Thomson Reuters Reports Second-Quarter 2022 Results

TORONTO, Aug. 4, 2022 /PRNewswire/ -- Thomson Reuters (TSX/NYSE: TRI) today reported results for the second quarter ended June 30, 2022:               

• Strong revenue and sales growth continued in the second quarter
• Total company revenue up 5% / organic revenue up 7%
• Organic revenue up 7% for the "Big 3" segments (Legal Professionals, Corporates and Tax & Accounting Professionals)
• Raised full-year 2022 revenue guidance
• Total company revenue forecast increased to approximately 6.0% from approximately 5.5%
• "Big 3" segments revenue forecast increased to approximately 7.0% from approximately 6.5%
• No other changes to full-year 2022 outlook, reaffirmed full-year 2023 outlook
• Change Program on track - $369 million run-rate operating expense savings through June 30
• Repurchased $394 million of company shares through July 31 under the $2 billion share buyback program announced on June 8, 2022

"The momentum that has been building in our businesses continued in the second quarter, with revenues again ahead of our expectations.  Leading indicators remain healthy, and we have a resilient, highly recurring business serving growing industries.  This positioning and a strong first half give us confidence we are on the right path to achieve our 2022 and 2023 targets," said Steve Hasker, President and CEO of Thomson Reuters.

Mr. Hasker added, "Our businesses are benefitting from what we believe are multi-year tailwinds driven by a step change in the complexity of compliance in our legal, tax, and risk-related markets. Against this backdrop, we remain focused on investing in our businesses and effectively allocating capital as we work to translate our current momentum into sustainable long-term value creation."

Consolidated Financial Highlights - Three Months Ended June 30

Revenues increased 5%, driven by growth across four of the company's five business segments. Foreign currency had a 2% negative impact on revenues.

• Organic revenues increased 7%, driven by 7% growth in recurring revenues (80% of total revenues) as well as 13% growth in transactions revenues. Global Print revenues decreased 1% organically.
• Transactions revenue growth was driven by Reuters News and Corporates. Reuters Events was a key contributor as it benefited from both timing shifts and the return to in-person events.
• The company's "Big 3" segments (Legal Professionals, Corporates and Tax & Accounting Professionals) reported organic revenue growth of 7% and collectively comprised 80% of total revenues.

Operating profit increased 24% as higher revenues more than offset higher costs, which included investments associated with the Change Program.

• Adjusted EBITDA increased 12% due to the same factors as operating profit. The related margin increased to 34.7% from 32.7% in the prior-year period, of which foreign currency contributed 90bp. Investments in the Change Program negatively impacted the second quarter of 2022 adjusted EBITDA margin by 190bp.

Diluted (loss) per share of $(0.24) included a significant reduction in the value of the company's investment in London Stock Exchange Group (LSEG). Diluted earnings per share of $2.15 in the prior-year period included a significant increase in the value of the company's investment in LSEG. 

• Adjusted EPS, which excludes the change in value of the company's LSEG investment, and other adjustments, increased to $0.60 per share from $0.48 per share in the prior-year period, primarily due to higher adjusted EBITDA.

Net cash provided by operating activities decreased $29 million as higher payments associated with the Change Program as well as higher tax payments more than offset the cash benefits from higher operating profit.

• Free cash flow decreased $37 million due to lower cash flows from operating activities and higher capital expenditures primarily associated with the Change Program.

Highlights by Customer Segment - Three Months Ended June 30

Unless otherwise noted, all revenue growth comparisons by customer segment in this news release are at constantcurrency (or exclude the impact of foreign currency) as Thomson Reuters believes this provides the best basis to measure their performance.

Legal Professionals

Revenues increased 6% (all organic) to $700 million.

• Recurring revenues grew 6% (94% of total, 7% organic), primarily due to strong performances from Westlaw, Practical Law, FindLaw and the Government business.
• Transactions revenues decreased 3% (6% of total, decreased 1% organic).

Adjusted EBITDA increased 7% to $304 million.

• The margin increased to 43.4% from 42.3%, primarily due to higher revenues and Change Program savings.

Corporates

Revenues increased 9% (all organic) to $373 million. Revenues benefited from transactional revenue strength that we do not expect to recur at the same level in the second half of this year as the second-quarter performance was seasonal in nature.

• Recurring revenues grew 9% (86% of total, all organic), driven by CLEAR, Practical Law and Indirect Tax.
• Transactions revenues grew 8% (14% of total, all organic), driven by Trust, Confirmation as well as the company's businesses in Latin America and Asia & Emerging Markets.

Adjusted EBITDA increased 9% to $139 million.

• The margin increased to 37.4% from 37.0%, as higher revenues more than offset higher expenses.

Tax & Accounting Professionals

Revenues increased 10% (9% organic) to $217 million.

• Recurring revenues grew 11% (77% of total, all organic), driven by strong growth from Ultra Tax, audit products and the segment's Latin America business.
• Transactions revenues increased 5% (23% of total, all organic), primarily driven by Confirmation.

Adjusted EBITDA increased 12% to $81 million.

• The margin increased to 37.4% from 36.5%, primarily due to higher revenues and Change Program savings.

The Tax & Accounting Professionals segment is the company's most seasonal business with approximately 60% of full-year revenues typically generated in the first and fourth quarters. As a result, the margin performance of this segment has been generally higher in the first and fourth quarters as costs are typically incurred in a more linear fashion throughout the year.

Reuters News

Revenues of $188 million increased 12% (all organic), primarily driven by the Professional business and the flow-through of the annual increase in the company's news agreement with the Refinitiv business of LSEG. The Professional business benefited from timing shifts in Reuters Events as more events were hosted in the second quarter of this year rather than the second half, which is a return to the pre-COVID cadence. The Reuters Events business also benefited from a return to in-person events from primarily virtual events last year.

Adjusted EBITDA increased 26% to $44 million, primarily due to higher revenues.

Global Print

Revenues decreased 1% (all organic), which was better than the decline the company expected due to higher third-party revenues for printing services and the timing of new sales.

Adjusted EBITDA decreased 9% to $50 million.

• The margin decreased to 35.4% from 37.9% due to the decrease in revenues and the dilutive effect of third-party print revenue.

Corporate Costs

Corporate costs at the adjusted EBITDA level were $57 million and included $30 million of Change Program costs. Corporate costs were $76 million in the prior-year period and included $41 million of Change Program costs. Additional information regarding the Change Program is provided below.

Consolidated Financial Highlights - Six Months Ended June 30

Revenues increased 6%, driven by growth across four of the company's five business segments. Foreign currency had a 1% negative impact on revenues.

• Organic revenues increased 7%, driven by 7% growth in recurring revenues (79% of total revenues) as well as 10% growth in transactions revenues. Global Print revenues decreased 1% organically.
• Transactions revenue growth was driven by Reuters News, Corporates and Tax & Accounting Professionals. Reuters Events was a key contributor as it benefited from both timing shifts and the return to in-person events.
• The company's "Big 3" segments reported organic revenue growth of 7% and collectively comprised 81% of total revenues.

Operating profit increased 15% as higher revenues more than offset higher costs, which included investments associated with the company's Change Program. 

• Adjusted EBITDA increased 10% reflecting the same factors that impacted operating profit. The related margin increased to 35.3% from 34.1% in the prior-year period, of which foreign currency contributed 50bp. Investments associated with the Change Program negatively impacted the adjusted EBITDA margin by 190bp in the six months of 2022.

Diluted EPS was $1.83 per share compared to $12.28 per share in the prior-year period. The prior-year period included a gain of approximately $8.1 billion on the sale of Refinitiv to LSEG.

• Adjusted EPS, which excludes the gain on the sale of Refinitiv, as well as other adjustments, increased to $1.26 per share from $1.06 per share in the prior-year period, primarily due to higher adjusted EBITDA.

Net cash provided by operating activities decreased $134 million due to higher payments associated with the Change Program, higher tax payments and higher annual incentive plan bonuses.

• Free cash flow decreased $190 million due to lower cash flows from operating activities and higher capital expenditures, primarily associated with the Change Program.

Highlights by Customer Segment - Six Months Ended June 30

Change Program

In February 2021, the company announced a two-year Change Program to transition from a holding company to an operating company, and from a content provider to a content-driven technology company. The company is 18 months into the program, which is expected to be largely complete by the end of 2022. The program is projected to require an investment of approximately $600 million during that time of which $424 million has been invested as of June 30, 2022. The company continues to anticipate that Change Program spending will be approximately 60% operating expenses and 40% capital expenditures.

2022 and 2023 Outlook

The company's updated outlook for 2022 and reaffirmed outlook for 2023 (which is reflected in the table below) incorporates the forecasted impacts associated with the Change Program, assumes constant currency rates, and excludes the impact of any future acquisitions or dispositions that may occur during those periods. Thomson Reuters believes that this type of guidance provides useful insight into the performance of its businesses.

The company expects its third-quarter 2022 revenue growth to be approximately 50bp to 100bp below its full-year 2022 outlook target. The company also expects its fourth-quarter 2022 revenue growth to be higher than the third-quarter 2022 revenue growth. The company expects full-year 2022 recurring revenue growth to be 7%.

The company's third-quarter 2022 adjusted EBITDA margin is expected to be approximately 300bp below its second-quarter 2022 adjusted EBITDA margin. The fourth-quarter 2022 is expected to have the highest quarterly adjusted EBITDA margin of the year.

While the company's second-quarter 2022 performance provides it with increasing confidence about its outlook, the global economy recently has experienced substantial disruption due to concerns regarding economic effects associated with the macroeconomic backdrop and ongoing geopolitical risks. Any worsening of the global economic or business environment could impact the company's ability to achieve its outlook.

Updated Full-Year 2022 Outlook

Reported Full-Year 2021 and Updated Full-Year 2022 – 2023 Outlook

The information in this section is forward-looking. Actual results, which will include the impact of currency and future acquisitions and dispositions completed during 2022 and 2023, may differ materially from the company's outlook. The information in this section should also be read in conjunction with the section below entitled "Special Note Regarding Forward-Looking Statements, Material Risks and Material Assumptions."

Share Repurchases – Update on $2.0 Billion Buyback Program

In June 2022, Thomson Reuters announced that it plans to buy back up to $2.0 billion of its common shares.

From June 2022 through July 31, 2022, the company repurchased approximately 3.8 million of its common shares under the new buyback program, for a total spend of $394 million. As of July 31, 2022, Thomson Reuters had approximately 483.5 million common shares outstanding.

Dividends

In February 2022, the company announced a 10% or $0.16 per share annualized increase in the dividend to $1.78 per common share, representing the 29^th consecutive year of dividend increases. A quarterly dividend of $0.445 per share is payable on September 15, 2022, to common shareholders of record as of August 18, 2022.

LSEG Ownership Interest

In January 2021, Thomson Reuters and private equity funds affiliated with Blackstone sold Refinitiv to LSEG in an all-share transaction. Thomson Reuters indirectly owns LSEG shares through an entity that it jointly owns with Blackstone's consortium and a group of current LSEG and former Refinitiv senior management. 

As of July 31, 2022, Thomson Reuters indirectly owned approximately 72.4 million LSEG shares which had a market value of approximately $7.1 billion based on LSEG's closing share price on that day. The company received $62 million of dividends from its LSEG investment in June 2022.

Thomson Reuters
Thomson Reuters is a leading provider of business information services. Our products include highly specialized information-enabled software and tools for legal, tax, accounting and compliance professionals combined with the world's most global news service – Reuters. For more information on Thomson Reuters, visit tr.com and for the latest world news, reuters.com. 

NON-IFRS FINANCIAL MEASURES

Thomson Reuters prepares its financial statements in accordance with International Financial Reporting Standards (IFRS), as issued by the International Accounting Standards Board (IASB).

This news release includes certain non-IFRS financial measures, which include ratios that incorporate one or more non-IFRS financial measures, such as adjusted EBITDA and the related margin (other than at the customer segment level), free cash flow, adjusted EPS and the effective tax rate on adjusted EPS, accrued capital expenditures expressed as a percentage of revenues, selected measures excluding the impact of foreign currency, changes in revenues computed on an organic basis as well as all financial measures for the "Big 3" segments. Thomson Reuters uses these non-IFRS financial measures as supplemental indicators of its operating performance and financial position as well as for internal planning purposes and the company's business outlook. Additionally, Thomson Reuters uses non-IFRS measures as the basis for management incentive programs. These measures do not have any standardized meanings prescribed by IFRS and therefore are unlikely to be comparable to the calculation of similar measures used by other companies and should not be viewed as alternatives to measures of financial performance calculated in accordance with IFRS. Non-IFRS financial measures are defined and reconciled to the most directly comparable IFRS measures in the appended tables.

The company's outlook contains various non-IFRS financial measures. The company believes that providing reconciliations of forward-looking non-IFRS financial measures in its outlook would be potentially misleading and not practical due to the difficulty of projecting items that are not reflective of ongoing operations in any future period. The magnitude of these items may be significant. Consequently, for outlook purposes only, the company is unable to reconcile these non-IFRS measures to the most directly comparable IFRS measures because it cannot predict, with reasonable certainty, the 2022 and 2023 impacts of changes in foreign exchange rates which impact (i) the translation of its results reported at average foreign currency rates for the year, and (ii) other finance income or expense related to intercompany financing arrangements and foreign exchange contracts. Additionally, the company cannot reasonably predict (i) its share of post-tax earnings or losses in equity method investments, which is subject to changes in the stock price of LSEG or (ii) the occurrence or amount of other operating gains and losses that generally arise from business transactions that the company does not currently anticipate.

ROUNDING

Other than EPS, the company reports its results in millions of U.S. dollars, but computes percentage changes and margins using whole dollars to be more precise. As a result, percentages and margins calculated from reported amounts may differ from those presented, and growth components may not total due to rounding.

REVISION TO PRIOR-YEAR SEGMENT RESULTS

In the first quarter of 2022, the company made two changes to its segment reporting to reflect how it currently manages its businesses.  The changes (i) reflect the transfer of certain revenues from its Corporates business to its Tax & Accounting Professionals business where they are better aligned; and (ii) record intercompany revenue in Reuters News for content-related services that it provides to Legal Professionals, Corporates and Tax & Accounting Professionals. Previously, these services had been reported as a transfer of expense from Reuters News to these businesses. These changes impact the financial results of the company's segments, but do not change the company's consolidated financial results. The table below summarizes the changes for the three and six months ended June 30, 2021.

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS, MATERIAL RISKS AND MATERIAL ASSUMPTIONS

Certain statements in this news release, including, but not limited to, statements in Mr. Hasker's comments and the "Change Program," "2022 and 2023 Outlook" and "LSEG Ownership Interest" sections, are forward-looking. The words "will", "expect", "believe", "target", "estimate", "could", "should", "intend", "predict", "project" and similar expressions identify forward-looking statements. While the company believes that it has a reasonable basis for making forward-looking statements in this news release, they are not a guarantee of future performance or outcomes and there is no assurance that any of the other events described in any forward-looking statement will materialize. Forward-looking statements are subject to a number of risks, uncertainties and assumptions that could cause actual results or events to differ materially from current expectations. Many of these risks, uncertainties and assumptions are beyond the company's control and the effects of them can be difficult to predict.

Some of the material risk factors that could cause actual results or events to differ materially from those expressed in or implied by forward-looking statements in this news release include, but are not limited to, those discussed on pages 17-30 in the "Risk Factors" section of the company's 2021 annual report. These and other risk factors are discussed in materials that Thomson Reuters from time to time files with, or furnishes to, the Canadian securities regulatory authorities and the U.S. Securities and Exchange Commission (SEC). Thomson Reuters annual and quarterly reports are also available in the "Investor Relations" section of tr.com.

The company's business outlook is based on information currently available to the company and is based on various external and internal assumptions made by the company in light of its experience and perception of historical trends, current conditions and expected future developments, as well as other factors that the company believes are appropriate under the circumstances. Material assumptions and material risks may cause actual performance to differ from the company's expectations underlying its business outlook. In particular, during the last quarter the global economy has experienced substantial disruption due to concerns regarding economic effects associated with the macroeconomic backdrop and ongoing geopolitical risks. Any worsening of the global economic or business environment could impact the company's ability to achieve its outlook and affect its results and other expectations. For a discussion of material assumptions and material risks related to the company's 2022 and 2023 outlook, please see pages 19-20 of the company's first-quarter management's discussion and analysis (MD&A) for the period ended March 31, 2022. Material assumptions and material risks related to the company's outlook will also be included in the company's second-quarter management's discussion and analysis for the period ended June 30, 2022, which is expected to be filed shortly. The company's quarterly MD&A and annual report are filed with, or furnished to, the Canadian securities regulatory authorities and the U.S. SEC and are also available in the "Investor Relations" section of tr.com.

The company has provided an outlook for the purpose of presenting information about current expectations for the periods presented. This information may not be appropriate for other purposes. You are cautioned not to place undue reliance on forward-looking statements which reflect expectations only as of the date of this news release.

Except as may be required by applicable law, Thomson Reuters disclaims any obligation to update or revise any forward-looking statements.

CONTACTS

Thomson Reuters will webcast a discussion of its second-quarter 2022 results and its business outlook today beginning at 8:30 a.m. Eastern Daylight Time (EDT). You can access the webcast by visiting ir.tr.com. An archive of the webcast will be available following the presentation.

** Because Thomson Reuters reported a net loss for continuing operations under IFRS for the three months ended June 30, 2022, the weighted-average number of common shares used for basic and diluted loss per share is the same for all per-share calculations in the period, as the effect of stock options and other equity incentive awards would reduce the loss per share, and therefore be anti-dilutive. Since the company's non-IFRS measure "adjusted earnings" is a profit, potential common shares are included, as they lower adjusted EPS and are therefore dilutive.

The following table reconciles IFRS and non-IFRS common share information: