monet of Venice at almost $31 million.

The following week also in London, we had contemporary art sales highlighted by two Francis Bacon. Those sales brought almost $148 million.

Good strong robust demand for attractive works of art. And the Old Master sales beginning in the third quarter.

Our British and Old Master sales brought $60 million, to highlight there was a El Greco’s for almost $14 million, double the pre-sale estimate and a record for a Spanish Old Master work of art. We achieved eight auction records set in that evenings sale of our works in London.

And in next month attention focuses both in Hong Kong and in the United States on Asian events. First in Hong Kong, we have a S/2 selling exhibition of Andy Warhol’s works called ‘From Warhol, With Love’ devoted to the artist’s works on paper.

Then in October in also Hong Kong we’ve got an Autumn Sale series, which is the culmination of the celebration of Sotheby’s 40th Anniversary in Asia. We opened the Hong Kong in Asian marketplace to professional western standards of auctioneering as we did in the United Sates, as we did in Paris, as we did in Doha, Qatar.

Highlighting that 40th Anniversary series in Hong Kong is an evening sales, which is extremely rare and fresh-to-the-market material with important collections encompassing a 20th Century Chinese Art, Contemporary Asian Art, Modern Art and Contemporary Southeast Asian Art. That’s going to be a quite attractive and exciting sale.

In November in New York you’ve got strong start to the consignment to the Contemporary Art, with a group from the highly esteemed Dia Art Foundation being sold to establish an endowment for acquisitions. They are Twombly, Chamberlain, Barnett and Newman works will be offered.

30 works are estimated to bring in excess of $20 million. On November 21, RM Auctions in association with Sotheby’s will hold the first automobile auction of any substance in Manhattan in over 10 years and will be one of the most significant car auctions ever staged.

Around 30 cars will be on view in our 10th floor galleries, with an overall pre-sale estimate in excess of $50 million. Every question we typically get at this time of the year speaks to what the fall look like.

We are of course in the midst of property gathering for our autumn sales, which will gain full speed as these sale days get closer. Demand and prices continue to be strong.

Buyers and sellers appear to be confident, especially at the high end of the marketplace and the buyers premium pricing re-instituted this past spring should continue to contribute to a stabilization of our margins on auction consignments. Sotheby is today substantially more than an auction house.

We are a global pioneering art business that offers our clients opportunities to transact through multiple channels year round, with an enhanced digital platform, private sale galleries, wine sales, retail diamond businesses, financial services. Sotheby’s International Realty and Sotheby’s Institute’s educational programming remain confident in the global art market and the future of this business.

I will look forward now to your questions and believe for some – anyway, back to you Danielle to call out who you’d like to have ask the first question.

Operator

Thank you. (Operator Instructions).

And our first question comes from Oliver Chen from Citigroup. Please go ahead.

Oliver Chen – Citigroup

Hi, thank you guys. Regarding the commission margin, which is a sequential and year-over-year improvement.

What should we think about in the back half? Is around 15.9% kind of the range to think about that?

Your anniversarying attractive margins from last year of 21 and 16. If you could help us understand how that might manifest, that would be great.

Bill Ruprecht

That would be great. Unfortunately Oliver I can’t give you an overall sales mix.

I couldn’t handicap it if I tried, because I don’t know how many lots we’ll have and which price band, which contributes different levels, and it’s all deal-to-deal. So what do I think is going on?

It’s fiercely competitive with the top end. We’ve got some very attractive business in-house.

We are competing for other very significant opportunities. Are we competing on price in some of those, of course we are.

I wish I could tell you what that sugars out at for? The second half.

I think what I said is the shift we took on certainly helped stabilize the issue and I would expect that to be true going forward.

Oliver Chen – Citigroup

Okay, thanks, and on some of the aspects related to salaries and related cost, it looks like it was attractively running flattish on a year-over-year basis from the first half. Is that a trend that you would expect to continue in the back half, in terms of no year-over-year growth or even a contraction?

Bill Ruprecht

Well, you’ve got several things of course going through there. You have the one-time severance benefits, which we referenced.

You’ve got the biggest variable being what we accrue in incentive compensation, which will dwarf and the other issues in terms of comp, I would tell you that we’ve invested and continued to invest in parts of our business which we think will drive future revenues. But we’ve built a platform and in Hong Kong and in Beijing that’s I think beginning to gain some real momentum.

I think that the big driver there will be the performance of the company and the overall numbers. So I can’t do better than that for you.

Oliver Chen – Citigroup

Okay thanks. And our final question is, in the press release you highlighted Sotheby’s financial services and it’s an attractive business in our view.

So what is the longer-term strategy there? It sounded like you are comfortable with the 430 million of the balance or do you expect to growth that business or is there a monetization aspect in terms of your strategic evolution and the choices you might make there.

Bill Ruprecht

Well look, it’s a business as I indicated, we are currently doing on balance sheet and its helped us secure great opportunities and drive the business at auction. As you grow that business there will be a point where that no longer would make sense to continue to do entirely on balance sheet.

That’s a business which we’ve had challenges of growing too much. We really look for great loans to build that out, rather than just looking for term loans and the mix of opportunity there is variable when you are only looking at a couple of 100 basis points spread on loans.

We don’t feel any great urgency to do that business when loans have a probability of turning into consignments. We really like that business and we like that business on balance sheet, because the economies are incredibly attractive for us in those circumstances.

So it can’t grow to the moon on balance sheet and if we had $1.5 billion scale of opportunity, we’d clearly look at alternative financing avenues to do it. But as it is, it looks very attractive to us on the balance sheet.

Oliver Chen – Citigroup

Thanks a lot and thanks for highlights the details on the New York headquarters in the press release. My best regards.

Bill Ruprecht

All the best to you.

Operator

Thank you. And our next question comes from David Schick from Stifel.

Please go ahead.

David Schick - Stifel Nicolaus

Hi, good afternoon. Thanks for talking my call.

The first question I guess would be another framework question around commission rate. There’s long term been a range, more recently there has been pressure, which has been a little persistent and you’ve talked about competitive aspects for some time now.

Would you say that there’s something changing in the business or this is just our, the markets focus over – we’re calling six, 12 months long term and its really quite short term. Is it structural or a competitor shift in mindset or rules or is this just a nomenclature around that, around timeframe.

Bill Ruprecht

David, if you look at the margin over the last 25 years, you will look at it wobbling north and south. Our levels are pretty consistent with our current pattern.

Some years based upon pricing power, we’ve been able to move a little bit above that, some years we have moved below that, sometimes competitive pressures, one house gets its nose out of joint and starts to look to differentiate itself through share. Sometimes comparative dance is measured and optimized more for profitability than it is for share.

I think, this is not a six months or a 12 months issue. This is a 270-year-old business where you do not win by being the biggest in the business.

You win by generating prudent returns and staying profitable, because the fact that you were big last week seldom differentiates you in terms of the consignment next week. So we remain kind of with steady hands on the tiller, on the issue of managing margins, we think we understand it.

I can’t speak for others, what their ambitions are, but as I said over the last 25 years, we’ve moved in a pattern that’s a little bit north and a little bit south of our current trajectory, but its been very consistently around our current levels.

David Schick - Stifel Nicolaus

Great. Thank you very much.

Second question would be around, you talked about Hong Kong and China and the build out you’ve done there. Hong Kong has been a huge driver over a decade, but recently over the last couple of years, under some weakness, sort of a two pronged question.

One, any reason to expect more attraction in those markets and second, with the expanse build out, the facility build out, all the work you’ve been doing around that, how should we think about what that means to longer term kind of global leverage. Would you call yourselves spring loaded around that or is that not the right way to think about it.

Bill Ruprecht

I hope so. I think its fair to say that we significantly invested in terms of people and resources.

I think I gave you some steps about Asian participation in our business. In the first half its fair to say we had greater penetration with Mainland Chinese clients than in recent prior periods, and we continue to inspire the broad media bias towards China bearishness.

I think its fair to say we feel pretty good about our opportunities there, certainly over the medium and the long term. If you want to be relevant in this market place that is creating more wealth than any place else in the world and you want to focus it on a quarter or a half, you make a huge mistake.

You’re playing a generational game for relevance and if you don’t invest on the basis, that you believe in the future of the story that Chinese wealth and people are moving into a middle class status in China and Greater China, and all of that population is going to be served by a variety of businesses, which indeed are going to have a few billionaires who accrue great wealth and we can serve that community of great wealth in China, then we are making inappropriate choices and decisions. I think everything that we come to understand and study and appreciate about Greater China says to us, it remains relevant, it’s a growth story in terms of accumulation of wealth and we want to be relevant and important to that community as a preferred provider.

David Schick - Stifel Nicolaus

Great, thank you. So just as a kind of to close; any sense on traction in Hong Kong and I’ll say thank you and finish my questions with that.

Bill Ruprecht

I mean Hong Kong is a very substantial piece of our operation. I think you’re going to see our autumn sales series, which are being finished up as we speak, so I can’t give you a full range of value or what the story is there in summary, but we are very encouraged by the quality and scale of consignments we have on the table and I think what we are promising to do there, we are executing against.

We are bringing great works of art to that market place in a transparent and straightforward manner that has met with great reception from clients all over the world, yes in Mainland China, yes in Hong Kong, yes in Greater China with Chinese from all over Asia, and I think its a greater market place, full of opportunity for us.

David Schick - Stifel Nicolaus

Thanks so much.

Operator

Thank you, and our next question comes from Rommel Dionisio from Wedbush Securities. Please go ahead.

Rommel Dionisio - Wedbush Securities

Thank you. Good afternoon.

Bill, you certainly have done a great job and we really appreciate the increased data that you are relaying on the Chinese market. Could you just talk about other emerging marking that you discussed.

I know you referenced Doha. Can you just talk about outside of China, where are you seeing these growth opportunities and to invest in the future for the next few years?

Bill Ruprecht

Well, I would not want to leave you with the impression that we are about to create the same scale of infrastructure in either the Persian Gulf of in Brazil or in Mexico or in India. I think its fair to say we have very substantial relationships with collectors in Latin America as buyers and occasionally as sellers, but the demand for great works of art in Latin America is significant.

The only auction house with significant long-term presence in Brazil and in long term significant presents in Argentina and a robust presence in Mexico. Those presences and commitment to our clients has afforded us significant opportunities in terms of transactions over the last year and several years preceding that.

In the gulf there is an enormous level of interest from some of the countries in that region that are very relevant to our success. Consumption of modern Arab Works of Art from our Doha sale earlier this year was really very encouraging in terms of the breath of interest and indeed it was the most successful contemporary art sale in the history of the Middle East as I recall, and the highest price every paid for a contemporary Arab artist in that market place.

There we sold contemporary western art, as well as contemporary Arab art and it was clearly resonant and successful as a sale taking place in Doha. I don’t think we are likely to see anything like 20 auctions a year or big infrastructure investments in the near term in that part of world.

We tend to follow demand rather than create a demand and we have to be judicious in where we build full infrastructure, because it’s expensive.

Rommel Dionisio - Wedbush Securities

Okay. Thank you very much Bill.

Operator

Thank you, and I’m not showing any further questions. I would now like to turn the call back to Bill Ruprecht for any further remarks.

Bill Ruprecht

It is August. Have yourself a good summer.

Thank you for your participation of the call. I’m sure we’ll be speaking with some of you in the coming days and thank you again for your interest in Sotheby’s.